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Res No 009-20-15449RESOLUTION NO. 009-20-1 5449 A Resolution authorizing the City Manager to enter into a 3 year agreement with Insight Public Sector to provide NetMotion software services and support for the Police Department WHEREAS, the Mayor and City Commission wish to enter into a new 3 year agreement with Insight Public Sector to provide NetMotion software and support for 3 years; and WHEREAS, the City of South Miami IT Department has identified connectivity issues with Police mobile terminals as an area causing significant issues with our Computer Aided Dispatch system and loss of data; and WHEREAS, NetMotion sotware and support was tested on a trial basis and it was discovered to significantly reduce and/or completely eliminate connectivity issues; and WHEREAS, this purchase of services will be via the NASPO Valuepoint Cooperative Contracts utilizing a piggyback agreement; and WHEREAS, the total cost of this product and services for the 3 year agreement will be; $23,298, the purchase and services will be charged to the following accounts, $1 1,681 to account 615-1910-521-5205, Federal Forfeiture Account and $1 1,617 to account 615-1910-521-6440 Federal Forfeiture Account. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: Section I: The recitals set forth herein above are adopted by reference and adopted as a part of this resolution. Section 2: The City Manager is authorized to purchase these products and services from Insight Public Sector utilizing 2019-2020 budget and enter into a multiyear agreement for maintenance and technical support. Section 3. Severability: If any section, clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutional by a court of competent jurisdiction, this holding shall not affect the validity of the remaining portions of this resolution. Section 4: This resolution shall take effect immediately upon approval. PASSED AND ADOPTED this 7th day of lanua , 2020. ATTEST: 1 CITY C RK READ AND APPROVED AS TO FORM, LANGUAGEAEGALITYAND/ — • ill / ��� � .,� ,I�� COMMISSION VOTE: 5-0 Mayor Stoddard: Yea Vice Mayor Harris: Yea Commissioner Liebman: Yea Commissioner Gil: Yea Commissioner Welsh: Yea Agenda Item No:11. City Commission Agenda Item Report Weting Date: January 7, 2020 Submitted by: John Barzola Submitting Department: Police Department Item Type: Resolution Agenda Section: Subject: A Resolution authorizing the City Manager to enter into a new 3 year agreement with Insight Public Sector to provide NetWtion software services and support for the Police Department. 3/5 (City Manager -Police Dept.) Suggested Action: Attachments: Netmotion Memo from CM.docx Insight Public Sector NetMotionSoftware Resolution 2019..docx NetMotion-Police-Data-Sheet.pdf Quotation #0221713635 - City of South Miami Police.pdf Insight SVAR Amendment to Arizona Contract.pdf REV Piggyback Contract INSIGHT PUBLIC SECTOR NET MOTION 11.5.19.pdf MDBR Ad.pdf MH ad.pdf / CITY OF SOUTH MIAMI South Miami OFFICE OF THE CITY MANAGER n!� Tv of PLe,ASA\T LIVING INTER -OFFICE MEMORANDUM To: The Honorable Mayor & Members of the City Commission FROM: Steven Alexander, City Manager DATE: January 7, 2020 SUBJECT: A Resolution authorizing the City Manager to enter into a new 3 year agreement with Insight Public Sector to provide NetMotion software services and support for the Police Department BACKGROUND: The City of South Miami IT Department identified connectivity issues with Police mobile data terminals causing significant issues and loss of data with our Computer Aided Dispatch (CAD) system. Current configurations cause mobile units to lose connection with servers because of cell tower connections. Netmotion software provides a bridge which alleviates the connectivity issue and possible loss of data. The Police and IT Department conducted a test trial period with the Netmotion software and it was found to resolve the present connectivity issues. The purchase for software and services will be based on a 3 year agreement with Insight Public Sector utilizing a piggyback agreement with NASPO Valuepoint Cooperative Contracts. Amount: $23,298 Account: The total cost of this product and services for the 3 year agreement will be; $23,298, the purchase and services will be charged to the following accounts, $11,681 to account 615-1910-521-5205, Federal Forfeiture Account and $11,617 to account 615-1910-521-6440 Federal Forfeiture Account. ATTACHMENTS: Resolution NetMotion Data Sheet Insight Public Sector Quote Piggyback Agreement 2 CONTRACT FOR SOFTWARE VALUE-ADDED RESELLER THIS AGREEMENT made and entered into this 8 day of January. 2020 by and between the City of South Miami, a Florida municipal Corporation by and through its City Manager (hereinafter referred to as "City") and INSIGHT PUBLIC SECTOR. MCC.(hereinafter referred to as "Contractor") whose address is 6820 S Harl Ave. Temne. A 85_and whose email address is ricardo.nryora-insight.com. WITNESSETH: WHEREAS, the STATE OF ARIZONA (LEAD STATE) and NASPO VALUEPOINT solicited bids pursuant to NASPO VALUEPOINT PARTICIPATING ADDENDUM (PA) 43230000-NASPO-I6-ACS- SOFTWARE VAR for SOFTWARE VALUE-ADDED RESELLER; and WHEREAS, the STATE OF ARIZONA and NASPO VALUEPOINT after completing a competitive bidding process, awarded a contract to Contractor, and WHEREAS, the City of South Miami desires to utilize the STATE OF FLORIDA and INSIGHT PUBLIC SECTOR, INC. Contract with Contractor; and WHEREAS, the City is authorized, pursuant to the City of South Miami's Charter, to piggyback off of contracts, such as the contract in question between STATE OF FLORIDA and INSIGHT PUBLIC SECTOR. INC.. that were entered into in accordance with a solicitation process that is at least as vigorous as that of the City of South Miami; and 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 provisions as set forth in the contract between STATE OF FLORIDA and INSIGHT PUBLIC SECTOR. INC. pursuant to SOLICITATION #ADSP016-00005829 as modified by this Agreement. 2. The City has reviewed the contract between STATE OF FLORIDA and INSIGHT PUBLIC SECTOR. INC. and agrees to the provisions of that contract which shall be applicable to a purchase order to be issued by the City and further agrees to the fair and reasonableness of the pricing. Contractor hereby agrees to provide such goods and/or services, pursuant to the City's purchase order made during the term of this Agreement, under the same price(s), terms and conditions as found in the solicitation documents, the response to the solicitation, and the Agreement/Contract and/or the Award, pertinent copies of which are attached hereto as Attachment A and made a part hereof by reference. Thomas F. Pepe — 04-03-19 Page 1 of 7 1 of 271 3. All references in the contract between STATE OF FLORIDA and INSIGHT PUBLIC SECOTR. INC. , 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 STATE OF FLORIDA and INSIGHT PUBLIC SECOTR. INC.. as set forth in the contract between STATE OF FLORIDA and INSIGHT PUBLIC SECOTR. INC. and the Contractor, shall all be made by the City Manager for the City of South Miami. Notwithstanding anything contained in the STATE OF FLORIDA and INSIGHT PUBLIC SECOTR. INC. PARTICIPATING - ADDENDUM #4320000-NASPO-I6-ACS-SOFTWARE VAR and MASTER AGREEMENT #ADSP0I6-I38244 between STATE OF ARIZONA (LEAD STATE) and NASPO VALUEPOINT COOPERATIVE CONTRACTS and the Contractor 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. Term. The term of the contract, including all extensions authorized by the contract shall not exceed five years. 5. Scope of Goods and Services. The scope of goods and services (which may hereinafter be referred to as the "Work") are set forth in the attached Attachment A and any attachments thereto and the City's purchase order, the latter of which shall take precedence. The Contractor has agreed to deliver the goods, if any, and perform the services, if any, in a workman like manner and in accordance with all state, county and City laws, at the locations, if any, designated by the City. All of the goods and services reflected in Attachment A shall, unless otherwise stated in the Attachment A or B, be delivered, if good, and commenced, if services, within N/A days from the date of the execution of this Agreement. The Contractor shall obtain and pay for all permits required for the goods and services rendered, if any, with the exception of permits fees charged by the City, said fees shall be waived. 6. Contract Price. The contract price for the good and services is set forth in Attachment A or B. If not otherwise set forth' in the contract between STATE OF FLORIDA and INSIGHT PUBLIC SECOTR. INC. and the Contractor, the Contractor shall be paid upon delivery of all the goods, if any, the completion of all the services, if any, and after final inspection and approval, by the City, that approves of the goods delivered, if any, and the services performed, if any. 7. Precedence. The term, provisions and conditions of this Agreement shall take precedence over the terms, provisions and conditions of the contract between Contractor and STATE OF FLORIDA and INSIGHT PUBLIC SECOTR, INC. 8. Grant Funding: This project is being funded by wand Contractor agrees to comply with all the requirements of that Grant, applicable to the delivery of the goods and/or services that are the subject of this Agreement, and that are within its power to provide and to provide all the documentation within its control that is required for the City to be able to recover as much of the contract price that is available pursuant to the terms of the grant. A copy of the grant, if anj is attached hereto and made a part hereof by reference. Thomas F. Pepe — 04-03-19 Page 2 of 7 2 of 271 9. Public Records: CONTRACTOR and all of its subcontractors are required to comply with the public records law (s.119.0701) while providing goods and/or services on behalf of the CITY and the CONTRACTOR, under such conditions, shall incorporate this paragraph in all of its subcontracts for this Project and shall: (a) Keep and maintain public records required by the public agency to perform the service; (b) Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the 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 the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the 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 THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT305-663-6340; E-mail: it :i%ncy'lnuhn1i:uniIl.yo%; 6130 Sunset Drive, South Miami, FL 33143. 10. 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, or lawsuit arising out of the Contract Documents or the performance of the Work thereunder or any counterclaim, cross -claim or third party claim filed in the same proceeding. 11. Notices: Whenever notice shall be required or permitted herein, it shall be delivered by hand delivery, e-mail (or similar electronic transmission), facsimile transmission or certified mail with return receipt requested and shall be deemed delivered on the date shown on the e-mail or delivery confirmation for any facsimile transmission or, if by certified mail, the date on the return receipt or the date shown as the date same was refused or unclaimed. If hand delivered to the CITY, a copy must be stamped with the official CITY receipt stamp showing the date of delivery, otherwise the document shall not be considered to have been hand delivered. Notices shall be delivered to the following individuals or entities at the addresses (including e- mail) or facsimile transmission numbers set forth below or in the introductory paragraph to this contract: Thomas F. Pepe — 04-03-19 Page 3 of 7 3 of 271 To CITY: City Manager, 6130 Sunset Dr. South Miami, FL 33143 Tel: (305) 668-2510 Fax: (305) 663-6345 E-mail: salexanderasouthmiamifl.gov \i'ith copies to: City Attorney 6130 Sunset Dr. South Miami, FL 33143 Tel: (305) 667-2564 Fax: (305) 341-0584 .r 'I I 12. Validity of Executed Copies: This Agreement may be executed in several counterparts, each of which may be construed as an original. 13. 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. 14. Indemnification: Notwithstanding anything contained in the contract between Contractor and STATE OF FLORE A and INSIGHT PUBLIC SECTTR. INC. to the contrary, the City does not waive its sovereign immunity granted by Florida Statutes, Section 768.28, and the City's tort liability shall be limited to the waiver of sovereign imnnmih_ provided for in Section 768.28. 15. Severability: If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. IN WITNESS WHEREOF, and as the duly authorized act of the parties, the undersigned representatives of the parties hereto have caused this instrument to be signed in their respective names by their proper officials on or before the day and year first above written. INSIGHT PUBLIC SECTOR, INC: John Carnahan SVP-Global Business Development (type name and title of signatory above) Thomas F. Pepe 04-03-19 Page 4 of 7 4 of 271 ATTEST: By: &OLLhPa Nkeng Payne, C MC City Clerk Read and Approved as to Form. La wage, Legality and Execution Thereof. By: Thomas F. Pepe City Attorney Thomas F. Pepe — 04-03-19 Page 5 of 7 5 of 271 ATTACHMENT A CONTRACT FOR SOFTWARE VALUE-ADDED RESELLER SCOPE OF SERVICES 1. MASTER AGREEMENT, CONTRACT #ADSP016-138244 2. PARTICIPATING ADDENDUM #4320000-NASPO-I6-ACS-SOFTWARE VAR Thomas F. Pepe — 04-03-19 Page 6 of 7 6 of 271 Software Value -Added Reseller (SVAR) Services MASTER PRICE AGREEMENT with Insight Public Sector, Inc. Contract No. ADSPO16-138244 State of Arizona Lead State Effective: May 27, 2016 to April 7, 2018 1� 7 of 271 Offer and Acceptance --' ---- - --- State of Arizona— - - _�_—.__ Stato Procurement Office I SOLICITATION NO ADSP016-00005829 TPact 100 North 15" Avenue. Suite 20 -- l � UFFF(.ROR insight Public Sector. In —Phoenix, AZ 85007 OFFER TO -'HE STATE OF ARiZONA: The Undersigned hereby offersand agrees to furnish the material service or construction a compliance with all terms conditions, specifications and amendments in the Solicitation and any written exceptions in the offer Signature also certifies Small Business status Imight Public Senor Irc _ 6A-30 South liad Acrruc Adtrtss 1rrn,+r Arizona h: _ Stale Z4 E•Aiarl RY Wwarta a a- the cifle secbon above RR oftfr mr"" Ssiirratve of Pelinn AJI7'.UIZBO tc Sfyr peal Llavid Lnstai -- Printed Name — - Vm President k;eneral Manaygr _ Tole * 800 IN'SIr11T rre wtrlrsson M Me ;leer 7.p nW invoNe rAdu W other anow-"Ubve pr"oea the Orrarm sraa nor 0aarnnale agarfla any engWyce a SPDararr. IV ernpoyrnm t n + WW of raaery Liectave Under 1'246 Slate E.reaaf. Order 20%9 M A R S "41-WI eir"V1, 1465 -VW'barer hat not grven pner'eo'n Wft nor Fearos t, gr v at any bmb hmeafler mry etmnrryc tWptvlanM, have em4ipy rent grit. ba:- 9ratu4y spew diatxaunl ey. lawn J IerNCe to a P johc servo I it ;ha &LO" ed one. FaLsRt to provide a Valli spratve aRr^ p ere sbplabord VgLwea by Lts cla l,e srah ms�f n niRcuon of Me ot*1 SWang [ oee, witn.. a false a:aternera "void Ire Mm an, reaubrp :o,"d and may be ii, p tr Iega'. 'e'.•>tvLes pro~ CY law the .7Oery-ert-aes Mall t atnn< -Herenmd ngamrAw'%—_ IS, A IS NOT a smal tHamess . .r less mar l jo ras grass •e arNras 0'S4 manor b 6,s ACCEPTANCE OF OF'ER rM OfIer is hereby aocepfed Tvle CurtiaaCx 3 now bound tc SO the materials or seances listed by the attached Wnlraa and based upon the "WItabor. irr Lx" air terms. cordittons speoflcatluns. amendments. etc .and the Cornradof I, Cher as accWed by the State rtns Gonvaa Shan henceforth be referred W as Co^tact No _�i//S/C�'(.—✓f� � L,4 r The vRective date of the Contra- rs al7v Y ..he t.o-drac" is Gut' ,ned not Io commence (O(y billable work nr to provide any n'alanai or service .inaef thts : onvad Jntii Cort-ae.ttx -ece-ves pllrchasE older r ontract e!ease document a wnnen rrohce to prnceed State of Arizona �'f Awaruod this '� 1 _ day of i'�xiuemmen oTr/r � —�_ � 20 fo 21 8 of 271 Master Agreement Table of Contents State of Arizona State Procurement Office 100 North 15' Avenue, Suite 201 Phoenix, AZ 85007 Contract No: ADSPO16-138244 Description: Software Value -Added Reseller (SVAR) Services Table of Contents EXECUTED OFFER AND ACCEPTANCE FORM........................................................................................................2 TABLEOF CONTENTS.................................................................................................................................................3 SECTION 1: NASPO ValuePoint Solicitation ADSPOI6-00005829 —GENERAL INCFORMATION .........................4 SECTION 2: SCOPE OF WORK...................................................................................................................................7 SECTION 3: NASPO ValuePoint Master Agreement Terms and Conditions SECTION 4: Lead State (State of Arizona) Terms and Conditions.........................................................................37 State of Arizona Special Terms and Conditions.......................................................................................37 State of Arizona Uniform Terms and Conditions...................................................................................... 50 9 of 271 State of Arizona go Master Agreement State Procurement Office 100 North 15thAvenue, Suite 201 Section 1: General Information Phoenix, Az 85007 c;onuacx No: AMFU15-135244 Description: Software Value -Added Reseiler (SVAR) Services 1.1 Purpose The State of Arizona, State Procurement Office, is requesting proposals for Software Value -Added Reseller (SVAR) services in furtherance of the NASPO ValuePoint Cooperation Purchasing Program (NASPO ValuePoint). The purpose of this Request for Proposal (RFP) is to establish Master Agreements with qualified Offerors so that NASPO ValuePoint Cooperative Members may acquire Commercial off the Shelf Software (COTS) and related services from Software Value -Added Resellers. The objective of this RFP is to obtain best value, and in some cases achieve more favorable pricing, than is obtainable by an individual state or local government entity because of the collective volume of potential purchases by numerous state and local government entities. The Master Agreement(s) resulting from this procurement may be used by state governments (including departments, agencies, institutions), institutions of higher education, political subdivisions (i.e., colleges, school districts, counties, cities, etc.), the District of Colombia, territories of the United States, and other eligible entities subject to approval of the individuals state procurement director and compliance with local statutory and regulatory provisions, as explained in section 3 of the NASPO ValuePoint Master Agreement Terms and Conditions. The initial term of the Master Agreement shall be two (2) years with renewal provisions as outlined in Section 3 of the NASPO ValuePoint Master Terms and Conditions (Section 4). 1.2 Lead State, Solicitation Number and Lead State Contract Administrator (LSCA) The State of Arizona, State Procurement Office (SPO) is the Lead State and issuing office for this document and all subsequent addenda relating to it. This solicitation (RFP) is a competitive process, in accordance with the Arizona Procurement Code available at httl)s:Hspo.az.Qov/ . The Arizona Procurement Code is a compilation in one place of Arizona Revised Statutes (ARS) 41-2501 et seq. and administrative rules and regulations A.A.0 R2-7-1010 et.seq. The Solicitation #ADSP016- 00005829 must be referred to on all proposals, correspondence, and documentation relating to this RFP. The Lead State Contract Administrator (LSCA) identified below is the single point of contact during this procurement process. Offerors and interested persons shall direct to the Lead State Contract Administrator all questions concerning the procurement process, technical requirements of this RFP, contractual requirements, requests for brand approval, change, clarification, protests, the award process, and any other questions that may arise related to this solicitation and the resulting Master Agreement. The Lead State Contract Administrator (LSCA) designated by the State of Arizona, State Procurement Office is: Charlotte Righetti, CPPB, CTNS State Procurement Manager State of Arizona, State Procurement Office 100 N. 15th Avenue, Suite 201 Phoenix, Arizona 85007 Phone: (602)542.9127 1.3 NASPO ValuePoint Background Information NASPO ValuePoint (formerly known as WSCA-NASPO) is a cooperative purchasing program of all 50 states, the District of Columbia and the territories of the United States. The Program is facilitated by the NASPO Cooperative Purchasing Organization LLC, a nonprofit subsidiary of the National Association of State Procurement Officials (NASPO), doing business as NASPO ValuePoint. NASPO is a non-profit association dedicated to strengthening the procurement community through education, research, and communication. It is made up of the directors of the central purchasing offices in each 10 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 1: General Information Phoenix, AZ 85007 Contract No: ADSP016-1382" Description: Software Value -Added Reseller (SVAR) Services of the 50 states, the District of Columbia and the territories of the United States. NASPO ValuePoint facilitates administration of the cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all states, the District of Columbia, and territories of the United States. For more information consult the following websites:...... and 1.4 Participating States In addition to the Lead State conducting this solicitation, the Participating States listed below have requested to be named in this RFP as potential Users of the resulting Master Agreement. Other entities may become Participating Entities after award of the Master Agreement. State specific terms and conditions will govern each state's Participating Addendum that will govern each state's Participating Addendum. A listing of the Participating States can be found in Exhibit I. 1.5 Definitions — all capitalized terms in this document have the meaning as defined in AAC R2-7-101. Any capitalized term not defined in AAC R2-7-101 has the meaning defined below. "Appliance" means a separate and discrete hardware device with integrated software (firmware), specifically designed to provide a specific computing resource. For the purposes of this solicitation only an Appliance" which is the sole means of obtaining the Software product is allowable. "Attachment" means any item the Solicitation requires an Offeror to submit as part of the Offer. "Best and Final Offer (BAFO)" means a revision to an Offer submitted after negotiations are completed that contains the Offeror's most favorable terms for price, service, and products to be delivered. "Commercial Off the Shelf" ("COTS") for the purposes of this solicitation means non -developmental software which has been created for specific uses and is available to the general public in the commercial marketplace. COTS products are designed to be implemented easily into existing systems without the need for customization. "End -User License Agreement (EULA)" is a legal contract between the manufacturer (publisher) and the end User of an application that details how the software can and cannot be used. "eProcurement (Electronic Procurement)" means conducting all or some of the procurement function over the Internet. Point, click, buy and ship Internet technology is replacing paper -based procurement and supply management business processes. Elements of eProcurement also include Invitation for Bids, Request for Proposals, and Request for Quotations. "Excluded Software Publishers" means a Software Publisher who is unwilling to do business with a Reseller. "Exhibit" means any document or object labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. 11 of 271 Master Agreement Section 1: General Information Contract No: ADSP016-1382" Description: Software Value -Added Reseller (SVAR) Services State of Arizona State Procurement Office 100 North 15'"Avenue, Suite 201 Phoenix, AZ 85007 "Lead State Contract Administrator" ("LSCA") means the Procurement Officer for the Master Agreement. "Master Agreement" ("MPA") means the contractual agreement executed between -the winning (awarded) contractor (s) and the Lead State conducting the procurement on behalf of NASPO ValuePoint. "Non -perpetual license" or Subscription License" is a temporary license that provides the right to use a particular licensed product until the end of the license -agreement term. "Participating State Contract Administrator" ("PSCA") means the Procurement Officer for the Participating State. "Perpetual license" means a license which is everlasting and valid if the software is being used in accordance with the license -agreement requirements. "Person" means any corporation, business, individual, union, committee, club, or other organization or group of individuals "Publisher" means a software manufacturer (e.g., Microsoft) "Reseller" means a Software Value -Added Reseller who is awarded under this solicitation, and who has a fully -executed (MPA and PA-s) contract. "Reseller Cost" means the price that the Reseller pays the Publisher or Distributor to purchase software on behalf of the Participating State. Reseller Cost should not include any administrative or other mark-up costs. "Software" means the computer program, including media and associated documentation. "Software Licensing" means allowing an individual or group to use a piece of software. "Software Maintenance and Support" means any software upgrades, annual updates, patches and fixes needed to improve functionality and keep the software in working order. "Solicitation Amendment" means a change to the Solicitation issued by the Procurement Officer. "Volume License Agreements (VLAs)" means an agreement with a Software Publisher wherein the Participating State's total expected purchasing over a period of time is considered in establishing the discount level. 12 of 271 Master Agreement Section 2: Scope of Work Contract No: ADSPO16-1382" Description: Software Value -Added Reseller (SVAR) Services State of Arizona State Procurement Office 100 North 15t'Avenue, Suite 201 Phoenix, AZ 85007 2.1 Software Value -Added Reseller (`Reseller' —"SVAR") 2.1.1 Software Value -Added Reseller ('Reseller'— "SVAR") shall be a large account reseller authorized to sell products direct from Key Software Publishers or authorized Distributors. 2.1.2 SVAR shall do the following: 2.1.2.1 Provide Commercial Off -the -Shelf -Software (COTS). 2.1.2.2 Honor existing Volume or Enterprise license agreements. 2.1.2.3 Offer maintenance and support packages on licenses already owned by the Participating State and other Purchasing Entities. 2.1.2.4 Advise the LSCA, each PSCA, and other Purchasing Entities of SVAR's channel partner status with Key Software Publishers. 2.1.2.5 Retain or enhance reseller certifications with software publishers - At a minimum, maintain Reseller certification levels held at time of award. If Reseller's certification or reseller status is withdrawn or reduced, Reseller is required to immediately notify, in writing, the Lead State Contract Administrator (LSCA), each PSCA and other Purchasing Entities explaining: • The change; • The impact on their costs to obtain the product; • Limitations on the products or services they may provide; and, • The reasons for the change. Failure to provide the required notification, regarding significant negative changes in their reseller status, may be grounds for suspension or cancellation of the MPA and PA's. 2.1.2.6 Provide Pre -Sale Advisement - There shall be no charge for these services: 2.1.2.6.1 Advise the Purchasing Entity in making strategic software application decisions by providing evaluation copies, product comparisons, needs analysis, product information and application recommendations. 2.1.2.6.2 Act as liaison between the Purchasing Entity and individual publishers in identifying best approaches and cost savings opportunities for the Purchasing Entity. 2.1.1.6.3 Examples of such advice would be: • In selecting appropriate software; • In explaining Volume License Agreements with complicated rules; • In determining the most cost-effective buying strategies; • In ensuring that Participating States and other Purchasing Entities are in compliance with licensing requirements; and, • In finding software options to meet a specific need, for example, a flow -charting package. 2.1.2.7 Reseller shall negotiate to reduce Reseller Cost, to pass on savings to the Participating State and other Purchasing Entitites. 7 i= 13 of 271 Master Agreement Section 2: Scope of Work Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services State of Arizona State Procurement Office 100 North 15t'Avenue, Suite 201 Phoenix, AZ 85007 2.1.2.8 Provide assistance in explaining and developing Volume License and Enterprise Agreements. 2.1.2.9 Provide Software Installation Assistance. 2.1.2.9.1 Provide, at no additional cost, assistance or advice in basic installation or implementation of COTS product. 2.1.2.8.2 If the Purchasing Entity encounters difficulty in downloading or installing the software, the Reseller must provide assistance within eight (8) business hours of being informed of the problem. 2.1.2.10 Provide Software De -Installation Assistance. 2.1.2.11 Provide Tracking, Management, Usage Monitoring and Reporting of Licenses 2.1.2.11.1 Reseller shall have in place a product license inventory and asset management system, which will include an accurate inventory record of product licenses purchased under this Contract. 2.1.2.11.2 Reseller must also have the capability tracking maintenance renewal and other significant due dates. 2.1.2.11.3 At a minimum, this system shall be able to provide this information by Participating State and Purchasing Entity. 2.1.2.11.4 Reseller shall work with Participating State, other Purchasing Entities, publishers, previous and subsequent contract software resellers, and hardware computer contractors to ensure the most comprehensive record of licenses is created, maintained, and the information transferrable. 2.1.2.11.5 States may choose to award multiple PA's under this Agreement. Details on how licenses are to be tracked and managed under multiple awards will be determined by that awarding State. 2.1.2.11.6 As may be required by a Participating State, or other Purchasing Entity, Reseller shall work with NASPO ValuePoint computing equipment contractors, or a Participating State's comparable computer hardware contractor, to see that any software acquired under those contracts can be tracked through this contract. 2.1.2.12 Notify Participating State and Purchasing Entities of publisher publicly announced changes pertinent to User licensing. 2.1.3 SVAR shall Develop and Maintain Website 2.1.3.1 For Participating States, Reseller shall develop and support a website specific to that State, with content approved from the LSCA or PSCA as appropriate based on content. 2.1.3.1.1 This web site information shall be available through the Internet without the use of additional software or licenses. 8 1 P�:� 14 of 271 Y Master Agreement Section 2: Scope of Work Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services State of Arizona State Procurement Office 100 North 15t'Avenue, Suite 201 Phoenix, AZ 85007 2.1.3.1.2 Website should be User friendly to allow for quick and easy access and use. 2.1.3.1.3 Website shall be available 24 x 7, except for scheduled maintenance. 2.1.3.1.4 Website shall be ADA compliant. 2.1.3.1.5 No costs or expenses associated with providing this information shall be charged to the States. 2.1.3.1.6 Universal Resource Locator (URL) for the website must be supplied to the PSCA and the LSCA within sixty (60) days of the execution of the PA. 2.1.3.1.7 The website will include contract information, product information/catalog, the capability to generate online reports, and other pertinent information as may be reasonably requested by States, such as copies of VLAs. 2.1.3.1.8 Publisher Notifications and Other Industry Information. In the event that a publisher publicly announces changes that are pertinent to User licensing, the Reseller shall assist Users by posting the information on the state websites. 2.1.3.1.9 Reseller shall provide, at no additional cost, training on how to use their website and how to use this contract in obtaining quotes and placing orders. Online training should be available on the website, but supplementary electronic (e.g. Webinars, emails), telephone or on -site training should be provided, as needed, during standard working hours. 2.1.3.2 Contract and General Information. The website shall provide contract and ordering information to include, at a minimum: 2.1.3.2.1 The contract number(s) (MPA and PA); 2.1.3.3.2 The Reseller primary contact and contacts to whom incidents are to be escalated: • Name(s and titles • Areas of responsibility for each contact name; • Phone number(s); and, • Email address(es). 2.1.3.3.3 Information on use of website, 2.1.3.3.4 Quote and ordering information; and, 2.1.3.3.5 Notifications regarding publishers and products, such as pending key product changes or upgrades. 2.1.3.3 Online Catalog 2.1.3.3.1 Reseller shall provide COTS software, and software maintenance of new or existing licensed software, under this contract. Information on approved products, customized by Participating State, will be available through an online catalog and through Reseller's representatives either through email or telephone inquiry during the standard working hours of the Participating State. The online catalog shall provide an expansive list 9 1 P 15 of 271 State of Arizona (Waster Agreement State Procurement Office Section 2: Scope of Work 100 North 15t'Avenue, suite 201 p Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services of products allowed per the contracts, particularly those products of itemized publishers. 2.1.3.3.2 The website shall provide contract and ordering information to include, at a minimum: publishers, product names, standard product pricing, and product descriptions (photos optional or links to access product literature). Regardless of the number and types of links to the Reseller's electronic catalog, the Reseller shall ensure that all eligible agencies purchasing under one PA are accessing the same current base version of the product catalog. Online information shall include purchases of Volume or Enterprise License Agreement software as well as individual COTS software licenses. 2.1.3.3.3 Online catalog shall be restricted to just software. Non -authorized products or groups of products shall not be on the website. Reseller shall not use this proposed website to cross sell or cross advertise other products and or services the Reseller may be able to offer. 2.1.3.4 Product Searching Capability. At a minimum, the online catalog should be searchable by Purchasing Entity and their VI -As, Software Publisher, Product name, OEM product number, and software description (e.g., GIS, Security). The online category can be modified as Users' needs dictate, such as including products obtained through a distributor (non -itemized publisher products) that are frequently purchased. 2.1.3.5 Online Product Quotes. Product price displayed online is a `not -to -exceed' product price quote based on contract rate and real time Reseller Cost. For high dollar purchases, or quantity purchases, Purchasing Entity should request a quote by contacting Reseller representative off-line. The online pricing should allow for overrides when a quote with a negotiated better price has been offered and is being placed online. Website should have capability to track all quotes by Purchasing Entity and be easily accessible for viewing by quote number. Website shall include a shopping cart feature that allows Purchasing Entities to provide shipping instructions. Purchasing Entities can place orders on the web either via credit card or purchase order. Specifics regarding an individual state's requirements for placing an order may be included in that State's Participating Addendum (PA). 2.1.3.6 User Differentiation. Catalog should be designed so as to provide a means to identify the Participating State (state agency or other eligible Purchasing Entity). This method used must not require any administrative tasks on the part of the LSCA for the MPA, the PSCA for the individual PSCA. Website should allow Users to develop personal lists and profiles, including an option to securely store and maintain procurement card information. Catalog should have the capability of being used as a 'Punch Out' to an individual state's electronic purchasing system. 2.1.3.7 Online Reports. Website shall have capability to provide order history, as well as order status and order tracking. 2.1.3.8 Other. Other information may be added to the website as may be required by State (such as copies of volume license agreements) or enhancements that may be proposed by Reseller and approved by State. 10 = gig? 16 of 271 State of Arizona 0 Master Agreement State Procurement Office 100 North 150' Avenue, Suite 201 Section 2: Scope of Work Phoenix, Az 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services 2.2 COTS Products 2.2.1 Software which requires little or no services IN SCOPE Offerings OUT OF SCOPE Offerings LICENSING TYPE COTS Individual Licensing Custom/Customized Volume Licensing Enterprise Licensing LICENSING Perpetual Subscription none PERIOD Delivery Shrink -Wrap Download none HOSTING On Premise Off Premise Managed Service as part of delivery Managed Services means the & use. proactive management of an IT (Information Technology) asset or object, by a third party typically known as a MSP, on behalf of a customer nspa.', Gncacom;ldat,',s4`Cr,-of 2.2.1.1 Most Current Version - Purchase orders shall be deemed to reference a manufacturer's most recent release model or version of the product at the time of the order, unless the Purchasing Entity specifically requests in writing an earlier model or version and the Reseller is willing to provide such model or version. 2.2.1.2 Licenses and Maintenance Agreements 2.2.1.2.1 Volume License Agreements (VLA) and Entefprise License Agreements (ELA) The Reseller will honor existing Participating State's VLA's or ELA's with publishers and include those licenses as part of the Reseller's license tracking service. Following an executed PA with a Participating State, and if so required by the Participating State, the Purchasing Entity and/or an individual publisher, the Reseller will identify itself to software publishers as Reseller for that Participating State or Purchasing Entity. If so required by the Publisher and Participating State, Reseller will execute a change of channel partner agreement with the Publisher. Resellers will sell additional seats consistent with Purchasing Entities' Enterprise or Volume Agreements. Reseller will work with Participating State, Purchasing Entity(ies) and Publishers as needed to establish new VI -As or ELAs. The Reseller will work with the Publisher and Participating State as necessary to ensure the Participating State receives timely and pertinent license information, such as: license or agreement renewals, or opportunities based on actual volume. Reseller will work directly with Purchasing Entity(ies) in establishing, signing and maintaining enrollment agreements. If Reseller is sole SVAR contractor in a State, Reseller will aggregate all enrollments together for 11� 17 of 271 State of Arizona Master Agreement State Procurement Office Section 2: Scope of Work 100 North 15t'Avenue, Suite 201 p Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services Master Agreement reporting purposes. If a PSCA elects to have multiple SVAR contractors, Reseller's responsibilities will be delineated in that State's PA. Resellers shall monitor and be able to report on the current levels of software ordered towards any of the Participating State's VLA required sales levels to ensure the Participating State does not fall short and thereby incur Publisher penalties. The Reseller shall be responsible for providing license usage information to the Publishers, if such information is required by the Publishers, in a timely manner (e.g., for `true up' assessments) 2.2.1.2.2 Individual Software Licenses. Purchasing Entities can purchase individual COTS licenses, such as perpetual and non -perpetual licenses, through the Reseller. 2.2.1.3 Software Maintenance and Support Agreements. Purchasing Entities can purchase maintenance agreements, including upgrade protection, through the Reseller. Resellers will sell software maintenance agreements, even if the software was not purchased under this agreement, such as on -going support for a User's existing perpetual license. As requested, Reseller will explain what product support or services are included in a publisher's maintenance agreement. 2.2.1.3.1 Software Maintenance and Support. Reseller to provide needed services to support maintenance products such maintenance agreements, software upgrades, annual updates, patches and fixes needed to improve functionality and keep the software in working order. Such services may include providing recommendations on most cost-effective or appropriate long-term maintenance plan. Reseller will provide such support, not only to maintenance packages purchases under this agreement, but in support of any existing and current agreements. 2.2.1.3.2 Software Updates. 2.2.1.3.2.1 Users are eligible to receive, from the Publisher, all new releases and updates of the software, at no additional charge, while under a maintenance agreement. A "Release" means any collection of enhancements or updates which the Publisher generally makes available to its installed base of customers of such programs. The Reseller shall assist the Purchasing Entity to obtain such releases or updates for their Users from the Publisher. 2.2.1.3.2.2 Should a User not want to receive the next upgrade, the User shall so notify the respective Publisher. 2.2.1.3.3 License Confirmations For licenses ordered under the contract by Purchasing Entity(ies), Reseller shall be able to provide: 12 18 of 271 State of Arizona Master Agreement State Procurement Office Section 2: Scope Of Work 100 North 15t'Avenue, Suite 201 p Phoenix, AZ 85007 C:ontraCt No: AD5P09 6-135244 Description: Software Value -Added Reseller (SVAR) Services (i) Certified Licensing Confirmation Certificates for all software licenses; (ii) Reseller's certified license confirmation certificates in the name of such Licensee; or, (iii) Written confirmation from the Reseller or Publisher accepting the Eligible Participating State's contract or purchase order as proof of license. The form of "Proof of License" provided must be acceptable proof to the Publisher, and in the format requested by the Purchasing Entity. The Proof of License shall be provided as an electronic file and/or a hardcopy document, as required by the Purchasing Entity. Reseller will retain an electronic file of Participating State's Proof of Licenses and provide copies to the Participating State as requested. 2.2.1.3.4 Transitioning License Tracking Information at Contract Termination The license information data acquired and retained by Reseller will be stored as sortable data fields so the license information can be transferred to the Participating State upon contract termination. Reseller will work with States and Participating Entities, or their designees, to ensure that the license information data has been successfully transferred in a usable format. 2.2.1.4 Leases Lease purchase and term leases are allowable only for Purchasing States whose rules and regulations permit leasing of software. Individual Purchasing Entities may enter into a lease agreement for the products covered in this Master Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process. No lease agreements will be reviewed or evaluated as part of this RFP evaluation process. 2.2.1.5 Software Publishers, Categories. The identified software product needs under this solicitation have been divided into three tiers: Key Itemized Publishers, Other Itemized Publishers, and Non -Itemized Publishers. See descriptions and chart which follow. As indicated, it is most desirable for Reseller to have a direct reseller agreement with the itemized software publishers. If a direct reseller agreement is not already in place between itemized software publishers and the Reseller, the Reseller is expected to enter into a direct reseller agreement and submit a rate for that itemized publisher that is better than the rate for a Non -Itemized Publisher. Over the life of this contract, product needs or volumes may change and new publishers may be added by amendment to the itemized publishers' lists. 2.2.1.5.1 Itemized Hivhest Volume Publishers (Highest Volume. itemized Lines). The products of the publishers in this category represent the highest tier of sales volume identified for this solicitation, of those publishers who sell through resellers. This category is the one most likely.to include a Participating State's enterprise or high volume agreements with a publisher. Resellers shall be certified direct resellers for publishers in this 13 19 of 271 State of Arizona 0 Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 2: Scope of Work Phoenix, Az 85007 Contract No: ADSP016-1382" Description: Software Value -Added Reseller (SVAR) Services category. The preferred pricing that a Reseller receives based on their reseller certification status, in conjunction with the anticipated considerable volume of purchases through these Contracts, is the expected foundation for a very competitive base Reseller Cost, with further reductions of Reseller Cost as they are achieved through ongoing Reseller negotiations. A percentage rate above or below Reseller Cost is to be provided for each itemized publisher. Specific requirements may be required for some publishers in this category in an individual State's PA. 2.2.1.5.2 Other Itemized Publishers (Hic�h Volume. Itemized Lines). The products of the publishers in this category represent a high level of sales volume as identified for this solicitation. This category may include a Participating State's high volume agreements or VLAs with a publisher. It is desirable for Resellers to be certified direct resellers for publishers in this category. A percentage rate above or below Reseller Cost is to be provided for each itemized publisher 2.2.1.5.3 Non -Itemized Publishers (all other distributed software purchases) . This category is defined to include all other distributed computer software not specifically itemized. Enterprise or Volume Licensing Agreements are not anticipated in this category. New or existing software products can be added to this category at any time during the term of the Contract without the written consent of the LSCA and may be itemized in the online catalog, if volume justifies the addition. There should be one percentage rate above or below Reseller cost covering all products in this category KEY ITEMIZED PUBLISHERS Certfication as Direct Reseller. OTHER ITEMIZED PUBLISHERS NON -ITEMIZED PUBLISHER One 'not to exceed' rate Certification as direct reseller desirable. If not certified, the percentage rate should be no greater than Non -Itemized rate ADOBE AI SQUARED CITRIX AIRWATCH MOBILE DEVICE MANAGEMENT VMWARE MICROSOFT ALLIANCE ENTERPRISES NOVELL APPLE SYMANTEC ATTACHMATE — MICROFOCUS VMWARE AUTODESK AUTONOMY — HP BAKBONE — DELL BARRACUDA BOMGAR REMOTE SOFTWARE CA TECHNOLOGIES CISCO COMPUTRONIX USA 14 1 `_age 20 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t' Avenue, Suite 201 Section 2: Scope of Work Phoenix, Az 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services COMPUWARE COREL DOUBLETAKE EMC ENCHOICE ESET ESRI FREEDOM SCIENTIFIC GUARDIAN EDGE — SYMANTEC GW MICRO IBM ICM CONVERSIONS INFOR INTERMEDIX EMSYSTEMS HP HUMANWARE INFORMATION BUILDERS KRONOS SOFTWARE LANDESK LASERFISCHE LIQUIDWARE STATUSPHERE MICROFOCUS INC MINJET MPS MQSOFTWARE — BMC SOFTWARE NCIRCLE NETOP NUANCE ORACLE OSAM PASSPORT PATCHLI N K PROOFPOINT RSA SECURITY REFERENCIA SYSTEMS SAP AMERICA SAS SOLUTIONS SOFTWARE SOPHOS SPLUNK SOFTWARE STASEEKER NETWORK INFRASTRUCTURE MONITORING STELLENT —ORACLE 15 "18 c. fS 21 of 271 State of Arizona Master Agreement State Procurement Office 0 100 North WAvenue, Suite 201 Section 2: Scope of Work Phoenix, AZ 85007 Descripion: Software Value -Added Reseller (SVAR) Services TECHSMITH 2.2.1.6 Software Publishers. General Representation. 2.2.1.6.1 Excluded Software Publishers. The Reseller must agree that there are no software publishers with whom they will refuse to do business if the Software Publisher is willing to do business with them. Resellers shall advise the LSCA or designee of any Excluded Software Publishers and provide explanations for the non -representation. 2.2.1.6.2 Expanded Representation. The Reseller is expected to continue to work towards reseller certifications with publishers not currently represented, particularly with those publishers whose sales volume merit classification into the itemized publisher lines. Similarly, Reseller is expected to continue to work towards a higher certification level with current publishers 2.2.1.7 Price Quote, General. Pricing is submitted in the MPA as a percentage of Reseller Cost. Individual PA's will use the MPA pricing as a base and may negotiate an adjusted rate. Any negotiated PA rates, exclusive of taxes or any individual state's administrative fee, shall not exceed the MPA rates. As requested by Purchasing Entity, for example on a high volume single order, Reseller shall negotiate to reduce Reseller Cost, to pass on savings to the Participating State. Firm individual order quotes shall be provided to Purchasing Entity prior to order submittal. 2.2.1.7.1 Telephone or Email Quote Support. Reseller shall accept requests for quotes by telephone, fax, email, or online. Reseller shall accept collect telephone calls and/or provide and maintain a toll -free number for eligible agency use. Reseller shall provide an email address for receipt of requests for price quotes. Reseller shall provide written quotes by fax, email or online as requested by the Participating State. 2.2.1.7.2 Quoted Delivery Method. The quote must clearly indicate the method of delivery, whether via media, download, or 3.3 Services below. 2.2.1.7.3 Timely Quotes. Reseller agrees to work with publishers and distributors to obtain quotes and deliver software in a timely fashion. Expected response should be within twenty-four (24) hours but no more than three (3) business days. If, after three (3) business days, the Reseller has been unable to obtain the quote or assurances that 161 22 of 271 State of Arizona Master Agreement State Procurement Office 150 Avenue, Section 2: Scope of Work 100 NorthPhoenix, AZ 85007ite 201 Description: Software Value -Added Reseller (SVAR) Services they can obtain the software, the Reseller shall contact the Participating State or other Purchasing Entity with a status report. The Reseller and the Participating State/Purchasing Entity will mutually agree as to whether the Reseller shall continue to pursue a quote and within what timeframe, or whether the Reseller will provide the Participating State/Purchasing Entity with a written statement that the Reseller cannot supply the software. If the Reseller has been unable to obtain a quote within ten (10) days of the request for quote, the Reseller shall provide a written statement (email is sufficient) to Participating State/Purchasing Entity, and the LSCA as may be required under the PA, that the Reseller cannot supply the software, and the reason why. 2.2.1.7.4 Guaranteed 30 Day Quote. Reseller is required to honor all quotes for thirty (30) calendar days. If it is known that a price adjustment will occur during the thirty (30) calendar days following the quote, the Reseller may provide two quotes, based upon the date that the order is received. 2.2.1.7.5 Sales Promotion. The Reseller may conduct sales promotions involving specific products or groups of products for specified time periods. If electing to exercise this provision, the Reseller shall submit a formal request for approval to the LSCA. The request should include: the product or product groups, the promotional price as compared to the standard price and the Master Agreement price for the product or product groups, and the start and end dates of the sales promotion. LSCA's approval shall be in the form of an amendment to the MPA. Upon approval, the Reseller shall provide conspicuous notice of the promotion to all Participating Entities. 2.2.1.7.6 A Participating State or other Participating Entity may allow the Contractor to charge a credit card fee in their Participating Addendum. 2.2.1.8 Product Delivery and Returns 2.2.1.8.1 Media. The Reseller shall work with Participating State or other Purchasing Entity to provide media via any method available and as requested by the Participating State including, but not limited to: original Publisher media, CD copies of master media duplicated by the Reseller, electronic downloads, etc. In cases where original publisher's media is not available, the Reseller shall provide CD's copied from master disks of the software purchased under any volume or enterprise license agreement. 2.2.1.8.2 Delivery Period. Reseller to provide delivery no longer than ten (10) business days after receipt of a valid order unless conditions arise that are outside the control of the Reseller. If delivery cannot be within this time frame, Reseller is to notify Purchasing Entity of delay and anticipated 17 23 of 271 Master Agreement Section 2: Scope of Work Description: Software Value -Added Reseller (SVAR) Services 2.3 Services State of Arizona State Procurement Office 100 North 15'^Avenue, Suite 201 Phoenix, AZ 85007 ship date. If this delayed delivery is unacceptable to Purchasing Entity, the order can be cancelled without penalty. 2.2.1.8.3 Product Returns. Unopened software can be returned with no restocking fee up to 30 days from date of receipt, if allowed by the software publisher. If the software publisher has a shorter timeframe for returns or requires a restocking fee, this must be stated on the quote. If that information is not provided to the Participating State by the Reseller, Reseller is responsible for the restocking fee. If delivered software is defective, or if the incorrect product was delivered, the Reseller must agree to accept returns. If delivered software is defective, the Reseller is responsible for return shipping and packaging costs and for restocking charges if applicable. The Reseller must agree that any defective or incorrectly delivered media will be replaced by overnight delivery at the Reseller's expense if requested by the Participating State or Purchasing Entity. If overnight delivery is not requested, all replacement products must be received by the Participating State or Purchasing Entity within seven (7) days of initial notification. 2.2.1.8.4 Shipping Charges. Items covered under this contract are FOB Destination and shipping charges are not to be included on any invoice unless the Purchasing Entity has ordered expedited shipment. For expedited shipment, Purchasing Entity would submit their order including related shipping charges, which may not exceed the cost of delivery by the carrier. !N SCOPE OUT OF SCOPE LICEtfSING T-n1E 'CE1,46MG PE 2.3.1 In Scope Services: Basic Installation, Maintenance packages and Training (3.4) are considered to be within the Scope of this Solicitation. This Master Agreement is intended for the acquisition of distributed, commercial off the shelf software 181 24 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 2: Scope of Work Phoenix, Az 85007 Contract No: ADSPO16-138244 Description: Software Value -Added Reseller (SVAR) Services 2.3.2 (RESERVED) 2.3.3 A Participating State may include a statement in their Participating Addendum allowing state employees to purchase software licenses. 2.3.4 Individual Participating Addendums may further limit the Scope of this Solicitation. 2.3.5 This Master Agreement is not intended for the purchase of custom software applications. 2.4 Training. 2.4.1 Training shall be available in the form of tutorials for basic installation and web -based training for software operation, basic phone support. 2.4.2 Provision of information on how to access a Software Publisher's "Help Desk" (either telecom or web -based) for basic use questions. 2.5 Customer Service and Representation. 2.5.1 Dedicated Representation and Timely Response. Reseller shall provide a dedicated representative for each Participating State. Such representative will become familiar with the State and its cooperative partners, provide a single point as needed for quote assistance, offer software recommendations, track and report on renewal deadlines, and serve as a contact point for the LSCA. Reseller must commit to returning phone calls or responding to emails within two (2) business days. 2.5.2 Problem Escalation. The Reseller must provide an incident escalation path for each State, showing on that State's website, the name, contact information, and role of individuals to whom problems should be escalated if the problems are not resolved by primary assigned contacts. 2.5.3 Product purchasing trends. The Reseller will speak with LSCA and sourcing team quarterly to review usage and discuss possible revisions of the categorization of publishers based upon actual sales volume or other changes. 2.5.4 Contract Reviews. 2.5.4.1 Reseller is expected to conduct quarterly reviews of all sales volumes and report sales figures and savings from Publisher's list price, by Publisher and by PA, as well as observed trends or purchasing patterns, and to present the information to the LSCA. 2.5.4.2 At the discretion of the individual participating states, an equivalent review, limited to that state, will be presented to the PSCA. 2.5.4.3 All awardees under this contract shall meet once a year with the LSCA and Sourcing Team to review usage and discuss possible revisions of the categorization of publishers based upon actual sales volume, and to discuss any service concerns, industry trends, and the effectiveness of the contract. 2.5.4.3.1 Reseller is expected to conduct a customer satisfaction survey and an audit prior to this discussion and be prepared to discuss the results, and 19 25 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 2: Scope of Work Phoenix, Az 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services provide reports, at this review. At a minimum, the audit will report address quoting and billing accuracy, and any Reseller Cost that exceeds a Publisher's List price for that item. 2.5.4.3.2 Based on historical sales volume information, Reseller should be prepared to discuss potential cost savings opportunities which could be passed through to Participating States. 2.5.4.3.2 In a renewal year, the annual review will take place prior to contract extensions. 2.6. Interactions with Software Publishers 2.6.1 Best Interests of Participating State. Reseller would represent the best interests of the Participating State and other Participating Entities in negotiating or otherwise working with Publishers for such items as: maximizing cost savings with best use of volume or enterprise license agreements, better pricing on individual volume buys, taking advantage of publishers' specials, promotions, coupons or other savings opportunities. 2.6.2 Liaison with Publisher. A State may establish, in their individual PA, a requirement for Reseller to arrange with the software publisher or software publisher's designee for implementation, customization, training, support, maintenance and other software related services. The provision of said services must be under a separate agreement between the Participating State and the applicable parties. 2.7 Reporting 2.7.1 Standard Reports Individual participating states may require their own standard reports, such as report on savings. Reseller shall provide these reports at the intervals, and in the format, as reasonably requested by the States. Reseller shall advise of standard reports which they can provide, and work with participating states on additional standard reports. 2.7.2 Online Reports The SVAR shall be able to provide online, real time, reporting capabilities using website established for the state. These reports may include Back Order or Current Order Status reports. In addition, the system shall be able to provide the ability for the User agency to create custom reports. The requesting Participating State shall be able to select specific fields and create a necessary report for their specific needs. Data Fields shall include, but not be limited to, purchasing entity, Purchase Order Number, Order date, Invoice date, Publisher, Publisher Part Number, Software Reseller's Part Number, Description, Quantity Shipped, Unit actual price, Extended Price, Sales Tax and order total. Reports shall be able to be shown online as well as emailed to the requesting Participating State, if requested. Examples of Reseller's standard and online reports shall be submitted with the offer. 2.7.3 Custom Reports 20 --a-P 26 of 271 State of Arizona Master Agreement State Procurement Office Section 2: Scope of Work 100 N Phoenix AZ 85007ite 201 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services _ Participating State and SVAR may mutually agree to include terms and conditions and pricing for the development and provision of customized reports as an optional service in a Participating Addendum. 2.8 Other Value -Added Services SVAR may propose other Value -Added Services, e.g., key escrow, in their response. Such services from an awarded Offeror, if consistent with this Statement of Work, recommended by the Evaluation Team, and accepted by the PSCA, would be added to the final awarded contract. 21 27 of 271 0 Master Agreement Section 4: Lead State (ARIZONA) Terms and Conditions Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services NA4 FP0 ValuePoint 1. Master Agreement Order of Precedence State of Arizona State Procurement Office 100 North 15"Avenue, Suite 201 Phoenix, AZ 85007 a. Any Order placed under this Master Agreement shall consist of the following documents: (1) A Participating State's Participating Addendum ("PA"); (2) NASPO ValuePoint Master Agreement Terms & Conditions; (3) A Purchase Order issued against the Master Agreement; (4) The Statement of Work; (5) The Solicitation; and (6) Contractor's response to the Solicitation, as revised (if permitted) and accepted by the Lead State. b. These documents shall be read to be consistent and complementary. Any conflict among these documents shall be resolved by giving priority to these documents in the order listed above. Contractor terms and conditions that apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing and attached to this Master Agreement as an Exhibit or Attachment. 2. Definitions Acceptance is defined by the applicable commercial code, except Acceptance of a Product fo which acceptance testing is not required shall not occur before the completion of delivery in accordance with the Order installation, if required, and a reasonable time for inspection of the Product. Contractor means the person or entity delivering Products or performing services under the terms and conditions set forth in this Master Agreement. Embedded Software means one or more software applications which permanently reside on a computing device. Intellectual Property means any and all patents, copyrights, service marks, trademarks, trade secrets, trade names, patentable inventions, or other similar proprietary rights, in tangible or intangible form, and all rights, title, and interest therein. Lead State means the State centrally administering any resulting Master Agreement(s). Master Agreement means the underlying agreement executed by and between the Lead State, acting on behalf of the NASPO ValuePoint program, and the Contractor, as now or hereafter amended. NASPO ValuePoint is the NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint, a 501(c)(3) limited liability company that is a subsidiary organization the National Association of State Procurement Officials (NASPO), the sole member of NASPO ValuePoint. NASPO ValuePoint facilitates administration of the NASPO cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all states and the District of Columbia. NASPO ValuePoint is identified in the Master Agreement as the recipient of reports and may perform contract administration functions relating to collecting and receiving reports as well as other contract administration functions as assigned by the Lead State. 28 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15t' Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services Order or Purchase Order means any purchase order, sales order, contract or other document used by a Purchasing Entity to order the Products. Participating Addendum means a bilateral agreement executed by a Contractor and a Participating State incorporating this Master Agreement and any other additional Participating State specific language or other requirements, e.g. ordering procedures specific to the Participating State, other terms and conditions. Participating State means a state, or other legal entity, properly authorized to enter into a Participating Addendum. Participating State means a state, the District of Columbia, or one of the territories of the United States that is listed in the Request for Proposal as intending to participate. A Participating State is not required to participate through execution of a Participating Addendum. Upon execution of the Participating Addendum, a Participating State becomes a Participating State. Product means any equipment, software (including embedded software), documentation, service or other deliverable supplied or created by the Contractor pursuant to this Master Agreement. The term Products, supplies and services, and products and services are used interchangeably in these terms and conditions. Purchasing Entity means a state, city, county, district, other political subdivision of a State, and a nonprofit organization under the laws of some states if authorized by a Participating Addendum, who issues a Purchase Order against the Master Agreement and becomes financially committed to the purchase. 3. Term of the Master Agreement The initial term of this Master Agreement is for two (2) years. This Master Agreement may be extended beyond the original contract period for successive periods with a maximum aggregate, including all extensions, not to exceed five (5) years at the Lead State's discretion and by mutual agreement and upon review of requirements of Participating Entities, current market conditions, and Contractor performance. 4. Amendments The terms of this Master Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever without prior written approval of the Lead State. 5. Assignment/Subcontracts a. Contractor shall not assign, sell, transfer, subcontract or sublet rights, or delegate responsibilities under this Master Agreement, in whole or in part, without the prior written approval of the Lead State. b. The Lead State reserves the right to assign any rights or duties, including written assignment of contract administration duties to NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint. 6. Price and Rate Guarantee Period All prices and rates must be guaranteed for the initial term of the Master Agreement. Following the initial Master Agreement period, any request for price or rate adjustment must be for an equal guarantee period, and must be made at least ninety (90) days prior to the effective date. Requests for price or rate adjustment must include sufficient documentation supporting the request. Any adjustment or amendment to the Master Agreement shall not be effective unless approved by the Lead State. No retroactive adjustments to prices or 23 29 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North WAvenue, Suite 201 Conditions Phoenix, AZ 85007 Description Software Value -Added Reseller(SVAR) Services rates will be allowed. 7. Carvcellation Unless otherwise stated, this Master Agreement may be canceled by either party upon 60 days written notice prior to the effective date of the cancellation. Further, any Participating State may cancel its participation upon 30 days written notice, unless otherwise limited or stated in the Participating Addendum. Cancellation may be in whole or in part. Any cancellation under this provision shall not affect the rights and obligations attending orders outstanding at the time of cancellation, including any right of and Purchasing Entity to indemnification by the Contractor, rights of payment for Products delivered and accepted, and rights attending any warranty or default in performance in association with any Order. Cancellation of the Master Agreement due to Contractor default may be immediate. B. Confidentiality, Non -Disclosure, and Injunctive Relief ProvisOns governing confidentiality of information during performance of orders for the State of Arizona are governed by The State of Arizona Special Terms and Conditions. Except where a Participating Addendum prescribes otherwise, this section governs confidentiality and disclosure of information of other Purchasing Entities. a. Confidentiality. Contractor acknowledges that it and its employees or agents may, in the course of providing a Product under this Master Agreement, be exposed to or acquire information that is confidential to Purchasing Entity's or Purchasing Entity's clients. Any and all information of any form that is marked as confidential or would by its nature be deemed confidential obtained by Contractor or its employees or agents in the performance of this Master Agreement, including, but not necessarily limited to (1) any Purchasing Entity's records, (2) personnel records, and (3) information concerning individuals, is confidential information of Purchasing Entity ("Confidential Information"). Any reports or other documents or items (including software) that result from the use of the Confidential Information by Contractor shall be treated in the same manner as the Confidential Information. Confidential Information does not include information that (1) is or becomes (other than by disclosure by Contractor) publicly known; (2) is furnished by Purchasing Entity to others without restrictions similar to those imposed by this Master Agreement; (3) is rightfully in Contractor's possession without the obligation of nondisclosure prior to the time of its disclosure under this Master Agreement; (4) is obtained from a source other than Purchasing Entity without the obligation of confidentiality, (5) is disclosed with the written consent of Purchasing Entity or; (6) is independently developed by employees, agents or subcontractors of Contractor who can be shown to have had no access to the Confidential Information. b. Non -Disclosure. Contractor shall hold Confidential Information in confidence, using at least the industry standard of confidentiality, and shall not copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of, give, or disclose Confidential Information to third parties or use Confidential Information for any purposes whatsoever other than what is necessary to the performance of Orders placed under this Master Agreement. Contractor shall advise each of its employees and agents of their obligations to keep Confidential Information confidential. Contractor shall use commercially reasonable efforts to assist Purchasing Entity in identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limiting the generality of the foregoing, Contractor shall advise Purchasing Entity, applicable Participating State, and the Lead State immediately if Contractor learns or has reason to believe that any person who has had access to Confidential Information has violated or intends to violate the terms of this Master Agreement, and Contractor shall at its expense cooperate with Purchasing Entity in seeking injunctive or other equitable relief in the name of Purchasing Entity or Contractor against any such person. Except as directed by Purchasing Entity, Contractor will not at any time during or after the term of this Master Agreement disclose, directly or 24 1 30 of 271 State of Arizona Master Agreement state Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15"' Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSPOI S-138244 Description: Software Value Added Reseller (SVAR) Services indirectly, any Confidential Information to any person, except in accordance with this Master Agreement, and that upon termination of this Master Agreement or at Purchasing Entity's request, Contractor shall turn over to Purchasing Entity all documents, papers, and other matter in Contractor's possession that embody Confidential Information. Notwithstanding the foregoing, Contractor may keep one copy of such Confidential Information necessary for quality assurance, audits and evidence of the performance of this Master Agreement. c. Injunctive Relief. Contractor acknowledges that breach of this section, including disclosure of any Confidential Information, will cause irreparable injury to Purchasing Entity that is inadequately compensable in damages. Accordingly, Purchasing Entity may seek and obtain injunctive relief against the breach or threatened breach of the foregoing undertakings, in addition to any other legal remedies that may be available. Contractor acknowledges and agrees that the covenants contained herein are necessary for the protection of the legitimate business interests of Purchasing Entity and are reasonable in scope and content. d. Purchasing Entity Law. These provisions shall be applicable only to extent they are not in conflict with the applicable public disclosure laws of any Purchasing Entity. 9. Right to Publish Throughout the duration of this Master Agreement, Contractor must secure from the Lead State prior approval for the release of any information that pertains to the potential work or activities covered by the Master Agreement. The Contractor shall not make any representations of NASPO ValuePoint's opinion or position as to the quality or effectiveness of the services that are the subject of this Master Agreement without prior written consent. Failure to adhere to this requirement may result in termination of the Master Agreement forcause. 10. Defaults and Remedies a. The occurrence of any of the following events shall be an event of default under this Master Agreement: (1) Nonperformance of contractual requirements; or (2) A material breach of any term or condition of this Master Agreement; or (3) Any certification, representation or warranty by Contractor in response to the solicitation or in this Master Agreement that proves to be untrue or materially misleading; or (4) Institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Contractor, or the appointment of a receiver or similar officer for Contractor or any of its property, which is not vacated or fully stayed within thirty (30) calendar days after the institution or occurrence thereof; or (5) Any default specified in another section of this Master Agreement. b. Upon the occurrence of an event of default, Lead State shall issue a written notice of default, identifying the nature of the default, and providing a period of 15 calendar days in which Contractor shall have an opportunity to cure the default. The Lead State shall not be required to provide advance written notice or a cure period and may immediately terminate this Master Agreement in whole or in part if the Lead State, in its sole discretion, determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis. Time allowed for cure shall not diminish or eliminate Contractor's liability for damages, including liquidated damages to the extent provided for under this Master Agreement. c. If Contractor is afforded an opportunity to cure and fails to cure the default within the period specified in the written notice of default, Contractor shall be in breach of its obligations under this Master Agreement and Lead State shall have the right to exercise any or all of the following remedies: 25 1 F 31 of 271 .:. State of Arizona =� Master Agreement State Procurement office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15° Avenue, Suite 201 Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services (1) Exercise any remedy provided by law; and (2) Terminate this Master Agreement and any related Contracts or portions thereof; and (3) Impose liquidated damages as provided in this Master Agreement; and (4) Suspend Contractor from being able to respond to future bid solicitations; and (5) Suspend Contractor's performance; and (6) Withhold payment until the default is remedied. d. Unless otherwise specified in the Participating Addendum, in the event of a default under a Participating Addendum, a Participating State shall provide a written notice of default as described in this section and have all of the rights and remedies under this paragraph regarding its participation in the Master Agreement, in addition to those set forth in its Participating Addendum. Unless otherwise specified in a Purchase Order, a Purchasing Entity shall provide written notice of default as described in this section and have all of the rights and remedies under this paragraph and any applicable Participating Addendum with respect to an Order placed by the Purchasing Entity. Nothing in these Master Agreement Terms and Conditions shall be construed to limit the rights and remedies available to a Purchasing Entity under the applicable commercial code. 11. Shipping and Delivery. Section 3.2.1.8 of the solicitation prescribes requirements for product delivery and return. 12. Changes in Contractor Representation The Contractor must notify the Lead State of changes in the Contractor's key administrative personnel, in writing within 10 calendar days of the change. The Lead State reserves the right to approve changes in key personnel, as identified in the Contractor's proposal. The Contractor agrees to propose replacement key personnel having substantially equal or better education, training, and experience as was possessed by the key person proposed and evaluated in the Contractor's proposal. 13. Force Majeure Neither party to this Master Agreement shall be held responsible for delay or default caused by "force majeure," as that term is defined in and under conditions specified in section 6.4 of the State of Arizona Uniform Terms and Conditions. 14. Indemnification a. Section 5.1X1.1 of the State of Arizona Special Terms and Conditions governs indemnification of the State of Arizona. With respect to other entities, the Contractor shall defend, indemnify and hold harmless NASPO, NASPO Cooperative Purchasing Organization LLC (doing business as NASPO ValuePoint), the Lead State, Participating Entities, and Purchasing Entities, along with their officers, agents, and employees as well as any person or entity for which they may be liable, from and against claims, damages or causes of action including reasonable attorneys' fees and related costs for any death, injury, or damage to property arising from act(s), error(s), or omission(s) of the Contractor, its employees or subcontractors or volunteers, at any tier, relating to the performance under the Master Agreement. b. Indemnification — Intellectual Property. Section 6.3 of the State of Arizona Uniform Terms and Conditions governs indemnification of the State for intellectual property infringement claims. With respect to other entities the Contractor shall defend, indemnify and hold harmless NASPO, NASPO Cooperative Purchasing 26 7s 32 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15t' Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSP016-1382" Description: Software Value Added Reseller (SVAR) Services Organization LLC (doing business as NASPO ValuePoint), Participating Entities, Purchasing Entities, along with their officers, agents, and employees as well as any person or entity for which they may be liable ("Indemnified Party"), from and against claims, damages or causes of action including reasonable attorneys' fees and related costs arising out of the claim that the Product or its use, infringes Intellectual Property rights ("Intellectual Property Claim"). (1) The Contractor's obligations under this section shall not extend to any combination of the Product with any other product, system or method, unless the Product, system or method is: (a) provided by the Contractor or the Contractor's subsidiaries or affiliates; (b) specified by the Contractor to work with the Product; or (c) reasonably required, in order to use the Product in its intended manner, and the infringement could not have been avoided by substituting another reasonably available product, system or method capable of performing the same function; or (d) It would be reasonably expected to use the Product in combination with such product, system or method. (2) The Indemnified Party shall notify the Contractor within a reasonable time after receiving notice of an Intellectual Property Claim. Even if the Indemnified Party fails to provide reasonable notice, the Contractor shall not be relieved from its obligations unless the Contractor can demonstrate that it was prejudiced in defending the Intellectual Property Claim resulting in increased expenses or loss to the Contractor. If the Contractor promptly and reasonably investigates and defends any Intellectual Property Claim, it shall have control over the defense and settlement of it. However, the Indemnified Party must consent in writing for any money damages or obligations for which it may be responsible. The Indemnified Party shall furnish, at the Contractor's reasonable request and expense, information and assistance necessary for such defense. If the Contractor fails to vigorously pursue the defense or settlement of the Intellectual Property Claim, the Indemnified Party may assume the defense or settlement of it and the Contractor shall be liable for all costs and expenses, including reasonable attorneys' fees and related costs, incurred by the Indemnified Party in the pursuit of the Intellectual Property Claim. Unless otherwise agreed in writing, this section is not subject to any limitations of liability in this Master Agreement or in any other document executed in conjunction with this Master Agreement. 15. Independent Contractor The Contractor shall be an independent contractor. Contractor shall have no authorization, express or implied, to bind the Lead State, Participating States, other Participating Entities, or Purchasing Entities to any agreements, settlements, liability or understanding whatsoever, and agrees not to hold itself out as agent except as expressly set forth herein or as expressly agreed in any Participating Addendum. 16. Individual Customers Except to the extent modified by a Participating Addendum, each Purchasing Entity shall follow the terms and conditions of the Master Agreement and applicable Participating Addendum and will have the same rights and responsibilities for their purchases as the Lead State has in the Master Agreement, including but not limited to, any indemnity or right to recover any costs as such right is defined in the Master Agreement and applicable Participating Addendum for their purchases. Each Purchasing Entity will be responsible for its own charges, fees, and liabilities. The Contractor will apply the charges and invoice each Purchasing Entity individually. 271 -Pa.cc 33 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15"Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSPO16-138244 Description Software Value Added Reseller (SVAR) Services 17. Insurance a. The insurance requirements of the State of Arizona are specified in section 5.1 X 1.2 of the State of Arizona Special Terms and Conditions. For performance in other states, unless otherwise agreed in a Participating Addendum, Contractor shall, during the term of this Master Agreement, maintain in full force and effect, the insurance described in this section. Contractor shall acquire such insurance from an insurance carrier or carriers licensed to conduct business in each Participating State's state and having a rating of A-, Class VII or better. in the most recently published edition of Best's Reports. Failure to buy and maintain the required insura -ice may result in this Master Agreement's termination or, at a Participating State's option, result in termination of its Participating Addendum. b. Coverage shall be written on an occurrence basis. The minimum acceptable limits shall be as indicated below. with no deductible for each of the following categories: 1) Commercial General Liability (CGL) — Occurrence Form Policy shall include bodily injury, property damage, and broad form contractual liability coverage. General Aggregate $2,000,000 Products — Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Damage to Rented Premises $50,0000 Each Occurrence $1,000,000 2) Business Automobile Liability Bodily injury and Property Damage for any owned, hired, and/or non -owned automobiles used in the performance of this Contract. Combined Single Limit (CSL) $1,000,000 3) Technology Errors & Omissions Insurance Each Claim $2,000,000 Annual Aggregate $2,000,000 Such insurance shall cover any, and all errors, omissions, or negligent acts in the delivery of products, services, and/or licensed programs under this contract. Coverage shall include or shall not exclude services, and/or licensed programs under this contract. Coverage shall include or shall not exclude settlement and/or defense of claims involving intellectual property, including but not limited to patent or copyright infringement. In the event that Tech E&O insurance required by this Contact is written on a claims -made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years, beginning at the time work under this contract is completed. c. Contractor shall pay premiums on all insurance policies. Such policies shall also reference this Master Agreement and shall have a condition that they not be revoked by the insurer until thirty (30) calendar days 281 _-_- 34 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15t' Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSPO16-138244 Description: Software Value -Added Reseller (SVAR) Services after notice of intended revocation thereof shall have been given to Purchasing Entity and Participating State by the Contractor. d. Prior to commencement of performance, Contractor shall provide to the Lead State a written endorsement to the Contractor's general liability insurance policy or other documentary evidence acceptable to the Lead State that (1) names the Participating States identified in the Request for Proposal as additional insureds, (2) provides that no material alteration, cancellation, non -renewal, or expiration of the coverage contained in such policy shall have effect unless the named Participating State has been given at least thirty (30) days prior written notice, and (3) provides that the Contractor's liability insurance policy shall be primary, with any liability insurance of any Participating State as secondary and noncontributory. Unless otherwise agreed in any Participating Addendum, the Participating State's rights and Contractor's obligations are the same as those specified in the first sentence of this subsection. Before performance of any Purchase Order issued after execution of a Participating Addendum authorizing it, the Contractor shall provide to a Purchasing Entity or Participating State who requests it the same information described in this subsection. e. Contractor shall furnish to the Lead State, Participating State, and, on request, the Purchasing Entity copies of certificates of all required insurance within thirty (30) calendar days of the execution of this Master Agreement, the execution of a Participating Addendum, or the Purchase Order's effective date and prior to performing any work. The insurance certificate shall provide the following information: the name and address of the insured; name, address, telephone number and signature of the authorized agent; name -of the insurance company (authorized to operate in all states); a description of coverage in detailed standard terminology (including policy period, policy number, limits of liability, exclusions and endorsements); and an acknowledgment of the requirement for notice of cancellation. Copies of renewal certificates of all required insurance shall be furnished within thirty (30) days after any renewal date. These certificates of insurance must expressly indicate compliance with each and every insurance requirement specified in this section. Failure to provide evidence of coverage may, at sole option of the Lead State, or any Participating State, result in this Master Agreement's termination or the termination of any Participating Addendum. f. Coverage and limits shall not limit Contractor's liability and obligations under this Master Agreement, any Participating Addendum, or any Purchase Order. 18. Laws and Regulations Any and all Products offered and furnished shall comply with solicitation section 5.10, Compliance with Applicable Laws. 19. License of Pre -Existing Intellectual Property Any rights to intellectual property shall be as prescribed in the Lead State's solicitation and resulting contract, and Purchasing Entities shall have the same rights as the Lead State under those provisions. 20. No Waiver of Sovereign Immunity In no event shall this Master Agreement, any Participating Addendum or any contract or any Purchase Order issued thereunder, or any act of a Lead State, a Participating State, or a Purchasing Entity be a waiver of any form of defense or immunity, whether sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the Constitution of the United States or otherwise, from any claim or from the jurisdiction of any court. This section applies to a claim brought against the Participating State only to the extent Congress a 4 ! 35 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15"Avenue, Suite 201 Conditions Phoenix, AZ 85007 Description Software Value -Added Reseller (SVAR) Services has appropriately abrogated the Participating State's sovereign immunity and is not consent by the Participating State to be sued in federal court. This section is also not a waiver by the Participating State of any form of immunity, including but not limited to sovereign immunity and immunity based on the Eleventh Amendment to the Constitution of the United States. 21. Ordering a. Master Agreement order and purchase order numbers shall be clearly shown on all acknowledgments, shipping labels, packing slips, invoices, and on all correspondence. b. The resulting Master Agreements permit Purchasing Entities to define project -specific requirements and informally compete the requirement among companies having a Master Agreement on an "as needed" basis. This procedure may also be used when requirements are aggregated or other firm commitments may be made to achieve reductions in pricing. This procedure may be modified in Participating Addenda and adapted to Purchasing Entity rules and policies. The Purchasing Entity may in its sole discretion determine which Master Agreement Contractors should be solicited for a quote. The Purchasing Agency may select the quote that it considers most advantageous, cost and other factors considered. c. Each Purchasing Entity will identify and utilize its own appropriate purchasing procedure and documentation. Contractor is expected to become familiar with the Purchasing Entities' rules, policies, and procedures regarding the ordering of supplies and/or services contemplated by this Master Agreement. d. Contractor shall not begin work without a valid Purchase Order or other appropriate commitment document compliance with the law of the Purchasing Entity. e. Orders may be placed consistent with the terms of this Master Agreement during the term of the Master Agreement. f. All Orders pursuant to this Master Agreement, at a minimum, shall include: (1) The services or supplies being delivered; (2) The place and requested time of delivery; (3) A billing address; (4) The name, phone number, and address of the Purchasing Entity representative; (5) The price per hour or other pricing elements consistent with this Master Agreement and the contractor's proposal; (6) A ceiling amount of the order for services being ordered; and (7) The Master Agreement identifier. g. All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Purchasing Entity's purchasing office, or to such other individual identified in writing in the Order. h. Orders must be placed pursuant to this Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days past the then -current termination date of this Master Agreement. Contractor is reminded that financial obligations of Purchasing Entities payable after the current applicable fiscal year are contingent upon agency funds for that purpose being appropriated, budgeted, and otherwise made available. i. Notwithstanding the expiration or termination of this Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration or termination of this Master Agreement, or 30 'a^e 36 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 150iAvenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSPOI S-138244 Description: Software Value -Added Reseller (SVAR) Services otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Master Agreement may not be placed after the expiration or termination of this Master Agreement, notwithstanding the term of any such indefinite delivery order agreement. 22. Participants a. Contractor may not deliver Products under this Master Agreement until a Participating Addendum acceptable to the Participating State and Contractor is executed. The NASPO ValuePoint Master Agreement Terms and Conditions are applicable to any Order by a Participating State (and other Purchasing Entities covered by their Participating Addendum), except to the extent altered, modified, supplemented or amended by a Participating Addendum. By way of illustration and not limitation, this authority may apply to unique delivery and invoicing requirements, confidentiality requirements, defaults on Orders, governing law and venue relating to Orders by a Participating State, indemnification, and insurance requirements. Statutory or constitutional requirements relating to availability of funds may require specific language in some Participating Addenda in order to comply with applicable law. The expectation is that these alterations, modifications, supplements, or amendments will be addressed in the Participating Addendum or, with the consent of the Purchasing Entity and Contractor, may be included in the ordering document (e.g. purchase order or contract) used by the Purchasing Entity to place the Order. b. Use of specific NASPO ValuePoint cooperative Master Agreements by state agencies, political subdivisions and other Participating Entities (including cooperatives) authorized by individual state's statutes to use state contracts are subject to the approval of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the respective State Chief Procurement Official. c. Obligations under this Master Agreement are limited to those Participating Entities who have signed a Participating Addendum and Purchasing Entities within the scope of those Participating Addenda. Financial obligations of Participating States are limited to the orders placed by the departments or other state agencies and institutions having available funds. Participating States incur no financial obligations on behalf of political subdivisions. Contractor shall email a fully executed PDF copy of each Participating Addendum to PA@wsca- naspo.org to support documentation of participation and posting in appropriate data bases. d. NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint, is not a party to the Master Agreement. It is a nonprofit cooperative purchasing organization assisting states in administering the NASPO cooperative purchasing program for state government departments, institutions, agencies and political subdivisions (e.g., colleges, school districts, counties, cities, etc.) for all 50 states, the District of Columbia and the territories of the United States. e. State Participating Addenda or other Participating Addenda shall not be construed to amend the terms of this Master Agreement between the Lead State and Contractor. f. Participating Entities who are not states may under some circumstances sign their own Participating Addendum, subject to the approval of participation by the Chief Procurement Official of the state where the Participating State is located. g. Resale. "Resale" means any transfer of software for compensation or assignment of services for compensation. Subject to any specific conditions included in the solicitation or Contractor's proposal as accepted by the Lead State, or as explicitly permitted in a Participating Addendum, Purchasing Entities may not resell Products (the definition of which includes software and services that are deliverables). Absent any 311 r-ar-CC- 37 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 151"Avenue, Suite 201 Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services such condition or explicit permission, this limitation does not prohibit: payments by employees of a Purchasing Entity for Products; sales of Products to the general public as surplus property; and fees associated with inventory transactions with other governmental or nonprofit entities under cooperative agreements and consistent with a Purchasing Entity's laws and regulations. Any sale or transfer permitted by this subsection must be consistent with license rights granted for use of intellectual property. 23. Payment Payment for completion of a contract order is normally made within 30 days following the date the entire order is delivered or the date a correct invoice is received, whichever is later. After 45 days the Contractor may assess overdue account charges up to a maximum rate of one percent per month on the outstanding balance. Payments will be remitted by mail. Payments may be made via a State or political subdivision "Purchasing Card" with no additional charge. Any prompt payment terms proposed by contractor shall be extended to all Purchasing Entities. 24. Public Information. This Master Agreement and all related documents are subject to disclosure pursuant to the Purchasing Entity's public information laws. 25. Records Administration and Audit. a. The Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Agreement and orders placed by Purchasing Entities under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees. Contractor shall permit the Lead State, a Participating State, a Purchasing Entity, the federal government (including its grant awarding entities and the U.S. Comptroller General), and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe Contractor's books, documents, papers and records directly pertinent to this Master Agreement or orders placed by a Purchasing Entity under it for the purpose of making audits, examinations, excerpts, and transcriptions. This right shall survive for a period of five (5) years following termination of this Agreement or final payment for any order placed by a Purchasing Entity against this Agreement, whichever is later, to assure compliance with the terms hereof or to evaluate performance hereunder. b. Without limiting any other remedy available to any governmental entity, the Contractor shall reimburse the applicable Lead State, Participating State, or Purchasing Entity for any overpayments inconsistent with the terms of the Master Agreement or orders or underpayment of fees found as a result of the examination of the Contractor's records. c. The rights and obligations herein right exist in addition to any quality assurance obligation in the Master Agreement requiring the Contractor to self -audit contract obligations and that permits the Lead State to review compliance with those obligations. 26. Administrative Fees a. The Contractor shall pay to NASPO ValuePoint, or its assignee, a NASPO ValuePoint Administrative Fee of one -quarter of one percent (0.25% or 0.0025) no later than 60 days following the end of each calendar quarter. The NASPO ValuePoint Administrative Fee shall be submitted quarterly and is based on all sales of products and services under the Master Agreement (less any charges for taxes or shipping). The NASPO ValuePoint 321 38 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15°iAvenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSPO16-1382" Description: Software Value -Added Reseller (SVAR) Services Administrative Fee is not negotiable. This fee is to be included as part of the pricing submitted with proposal. b. Additionally, some states, such as the State of Arizona, may require an additional fee be paid directly to the state only on purchases made by Purchasing Entities within that state. For all such requests, the fee level, payment method and schedule for such reports and payments will be incorporated into the Participating Addendum that is made a part of the Master Agreement. The Contractor may adjust the Master Agreement pricing accordingly for purchases made by Purchasing Entities within the jurisdiction of the state. All such agreements shall not affect the NASPO ValuePoint Administrative Fee percentage or the prices paid by the Purchasing Entities outside the jurisdiction of the state requesting the additional fee. The NASPO ValuePoint Administrative Fee in subsection 26a shall be based on the gross amount of all sales (less any charges for taxes or shipping) at the adjusted prices (if any) in Participating Addenda. 27. NASPO ValuePoint Summary and Detailed Usage Reports In addition to other reports that may be required by this solicitation, the Contractor shall provide the following NASPO ValuePoint reports. a. Summary Sales Data. The Contractor shall submit quarterly sales reports directly to NASPO ValuePoint using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool found at http://www.naspo.org/VVNCPO/Calculator.aspx. Any/all sales made under the contract shall be reported as cumulative totals by state. Even if Contractor experiences zero sales during a calendar quarter, a report is still required. Reports shall be due no later than 30 day following the end of the calendar quarter (as specified in the reporting tool). b. Detailed Sales Data. Contractor shall also report detailed sales data by: (1) state; (2) entity/customer type, e.g. local government, higher education, K12, non-profit; (3) Purchasing Entity name; (4) Purchasing Entity bill - to and ship -to locations; (4) Purchasing Entity and Contractor Purchase Order identifier/number(s); (5) Purchase Order Type (e.g. sales order, credit, return, upgrade, determined by industry practices); (6) Purchase Order date; (7) Ship Date; (8) and line item description, including product number if used. The report shall be submitted in any form required by the solicitation. Reports are due on a quarterly basis and must be received by the Lead State and NASPO ValuePoint Cooperative Development Team no later than thirty (30) days after the end of the reporting period. Reports shall be delivered to the Lead State and to the NASPO ValuePoint Cooperative Development Team electronically through a designated portal, email, CD -Rom, flash drive or other method as determined by the Lead State and NASPO ValuePoint. Detailed sales data reports shall include sales information for all sales under Participating Addenda executed under this Master Agreement. The format for the detailed sales data report is in shown in EXHIBIT III_Cooperative Contract Sales Reporting Data Requirements and Data Format. c. Reportable sales for the summary sales data report and detailed sales data report includes sales to employees for personal use where authorized by the solicitation and the Participating Addendum. Report data for emDlovees should be limited to ONLY the state and entitv thev are DarticiDating under the authoritv of (state and agency, city, county, school district, etc.) and the amount of sales. No personal identification numbers, e.g. names, addresses, social security numbers or any other numerical identifier, may be submitted with any report. d. Contractor shall provide the NASPO ValuePoint Cooperative Development Coordinator with an executive summary each quarter that includes, at a minimum, a list of states with an active Participating Addendum, states that Contractor is in negotiations with and any PA roll out or implementation activities and issues. NASPO ValuePoint Cooperative Development Coordinator and Contractor will determine the format and content of the executive summary. The executive summary is due 30 days after the conclusion of each 33 39 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15t' Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services calendar quarter. e. Timely submission of these reports is a material requirement of the Master Agreement. The recipient of the reports, shall have exclusive ownership of the media containing the reports. The Lead State and NASPO ValuePoint shall have a perpetual, irrevocable, non-exclusive, royalty free, transferable right to display, modify, copy, and otherwise use reports, data and information provided under this section. 28. Standard of Performance and Acceptance. Determination of the acceptability of services shall be made by the sole judgement of the Purchasing Entity. Acceptance shall be in writing, verbal acceptance will not be allowed. Services shall be completed in accordance with the Scope of Work, agreed to and accepted schedules, plans, and agreed to performance standards. Acceptance shall be one hundred percent (100%) functionality, which will be determined by the Purchasing Entity. Acceptance criteria shall include, but not be limited to conformity to the scope of work, quality of workmanship, and successfully performing all required Tasks. Nonconformance to a stated acceptance and performance criteria of both services and or products, as required, shall result in a delay for payment. The warranty period will begin upon Acceptance. 29. Warranty The Contractor warrants for a period of 90 days from the date of Acceptance in accordance with the provisions of secdon 7 of the State of Arizona Uniform Terms and Conditions and section 5.1 N. of the State of Arizona Special Terms and Conditions, with rights of the State available to other Purchasing Entities. Upon breach of the warranty, the Contractor will repair or replace (at no charge to the Purchasing Entity) the Product whose nonconformance is discovered and made known to the Contractor. If the repaired and/or replaced Product proves to be inadequate, or fails of its essential purpose, the Contractor will refund the full amount of any payments that have been made. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys' fees and costs. 30. (RESERVED) 31. Tine of Product Upon Acceptance by the Purchasing Entity, Contractor shall convey to Purchasing Entity title to Product consisting of tangible media free and clear of all liens, encumbrances, or other security interests. 32. Waiver of Breach Failure of the Lead State, Participating State, or Purchasing Entity to declare a default or enforce any rights and remedies shall not operate as a waiver under this Master Agreement or Participating Addendum. Any waiver by the Lead State, Participating State, or Purchasing Entity must be in writing. Waiver by1he Lead State or Participating State of any default, right or remedy under this Master Agreement or Participating Addendum, or by Purchasing Entity with respect to any Purchase Order, or breach of any terms or requirements of this Master Agreement, a Participating Addendum, or Purchase Order shall not be construed or operate as a waiver of any subsequent default or breach of such term or requirement, or of any other term or requirement under this Master Agreement, Participating Addendum, or Purchase Order. 341 =ge 40 of 271 State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 1501Avenue, Suite 201 Conditions Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services 33. Assignment of Antitrust Rights Contractor irrevocably assigns to a Participating State any claim for relief or cause of action which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws (15 U.S.C. § 1-15 or a Participating State's state antitrust provisions), as now in effect and as may be amended from time to time, in connection with any goods or services provided to the Contractor for the purpose of carrying out the Contractor's obligations under this Master Agreement or Participating Addendum, including, at a Participating State's option, the right to control any such litigation on such claim for relief or cause of action. 34. Debarment The Contractor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction (contract) by any governmental department or agency. This certification represents a recurring certification made at the time any Order is placed under this Master Agreement. If the Contractor cannot certify this statement, attach a written explanation for review by the Lead State. 36. Governing Law and Venue a. The procurement, evaluation, and award of the Master Agreement shall be governed by and construed in accordance with the laws of the Lead State sponsoring and administering the procurement. The construction and effect of the Master Agreement after award shall be governed by the law of the state serving as Lead State (in most cases also the Lead State). The construction and effect of any Participating Addendum or Order against the Master Agreement shall be governed by and construed in accordance with the laws of the Participating State's or Purchasing Entity's State. b. Unless otherwise specified in the RFP, the venue for any protest, claim, dispute or action relating to the procurement, evaluation, and award is in the Lead State. Venue for any claim, dispute or action concerning the terms of the Master Agreement shall be in the state serving as Lead State. Venue for any claim, dispute, or action concerning any Order placed against the Master Agreement or the effect of a Participating Addendum shall be in the Purchasing Entity's State. c. If a claim is brought in a federal forum, then it must be brought and adjudicated solely and exclusively within the United States District Court for (in decreasing order of priority): the Lead State for claims relating to the procurement, evaluation, award, or contract performance or administration if the Lead State is a party; the Participating State if a named party; the Participating State state if a named party; or the Purchasing Entity state if a named party. 36. NASPO ValuePoint eMarket Center In July 2011, NASPO ValuePoint entered into a multi -year agreement with SciQuest, Inc. whereby SciQuest will provide certain electronic catalog hosting and management services to enable eligible NASPO ValuePoint's customers to access a central online website to view and/or shop the goods and services available from existing NASPO ValuePoint Cooperative Contracts. The central online website is referred to as the NASPO ValuePoint eMarket Center. The Contractor will have visibility in the eMarket Center through Ordering Instructions. These Ordering Instructions are available at no cost to the Contractor and provided customers information regarding the Contractors website and ordering information. 35 1 41 of 271 GState of Arizona Master Agreement Slate Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15^Avenue, Suite 201 Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller(SVAR)Services At a minimum, the Contractor agrees to the following timeline: NASPO ValuePoint eMarket Center Site Admin shall provide a written request to the Contractor to begin Ordering Instruction process. The Contractor shall have thirty (30) days from receipt of written request to work with NASPO ValuePoint to provide any unique information and ordering instructions that the Contractor would like the customer to have. 37. Contract Provisions for Orders Utilizing Federal Funds. Pursuant to Appendix II to 2 Code of Federal Regulations (CFR) Part 200, Contract Provisions for Non -Federal Entity Contracts Under Federal Awards, Orders funded with federal funds may have additional contractual requirements or certifications that must be satisfied at the time the Order is placed or upon delivery. These federal requirements may be proposed by Participating Entities in Participating Addenda and Purchasing Entities for incorporation in Orders placed under this master agreement. 38. State Government Support No support, facility space, materials, special access, personnel or other obligations on behalf of the states or other Participating Entity, other than payment, are required under the Master Agreement. 36� :.,.- 42 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15th Avenue, Suite 201Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services 5.1 State of Arizona Special Terms and Conditions A. Purpose Pursuant to provisions of the Arizona Procurement Code, A.R.S. 41-2501 Et Seq., the State of Arizona intends to establish a Contract (Participating Addendum, PA) for the materials or services as listed herein in service to the State. B. Term of Contract The term of any resultant Contract shall commence on date of execution and shall be for an initial period of two (2) years, unless terminated, canceled or extended as otherwise provided herein. C. Contract Extensions The Contract term is for period stated in Item B. subject to additional successive periods with a maximum aggregate including all extensions not to exceed five (5) years. D. Contract Type — Fixed Price E. Eligible Agencies (STATEWIDE) This Contract shall be for the use of all State of Arizona departments, agencies, commissions and boards. In addition, eligible State Purchasing Cooperative members may participate at their discretion. In order to participate in this contract, a cooperative member shall have entered into a Cooperative Purchasing Agreement with the Department of Administration, State Procurement Office as required by Arizona Revised Statues § 41-2632. Membership in the State Purchasing Cooperative is available to all Arizona political subdivisions including cities, counties, school districts, and special districts. Membership is also available to all non- profit organizations, as well as State governments, the US Federal Government and Tribal Nations. Non-profit organizations are defined in A.R.S. § 41-2631(4) as any nonprofit corporation as designated by the internal revenue service under section 501(c)(3) through 501(c)(6). F. Licenses The Contractor shall maintain in current status, all federal, state and local licenses and permits required for the operation of the business conducted by the Contractor. G. Volume of Work The State does not guarantee a specific amount of work either for the life of the Contract or on an annual basis. 43 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15wAvenue, Suite 201Phoenix, AZ 85007 (:Ont aCI NO: AMUFU15-135244 Description: Software Value -Added Reseller (SVAR) Services H. Key Personnel It is essential that the Contractor provide adequate experienced personnel, capable of and devoted to the successful accomplishment of work to be performed under this Contract. The Contractor must agree to assign specific individuals to the key positions if required. 1. The Contractor agrees that, once assigned to work under this Contract, key personnel shall not be removed or replaced without written notice to the State. 2. Key personnel who are not available for work under this Contract for a continuous period exceeding thirty (30) calendar days, or are expected to devote substantially less effort to the work than initially anticipated, the Contractor shall immediately notify the State, and shall, subject to the concurrence of the State, replace such personnel with personnel of substantially equal ability and qualifications. Changes The State may at any time make changes within the general scope of this Contract. The Contractor shall respond to the Change Order with a proposal. If any such change causes an adjustment in the cost of, or the time required for the performance of any part of the work under this Contract, whether changed or not changed by the Change Order, the Procurement Officer shall modify the Contract in writing via a bilateral Contract Amendment. J. Price Adjustment Any price adjustment shall be within the confines of the awarded contract, or as negotiated in service to this Contract. Any negotiated price adjustments for this Contract shall be documented via a bilateral Contract Amendment. K. Payment Procedures The State will not make payments to any Entity, Group or individual other than the Contractor with the Federal Employer Identification (FEI) Number identified in the Contract. Contractor invoices requesting payment to any Entity, Group or individual other than the contractually specified Contractor shall be returned to the Contractor for correction. The Contractor shall review and insure that the invoices for services provided show the correct Contractor name prior to sending them for payment. If the Contractor Name and FEI Number change, the Contractor must complete an "Assignment and Agreement" form transferring contract rights and responsibilities to the new Contractor. The State must indicate consent on the form. A written Contract Amendment must be signed by both parties and a new W 9 form must be submitted by the new Contractor and entered into the system prior to any payments being made to the new Contractor. L. Information Disclosure The Contractor shall establish and maintain procedures and controls that are acceptable to the State for the purpose of assuring that no information contained in its records or obtained from the state or from others in carrying out its functions under the contract shall be used or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the Contract. Persons requesting such information should be referred to the State. The Contractor also agrees that any information pertaining to individual persons shall not be divulged other than to employees or officers of 38-;;e 44 of 271 State of Arizona Master A reement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services the Contractor as needed for the performance of duties under the Contract, unless otherwise agreed to in writing by the State. M. Employees of the Contractor All employees of the Contractor employed in the performance of work under the Contract shall be considered employees of the Contractor at all times, and not employees of the State. The Contractor shall comply with the Social Security Act, Workman's Compensation laws and Unemployment laws of the State of Arizona and all State, local and Federal legislation relevant to the Contractor's business. N. Warranty All services supplied under this Contract shall be fully guaranteed by the Contractor for a minimum period of ninety (90) days from the date of acceptance by the State. Any defects of design, workmanship, or delivered materials, that would result in non-compliance shall be fully corrected by the Contractor without cost to the State. O. Compliance with Applicable Laws The Materials and services supplied under this Contract shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain all applicable licenses and permit requirements. Contractor represents and warrants to the State that Contractor has the skill and knowledge possessed by members of its trade or profession and Contractor will apply that skill and knowledge with care and diligence so Contactor and Contractor's employees and any authorized subcontractors shall perform the Services described in this Contract in accordance with the Statement of Work. Contractor represents and warrants that the Materials provided through this Contract and Statement of Work shall be free of viruses, backdoors, worms, spyware, malware and other malicious code that will hamper performance of the Materials, collect unlawful personally identifiable information on Users or prevent the Materials from performing as required under the terms and conditions of this Contract. P. Non -Exclusive Contract Any Contract resulting from this solicitation shall be awarded with the understanding and agreement that it is for the sole convenience of the State of Arizona. The State reserves the right to obtain like goods or services from another source when necessary, or when determined to be in the best interest of the State. Q. Administrative Fee/Usage Reports 1. In accordance with ARS § 41-2633 the Department of Administration, State Procurement Office includes an Administrative Fee, in the majority of its Statewide contracts — multiple agency, multiple government, cooperative contracts. The Administrative Fee is used by the State to defray the additional costs associated with soliciting, awarding and administering statewide contracts. In addition to the State agencies, boards and commissions, statewide contracts are available to members of the State Purchasing Cooperative including cities, counties, school districts, special districts, other state governments, agencies of the federal government, tribal nations, schools, medical institutions, and nonprofit organizations. The Administrative Fee is the responsibility of the contractor. The Administrative Fee is a part of the contractor's unit prices and is not to be charged directly to the customer in the form of a 39 i='c 45 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services separate line item. In accordance with Section 26 of the NASPO ValuePoint Master Agreement Terms and Conditions, the 0.25% NASPO ValuePoint Administrative fee shall be incorporated into the Offerors base price. Other states, including the State of Arizona, may negotiate additional Administrative Fees in their Participating Addenda following award of a Master Agreement. Further, Statewide contracts maintain one set of pricing for all customers and not separate prices for State agency customers and State Purchasing Cooperative customers. 2. State of Arizona Fee Amount: Unless defined differently within the contract, the Statewide Contracts Administrative Fee shall be one percent (1.0%) of quarterly sales receipts under an active Statewide contract, transacted by only the members of the State Purchasing Cooperative, minus any taxes or regulatory fees, minus any returns or credits, and minus any shipping charges not already included in the unit prices. The Administrative Fee percentage is only applicable to amounts actually received by the contractor during the quarter and is not applicable to amounts ordered by customers but not yet paid for. The administrative fee is not paid on transactions with state agency customers. 3. Method of Assessment At the completion of each quarter, the contractor reviews all sales under their contract in preparation for submission of their Usage Report. The contractor identifies all sales receipts transacted by members of the State Purchasing Cooperative and assesses one percent (1.0%) of this amount in their Usage Report. An updated list of State Purchasing Cooperative members may be found at: hftps:Hspo.az.gov/state-purchasing-cooperative. At its option, the State may expand or narrow the applicability of this fee. The State shall provide thirty (30) written notice prior to exercising or changing this option. The contractor shall summarize all sales, along with all assessed Administrative Fee amounts within their Usage Report, including total amounts for the following: • Total sales receipts from State agencies, boards and commissions; • Total sales receipts from members of the State Purchasing Cooperative; and • Total Administrative Fee amount based on one percent (1.0%) of the sales receipts from members of the State Purchasing Cooperative. 4. Submission of Reports and Fees. Within thirty (30) days following the end of the quarter, the contractor submits their Usage Report and if applicable, a check in the amount of one percent (1 %) of their sales receipts from members of the State Purchasing Cooperative, to the Department of Administration, State Procurement Office. Contractors are required to use the State's current report templates unless you have authorization from your contract officer to use a different format. You need to complete Form 799, which is a cover letter that gives the totals of your transactions; and Form 801, which is an Excel spreadsheet that details your transactions. Sales to state agencies and the cooperative members are to be totaled separately. The most current forms can be downloaded at https://spo.az.gov/statewide-contracts-administrative-fee. 4.1 The submission schedule for Administrative Fees and Usage reports shall be as follows: FY Q1, July through September Due October 31 FY Q2, October through December Due January 31 FY Q3, January through March Due by April 30 FY Q4, April through June Due by July 31 40 _. 46 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services 4.2 Usage Reports and any questions are to be submitted by email to the state's designated usage report email address: 4.3 Administrative Fees shall be made out to the "State Procurement Office" and mailed to: Department of Administration General Services Division ATTN: "Statewide Contracts Administrative Fee" 100 N. 15th Avenue, Suite 202 Phoenix, AZ 85007 5. The Administrative Fee shall be a part of the Contractor's unit prices and is not to be charged directly to the customer in the form of a separate line item. Statewide contracts shall not have separate prices for State Agency customers and State Purchasing Cooperative customers. 6. Contractor's failure to remit administrative fees in a timely manner consistent with the contract's requirements may result in the State exercising any recourse available under the contract or as provided for by law. R. Acceptance Determination of the acceptability of services shall be made by the sole judgment of the State. Acceptance shall be in writing, verbal acceptance will not be allowed. Services shall be completed in accordance with the Scope of Work, agreed to and accepted schedules, plans, and agreed to performance standards. Acceptance shall be one hundred percent (100%) functionality, which will be determined by the State. Acceptance criteria shall include, but not be limited to conformity to the scope of work, quality of workmanship and successfully performing all required Tasks. Nonconformance to any of the stated acceptance and performance criteria of both services and or products as required shall result in a delay for payment. Payment shall not be made until nonconformance to the criteria is corrected as determined by the State. T. Performance Contractor agrees that, from and after the date that the applicable services commence, its performance of the Scope of Services will meet or exceed industry best practices subject to the limitations and in accordance with the provisions set forth in this Contract. If the Services provided pursuant to this Contract are changed, modified or enhanced (whether by Change Order or through the provision of new Services), The State and the Contractor will review the current performance experience and will in good faith determine whether such experience should be adjusted and whether additional services should be implemented or whether services be removed. The following requirements shall also apply: 1. Failure to Perform If Contractor fails to complete any deliverable, then Contractor shall: 1.1 Promptly perform a root -cause analysis to identify the cause of such failure; 1.2 Use commercially reasonable efforts to correct such failure and to begin meeting the requirements as promptly as practicable; 1.3 Provide the State with a report detailing the cause of, and procedure for correcting, such 41� 47 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Contract No: ADSP016-138244 Description: Software Value Added Reseller (SVAR) Services failure; and 1.4 If appropriate under the circumstances, take action to avoid such failure in the future. 2. Root -Cause Analysis In the event of the Contractor's failure to perform required services or meet agreed upon service levels or other Contractor service standards as required by the State under this Contract, the Contractor shall perform an analysis of the cause of the service level problem and implement remediation steps as appropriate. The State shall have the right to review the analysis and approve the remediation steps prior to or subsequent to their implementation, as deemed appropriate by the State, if the remediation steps impact State assets or operational processes. U. Compensation Should the Contractor fail to provide all required services or deliver work products, as agreed upon by State and the Contractor, the State shall be entitled to invoke applicable remedies, including but not limited to, withholding payment to the Contractor and declaring the Contractor in material breach of the Contract. If the Contractor is in any manner in default of any obligation or the Contractor's work or performance is determined by the State to be defective, sub -standard, or if audit exceptions are identified, the State may, in addition to other available remedies, either adjust the amount of payment or withhold payment until satisfactory resolution of the default, defect, exception or sub -standard performance. The Contractor shall reimburse the State on demand, or the State may deduct from future payments, any amounts paid for work products or performance which are determined to be an audit exception, defective or sub -standard performance. The Contractor shall correct its mistakes or errors without additional cost to the State. The State shall be the sole determiner as to defective or sub -standard performance. The Contractor shall fulfill their contractual requirements including the Deliverables identified in the Statement of Work and fulfill the roles and responsibilities described in the Statement of Work for a firm fixed price, inclusive of travel and travel -related expenses. The fixed amount shall be inclusive of any fees for the use of any third party products or services required for use in the performance of this Contract V. Contractor Performance Reports Program management shall document Contractor performance, both exemplary and needing improvements where corrective action is needed or desired. Copies of corrective action reports will be forwarded to the Procurement Office for review and any necessary follow-up. The Procurement Office may contact the Contractor upon receipt of the report and may request corrective action. The Procurement Office shall discuss the Contractor's suggested corrective action plan with the Procurement Specialist for approval of the plan. W. Offshore Performance of Work Prohibited Due to security and identity protection concerns, direct services under this contract shall be performed within the borders of the United States. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and may involve access to secure or sensitive data or personal client data or development or modification of software for the State shall be performed within the borders of the United States. Unless specifically stated otherwise in the specifications, this definition does not apply to indirect or "overhead services, redundant back-up 42e 48 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15th Avenue, Suite 201Phoenix, AZ 85007 Contract No: ADSPO16-138244 Description: Software Value -Added Reseiler (SVAR) Services services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. X. Indemnification and Insurance 1.1 Indemnification Clause To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, and any jurisdiction or agency issuing permits for any work included in the project, and their respective directors, officers, officials, agents and employees (hereinafter referred to as "Indemnitee") from and against any and all claims, actions, liabilities, costs, losses, or expenses, (including reasonable attorney's fees), (hereinafter collectively referred to as "Claims") arising out of actual or alleged bodily injury or personal injury of any person (including death) or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of Contractor's directors, officers, agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount arising or recovered under the Workers' Compensation Law or arising out of the failure of Contractor to conform to any federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all Claims. It is agreed that Contractor will be responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. This indemnification will survive the termination of the above listed contract with the Contractor. This indemnity shall not apply if the contractor or sub -contractors) is/are an agency, board, commission or university of the State of Arizona. 1.2 Insurance Requirements 1.2.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors. 1.2.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance. 1.3 Minimum Scope and Limits of Insurance Contractor shall provide coverage with limits of liability not less than those stated below. 43 1 . ' rt cL�: 49 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services 1.3.1 Commercial General Liability (CGL) — Occurrence Form Policy shall include bodily injury, property damage, and broad form contractual liability coverage. General Aggregate $2,000,000 Products — Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Damage to Rented Premises $50,000 Each Occurrence $1,000,000 a. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor. b. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. 1.3.2 Business Automobile Liability Bodily Injury and Property Damage for any owned, hired, and/or non -owned automobiles used in the performance of this Contract. • Combined Single Limit (CSL) $1,000,000 Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non -owned by the Contractor. c. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. 1.3.3 Workers' Compensation and Employers' Liability • Workers' Compensation Statutory • Employers' Liability • Each Accident $1,000,000 • Disease — Each Employee $1,000,000 • Disease — Policy Limit $1,000,000 d. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, 50 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARlZONA) Teams and Conditions 100 North 15t'Avenue, Suite 201Phoenix, AZ 85007 Description: Software Value Added Reseller (SVAR) Services commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. e. This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23-901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor). 1.3.4 Technology Errors & Omissions Insurance • Each Claim $2,000,000 • Annual Aggregate $2,000,000 f. Such insurance shall cover any, and all errors, omissions, or negligent acts in the delivery of products, services, and/or licensed programs under this contract. g. Coverage shall include or shall not exclude settlement and/or defense of claims involving intellectual property, including but not limited to patent or copyright infringement. h. In the event that the Tech E&O insurance required by this Contract is written on a claims -made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years, beginning at the time work under this Contract is completed. 1.3.5 Media Liability Coverage • Each Claim • Annual Aggregate $2,000,000 $2,000,000 i. Such insurance shall cover any and all errors and omissions or negligent acts in the production of content, including but not limited to plagiarism, defamation, libel, slander, false advertising, invasion of privacy, and infringement of copyright, title, slogan, trademark, service mark and trade dress. j. In the event that the Media Liability insurance required by this Contract is written on a claims -made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed. 1.4 Additional Insurance Reauirements The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions: 1.4.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department, its agents, 45 1 PC&-e 51 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value Added Reseller (SVAR) Services officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E). 1.4.2 Insurance provided by the Contractor shall not limit the Contractor's liability assumed under the indemnification provisions of this Contract. 1.5 Notice of Cancellation Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor's insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative's Name, Address & Fax Number). 1.6 Acceptability of Insurers Contractor's insurance shall be placed with companies licensed in the State of Arizona or hold approved non -admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an "A.M. Best" rating of not less than A- VII. The State of Arizona in no way warrants that the above -required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. 1.7 Verification of Coverage Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) as required by this Contract. An authorized representative of the insurer shall sign the certificates. 1.7.1 All certificates and endorsements, as required by this written agreement, are to be received and approved by the State of Arizona before work commences. Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract. 1.7.2 All certificates required by this Contract shall be sent directly to the Department. The State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time. 1.8 Subcontractors Contractor's certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance 46 52 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15thAvenue, Suite 201Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services Requirements identified above. The Department reserves the right to require, at any time throughout the life of this contract, proof from the Contractor that its subcontractors have the required coverage. 1.9 Approval and Modifications The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action. 1.10 Exceptions In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply. Y. Data Privacy and Security Contractor shall treat all information obtained through performance of the contract, as confidential or sensitive information consistent with State and federal law and State Policy. Contractor or its agents shall not use any data obtained in the performance of the contract in any manner except as necessary for the proper discharge of its obligations and protection of its rights related to this agreement. Contractor shall establish and maintain procedures and controls acceptable to the State for the purpose of assuring that data in its or its agents' possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner in performance of the contract. This includes data contained in Contractor's records obtained from the State or others, necessary for contract performance. Contractor and its agents shall take all reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of duties under the contract. Z. Data Privacy/Security Incident Management Contractor and its agents shall cooperate and collaborate with appropriate State personnel to identify and .respond to an information security or data privacy incident, including a security breach. 1. Threat of Security Breach Contractor(s) agrees to notify the State Chief Information Officer (CIO), the State Chief Information Security Officer (CISO) and other key personnel as identified by the State of any perceived threats placing the supported infrastructure and/or applications in danger of breach of security. The speed of notice shall be at least commensurate with the level of threat, as perceived by the Contractor(s). The State agrees to provide contact information for the State CIO, CISO and key personnel to the Contractor(s). 2. Discovery of Security Breach Contractor agrees to immediately notify the State CIO, the CISO and key personnel as identified by the State of a discovered breach of security. The State agrees to provide contact information 47 1 iFac;e 53 of 271 State of Arizona v Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Contract :No: ADSP016-138244 Description: Software Value -Added Reseller (SVAR) Services for the State CIO, the CISO and key personnel. AA. Security Requirements for Contractor Personnel Each individual proposed to provide services through this contract agrees to security clearance and background check procedures, including fingerprinting, as defined by the Arizona Department of Administration in accordance with Arizona Revised Statutes §41-710. The results of the individual's background check procedures must meet all HIPAA and law enforcement requirements. Contractor is responsible for all costs to obtain security clearance for their consultants providing services through this contract. Contractor personnel, agents or sub -contractors that have administrative access to the State's networks may be subject to any additional security requirements of the State as may be required for the performance of the contract. The Contractor, its agents and sub -contractors shall provide documentation to the State confirming compliance with all such additional security requirements for performance of the contract. Additional security requirements include but are not limited to the following: 1. Identity and Address Verification — that verifies the individual is who he or she claims to be including verification of the candidate's present and previous addresses; 2. UNAX/confidentiality Training; 3. HIPAA Privacy and Security Training; and 4. Information Security Training. BB. Access Constraints and Requirements Contractor access to State facilities and resources shall be properly authorized by State personnel, based on business need and will be restricted to least possible privilege. Upon approval of access privileges, the Contractor shall maintain strict adherence to all policies, standards, and procedures. Policies / Standards, ADOA/ASET Policies / Procedures, and Arizona Revised Statues (A.R.S.) §28- 447, §28-449, §38-421, §13-2408, §13-2316, §41-770. Failure of the Contractor, its agents or subcontractors to comply with policies, standards, and procedures including any person who commits an unlawful breach or harmful access (physical or virtual) will be subject to prosecution under all applicable state and / or federal laws. Any and all recovery or reconstruction costs or other liabilities associated with an unlawful breach or harmful access shall be paid by the Contractor. CC. Health Insurance Portability and Accountability Act of 1996 The Contractor warrants that it is familiar with the requirements of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (HITECH Act) of 2009, and accompanying regulations and will comply with all applicable HIPAA requirements in the course of this Contract. Contractor warrants that it will cooperate with the State in the course of performance of the Contract so that both the State and the Contractor will be in compliance with HIPAA, including cooperation and coordination with the Arizona Strategic Enterprise Technology (ASET) Group, Statewide Information Security and Privacy Office (SISPO), Chief Privacy Officer and HIPAA Coordinator and other compliance officials required by HIPAA and its regulations. Contractor will sign any documents that are reasonably necessary to keep the State and Contractor in compliance with 481 i-= ac 54 of 271 State of Arizona Master Agreement State Procurement Office 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARItONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services HIPAA, including but not limited to, business associate agreements. If requested, the Contractor agrees to sign a "Pledge to Protect Confidential Information" and to abide by the -statements addressing the creation, use and disclosure of confidential information, including information designated as protected health information and all other confidential or sensitive information as defined in policy. In addition, if requested, Contractor agrees to attend or participate in job related HIPAA training that is: (1) intended to make the Contractor proficient in HIPAA for purposes of performing the services required and (2) presented by a HIPAA Privacy Officer or other person or program knowledgeable and experienced in HIPAA and who has been approved by the ASET/SISPO Chief Privacy Officer and HIPAA Coordinator. Su_gQested References: DD. Compliance Requirements for A.R.S. § 41-4401, Government Procurement: E-Verify Requirement 1. The Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. (That subsection reads: "After December 31, 2007, every employer, after hiring an employee, shall verify the employment eligibility of the employee through the E-Verify program.) 2. A breach of a warranty regarding compliance with immigration laws and regulations shall be deemed a material breach of the Contract and the Contractor may be subject to penalties up to and including termination of the Contract. 3. Failure to comply with a State audit process to randomly verify the employment records of Contractors and subcontractors shall be deemed a material breach of the Contract and the Contractor may be subject to penalties up to and including termination of the Contract. 4. The State Agency retains the legal right to inspect the papers of any employee who works on the Contract to ensure that the Contractor or subcontractor is complying with the warranty under paragraph One (1). 5.2 State of Arizona Uniform Terms and Conditions 1. Definition of Terms As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows: 1.1. "Attachment" means any item the Solicitation requires the Offeror to submit as part of the Offer. 1.2. "Contract" means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments. 49 55 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t' Avenue, Sufte 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services 1.3. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract. 1.4. "Contractor" means any person who has a Contract with the State. 1.5. "Days" means calendar days unless otherwise specified. 1.6. "Exhibit" means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. 1.7. "Gratuity" means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received. 1.8. "Materials" means all property, including equipment, supplies, printing, insurance and leases of property but does not include land, a permanent interest in land or real property or leasing space. 1.9. "Procurement Officer" means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract. 1.10. "Services" means the furnishing of labor, time or effort by a contractor or subcontractor which does not involve the delivery of a specific end product other than required reports and performance, but does not include employment agreements or collective bargaining agreements. 1.11. "Subcontract' means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract. 1.12. "State" means the State of Arizona and Department or Agency of the State that executes the Contract. 1.13. "State Fiscal Year" means the period beginning with July 1 and ending June 30. 2. Contract Interpretation 2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7. 2.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it. 2.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by the State and as they may be amended, the following shall prevail in the order set forth below: 2.3.1. Special Terms and Conditions; 2.3.2. Uniform Terms and Conditions; 2.3.3. Statement or Scope of Work; 50 1 �, age 56 of 271 State of Arizona Master A reement State Procurement Office g 100 North 15t' Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 contract No: AUbFU15-13OZ44 Description: Software Value -Added Reseller (SVAR) Services 2.3.4. Specifications; 2.3.5. Attachments; 2.3.6. Exhibits; 2.3.7. Documents referenced or included in the Solicitation. 2.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party to this Contract shall be deemed to be the employee or agent of the other party to the Contract. 2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid shall not affect any other term or condition of the Contract. 2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding. 2.7. No Waiver. Either party's failure to insist on strict performance of any term or condition of the Contract shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it. 3. Contract Administration and Operation 3.1. Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require each subcontractor to retain all data and other "records" relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract. All records shall be subject to inspection and audit by the State at reasonable times. Upon request, the Contractor shall produce a legible copy of any or all such records. 3.2. Non -Discrimination. The Contractor shall comply with State Executive Order No. 2009-09 and all other applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act. 3.3. Audit. Pursuant to ARS § 35-214, at any time during the term of this Contract and five (5) years thereafter, the Contractor's or any subcontractor's books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the Contract or Subcontract. 3.4. Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its facilities, subcontractor facilities and the Contractor's processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract. Neither inspection of the Contractor's facilities nor materials testing shall constitute final acceptance of the materials or services. If the State determines non-compliance of the materials, the Contractor shall be responsible for the payment of all costs incurred by the State for testing and inspection. 3.5. Notices. Notices to the Contractor required by this Contract shall be made by the State to the person indicated on the Offer and Acceptance form submitted by the Contractor unless 511 N - gee 57 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services otherwise stated in the Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation Contact Person indicated on the Solicitation cover sheet, unless otherwise stated in the Contract. An authorized Procurement Officer and an authorized Contractor representative may change their respective person to whom notice shall be given by written notice to the other and an amendment to the Contract shall not be necessary. 3.6. Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or promote information for commercial benefit concerning this Contract without the prior written approval of the Procurement Officer. 3.7. Property of the State. Any materials, including reports, computer programs and other deliverables, created under this Contract are the sole property of the State. The Contractor is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials without the prior written consent of the State. 3.8. Ownership of Intellectual Property. Any and all intellectual property, including but not limited to copyright, invention, trademark, trade name, service mark, and/or trade secrets created or conceived pursuant to or as a result of this contract and any related subcontract ("Intellectual Property"), shall be work made for hire and the State shall be considered the creator of such Intellectual Property. The agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract shall own (for and on behalf of the State) the entire right, title and interest to the Intellectual Property throughout the world. Contractor shall notify the State, within thirty (30) days, of the creation of any Intellectual Property by it or its subcontractor(s). Contractor, on behalf of itself and any subcontractor(s), agrees to execute any and all document(s) necessary to assure ownership of the Intellectual Property vests in the State and shall take no affirmative actions that might have the effect of vesting all or part of the Intellectual Property in any entity other than the State. The Intellectual Property shall not be disclosed by contractor or its subcontractor(s) to any entity not the State without the express written authorization of the agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract. 3.9. Federal Immigration and Nationality Act. The contractor shall comply with all federal, state and local immigration laws and regulations relating to the immigration status of their employees during the term of the contract. Further, the contractor shall flow down this requirement to all subcontractors utilized during the term of the contract. The State shall retain the right to perform random audits of contractor and subcontractor records or to inspect papers of any employee thereof to ensure compliance. Should the State determine that the contractor and/or any subcontractors be found noncompliant, the State may pursue all remedies allowed by law, including, but not limited to; suspension of work, termination of the contract for default and suspension and/or debarment of the contractor. 3.10 E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. 3.11 Offshore Performance of Work Prohibited. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically 52 1 58 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 1V' Avenue, Suite 201Phoenix, AZ 85007 contract NO: A05P07 6-1 JU244 Description: Software Value -Added Reseller (SVAR) Services stated otherwise in the specifications, this paragraph does not apply to indirect or'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. 4. Costs and Payments 4.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 days. Upon receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate invoice for payment from the State within thirty (30) days. 4.2. Delivery. Unless stated otherwise in the Contract, all prices shall be F.O.B. Destination and shall include all freight delivery and unloading at the destination. 4.3. Awlicable Taxes. 4.3.1. Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes. 4.3.2. State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable state and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are the responsibility of the seller to remit. Failure to collect such taxes from the buyer does not relieve the seller from its obligation to remit taxes. 4.3.3. Tax Indemnification. Contractor and all subcontractors shall pay all Federal, state and local taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to hold the State harmless from any responsibility for taxes, damages and interest, if applicable, contributions required under Federal, and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance, Social Security and Worker's Compensation. 4.3.4. IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 Form on file with the State of Arizona, unless not required by law. 4.4. Availability of Funds for the Next State fiscal year. Funds may not presently be available for performance under this Contract beyond the current state fiscal year. No legal liability on the part of the State for any payment may arise under this Contract beyond the current state fiscal year until funds are made available for performance of this Contract. 4.5. Availability of Funds for the current State fiscal year. Should the State Legislature enter back into session and reduce the appropriations or for any reason and these goods or services are not funded, the State may take any of the following actions: 4.5.1. Accept a decrease in price offered by the contractor; 4.5.2. Cancel the Contract; or 4.5.3. Cancel the contract and re -solicit the requirements. 5. Contract Changes 5.1. Amendments. This Contract is issued under the authority of the Procurement Officer who signed this Contract. The Contract may be modified only through a Contract Amendment within the scope of the Contract. Changes to the Contract, including the addition of work or materials, the revision of payment terms, or the substitution of work or materials, directed by a person who is 59 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 150' Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services not specifically authorized by the procurement officer in writing or made unilaterally by the Contractor are violations of the Contract and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void and without effect, and the Contractor shall not be entitled to any claim under this Contract based on those changes. 5.2. Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the performance of this contract without the advance written approval of the Procurement Officer. The Contractor shall clearly list any proposed subcontractors and the subcontractor's proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this Contract. 5.3. Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty under this Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably withhold approval. S. Risk and Liability 6.1. Risk of Loss: The Contractor shall bear all loss of conforming material covered under this Contract until received by authorized personnel at the location designated in the purchase order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for nonconforming materials shall remain with the Contractor regardless of receipt. 6.2. Indemnification 6.2.1. ContractorNendor Indemnification (Not Public Agency) The parties to this contract agree that the State of Arizona, its departments, agencies, boards and commissions shall be indemnified and held harmless by the contractor for the vicarious liability of the State as a result of entering into this contract. However, the parties further agree that the State of Arizona, its departments, agencies, boards and commissions shall be responsible for its own negligence. Each party to this contract is responsible for its own negligence. 6.2.2. Public Agency Language Only _Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers." 6.3. Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless the State against any liability, including costs and expenses, for infringement of any patent, trademark or copyright arising out of Contract performance or use by the State of materials furnished or work performed under this Contract. The State shall reasonably notify the Contractor of any claim for which it may be liable under this paragraph. If the contractor is insured pursuant to A.R.S. § 41-621 and § 35-154, this section shall not apply. 6.4. Force Maieure. 6.4.1 Except for payment of sums due, neither party shall be liable to the other nor deemed in 541�aYL 60 of 271 State of Arizona Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15°iAvenue, Suite 201 Phoenix, AZ 85007 contract No: AUsru1 5-1 JUZ44 Description: Software Value -Added Reseller (SVAR) Services default under this Contract if and to the extent that such parry's performance of this Contract is prevented by reason of force majeure. The term `force majeure" means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Without limiting the foregoing, force majeure includes acts of God; acts of the public enemy; war; riots; strikes; mobilization; labor disputes; civil disorders; fire; flood; lockouts; injunctions -intervention -acts; or failures or refusals to act by government authority; and other similar occurrences beyond the control of the party declaring force majeure which such party is unable to prevent by exercising reasonable diligence. 6.4.2. Force Majeure shall not include the following occurrences: 6.4.2.1. Late delivery of equipment or materials caused by congestion at a manufacturer's plant or elsewhere, or an oversold condition of the market; 6.4.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this force majeure term and condition; or 6.4.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any required insurance, bonds, licenses or permits. 6.4.3. If either party is delayed at any time in the progress of the work by force majeure, the delayed party shall notify the other party in writing of such delay, as soon as is practicable and no later than the following working day, of the commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be delivered or mailed certified-retum receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by Contract Amendment for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract. 6.4.4. Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits if, and to the extent that such delay or failure is caused by force majeure. 6.5. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting from antitrust violations to the extent that those violations concern materials or services supplied by third parties to the Contractor, toward fulfillment of this Contract. 7. Warranties 7.1. Liens. The Contractor warrants that the materials supplied under this Contract are free of liens and shall remain free of liens. 7.2. Quali . Unless otherwise modified elsewhere in these terms and conditions, the Contractor warrants that, for one year after acceptance by the State of the materials, they shall be: 7.2.1. Of a quality to pass without objection in the trade under the Contract description; 7.2.2. Fit for the intended purposes for which the materials are used; 7.2.3. Within the variations permitted by the Contract and are of even kind, quantity, and quality within each unit and among all units; 651 �Faoe 61 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 15t'Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terns and Conditions Phoenix, AZ 85007 Descrip on: Software Value Added Reseller (SVAR) Services 7.2.4. Adequately contained, packaged and marked as the Contract may require; and 7.2.5. Conform to the written promises or affirmations of fact made by the Contractor. 7.3. Fitness. The Contractor warrants that any material supplied to the State shall fully conform to all requirements of the Contract and all representations of the Contractor, and shall be fit for all purposes and uses required by the Contract. 7.4. Inspection/Testing. The warranties set forth in subparagraphs 7.1 through 7.3 of this paragraph are not affected by inspection or testing of or payment for the materials by the State. 7.5. Compliance With Applicable Laws. The materials and services supplied under this Contract shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain all applicable license and permit requirements. 7.6. Survival of Rights and Obligations after Contract Expiration or Termination. 7.6.1. Contractor's Representations and Warranties. All representations and warranties made by the Contractor under this Contract shall survive -the expiration or termination hereof. In addition, the parties hereto acknowledge that pursuant to A.R.S. § 12-510, except as provided in A.R.S. § 12-529, the State is not subject to or barred by any limitations of actions prescribed in A.R.S., Title 12, Chapter 5. 7.6.2. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of the Contract, fully perform and shall be obligated to comply with all purchase orders received by the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing by the Procurement Officer, including, without limitation, all purchase orders received prior to but not fully performed and satisfied at the expiration or termination of this Contract. 8. State's Contractual Remedies 8.1. Right to Assurance. If the State in good faith has reason to believe that the Contractor does not intend to, or is unable to perform or continue performing under this Contract, the Procurement Officer may demand in writing that the Contractor give a written assurance of intent to perform. Failure by the Contractor to provide written assurance within the number of Days specified in the demand may, at the State's option, be the basis for terminating the Contract under the Uniform Terms and Conditions or other rights and remedies available by law or provided by the contract. 8.2. Stop Work Order. 8.2.1. The State may, at any time, by written order to the Contractor, require the Contractor to stop all or any part, of the work called for by this Contract for period(s) of days indicated by the State after the order is delivered to the Contractor. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. 8.2.2. If a stop work order issued under this clause is canceled or the period of the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall make an equitable adjustment in the delivery schedule or Contract price, or both, and 5 layer 62 of 271 State of Arizona N. Master Agreement State Procurement Office Section 4: Lead State (ARIZONA) Terms and Conditions 100 North 15t' Avenue, Suite 201 Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services the Contract shall be amended in writing accordingly. 8.3. Non-exclusive Remedies. The rights and the remedies of the State under this Contract are not exclusive. 8.4. Nonconforminq Tender. Materials or services supplied under this Contract shall fully comply with the Contract. The delivery of materials or services or a portion of the materials or services that do not fully comply constitutes a breach of contract. On delivery of nonconforming materials or services, the State may terminate the Contract for default under applicable termination clauses in the Contract, exercise any of its rights and remedies under the Uniform Commercial Code, or pursue any other right or remedy available to it. 8.5. Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any expenses or costs incurred by the State, or damages assessed by the State concerning the Contractor's non -conforming performance or failure to perform the Contract, including expenses, costs and damages described in the Uniform Terms and Conditions. 9. Contract Termination 9.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this Contract within three (3) years after Contract execution without penalty or further obligation if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State is or becomes at any time while the Contract or an extension of the Contract is in effect an employee of or a consultant to any other party to this Contract with respect to the subject matter of the Contract. The cancellation shall be effective when the Contractor receives written notice of the cancellation unless the notice specifies a later time. If the Contractor is a political subdivision of the State, it may also cancel this Contract as provided in A.R.S. § 38-511. 9.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State determines that employment or a Gratuity was offered or made by the Contractor or a representative of the Contractor to any officer or employee of the State for the purpose of influencing the outcome of the procurement or securing the Contract, an amendment to the Contract, or favorable treatment concerning the Contract, including the making of any determination or decision about contract performance. The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three times the value of the Gratuity offered by the Contractor. 9.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate this Contract if the State determines that the Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body. Submittal of an offer or execution of a contract shall attest that the contractor is not currently suspended or debarred. If the contractor becomes suspended or debarred, the contractor shall immediately notify the State. 9.4. Termination for Convenience. The State reserves the right to terminate the Contract, in whole or in part at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by 57cw 63 of 271 State of Arizona Master Agreement State Procurement Office g 100 North 151' Avenue, Suite 201 Section 4: Lead State (ARIZONA) Terms and Conditions Phoenix, AZ 85007 Description: Software Value -Added Reseller (SVAR) Services the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2-7-701 shall apply. 9.5. Termination for Default. 9.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in whole or in part due to the failure of the Contractor to comply with any term or condition of the Contract, to acquire and maintain all required insurance policies, bonds, licenses and permits, or to make satisfactory progress in performing the Contract. The Procurement Officer shall provide written notice of the termination and the reasons for it to the Contractor. 9.5.2. Upon termination under this paragraph, all goods, materials, documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State on demand. 9.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner that it deems appropriate, materials or services to replace those under this Contract. The Contractor shall be liable to the State for any excess costs incurred by the State in procuring materials or services in substitution for those due from the Contractor. 9.6. Continuation of Performance Through Termination. The Contractor shall continue to perform, in accordance with the requirements of the Contract, up to the date of termination, as directed in the termination notice. 10. Contract Claims All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, Chapter 23, Article 9, and rules adopted thereunder. 11. Arbitration The parties to this Contract agree to resolve all disputes arising out of or relating to this contract through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. 12-1518, except as may be required by other applicable statutes (Title 41). 12. Comments Welcome The State Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007. 58 1-'ace 64 of 271 Insight-'• "6 ...'A„rG:C--J2-C/ECi.".:Suaso-ed _!ti'" Vendor specific • Microsoft • VMware • Cisco • IBM (Software and Systems) • Citrix • Red Hat • EMC • Avaya • CompTIA • Juniper • Oracle • SAP • Hewlett Packard • Apple • Cloudera LP �i Qii�i;l�Q T'Ci"l ; S`; ]-t :. Vendor neutral • Networking Fundamentals • Wireless • Virtualization • Vol P &Telephony • Data Center • Cyber Security • Cloud Computing Business • ITIL • Agile • Project Management • Business Analysis • Cloud Computing • Big Data Consolidate yourvendor relationships by leveraging your Global Knowledge instructors bring real -world experience to every course. They Insight hardware and software experts concerning go beyond the curriculum by including relevant, revealing tidbits and tips. training. Insight can help you save money! . - Global Knowledge uses a combination of lectures, hands-on labs, and case Quality of training is measured by the instructor studies to deliver a quality learning experience. Labs and case studies offer knowledge. As experts in their respective fields, Global practical experience, whether live -virtual or in the classroom; and an opportu- Knowledge instructors consult, keep up-to-date with industry nity to test your knowledge of the course material. Designing labs that mimic developments, and most importantly, they real -world experiences is an art. It's also a fundamental quality of Global make the success of each student a priority. Knowledge coursedirectors and instructors. 7r2innc Health Chick • Have you mapped out your 2015 training plan? • What promptstrainingatyouroompany? • How do you/your team/your company handle training and skill development? • What technologies do you currently support and how do you plan on leveraging new technologies to optimize future performance? • Do you have any upcoming projects that could be facilitated by training? • Are you up-to-date on certifications and compliance? • What skill gaps do you/your team currently have and how do you plan to address them? Please contact your Insight Rep to get yourself and your organization L Connect with us today! 1.800.467.4448 • Ext 3448 • www.insi0tSM1 is Jansign . with Insight Et Global Knowledge! Connect with us today! 1.800.467.4448 • Ext 3448 • www.insig6fDt6DP71 Insight.*' !NDUci-RY LEADING MICROSOFT TRAINING Training with GIOba! Kno'vviedge rlleailS the best. VV9 offer a cCompr` henswe cur, lCU um of Microsoft training ccurseS iaUU!"'t by eXperf, 'i?St. CCtOrS I!l V^o.'8t\% Cf tl-Mat5z LARG�L=,TSCHEDULE OFANYAuTHORICEDMiCROSOF' LEAR N!NGPART NEr- R & i_ARC EST NUMBER OF"GUA.RAN T EED CA.TES"IN -i E'NDiJSTR'' Sf r'vej 2012 • SCCIN4 • SQL Server 2012 • CRII I Dynamics' Exchange lever 20113 ci-,,arEE•'CS:it 2'`�1$ • A?lire . \/icu:i Siia!:10 2p1n . I ✓n . Se!-.f..� 2l,'.� GET %1ORE WITH THE FOVVER OF 12 .2 MONTHS of Online Student Mentoring & Chat Support 12 MCN-H.S Accessto 'Microsoft Labs 12 VONTH --T claSS r(eiaKes, 1J.11:rniled /ices Guarantee 12 100iJTHS Access .o , idexec RecDruings: of Virtuai Gasses Connect with us today! 1.800.467.4448 • Ext 3448 • wwwJnsiVt Mk71 Insight RFP Response •I �. NASPO ValuePoint Insight* RFP for Master Agreement for PUOUCSt�Q Software Value -Added Reseller (SVAR) Services ATTACHMENT A: RESPONSE TO SCOPE OF WORK - QUALIFICATIONS ........................ 1 1. OVERALL COMPANY INFORMATION.................................................................. 1 1.1. Business Operations................................................................... 1 1.2. Key Personnel........................................................................... 6 1.3. Account Management Team........................................................14 1.4. Subcontractors.........................................................................17 2. COMPANY'S EXPERIENCE............................................................................17 2.1. Account Management................................................................17 2.2. License Management.................................................................20 2.3. Training..................................................................................21 2.4. Software Advisement................................................................22 2.5. Other (specify).........................................................................24 3. CLIENTS...............................................................................................25 3.1. Provide information on Offeror's current government client list ......... 25 3.2. If Offeror has no government clients, note this in your response and answer questions 3.1.1 through 3.1.3 based on non -government clients..29 3.3. References..............................................................................29 4. FINANCIAL/ACCOUNTING INFORMATION AND DISCLOSURES .................................... 30 4.1. Proof of Financial Stability..........................................................30 4.2. Disclosures..............................................................................31 December 17, 2015 Request for Proposal Response #ADSPO16-00005829 � Attachment A: Response to SOW - Qualifications 67 of 271 Insight RFP Response NASPO ValuePoint Insight-' RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services A11,1t hill,111 A: Pt­,pim-w ti) S�i_)pt� A V.1io'k Uu,llitli,itl��n, Insight Enterprises, Inc. ("Insight Enterprises") is a global provider of information technology hardware, software and service solutions to business and public sector organizations. Founded in 1988 and headquartered in Tempe, Arizona, Insight operates in 22 countries, serving clients in more than 200 countries worldwide, employing 5,400 teammates, and earning $5.3 billion in revenue in 2014. Insight Enterprises is ranked number 483 on the 2014 Fortune 500 and provides software lifecycle support for 80% of the Global Fortune 500 through its broad offering of hardware and software products with access to over $3 billion in virtual inventory, efficient supply -chain execution, and customizable e-commerce capabilities. In addition, Insight Enterprises is a global software reseller with extensive License Management Services, more than 2,300 product and industry certifications, partnerships with 5,000 manufacturers and publishers, and over 70,000 commercial and public sector clients globally. Insight Public Sector, Inc. ("Insight" or "IPS"), a subsidiary of Insight Enterprises, was incorporated in 1994 and is one of the nation's leading technology partners to state government, local government, and education entities ("SLED"). Our experienced sales teams understand the unique needs of public sector customers, and we tailor our services to meet those needs. Insight's vision is to build meaningful connections to help organizations run smarter. We act as an extension of your team with certified and experienced specialists, architects, consultants, and engineers for first-class service and support. Our values are as follows: • We exist to serve our clients • We act with integrity to promote our vision • We respect each other and our goals • We develop and value our • We strive for operational excellence in all teammates we do Our process knowledge & technical expertise allow us to assess, design & deploy IT solutions to help our clients enable, manage & secure their IT environments. Our product fulfillment & logistics capabilities, management tools & technical expertise make designing, deploying & managing IT solutions easier for our clients while helping them control their IT costs. Insight's goal is to help customers streamline their procurement, integration, inventory management, deployment and maintenance processes to allow their IT Department to become more efficient while lowering acquisition and operation costs. With the continual emergence of new technologies & technology solution options in the IT industry, organizations continue to seek technology providers to supply value-added advice to help them identify and deploy IT solutions, rather than to just provide product selection, price & availability. December 17, 2015 Request for Proposal Response *ADSP016-00005829 Attachment A: Response to SOW —Qualifications 68 of 271 Insight RFP Response _I = NASPO ValuePoint Insight,l RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Koy 11,•n,lits NASPO ValuePoint, Participating States ("State") and Purchasing Entities ("Entity") receive when partnering with Insight as a software value-added reseller: Highly Custcn,urod e•Cnnvr,rrc c syst,vr,. Insight provides a secure customized web portal, providing specific standard manufacturer products, intelligent routing, customized approval processes, real-time and contract negotiated pricing, workflow, license tracking, proof of license, and on demand SIIA certified reporting. P, nctuc t Sou,( ing Insight's extensive sourcing capabilities provide our clients decreased delivery time frames and better allocation of products in times of product shortage. compot t ivo Pc i, incl. Insight will leverage our direct publisher relationships and buying power as a major corporation to offer all licensing programs while tracking milestones to allow States and Entities to take advantage of economies of scale. Our regularly scheduled review process allows us to report on our client's spending trends and recommend specific opportunities for future cost reductions. Fiopnrt rng Cdpdhilit,os. Extensive SIIA certified reporting capabilities enable the LSCA, States, Entities and Insight to manage and track the procurement process specific to each state and individual entity. Consolidated reporting is available to authorized administrators through the web portal. Additionally, Insight can provide customized reports to clients who may require specific reporting templates. An expo, ion, od Ac c cunt r•tdndgwnont Tvom Insight has a team that understands the complexity of public sector business in today's technology procurement environment. The benefit to all NASPO ValuePoint States and Entities is that Insight has developed the teams and processes that are in place to manage the unique opportunities and challenges faced by state and local governments and educational institutions. Insight s Toc hnn ,il E.prrti%c : Coctihc dtinns. We continue to invest in our people, systems, certifications and portfolio of solution offerings around the world. Insight has more than 1,100 service professionals with over 2,500 technical certifications in products and technologies and broad expertise across virtually every vertical industry segment. Our technology practice solutions groups are made up of industry-, technical- and product - certified engineers, and specialists who are current on best practices and the latest developments in their respective practice areas and trends impacting the IT industry. Our technology practices bring deep technical skills in vital solution areas to help our clients implement strategic technologies. Lit onw Tcdc long. Lic cnsv Pt ours dncl SOftWdcr tiuppuct Pi nc osu•s. Experience has taught us it is imperative for public sector clients to have tools in place that provide access to license tracking and license proofs. Utilizing experienced account management, specialized teams, Insight's web portal, and reporting tools, Insight provides these valuable services. As part of Insight's commitment to license tracking accuracy, we understand it may be required for us to work with computer hardware or equipment contractors. Our system has the capacity to do this and we have performed this service many times before. December 17, 2015 Request for Proposal Response #ADSP016-00005829 Attachment A: Response to SOW - Qualifications 69 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight B((',ufth (If Pluduct. Insight represents thousands of publishers, with over 18,000 active publishers currently set up in our ERP system, allowing contract administrators to choose from a wide variety of software solutions as standards in each state. The breadth of publishers allows each State or Entity to streamline all software purchasing under one single contract. Software requirements are supported by Insight Account Teams, in-house software experts, and Partner Champions, giving clients direct access to the latest product and program information. Insight is confident that we meet and in fact exceed all requirements listed in the SOW. Insight Response: Provided below is the information requested in 1.1.2, numbers 1.1.2.1 - 1.1.2.8. 1.1.2.1 Offeror's Full Insight Public Sector, Inc. Legal Name 1.1.2.2 Primary Business Molly Randol, 480-333-3000 Contact Information 6820 South Hari Avenue, Tempe, AZ 85283; sLEDconti.uas-. insiyht.com, wwri.ips.insight.com 1.1.2.3 Date Company Aril 19, 1994 p was Established 1.1.2.4 Location Where Illinois Offeror is Incorporated 1.1.2.5 Ownership Insight Public Sector, Inc. is a subsidiary of Insight Enterprises, Structure Inc. 1.1.2.6 Office Locations See Map and Table Below 1.1.2.7 Organizational Chart See Organizational Chart Below 1.1.2.8 Contact Email: Molly.Randol@Insight.com Information for Phone: 303-523-0904 Individual(s) who is responsible for any Email: Vanessa. Deppisch@Insight.com clarifications or Phone: 480-902-1055 discussions regarding the submitted response Email: Todd.Sebring@Insight.com Phone:480-333-3082 December 17, 2015 Request for Proposal Response #ADSP016-00005829 Attachment A: Response to SOW - Qualifications 70 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Spokane • San Jose • Denser• • Los Angeles • • •Tempe Insight 6'RO W, Minneapolis • as • • �b.y. Kansas City• • • • • _ Chicago •0 • • • Columbus • 51 Luws• • ,/y • • • Atlanta . Dallas Austin• • • • Figure 1: Insight U.S. Office Locations rters 7Public Tern South Hari Avenue Tempe, AZ 85283 1-800-467-4448 800-INSIGHT r AtlantaGANorthrid a Rd. Suite 325 Atlanta GA 30350 678-823-4300 Austin TX 2525 Brockton Drive Suite 390 Austin TX 78758-4411 1-800-467-4448 800-INSIGHT Chicago, IL 2250 Pinehurst Blvd. Suite 200 Addison IL 60101-6100 800-888-5390 Boston MA 1432 Main Street Waltham MA 02451 800-624-0503 Chantilly, VA 14520 Avion Parkway, Suite 310 Chantilly, VA 20151-1114 800-788-4688 Columbus OH 2 Easton Oval Suite 350 Columbus OH 43219-6193 866-637-8680 McAllen TX 2712 N. McColl McAllen TX 78501-5508 1-800-467-4448 800-INSIGH Minneapolis, MN 6600 France Avenue S. Suite 350 Edina MN 55435-1810 800-800-4394 New York NY 1 Penn Plaza 19th Floor Suite 1929 646-428-1400 'ampa, FL 2701 N. Rocky Point Drive Suite 300 Tama FL 33607-5920 813-637-7000 Piano TX 3480 Lotus Drive Plano TX 75075-7834 800-624-0503 lUbertv Lake WA 22721 E. Mission Ave. Liberty Lake WA 99019-7504 800-735-0010 San Jose CA 19225 Stevens Creek Blvd. Cupertino, CA 95014 877-776-0610 December 17, 2015 Request for Proposal Response #ADSPO16-00005829 4 Attachment A: Response to SOW - Qualifications 71 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services insight Insight Public Sector Management Organization Chart NASPO ValuePoint SVAR Contract I:n.yI1D4• «I15A. I:K Executive ry4 Irmgl, Lit 4LU561rc Team IMbIR FUd $QCN; kK. n •I1. M --------------------------' Sales& F•+:.i.„un l4ni.: r'-.XLC.Wn Gru:z: a:FuM. Business Development Team Anr S:i�: 1.•ix Erma li lr,ke Ma.:ra.v 4.rcyn' we 1^n11f 1-^-�HVire 1. 1 I. Ihdw54r n Yl'Inai Sales Support v A- & Software Teams ws M1W"r! S.w.cpx. w:::x .E r1:Hn+ - - Z.".. rz, To:: i. .: �•� Contract seen Compliance .'reer..•..� Team Nm i,a.;a. Can' C•rv- c itLC v b: Y nhn.wN•�N Tea Figure 2: Insight Public Sector Organizational Chart December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment A: Response to SOW — Qualifications 72 of 271 Insight RFP Response NPISPO ValuePoint lnss ght_I RFP for Master Agreement for - Software Value -Added Reseller (SVAR) Services 1.2.1 Name Bill Raitt 1.2.2 Position/Title and Field Market Manager - East reporting responsibilities 1.2.3 Years of industry 24 Years experience 1.2.4 Years in current 4 Years position As Manager of the Field Sales Team for SLED customers in the 1.2.5 Proposed role East Region, Mr. Raitt will continue to manage his team of Field relative to Offered Account Executives for the region. He is focused on working with services. Include the the sales team and partners to drive sales under the contract in functions and tasks for the region. He will support the business relationships with our which they will have current Participating States as well as all new relationships begun prime responsibilities. under the new contract. Education: 1979, A.A., Business Administration, Northern Essex 1.2.6 In addition, Community College, Haverhill, MA provide a brief resume Experience: Since joining the organization in 2011, Mr. Raitt which contains has supported Insight Public Sector in a market leader capacity e ducation / credentials / certifications / for customers in the East Region. His professional experience employment includes inside sales account management, and inside salesteam management 1.2.1 Name Kevin Hallihan 1.2.2 Position/Title and Field Market Manager - North Central reporting responsibilities 1.2.3 Years of industry 23 Years experience 1.2.4 Years in current 14 Years position As Manager of the Field Sales Team for SLED customers in North 1.2.5 Proposed role Central Region, Mr. Hallihan will continue to manage the team of relative to Offered Field Account Executives for the region. He is focused on working services. Include the with the sales team and partners to drive sales under the functions and tasks for contract in the region. He will support the business relationships which they will have with our current Participating States as well as all new prime responsibilities. relationships begun under the new contract. 1.2.6 In addition, Education: 1990 B.S., Political Science, Illinois State provide a brief resume University, Normal, IL, which contains Experience: Mr. Hallihan Is a sales professional with over 23 education / credentials / ears of experience in Information Technolog sales. The December 17, 2015 Request for Proposal Response #ADSP016-00005829 Attachment A: Response to SOW - Qualifications 73 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services insight, +aauc S[CTOQ certifications / majority of his career has been spent building relationships and employment sales in the public sector market including both SLED and Federal verticals. He has consistently met his sales goals, demonstrating his ability to deliver IT solutions that solve his clients' business needs. 1.2.1 Name Tom Halberda 1.2.2 Position/Title and Field Market Manager - Texas, Oklahoma, Louisiana, Arkansas reporting responsibilities (TOLA) 1.2.3 Years of industry 33 Years experience 1.2.4 Years in current 9 Years position As Manager of the Field Sales Team for SLED customers in the 1.2.5 Proposed role Texas, Oklahoma, Louisiana, and Arkansas (TOLA) Region, Mr. relative to Offered Halberda will continue to manage the team of Field Account services. Include the Executives for the region. He is focused on working with the functions and tasks for sales team and partners to drive sales under the contract in the which they will have region. He will support the business relationships with our prime responsibilities. current Participating States as well as all new relationships begun under the new contract. Education: 1980 B.A., Business Administration, Western 1.2.6 In addition, Michigan University, Kalamazoo, MI provide a brief resume which contains Experience: Mr. Halberda's areas of expertise include Public education / credentials / Sector sales management; product management marketing; certifications / budget development and expense control; business plan employment development and channel distribution strategies. He has extensive executive level SLED sales experience. 1.2.1 Name Brian Louderback 1.2.2 Position/Title and Field Market Manager - West reporting responsibilities 1.2.3 Years of industry 16 Years experience 1.2.4 Years in current 7 Years position 1.2.5 Proposed role As Manager of the SLED Field Sales Team for SLED customers in relative to Offered the West Market, Mr. Louderback will continue to manage the services. Include the team of Field Account Executives for the territory. He is focused functions and tasks for on working with the sales team and partners to drive sales under which they will have the contract in the Market. He will support the business prime responsibilities. relationships with our current Participating States as well as all new relationships begun under the new contract. 1.2.6 In addition, provide a brief resume Education: 1999 B.S., Marketing, Arizona State University, December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment A: Response to SOW - Qualifications 74 of 271 7 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Scftware Value -Added Reseller (SVAR) Services Ipsight which contains Tempe, AZ, education / credentials / Experience: Mr. Louderback has served as a member of the certifications / Insight Public Sector team for over 16 years. His career at employment Insight has included various sales roles within the IPS organization to include inside/outside sales, marketing, P&L management, general management, and channel and partner management. 1.2.1 Name A] D'Agostini 1.2.2 Position/Title and Inside Sales Manager - East reporting responsibilities 1.2.3 Years of industry 17 Years experience 1.2.4 Years in current 2 Years position As Manager of the SLED Inside Sales Team for SLED customers 1.2.5 Proposed role in the East Market, Mr. D Agostini will continue to manage the relative to Offered team of Inside Sales Account Executives for the territory. He is services. Include the focused on working with the sales team and partners to drive functions and tasks for sales under the contract in the Market. He will support the which they will have business relationships with our current Participating States as prime responsibilities. well as all new relationships begun under the new contract. Education: 1992 B.A., Sociology, Arizona State University, Tempe, AZ Experience: Mr. D'Agostini has over 17 years of sales 1.2.6 In addition, experience in the Information Technology industry. He has provide a brief resume supported IPS throughout his entire tenure at Insight. His which contains strong understanding of IPS processes and offerings in e iucation / credentials / combination with his understanding of the public sector certifications / contract landscape, enable him to effectively manage the sales employment team in the East region. By knowing how to work with the various departments within Insight and the various branches, he Is able to successfully support cross functional sales in order to support customers' business needs. 1.2.1 Name Dave Deppisch 1.2.2 Position/Title and Inside Sales Manager - Central reporting responsibilities 1.2.3 Years of industry 18 Years experience 1.2.4 Years in current 16 Years position 1.2.5 Proposed role As Manager of the SLED Inside Sales Team for SLED customers relative to Offered in the Central Market, Mr. Deppisch will continue to manage the services. Include the team of Inside Sales Account Executives for the territory. He is December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment A: Response to SOW - Qualifications 75 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services .I. losight,J functions and tasks for focused on working with the sales team and partners to drive which they will have sales under the contract in the Market. He will support the prime responsibilities. business relationships with our current Participating States as well as all new relationships begun under the new contract. Education: 1995 B.A., English, Miami University, Oxford, OH Experience: Mr. Deppisch joined Insight in 1997 and since 1.2.6 In addition, then he has exclusively supported Insight's SLED customers in provide a brief resume both account management and sales team management which contains capacities. He is a strong leader who is dedicated to developing education / credentials / his sales team's sales skills in order to drive new business and certifications / provide support that results in customer satisfaction. He has employment demonstrated success utilizing public sector contracts and has a strong understanding of contract rules, regulations, and usage. 1.2.1 Name Steve Smith 1.2.2 Position/Title and Inside Sales Manager - West reporting responsibilities 1.2.3 Years of industry 16 Years experience 1.2.4 Years in current 5 Years position 1.2.5 Proposed role As Manager of the SLED Inside Sales Team for SLED customers relative to Offered in the West Market, Mr. Smith will continue to manage the team services. Include the of Inside Sales Account Executives for the territory. He is focused functions and tasks for on working with the sales team and partners to drive sales under which they will have the contract in the Market. He will support the business prime responsibilities. relationships with our current Participating States as well as all new relationships begun under the new contract. Education: 2008 B.A., Interdisciplinary Studies, Arizona State University, Tempe, AZ Experience: Mr. Smith has over 16 years of experience in the IT 1.2.6 In addition, industry, 15 of which have been spent supporting public sector provide a brief resume customers in some capacity. His career experience includes which contains employment with IBM Direct, Lenovo Direct, Toshiba, and HP. In education / credentials / his current role, he manages an eleven -person Inside Sales certifications / Team that supports customers in Pacific Northwest and employment Southwest regions. His extensive knowledge of the public sector, and knowing how to work directly with manufacturers in order to meet each customer's needs, makes Mr. Smith a highly effective member of IPS. 1.2.1 Name Mike Evans 1.2.2 Position/Title and reporting responsibilities Inside Sales Manager - Education K-12 December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment A: Response to SOW - Qualifications 76 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight.' 1.2.3 Years of industry 15 Years experience 1.2.4 Years in current 2 Years position As an Inside Sales Team Manager, Mr. Evans focuses on 1.2.5 Proposed role managing the Inside Sales Account Executives who solely relative to Offered support K-12 customers. He will continue to manage the team of services. Include the Inside Sales Account Executives for the territory. His focus is on functions and tasks for working with the sales team and partners to drive sales under which they will have the contract in the market. He will support the business prime responsibilities. relationships with our current Participating States as well as all new relationships initiated under the new contract. Education: Coursework at the University of Phoenix and Austin Community College Experience: After spending four years in the U.S. Army and 1.2.6 In addition, National Guard, Mr. Evans began his career in the ITIndustry. provide a brief resume His experience includes employment in a sales capacity with which contains both IT OEMs and Value Added Resellers,all of which was education / credentials / centered on Public Sector customers. He has a strong track certifications / record of successfully managing his teams and ensuring that employment his team has adequate coverage to support all of the team's customers. He has served as both a Regional Sales Manager as well as his currently held National Sales Manager position, serving K-12 entities across the U.S. 1.2.1 Name Todd Sebring 1.2.2 Position/Title and Director of Compliance, SLED reporting responsibilities 1.2.3 Years of industry 23 Years experience 1.2.4 Years in current 10 Years position As the Director of SLED Compliance for IPS, Mr. Sebring will continue to manage all contract compliance activities and proactively mitigate any contract risk. He has overall 1.2.5 Proposed role responsibility and oversight of the compliance team which is relative to Offered tasked with ensuring Insight meets compliance requirements services. include the including, but not limited to, contract pricing, eligibility, and functions and tasks for reporting. He will use his current contract compliance knowledge which they will have as well as ensure that Insight meets any new areas of contract prime responsibilities. compliance. He will remain the prime business owner related to the development of IPS' Contract Module within Insight's ERP system to further enhance Insight's compliancy capabilities. 1.2.6 In addition, Education: 1992 B.A., History and Political Science, University provide a brief resume of Central Florida, Orlando, FL which contains Experience: For over 17 years, Mr. Sebring has supported December 17, 2015 Request for Proposal Response *ADSP016-00005829 10 Attachment A: Response to SOW - Qualifications 77 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services .1- Insight-,'. *'UQUC 51C MQ education / credentials / Insight's Public Sector customers through various roles within the certifications / organization. He has served as an Inside Sales Manager for employment Florida; SLED East Region Business Development Manager; National Business Development Manager for SLED; Senior Strategy Development Manager; and Senior Manager of Compliance. He has a great deal of expertise in SLED contracts, negotiations, terms and conditions, compliance, audits, contract management, IT systems, as well as partner teaming and dealer programs and agreements, all of which allow him to ensure compliance with IPS contracts. 1.2.1 Name Pam Potter 1.2.2 Position/Title and Manager, SLED Compliance reporting responsibilities 1.2.3 Years of industry 15 Years experience 1.2.4 Years in current 2 Years position 1.2.5 Proposed role As the Manager of Compliance for IPS' SLED contracts, Ms. relative to Offered Potter is responsible for working directly with the NASPO services. Include the ValuePoint organization and state procurement offices to ensure functions and tasks for that Insight is properly administering the Master Agreement and which they will have Participating Addendums. She will remain responsible for this prime responsibilities. relationship under the new contract. Education: 1976 B.A., General Business, Junior Valley College, San Bernardino, CA Experience: Ms. Potter has over 15 years of industry experience supporting Public Sector sales activities. Her experience in supporting Insight's Public Sector business is 1.2.6 In addition, comprised of various roles to include Contract/Proposal provide a brief resume Specialist, Proposal Manager; Federal Contract Compliance which contains Manager; and SLED Contract Compliance Manager (current education / credentials / role). She is responsible for the day-to-day management of certifications / IPS' SLED contracts. Management includes communicating employment with Contracting Officers; updating customer and sales price lists; adding and deleting products from the contract; contract performance reviews; and customer reports. Ms. Potter possesses strong communication skills and displays a passion for ensuring IPS remains in compliance of contract requirements as well as maintaining satisfied customers under the contract. 1.2.1 Name Vanessa Deppisch 1.2.2 Position/Title and reporting responsibilities Manager of Software Specialty Sales, IPS Software Market December 17, 2015 Request for Proposal Response #ADSPO16-00005829 11 Attachment A: Response to SOW - Qualifications 78 of 271 Insight RFP Response NASPO ValuePoint R=P for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight�" wW«� 1.2.3 Years of industry 14 Years experience 1.2.4 Years in current 3 Years position 1.2.5 Proposed role Ms. Deppisch is responsible for driving software sales for IPS' relative to Offered business. She does so by managing a team of software account services. Include the executives who provide expertise and support in the area of functions and tasks for software to Insight's Public Sector account executives in both the which they will have field and Inside Sales. prime responsibilities. Education: 2000 B.S., Animal Science, Washington State 1.2.6 In addition, University, Pullman, WA provide a brief resume Experience: For over 13 years Vanessa has been connected which contains to software sales whether in a direct sales role, sales education / credentials / management or specialty sales capacity. To the organization certifications / and the IPS team, she brings excellent knowledge of Microsoft employment and other major software publishers' products and licensing programs. The majority of her experience has included supporting state, local, education, and federal customers. 1.2.1 Name Molly Randol 1.2.2 Position/Title and Manager, SLED Business Development reporting responsibilities 1.2.3 Years of industry 20 Years experience 1.2.4 Years in current < 1 Year position 1.2.5 Proposed role Ms. Randol's role in the organization will have her working relative to Offered directly with state procurement offices to educate them on services. Include the Insight's NASPO ValuePoint contract. She will assist participating functions and tasks for states and individual entities throughout the addendum signing which they will have process, ensuring each PA is executed smoothly. She will be a prime responsibilities. dedicated point of contact for states and entities interested in and going through the sign up process. Education: 1983 B.A., Business Economics, College of Wooster, Wooster, OH Credentials/Certifications: Purchasing Management 1.2.6 In addition, Certificate, University of Colorado at Denver provide a brief resume Experience: Ms. Randol has over 20 years of experience in which contains the higher education, computer, and government procurement education / credentials / industries. She joined Insight Public Sector in 2015 to serve as certifications / employment an Integral part of the contract procurement process. Ms. Randol brings with her experience in developing strong business relationships with partners, vendors, and customers through purchasing roles. Her professional background is rich in technical strategic sourcing activities which include December 17, 2015 Request for Proposal Response #ADSP016-00005829 Attachment A: Response to SOW - Qualifications 79 of 271 12 Insight RFP Response •I �• NASPO ValuePoint ° RFP for Master Agreement for Insigh g�'JpUC 5[CTQC Software Value -Added Reseller (SVAR) Services conducting solicitations, evaluations and awards resulting in Price Agreements for goods and services available to State Agencies and other government entities. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 13 Attachment A: Response to SOW - Qualifications 80 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight,'' Account Team for the NASPO ValuePoint SVAR Contract Insight's account management model integrates a deep footprint of field and inside sales executives, solution consultants, and operational resources across the United States. Our account management approach ensures that all States and Entities have the expert support required throughout the entire Software Lifecycle. We work with clients to examine the IT challenges and landscape of their organization and offer solutions across a broad range of software publishers. We have an objective point of view to provide clients with a cross -brand solution tailored to the needs of their organization. St, to Specific Resource~ Each State and Entity will be assigned a dedicated account "[Acrcunt S;:Ecc:iv<], ❑s our team that possesses the knowledge and expertise needed to roint i_nra^n for imo-mation, support the individual requirements of the organization. By anva,u ansures gc,u.y of s}n ico using this teamed methodology we eliminate the possibility of and is r12ntic-ss of malting sura delays in services caused by vacations, illness, or change of ne ar_ personnel. The Account Team will be comprised of: c�unp-; ios[_r 1; c;asoi ,1c'minis:rator Account Executive: The Account Executive ("AE") for each State or Entity will be the State's or Entity's single point of contact for the management of their account. AEs will coordinate communications with all shared resources within Insight to ensure tha: we are matching our solutions to the specific objectives and needs of the client. They will be fully aware of all aspects of the relationship and are backed up by an Inside Sales Team. AEs will be responsible for conducting quarterly business reviews and providing information, such as quote assistance, software recommendations, and tracking and reporting on renewal deadlines, to keep each client's business current. They act as escalation points to ensure complete satisfaction with our services. To ensure that States and Entities receive the most out of their IT purchases, AEs meet with key personnel to review account details, coordinate Implementations and rollouts, monitor requirements, and promptly resolve service issues to ensure complete satisfaction. Insight commits to returning phones calls or responding to emails within two (2) business days. Software Account Executive: Each State or Entity will be supported by a Software Account Executive who takes the lead on complex licensing programs and is the State's or Entity's point of contact for the software specialty teams within Insight. Software roadmaps, special paperwork for one-off deals, arranging software publisher meetings and providing advice on everything software an organization may require are all handled by our Software AEs. Experience has shown us that there is tremendous value in having a dedicated expert who specializes in software products and programs that solve a wide variety of clients' challenges. Inside Sales Team: A Dedicated Inside Sales Team is responsible for the daily management of a State's or an Entity's accounts. AEs are backed by knowledgeable inside sales team members who provide prompt customer service and support, including timely quotes as defined in 3.2.1.7.3 of the SOW. These representatives are well trained, hold numerous certifications, and understand the nuances of each account. To ensure continued satisfaction, we hold internal team meetings to share account requirements. They are well qualified to answer front line questionson December 17, 2015 Request for Proposal Response #ADSPO16-00005829 14 Attachment A: Response to SOW - Qualifications 81 of 271 Insight RFP Response 1= NASPO ValuePoint Insi RFP for Master Agreement for ,�o„ sig Software Value -Added Reseller (SVAR) Services the IT products and services that we offer. They can support all general price quote requirements to include negotiating with publishers to reduce reseller cost in order to pass on the cost savings to the client. In addition to having direct access to the AE, Insight sets up unique team email aliases so that a client can be assured of a response in the event the Account Executive is unavailable. This alias mitigates any disruption in service or ordering activity. For example, Colorado purchasers can email the "State of Colorado" alias in order to connect with a member of the account team. Inside Sales teams are committed to promptly answering requests for: Ordering and order status Product pricing, information & availability Help with Insight online catalog and order management website Quality check, process and follow up of orders Quotes delivered by fax, email, or online with a 30-day guarantee Quoting and ordering follow this process: • Odd product searches & sources • Volume licensing information New version & upgrade information Handling invoicing queries • Backorder management Telephone and e-mail support Liaising with all departments to ensure prompt customer issue resolution 1. Authorized users may place order and quote requests by phone, fax, mail, e-mail (direct or 800-INSIGHT), or through our customizable Web portal at ips.insight.com• No cnlin, purchac=s 2. Once we receive your order it goes through a customer n-de wit c credit card will validation, P.O. quality check, a price check, and a product t e subject to :: check via our backorder management process. crcdiL, _Ord fee 3. The order is then placed in the system and sent to the appropriate distributor or publisher for that product and an order confirmation is sent to the user via e-mail. 4. The system is updated with distribution information such as ETAs (Estimated Timeof Arrivals) and PODs (Point of Delivery). 5. Customized reports, license proofs, management of returns, and invoice queries are available to you either online or through your Inside Software Sales team to help with compliancy. 6. Product/ Key code is then delivered to the name and location you have specified at the time of order entry. 7. Insight's ordering processes and procedures comply with the media, delivery, product returns, and shipping charge requirements In 3.2.1.8.1-4 in the SOW. December 17, 2015 Request for Proposal Response #ADSP016-00005829 15 Attachment A: Response to SOW — Qualifications 82 of 271 Insight RFP Response 1= NASPO ValuePoint Insight-' RFP for Master Agreement for Iw< Software Value -Added Reseller (SVAR) Services Ra,mPt or eusl PO P,M.:55 of Cus! Po DeWery of P,< Uu E J r�arn's. PL9'e aY7 i TY�,I�IY �,y<yy�aA, f:xap.�,mMM Figure 3 Insight Order Process Account Team Commitment Insight Account Teams are committed to ensuring our client's complete satisfaction with our services. We help our clients make the right product decisions to fit their needs, offering high quality client service and solutions to maximize the return on technology investments made through the contract. The Insight Account Team's dedicated approach to account management and client satisfaction philosophy is unparalleled in the industry. Our dedicated Account Teams go the extra mile for our customers. They are committed to honoring and providing competitive pricing as well as exemplary service. These teams are an extension of our client's organizations. A State's or Entity's assigned AE will look out for their best interests and ensure that all Insight teammates are educated on our service commitments and re<_Donsibilities to every account. We understand the challenges of our clients and can help them with their software procurement and management efforts. Listed below are some of the team's obj ectives: Offer recommendations on licensing that fits a changing environment; Assist in negotiation of publisher contracts from a business requirement perspective; • Assist in negotiation of creative pricing models with publishers, i.e., Volume License Agreements, a la carte or upfront purchases, locked pricing for future purchases, maintenance payments, etc.; • Assist in managing contracts and publisher benefits; provide comprehensive license and pricing analysis options; Assist in evaluating ROI for specific IT projects; negotiate co -term renewals when appropriate; Set up publisher meetings with business owners when appropriate; and December 17, 201S Request for Proposal Response #ADSPO16-00005829 16 Attachment A: Response to SOW - Qualifications 83 of 271 Insight RFP Response •1= NASPO ValuePoint Insight-' RFP for Master Agreement for oa Software Value -Added Reseller (SVAR) Services Work with publishers that are generally direct so that business can be processed through Insight allowing us to capture and manage license compliance and maintenance renewals for these publishers. QUdit,•lly Idutimrti. RI•viVVJ� ( QW? Included in the value Insight AE's provide our clients is a scheduled quarterly business review with each client to ensure the State or Entity does not miss any deadlines as well as to explore any opportunities as they pertain to the organization's software licensing. This review is used at the end of the quarter for review of business activities and performance measurements during the past quarter and to prepare initiatives for the upcoming quarter. Actual costs and savings opportunities are discussed during this briefing. Agenda items to be covered may include, but are not limited to: • Purchase activity year-to-date • Current and future projects • Forecasting • Open forum to discuss any issues • Review expectations of both the participating state and Insight • Support and maintenance renewals • New software versions or other product changes These status meetings give Insight a scheduled and structured process to maintain the lines of communication with our clients. The figures and graphics consolidated and presented in the QBR will help us understand the client's needs, keep us on track by reviewing SLA attainment and give clients the opportunity to determine issues, forecast product requirements or discuss new projects. Utilizing individual participants' roadmaps and known publisher roadmaps, Insight can create Figure 4: Cost Analysis for Client Roadmap Activities analysis providing options for future budgeting and maximizing the participant's current environment. Insight Response: At this time, for this opportunity, Insight does not foresee utilizing any subcontractors. Please note Insight does not consider software publishers to be subcontractors under this contract. Account Management: As described above, Insight's account management model integrates a deep footprint of account executives, inside sales consultants, and operational resources across the United States. Our account management approach ensures that all States and Entities have the expert support required. We will continue to work with them to examine the IT challenges and landscape of their organization(s) and offer solutions across a broad range of software December 17, 2015 Request for Proposal Response #ADSP016-00005829 17 Attachment A: Response to SOW — Qualifications 84 of 271 Insight RFP Response '� :, RRNFFASPO ValutteeeP�roint mint Insight. li������ac�_����1C appr��Eh t�_rnultiple publishers provides each State or"tant'y ith deep o are Va ue-7a a se er l VAR) Services December 17, 2015 Request for Proposal Response #ADSP016-00005829 18 Attachment A: Response to SOW — Qualifications 84 of 271 Insight RFP Response 1= NASPO ValuePoint Insight-' RFP for Master Agreement for R« Software Value -Added Reseller (SVAR) Services knowledge allowing them to utilize the contract for all software programs, which provides the benefit of customizing solutions for each individual participant's requirements. Experience has taught us that the complexity of software requires multiple experts who have a sole focus on a specific aspect of each solution. Insight's response to our clients' needs has been to develop teams for each of these key areas (for example, renewals, complex license consulting, and required publisher paperwork, etc.). Every client will have access to these shared resources which are detailed below. Shared Re%ourccti "I sjantea to send a rote to let you kno-! that I `_hint: you guys Licensing Consultants: The Insight Account Team works are the BEST! with the client and our License and Software Specialty Teams to derive a current and ongoing licensing strategy for their "'henever I have a question software products based upon their software portfolio and about purchasing, varsion anticipated business needs. The goal is to reduce ongoing compatibility; licensing, reporting, or call; any issue software spend while maintaining compliance and adequately that may arise, all I have to do serving the needs of the client's organization. is ask and you find out the ansr:er. I can't tell you hov, We guide our clients through the necessary steps to trim much I a f.reciate your ef:,xts per -unit prices, standardize software products, and find and your koG:!ledge. I rely on opportunities to take advantage of volume license and that knot:,ledge and v:_­ use it to maintenance agreements. The result is a more simplified make purcl,z:sing decisions for software management process. For Microsoft specifically we our municipality." have specialists who manage Software Assurance Benefits -Ccunty 1T Adm, inistraior and the Volume Licensing Service Center (VLSC) website. Insight has more than 25 years of experience with software licensing. Our account executives help our clients conquer the complexities of volume licensing by guiding them through each step of the software lifecycle—enabling them to develop a software management strategy that keeps them legally compliant and boosts their return on investment. Insight clients have access to software and licensing program solutions from thousands of software publishers, leveraging our longstanding publisher relationships to negotiate the best deals possible for their organization. In addition, we can manage and track non-standard software license agreements, reducing the risk, overhead, and delay associated with acquiring and maintaining software from emerging publishers. Renewal Team: Insight has significantly invested in resources to strengthen its Renewal Team. This team has close relationships with the publishers and is focused on aiding clients with publisher renewals. They have tools and resources needed to help manage software assets by combining client assets from multiple orders into co -term agreements. They also send renewal notifications well in advance of the coverage ending date in order to ensure our clients have ample time to prepare for renewals. December 17, 2015 Request for Proposal Response #ADSP016-00005829 18 Attachment A: Response to SOW - Qualifications 85 of 271 Insight RFP Response i. NASPO ValuePoint Insight,' RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Partner Champions: Our Partner Champions, whose -ill emir taam i .=s been very positions are each partially funded by the associated responsive to the county' ever changing software publisher, are in-house to administer our needs and has denonst, ated a great relationships with these publishers. They help us in providing unc.'erstanding of aiicrosoft licensing. They our clients with timely communication regarding product have really halped navigete the licensing releases, volume license program changes, technology waters :vith i.IS anJ provided us with guarantees, proactive contract expiration information, and exact'), :.,iiat the County needs as Par es special offers available directly through the publishers. These licensing and support." specialists assist us with customer issue escalation and -County IT System Hanccer resolution, technical product knowledge, vendor licensing program expertise, and more. They hold the highest levels of certification offered by the publishers and are available free of charge to offer pre -and post - sales support on the software product and licensing solutions present in our client's environments. A list of software partner champions by publisher is provided below. Adobe IBM Software Red Hat Attachmate LANDesk RSA Security Autodesk McAfee SAP CA Microsoft BusinessObjects Citrix Novell Symantec Dell Software Oracle Trend Micro HP Software Quest VMware Websense Contract & Maintenance Services: Insight monitors our client's volume purchasing contracts with software publishers and, on a quarterly basis, notifies them of any approaching expiration dates to ensure that they have time to prepare for renewals and new agreements. We use our database of customer contracts to track milestones, or current standings in relation to commitments, and advise our clients on their options for staying compliant with forecasts. We've developed an internal tool that allows us to track expiring enrollments, as well as contractual and transactional maintenance by expiration date to help clients stay current and legal with their software license and maintenance agreements. Contract Compliance Team: Insight assigns a contract manager to ensure we maintain compliance with Public Sector client contracts. The contract manager is responsible for the day- to-day management of SLED contracts, including interaction with client contract administrators, negotiations of new contracts and renewals, contract reviews, etc. The contract manager performs internal audits of current contracts to ensure terms and conditions and pricing compliance, and trains sales teams on the contract specifics and intricacies to ensure knowledge and compliance. The contract manager works with other contract compliance team members to ensure contract and pricing is set up correctly in Insight Public Sector's SAP contract module in our ERP system, and reviews the contracts on the ips.insight.com website to make sure all information is accurate and up to date. CLEAR Advantage Team: The CLEAR Advantage team offers a Software Lifecycle Management approach to managing our clients' software license agreements. Focusing primarily on Microsoft, individuals on this team provide pre -sales guidance and consultation to meet product requirements and remain compliant. Some of the deliverables available to States and Entities include Microsoft six -year forecasting and program comparison. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 19 Attachment A: Response to SOW - Qualifications 86 of 271 Insight RFP Response I- NASPO ValuePoint Insight-' RFP for Master Agreement for �o Software Value -Added Reseller (SVAR) Services Cloud Team: The Cloud Team at Insight has over 10 years of cloud experience and partnerships with cloud providers. The team currently manages over 7 million cloud seats with over 37 available product options. This team provides expert cloud support in the areas of hybrid cloud, office collaboration, mobility, data protection and security, professional services, and Office 365 All -In - One bundles. The Cloud Team will be available to help Participating States and individual entities utilize the cloud through their participating addendums. eCommerce Team: Insight has a dedicated team of skilled specialists who have working knowledge in many e-procurement systems. Insight's dedicated eCommerce team will work with the LSCA, States and Entities to discuss customized web requirements and will tailor the features to maximize web efficiency for every participant. This process ensures that all implementations make the most of our capabilities and meet the client's current and future needs. The end result is a dynamic system that provides the greatest return on their investment. Business Development Management ("BDM"): Insight's BDM Team focuses on developing business within the Public Sector. This team will be responsible for working directly with the NASPO ValuePoint office alongside our Contract Compliance Team to ensure we are meeting the contract's business requirements. Working directly with state procurement offices and entities, this team will communicate with prospective states and entities to make them aware of Insight's NASPO ValuePoint contract, highlighting the features and benefits of the contract in an effort to lead to a signed Participating Addendum. As a free service to Participating States, Insight account teams guide all contract users through the necessary steps to trim per -unit prices, standardize software products, and take advantage of contracts available through NASPO ValuePoint. We work with our clients throughout the entire software lifecycle, from selection to license management. We monitor their purchases, provide software renewal support and SIIA-certified reports, helping them become and remain compliant within the terms of their software agreement, while maximizing the benefit of their software to provide services to their stakeholders. We have branded this solution as Clear Advantage. We'll help States and Entities select, acquire, deploy and support their technology needs. Aligned with each stage are our value-added services and software solutions that ensure success at every step — from planning and deploying to operating and refreshing. That's Insight's clear advantage. Software licensing: We'll assess the business goals of the organization and develop a volume licensing strategy that helps them purchase efficiently and meet their objectives. Implementation: With operations centers across the U.S., we can help the organization get started and keep them running — no matter where they're located. Asset management: We provide valuable compliance support, on -demand reporting, dynamic tracking, audit support and accurate record management. License Proofs: December 17, 2015 Request for Proposal Response #ADSPO16-00005829 20 Attachment A: Response to SOW — Qualifications 87 of 271 Insight RFP Response I I, NASPO ValuePoint Insight RFP for Master Agreement for •_� Software Value -Added Reseller (SVAR) Services Insight is one of the few resellers to provide license proofs online where our clients can easily obtain them as a self-service. Our online License Proof -of -Purchase certificates list the licenses our clients own by program name, Self -Service License manufacturer part number, enrollment number, Invoice number, Proors -re 1 enaficial to purchase order number, purchase date & quantity purchased. License organizations that don't Proofs can be issued for any program to help account for the software have a central repository licenses users have purchased and reconcile that number with the to store license proofs licenses they have deployed on their desktops. In addition to the self-service option, Insight retains copies of license proofs by attaching them to the order associated with the license in our ERP system. A duplicate copy can be provided in uncer an hour after reaching out to the applicable sales team. Renewal Team: Insight has heavily invested in significant resources to strengthen its Renewal Team. This team has close relationships with the publishers and is focused on aiding users with publisher renewals. They have tools and resources at hand to help manage software assets by combining our clients' assets from multiple orders Into co -term agreements. They also send renewal notifications well in advance of the coverage ending date in order to ensure our clients have ample time to prepare for renewals. License Consulting Services: Insight's Account Team works with our clients and our License and Software Specialty Teams to derive a current and ongoing licensing strategy for the client's software products based upon their software portfolio and anticipated business needs. The goal is to reduce the client's ongoing software spend while maintaining compliance and serving the needs of the organization. Insight is committed to providing Participating States and Purchasing Entities with education and advice on OEM licensing, product and pricing changes, and upcoming end -of -life announcements. To keep our customers informed and up-to-date, we offer: • Professional Development Training: Insight has partnered with Global Knowledge, a leading provider of IT training, to provide SKU'd services and additional value add. Details of these training enhancements are provided in the additional documentation. Keeping the State Updated on Revised Plans: After contract award, the Insight Account Executive will create an individual state or entity plan based on specific participant requirements, and as needed, will provide a copy of any revised plans to the State's or Entity's Contract Administrator. During regularly scheduled business reviews, we will keep each State or Entity informed and up to date. Insight is committed to providing the State with education and advice on OEM licensing; product, program and pricing changes; and upcoming product end -of -life announcements. • Online and Onsite Seminars and Training: Insight conducts informational seminars and webinars to Introduce States and Entities to new IT products, answer their IT questions, and provide best -buy advice. Insight offers free training to States and Entities on the use of our online tools, products, and licensing programs. This training can be delivered both onsite through seminars and through a series of webinars targeted to users' needs. We also provide free training in cooperation with Microsoft. You may choose from a variety of complimentary seminars on the latest software offerings, upgrades, and December 17, 2015 Request for Proposal Response #ADSP016-00005829 21 Attachment A: Response to SOW — Qualifications 88 of 271 Insight RFP Response •I NASPO ValuePoint Insight., RFP for Master Agreement for �._•� Software Value -Added Reseller (SVAR) Services industry trends. We will also notify you about free web seminar series designed to help educate your users. Insight works with other publishers to coordinate any applicable training for end -users. • Program Review Sessions: Licensing programs are ever changing and Insight offers detailed program review sessions with custom cost analysis to help States and Entities make informed decisions about new agreement releases or changes to existing platforms. We recently began sessions around the new Microsoft programs. These sessions cover everything from licensing to contractual terms and conditions, as well as technical meetings where appropriate. • Website Training: We provide free training on how to take advantage of the customized website and software catalog, through both live demonstrations with one of Insight's eCommerce Specialists and web -based training that focuses on the features that will help our clients' staff maximize the benefits of their web experience. For more than 25 years, Insight has been providing clients with access to expert volume license and software consulting. Insight understands the importance of open communications to help you manage your business and ensure your ongoing satisfaction with our services. Insight is committed to providing: Guidance toward the right software based on specific organizational needs Options and comparisons for both product and programs with recommendations on the findings Simplification of the complexity around licensing programs Help determining the most cost-effective buying strategies Assistance to ensure compliance with contract and licensing requirements Changes in product and pricing including notifications Sales Support: We provide this support through pre -sales, post -sales, and product support for all of the software publishers that we sell. Our AEs will work with States and Entities throughout the entire software lifecycle to ensure they have the support they need by working with our extensive resources who serve as a liaison between the State or Entity and individual publishers. These resources include Inside Software Solutions Representatives who ensure their day-to-day needs are met, publisher sales specialists, licensing specialists, renewal specialists, and eCommerce specialists. Inside Software Sales: As a free service to our clients, our license -certified Inside Software Sales Representatives act as a first line of technical support for frequently asked questions from end users. They are highly -trained experts on software products and programs and are supported by our publishers' sales specialists and Licensing Help Desk. Through their dedicated account team, they have access to these resources for questions on publishers' products and programs. "i just :canted to I_. !aw j account cxeciiivej know i;at have been very satisl_-d .:'it,± the servic- .:•e've re_aive9 from insight over ti",e test severel �2ars. :"ii2 customer service Cann, irs been verb helpful in anst:•eririg questions aac' orovidinn information reg;irding so+-r:are licensin programs, manufacturer's pomotional o fers, ctr.." -Count}, Purchasing Agent CLEAR Advantage Team: Our licensing specialists understand the nuances of every licensing program that we offer. They handle complex licensing questions such as how to work with special December 17, 2015 Request for Proposal Response #ADSP016-00005829 22 Attachment A: Response to SOW - Qualifications 89 of 271 Insight RFP Response •1= NASPO ValuePoint for Insight,• RFP for Master Agreement e t o OUCLICSEMR Software Value -Added Reseller (SVAR) Services program offers, how to handle several contracts that expire at different times and what the best plan is for going forward. New Product Announcements, Roadmaps, Newsletters, and Other Release Information: Insight proactively provides our clients with new and upcoming product and price changes, roadmaps, and new release information during regularly scheduled business reviews, through regular e-mail broadcasts to their organization, and via web -based licensing seminars. Our close relationships with software publishers and other OEMs allow us to obtain the latest product and program information that we proactively share with them. Program Review Sessions: Licensing programs are ever changing and Insight offers detailed program review sessions with custom cost analysis to help our clients make informed decisions about new agreement releases or changes to existing platforms. We recently began sessions around the new Microsoft programs. These sessions cover everything from licensing to contractual terms and conditions, as well as technical meetings where appropriate. Software Alerts & Publisher Links: Software Alerts are posted on the homepage of the customized ips.insight.com web portal for updated product and program information. Authorized users have direct access to publishers' websites to help them find software patches and drivers available for download and quickly obtain product updates and end -of -life announcements. December 17, 2015 Request for Proposal Response *ADSP016-00005829 23 Attachment A: Response to SOW - Qualifications 90 of 271 Insight RFP Response I " NASPO ValuePoint Insight-' RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services We believe our experience with public sector clients is the foundation for bringing additional value to all States and Entities. Because Insight understands the special requirements of Procurement and IT in each State and Entity we are able to consistently partner with clients to design and provide the solutions they need to resolve the myriad of challenges they face when doing business in the public sector. NASPO Clients' locations are already set up in our systems and we have dedicated teams and proven processes established to provide the support that their entities require. With this knowledge we will partner together to conquer even more complex IT projects. Cost saving through vendor consolidation, the rise of doing business in the cloud, and the convergence of new devices and software have become today's IT management challenges. Nowhere is this felt more acutely than in the public sector, where clients have to balance restricted budgets and security concerns while offering efficient high technology solutions to the taxpayer. Insight provides solutions with a methodology that encompasses the complete software lifecycle management. We have branded this methodology the CLEAR Advantage ProgramTM. It begins with license consulting and provides all the tools and information any State or Entity will need to maximize their software spend and environment. We have detailed each specific benefit throughout our RFP response where appropriate. 1=- Insight I 0 0• elf*, December 17, 2015 Request for Proposal Response #ADSPO16-00005829 24 Attachment A: Response to SOW - Qualifications 91 of 271 Insight RFP Response I �. NASPO ValuePoint Insight RFP for Master Agreement for • •••�• Software Value -Added Reseller (SVAR) Services Onlni.ndiny nt-w NASPO Valm-Pnml P,11tu 1p.11t% Insight has extensive experience in successfully launching new contracts. Our contracts management team uses a specific methodology that has allowed us to successfully launch hundreds of contracts, including some of the largest contracts in the federal, state, local and education marketplace. We believe our approach ensures each customer receives the best possible care during the launch experience. Given the nature of this specific scenario, Insight will establish an internal working team consisting of key sales management resources, operations support management, the software licensing team, contract management, and our marketing and web teams to ensure all aspects of the contract launch are identified and correctly followed through. This working team will be led by a seasoned member of the Software program management team. Insight Response: Insight is one of the largest technology providers to public sector entities in the United States selling more than $1 billion of products and services to federal, state, and local government and education clients annually. Since 1994, we have worked with tens of thousands of government and education clients throughout every State in the country. Specific to our SLED business, during the last 12 months, Insight has: • Supported more than 5,000 active SLED public entitles in the United States as clients • Transacted business with 47 out of the 51 state governments, including D.C. • Sold more than $100M of technology products & services to state government entities alone Managed 150 public sector contracts across 32 different states Managed over 3 million seats in SLED Held 177 Microsoft EAs and 256 Microsoft Select Plus agreements in the state and local government space One of Insight's strengths is our ability to adapt to both changing technologies, as well as our clients' needs. As one of the world's largest software providers, Insight has extensive experience in providing software to clients throughout the country. We are currently a state software contract holder for one or more publishers in Colorado, California, Delaware, Florida, Hawaii, Illinois, Iowa, Massachusetts, Mississippi, Missouri, Nevada, New Jersey, Pennsylvania, Rhode Island, South Carolina, Texas, Utah, Wisconsin, and Wyoming. Insight Response: Over the past three years Insight has been awarded 11 software -centric contracts, including the current NASPO ValuePoint Software VAR (formerly WSCA-NASPO) contract, across SLED, In addition to several hardware -specific contracts. We have elected to provide a list of these contracts that demonstrates we have the relationships with publishers/manufacturers and support services needed to successfully procure competitively priced software and hardware. Should further confirmation of Insight's experience in the area of software provisioning be needed, we would be happy to provide additional information. December 17, 2015 Request for Proposal Response #ADSP016-00005829 25 Attachment A: Response to SOW - Qualifications 92 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight ValusPoint (Fommiy Addled Re"lar Start Onto: 6/3/11 Contract *ADSP01L-- Insight was one of three VARs awarded the software contract in 2011. Insight signed Purchasing Addendums with California, Colorado, Delaware, Hawaii, Missouri, Nevada, Utah, Wyoming, The following are with individual entities, City of Philadelphia, University of North Carolina at Chapel Hill, County of Miami Dade. Insight was re -awarded a Network Equipment contract with the State of Arizona to provide Cisco, HP, Juniper, Syn-Apps, and Tipping Point networking products and services. Insight has been an incumbent contract holder since 2006. .. Insight was awarded the State's COTS software contract which has a broad scope encompassing all software publishers. The contract is available to all public sector entities within the state of Iowa. Insight has been the incumbent contract holder for over 10 years. 0 Insight was awarded a contract with the State of Minnesota to provide computer hardware, software and services. The contrail is available to public agencies throughout the state, and Insight has been an incumbent contract holder since 2006. NOME lInsigh!ase-awarded a contract with the State of Arizona to provide Uninterruptible Power Supply nd Services for APC, CyberPower, Liebert, Powerware, and Tripp-Lite. Insight has been an ntract holder since 2007. State of Texas Tech nmnn-- ado" Start Date: Contract . Products Insight was awarded a contract to provide specific Cisco, Polycom, and VBrick conferencing products and services. This contrail is available to public agencies throughout the state. M. Insight was awarded a contract with the State of Tennessee for Cisco hardware, software, and services. The contract is available to public agencies throughout the state. Starts of Texas (DIR) Him n n fl "aallair Start Daft: 1/15/13 Contract *DIR-SDD- December 17, 2015 Request for Proposal Response #ADSPO16-00005829 26 Attachment A: Response to SOW - Qualifications 93 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight Insight provides Microsoft technical services including engagement managing, technicians, practice managers, and project managers. Insight was awarded a contract with DIR for Deliverables -Based IT Services where we are able to provide technology services in the following categories: Project Management, Technology Upgrade / Migration and Transformation, and Information Technology Assessments and Planning. Insight was awarded a contract with DIR for Managed Services for Telecommunications. Services available under the contract include Asset Management, Project Management, Support Services, and Integration Services, among others. , 1[risivght' was one of several awardees under the Master Services Agreement managed by Knowledge ces. Through this contract, we are able to provide temporary staffing services and consulting es. State of Minnesota SrTE Master Contract Start Date: 4/16/14 Technical Servilces Insight was awarded a contract with the State of Minnesota to provide IT services based on specific awarded categories. Insight was awarded the State of Florida's statewide COTS software contract that is available to all public sector entities within the state. The specific publishers included in the scope of the contract include Adobe, CommVault, NetMotion, Citrix, Dell, and Perceptive. Insight was awarded a contract with the State of Tennessee for specific Dell tablets. The contract is available to public agencies throughout the state. State Of Texas Data Start Daft: 12/4/14 Equipirnan't Ilk Related Servilow mom Insight was one of several awardees on the DIR Data Communications, Networking Equipment & Related Services contract. Through this contract, we are able to offer networking products and services from various manufacturers. The contract is available to public agencies throughout the state. State of South Carolina Trend Mlao Software Start Data 1/20/15 contract December 17, 2015 Request for Proposal Response #ADSP016-00005829 27 Attachment A: Response to SOW - Qualifications 94 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight «. Insigh;The ;js n the State of South Carolina's statewide contract for Trend Micro softwable to public agencies throughout the state. Insighrdees on the State of Mississippi's statewide contract for IT Hardware. Througas the ability to sell products from the following manufacturers: Acer, Cisco, EMC, Fujitsu, HP, Juniper, Lenovo, Lexmark, NetApp, Panasonic, and Samsung. Insight was awarded the State of Mississippi's statewide Software Express Product List (EPL) contract which includes but is not limited to the following publishers: Adobe, Citrix, IBM, Novell, Symantec, Trend Micro, and VMware. Insight was one of several VARs awarded the Commonwealth of Massachusetts' Software Reseller contract. The contract has a broad scope encompassing most software publishers. The contract is available to all public sector entities within the Commonwealth of Massachusetts. Insight was one of several VARs awarded the State of Rhode Island's Price Agreement for Software. The contract has a broad scope encompassing most software publishers. The contract is available to all public sector entities within the State of Rhode Island. Insight was one of several VARs awarded the State of New Jersey's Software License Support, Maintenance, and Related Services contract. The contract has a broad scope encompassing most software publishers. The contract is available to all public sector entities within the State of New Jersey. , , Insight was one of several VARs awarded software contracts by the State in 2015. Insight was one of the incumbent contract holders having held a software contract with Wisconsin since 2005. We believe we were awarded this contract because of our pricing, ability to meet the State's SLAB and other requirements, as well as the State's familiarity and comfort In Insight's ability to execute. Insight has been a state contract holder of some type in Wisconsin since 1999. Insight Response: As with any company focused on public sector clients, contracts are both acquired and lost. We have provided a list of contracts in the SLED market that we no longer hold. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 28 Attachment A: Response to SOW - Qualifications 95 of 271 Insight RFP Response I —• NASPO ValuePoint Insight RFF for Master Agreement for _•� Software Value -Added Reseller (SVAR) Services In 2014, Insight Public Sector withdrew from this contract because the company was awarded a different Ohio State Term Schedule with a more encompassing product catalog. The company's reason for withdrawing from this contract was to reduce client confusion and decrease workloads for all parties involved. In 2013, Insight declined the renewal option because of a change in company policy concerning specific terms and conditions. In 2013, Insight declined the renewal option due to changes in Insight's services focus which resulted in our inability to offer the technical staff originally awarded on this license to hunt contract. Insight Response: Not Applicable Insight Response: Insight Public Sector holds over 150 federal, state, local, education and non- profit contracts. IPS currently maintains federal contracts with agencies such as the General Services Administration, which can be utilized by state agencies, and national contracts like U.S. Communities. In addition, our participation in 25 statewide contracts gives us a solid market share of government technology sales. IPS also holds local government and education contracts for computer equipment and services in 32 states. The references provided are with customers that Insight has had a longstanding business relationship with for four or more years. These are ongoing relationships and do not have an 'End Date.' Company Name State of Iowa, Office of the Chief Information Colorado Governor's Office Riverside County, California of Information Technology Officer All COTS Software All COTS Software Type of Contract consulting, acquisition, consulting, acquisition, Product and license management license management Microsoft Software Services Delivered assistance and related assistance and related services services. Pam Meier Peter Van Ronk Jenifer Rutherford, 3450 14th Contact Name, 1305 E Walnut Street, OIT, 601 E 18th Avenue, St., Riverside, CA 92501- Mailing Address, Des Moines IA 50319 Denver CO 80203 38.ru 951-rd@riv Phone Number515-281-5409 303-764-7938 oit ]enifer.rutherford@rivcoit.org Email Address Pamela. meier@iowa. ov Peter.vanronk@state.co.us Contract Start and 3/29/2006 - Present 7/1/2000 - Present 11/2011 to Present End Date Contract Value SSM Annuall 45M Annuail 24M Insight has elected to provide additional contactable reference information that the NASPO ValuePoint evaluation committee can contact if preferred. These references serve to demonstrate December 17, 2015 Request for Proposal Response #ADSPO16-00005829 29 Attachment A: Response to SOW - Qualifications 96 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight '' R. Insight's broad reach of clients who are satisfied with the servicers Insight provides as it pertains to their software purchasing. State of Colorado7Commissloners f Florida Department Wisconsin Department of Company Name Department off of Highway Safety Children and Transportation ers & Motor Vehicles Families Type of Contract MicrosoftAdobe, Imprivata, Product and se Symantec, other Various software Services Enterprise Agreement various software publishers Delivered Agreement: publishers Gregg Miller Colorado Dept of Pam Peschel Debbie Hoover Madeleine Chisman Transportation, Denver Water, 1600 2900 Apalachee 201 E. Washington Contact Name, 4201 E Arkansas W 12t^ Avenue, Pkwy, Ave., 2nd Floor, Mailing Address, Ave, Denver CO Denver CO 80204 Tallahassee, FL Madison, WI 53703 Phone Number 80222 303-628-6428 32399 608-261-2578 Email Address 303-757-9140 Pam.peschel@denver 850-617-2008 Madelineg.chisman Gregg. miller@state water.org debbiehoover@Flhs @wi.gov ca.us mv. ov Contract Start 7/1/2000 - 7/1/2000 - Present 2009 - Present 2010 - Present and End Date Present Contract Value I $1.5M Annually SM Annuall 300K Annuall 1M Annuall Insight Response: The combined Insight companies and their subsidiaries represent a $5.3 billion global enterprise. While remaining small enough to serve our public sector clients with personal attention, Insight Public Sector has the resources of the Insight family of companies behind us to support our efforts. Insight has the depth of offerings and a balanced portfolio that ensures our survival and mitigates the risk some could face during these times. Since 1988 we have evolved to become a leading provider of a broad range of top name -brand IT computing products, software, and advanced IT services to clients —including a majority of Fortune and Global 500 companies —in 190 countries. Insight is a publicly traded company and adheres to general accounting practices and principals. Copies of Insight's latest Annual Reports (year ended 2014 and 2013) have been provided as additional documentation. Our current Annual Report includes a total of three (3) years of the requested financial information. The State of Arizona State Procurement Office and Purchasing States can access electronic versions of our financial information, past annual reports, as well as other audited financial statements via the link below to our website. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 30 Attachment A: Response to SOW - Qualifications 97 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insoight a Insight Response: There have been no irregularities discovered in any account maintained by Ins ght Public Sector on behalf of others. Insight Response: Neither Insight Public Sector, Inc. nor any of the individuals that may work on or benefit from this contract with NASPO ValuePoint through Insight have any conflicts of interest (e.g., serving as a member, board member, officer, or having significant financial interest with any company, firm or joint venture with interests in the provision of software, etc.). Insight Response: Insight has not filed any bankruptcy or insolvency proceeding within the last ten (10) years, whether voluntary or involuntary, or undergone the appointment of a receiver, trustee, or assignee for the benefit of creditors. Insight Response: Insight does not have any Securities Exchange Commission investigations, pending or in progress. Insight Response: As a publicly traded company, Insight Enterprises, Inc. and its wholly -owned subsidiaries, which include Insight Public Sector, are required to disclose company information in accordance with rules of the Securities Exchange Commission. From time to time Insight is a party to various legal proceedings arising in the ordinary course of business. In the event Insight is a party to a legal proceeding that is material to Insight Enterprises, Inc., Insight discloses information about any such litigation in its reports filed with the Securities Exchange Commission. Litigation is inherently unpredictable. However, it is management's belief that the Company has valid defenses with respect to material legal matters pending against us, as well as adequate provisions for any probable and estimable losses. It is possible, nevertheless, that the results of Insight Enterprises, Inc.'s operations or cash flows could be affected in any particular period by the resolution of a legal proceeding. Reports filed with the Securities Exchange Commission by Insight Enterprises, Inc. can be found on the Insight website at http://nsit.client.shareliolder.tomi orathttp:/ /www.sec.gov, Dhcember 17, 2015 Request for Proposal Response #ADSPO16-00005829 31 Attachment A: Response to SOW - Qualifications 98 of 271 Insight RFP Response # NASPO ValuePoint Insight. RFP for Master Agreement for .1:,nucsrcroa Software Value -Added Reseller (SVAR) Services Insight Response: Insight has not had a contract for services terminated for any reason during the last five (5) years. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 32 Attachment A: Response to SOW - Qualifications 99 of 271 111 Jght December 17, 2015 ADSPO- State Procurement Office State of Arizona 100 N . 15th Ave. Suite201 Phoenix, AZ 85007 Dear Ms. Mudry: The enclosed document is in response to NASPO ValuePoint's Request for Proposal ADSP016- 00005829 for Software Value Added Reseller Services. Within our document you will find our response to the requirements in Attachments A through F of the RFP, a counter -signed copy of each Amendment as well as the following supporting documentation: • Additional Documentation 2.0 Website • Additional Documentation 4.1 Proof of License • Additional Documentation 5.0 Reports Additional Documentation 7.2 Account Transition • Letters of Authorization from Key and Other Itemized Publishers • Global Knowledge Training Offering • Audited Financial Statements We understand that the RFP process is a critical component of a contract between the NASPO ValuePoint organization and Insight. We are happy to participate in this process as it is an excellent opportunity for us to detail the benefits of your continued partnership with Insight, the most experienced software solutions provider and trusted IT advisor. After carefully reviewing the State of Arizona Procurement Office's RFP, we are prepared to offer software, web management capabilities, software license pre -and post -sales support, and value-added services which address all of your requirements. We believe Insight offers you an exceptional range of experience and the depth of resources necessary to not only meet but to exceed your requirements as a global value-added reseller and advisor for a wide variety of software and hardware products and services. As the information technology reseller and advisor to Participating Entities under the existing NASPO ValuePoint Software VAR contract, we know the organizations, the contracts, the staff, and the needs of our clients. And we know the information technology business better than any other IT provider in the world. Why Insight? We understand that our clients continue to focus on selecting and working with an IT provider who offers greater returns, has a positive operational impact on their organizations, and helps them become more productive in their daily businesses. Our value is our ability to guide, advise, implement and manage IT solutions for these clients. 6820 South Hari Avenue Tempe, A?oo , ' 800.INSIGHT o ips.insight.com Page 2 Ms. Mudry December 17. 2015 Forrester Report: According to a 2014 report from Forrester Research, Inc., Insight was recognized for offering the most comprehensive capabilities among 14 leading value-added reseilers (VARs) based on a comprehensive study of these VARs in the global marketplace. The VARs were evaluated on the services they provide to clients, the regions in which they serve, and their partnerships with original equipment manufacturers (OEMs). Forrester's report summarizes their perspective on the shifting market, taking an in-depth look at how the VARs continue to adapt to a highly volatile landscape, and how sourcing and vendor management professionals can best take advantage of these changes. The full report can be viewed via the following URL: http://www.insioht.com/us/en/campaigns/insightlinsight- cited-in-forrester-top-14- vars-report.html7cm re=09-07-14--3elly--Belly3 We are committed to serving the NASPO ValuePoint organization and Participating Entities through the provisioning of software, maintenance, and related services. We intend to work better than anyone else at providing solutions that match your requirements through our knowledgeable people, our wide variety of IT products and services, and our leading -edge technology. We appreciate the opportunity to provide a response and look forward to continuing our work with all involved parties to fulfill IT needs. We welcome the opportunity to discuss your specific requirements in detail and look forward to partnering with you. Sincerely, 1- David Cristal Tel: 800-INSIGHT E-Mail: David.Cristal@insight.com IO1of271 6820 South Hari Avenue o Tempe, AZ 85283 0 800.INSIGHT o ips.insight.com i 102of171 Page 1 of 2 Insight"* 9 SHIP TO ADDRESS 09142013 VALIDATION TEST ATTN12991 47 MARLA LN READING MA 01867-1429 INSIGHT 6820 S HARL AVE TEMPE AZ 85283-4318 Proof Of License Purchase Invoice Number 909027876 Invoice Date 05-NOV-2015 Sales Order Number 318416725 Customer PO Number : LICENSEPROOFTEST12345 Your company has asked us to provide you with this important Proof of Purchase certificate. Please keep it accessible at all times as this is your receipt and you may be requested to produce it at a later date. Material Description AAA-03911 Microsoft Visio Standard - License & software assurance - 1 device - NGVL - Win License Type: License with Maintenance and Support Country : USA Coverage Date: 01-DEC-2015 to 30-3EP-2018 AAA-03550 Microsoft Excel - License & software assurance - 1 ievice - NGVL - Win License Type: License with Maintenance and Support Country USA Coverage Date: 01-DEC-2015 to 30-SEP-2018 Quantity AAA-03505 Microsoft InfoPath - License & software assurance - 1 device - 1 NGVL - Win License Type: License with Maintenance and Support Country : USA Coverage Date: 01-DEC-2015 to 30-3EP-2018 Your use is subject to and must be in strict accordance with your agreement with the manufacturer. This authorization form is not a license but merely is to evidence the existence of the license of the software on the terms set forth by the manufacturer. Your order may have included documentation and/or media items that are being shipped separately. PROOF OF LICENSE PURCHASE CERTIFICATE ECQ 0301 Nov 5, 2015 9:08:00 AM / MSTNO RFC - System ID 102 of 271 Insight.' Invoice Number: 909027876 Invoice Date: 05-NOV-2015 Page 2 of 2 Material Description Quantity AAA-03505 Microsoft InfoPath - License & software assurance - 1 device - NGVL - Win License Type: License with Maintenance and Support Country : USA Coverage Date: 01-DEC-2015 to 30-3EP-2018 AAA-03505 Microsoft InfoPath - License & software assurance - 1 device - NGVL - Win License Type: License with Maintenance and Support Country : USA Coverage Date: 01-DEC-2015 to 30-SEP-2018 Your use is subject to and must be in strict accordance with your agreement with the manufacturer. This authorization form is not a license but merely is to evidence the existence of the license of the software on the terms set forth by the manufacturer. Your order may have included documentation and/or media items that are being shipped separately. PROOF OF LICENSE PURCHASE CERTIFICATE ECQ 0301 Nbv 5, 2015 9:08:00 AM / MSTNO RFC - System ID 103 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services •1= I51ght l Insight provides 21 Standard SIIA certified reports easily and quickly available via the ips.insight.com web management portal. Access to reports is controlled by each Participating State ("State") or Purchasing Entity's ("Entity") designated web administrators. The LSCA and any State or Entity can access each of these 21 standard reports. Provided below are examples of 19 of the 21 reports. Not provided are the Ad -Hoc and Open Order Reports. Open Order Reports can only be generated if there an Open Order in the system. Ad -Hoc reports are fully customizable on -demand by the customer and can include any of the 57 Standard Reporting Data Fields and/or the 30 SmartTracker fields (if captured on original PO). Insight's customizable SmartTracker fields can streamline PO -to -invoice reconciliation. SmartTracker is a feature in our ordering system that provides custom tracking and reporting on software orders for analysis by any type of criteria. Easily allocate purchases to specific agencies, OEU names, cost centers, business units, departments, projects and more to facilitate ease of tracking licenses purchased. Through experience with other statewide contracts, Insight has developed a standard naming convention and reporting hierarchy to assist with tracking. The 21 Standard SIIA reports are in addition to any reporting templates that each Participating State or Purchasing Entity requests Insight to adhere to. The table below provides details of each type of standard report. 4 A report that allows client to select & order 1 Ad -Hoc Report columns for a customized report. XLS N j Option to include custom accounting Flelds (SmartTracker) Detail by 4 Includes detailed order info by account 2 Account w/ number and then by Purchase Order. HTML, PDF, XLS Y Customer PO Option of including Partner Data. 4 Displays order information by Invoice date. 4 Report includes PO, order date, shipping 3 Invoice Information & invoice total. HTML, PDF, XLS Y Summary � Option to include custom accounting fields (SmartTracker). • Displays detail invoice information by 4 Invoiced Orders invoice number. • Option to include custom accounting fields XLS Y (SmartTracker). December 17, 2015 Request for Proposal Response #ADSP016-00005829 Additional Information- 5.0 Reports 104 of 271 Ins9ght RFP Response I- NASPO ValuePoint Insight-' RFP for Master Agreement for .• Software Value -Added Reseller (SVAR) Services Orders that have not invoiced sorted by S Open Order shipping location. HTML, PDF, XLS N Report Option to include custom accounting fields (SmartTracker). 4 Order confirmations by account number & 6 Order Purchase Order. HTML, PDF, XLS Y Confirmation -j Report includes shipping, invoice and tracking information. 4 Includes detailed order information by 7 Overall Sales account. . XLS Y History 4 Option of including Partner Data & custom accounting fields (SmartTracker). Product Totals j Displays product totals by account number 8 by Account & & then by shipping location. HTML, PDF, XLS Y Shipping 4 Option of including Partner Data. Location 4 A summary report by manufacturer name g Product Totals with totals by product. HTML, PDF, XLS Y by Manufacturer 4 Option of including Partner Data. A detailed order / invoice report. lA Purchase Activity HTML, PDF, XLS Y Detail Report Purchase 3-Displays quantity purchased by account 1., Summary by location HTML, PDF, XLS Y Account Purchase 4 The summary list totals the quantity of 12 Summary by each item shipped by product description HTML, PDF, XLS Y Items Purchased Purchase -4—A summary report by manufacturer 13 Summary by HTML, PDF, XLS Y Manufacturer Purchase 4 Total Products shipped by shipping location 14 Summary by HTML, PDF, XLS Y Shipping Location Graphical summary of 7 different data points 15 Snapshot 4 (Top 10 Manufacturers, Top 10 Products, PDF Y Dollars Spent, No. of Transactions, Order Method, Spending by Product Type, Sales by Month). Software License 4 A summary report of all contractual licenses 16 Contract and maintenance products by manufacturer HTML, PDF, XLS Y Summary name, contract number, and point value. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Additional Information- 5.0 Reports 105 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight A detailed report of all contractual license purchases. HTML, PDF, XLS Y 7ftwail 4 Option to include custom accounting fields (SmartTracker). including Partner Data 4 Summary by manufacturer name with totals by product type (i.e. license, maintenance,HTML, PDF, XLS Y r shrink wrap) 4 Option of including Partner Data. 4 Totals by manufacturer. 19 Top Manufacturer Used to identify highest spend by HTML, PDF, XLS Y Summary manufacturer. • Option of including Partner Data. • Sales by calendar month. 20 Total Sales By 4 Used to show spending trends over time. HTML, PDF, XLS Y Year and Month � Option of including Partner Data. 4 Displays information of upcoming renewal 21 Software orders XLS Y Renewal Report Following this page are examples of 19 of the 21 standard SIIA-certified reports available. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Additional Information- 5.0 Reports 106 of 271 For Period: 01-01-2015 thru 11-24-2015 Manufacturer Name Ouantitv Pmduct Total %o1 Nei Nit Pad No Pmduct Oauflotlon ON Invoiced Pmduct %off Invoiced Sales Net Sales Sales 1 Microsotl 7,676.00 923,156.26 63.41 1 7J0-0044&ESA3 MS EA SOL SERVER ENTERPRISE CORE SA STEP 16.00 172,393.76 16,58 2 IBM 75B.00 80.558.59 7.28 2 269-12442-ESA3 MS EA OFFICE PRO PLUS 32 BIT WiN SA PLAT 1.650.00 143.187.00 12.94 3 Adobe Systems 514.00 32,736.69 2.96 376A-0001&ESA3 MS EA ENT CAL SA PLATFORM USER CAL WISVC 1,394.00 125,529.70 11.34 4 Symantec 3,766.00 32,707.95 2.98 474-0034&ESA3 MS EA SOL SERVER ENTERPRISE CORE SA 2 U 42.00 94,1B2.48 6.51 5 NotMofion Wireless 1.00 13,846.70 1.25 5 9JD-0DD53-ESA3 MS EA VISUAL STUDIO ULTIMATE W/MSDN MP S 34.00 63,452.16 513 6 Apple 22.00 12.660.22 1.14 6CW2-00307-ESA3 MS EA `AANDOWS ENT FOR SA SA PLATFORM ALL 1,650.00 52,60200 4.75 7 Nuance Communications 231.00 6,538.74 0.59 771,10.00292-ESA3 MS EA SOL SERVER STANDARD CORE SA 2 LIC 78.00 45,613.62 4.12 B lnbit 1.00 3,392.87 0.31 86U340004-ESA3 MS EA OFFICE 365 GOV E3 SNRDSVR MON SUB 1,439.00 37,3N.14 3.37 9 Weere 3.00 372.99 0.03 9E0641LL-MPPA IBM COGNOS BENT PANNING TMI CONTRIBUTOR 99.00 35,07075 3.17 10 SAP 1.00 357.87 0.03 10 9ED4)0073-ESA3 MS EA VISUAL STUDIO PREM WIMSDN MP SA AL 39.00 33,366.45 3.01 900.0 Bass 100.0 601 5000 400.0 300.0 2m.o 100,0 30 25 m 15 l9 5 I 0 ay\ va v'c ,alb." rM r Orders Invoices Eovaza ro) --- --- I,sld,laom(s) a omx: Nwne,EnY. k. (1,1a6,N5.5) Ins9htc.m(0`A) • All Oche[ 0 EDI102B (0%) Phone,Eniml.elc. 000%) Invoice Data Invoiced Sales Claudia Net Inv Sales Cmdit% of Invoiced Sales Invoiced Oty January 2015 16,084.19 0.00 18,084.19 0.00 129.D0 February 2015 408A1 0.00 408.41 0.00 100 March 2015 274,079.55 0.00 274,079.55 0.00 1,021.D0 And 2015 667,125.0E 118,841.69 548,283.39 17.81 7,OB7.00 May 2015 9,695.55 000 9,695.55 0.00 347.D0 June 2015 1,952.88 867.45 1,085.43 44.42 1.00 July 2015 83,704.91 0.00 83,704.91 0.00 490.W August 2015 8,203.25 0.00 8,203.25 0.00 10B.00 September 2015 32,350.47 0.00 32.350.47 0.00 3.763.00 October2015 268.15 0.00 26B.15 0.00 1.D0 November 2015 12,873.08 000 12,873.08 0.00 3100 Totals 1,106,745.62 119,T09.td 987,036Ja 10.82 12,979.00 107 of 271 ru uO T- o N N r r i I N i M C i Detail by Account with Customer PO For Period: 01-01-2015 thru 11-24-2015 Operations Center Reporting Reporting Parent Name Account Account Name Account Account Address Account Account State / Account Postal Account PO PO Release PamctttR Number Attention City Province Code Country Number No. North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07136 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07136 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07136 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P67156 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07186 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07234 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07293 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07216 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07216 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07216 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07306 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07297 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07297 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07297 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07297 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US P07290 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 108 Of 4020 S HARL AVE TEMPE AZ 85283-1234 US P07290 Detail by Account with Customer PO For Period: 01-01-2016 thru 11-24-2016 Insight Part ID Manufacturer Part ID Manufacturer Date Product Description Country Order Involco Unit Price Invoiced Total Sales Currency Shipped of Usage Number Number Quantity M109B-SV1-8.0 M1098-SV1-8.0 Nuance Communications NUANCE OLP PDF CONVERTER ENT 8 MP MNT & US 317840865 1100400352 0.00 25.00 0.00 USD M109B-SV2-8.0 M109B-SV2-8.0 Nuance Communications NUANCE OLP PDF CONVERTER ENT 8 MP MNT & US 317840865 1100400352 0.00 75.00 0.00 USD M109B-SV2-8.0 M109B-SV2-8.0 Nuance Communications NUANCE OLP PDF CONVERTER ENT 8 MP MNT & US 317840865 1100400352 0.00 25.00 0.00 USD 09ONMPRMMNTI 09ONMPRMMNTI NetMotion Wireless NETMOTION MOBILITY XE MP PREMIUM SW MNT US 317926650 1100402446 0.00 1.00 0.00 USD WS11-LW-UG-CE WS11-LW-UG-CE VMware VMWARE UPG WORKSTATION 11 UPG FROM VERSI US 317936137 1100402934 0.00 3.00 0.00 USD 7016463-GOVED 7016463-GOVED SAP SAP CRYSTAL REPORTS 2013 MP NAMED USR LI US 318067669 1100407896 0.00 1.00 0.00 USD 6520681OBCOIA12 6520681OBC01Al2 Adobe Systems ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO US 318068829 1100407272 0.00 1.00 0.00 USD 269-12445-ESA3 269-12445 Microsoft MS EA OFFICE PRO PLUS 32 BIT WIN LIC/SA US 318087173 1100408270 0.00 4.00 0.00 USD 6U3-00004-ESA3 6U3-00004 Microsoft MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB US 318087173 1100408270 0.00 260.00 0.00 USD 76A-00010-ESA3 76A-00010 Microsoft MS EA ENT CAL LICISA PLATFORM USER CAL W US 318D87173 1100408270 0.00 260.00 0.00 USD 65206810BC01Al2 65206810BC01Al2 Adobe Systems ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO US 318103688 1100408539 0.00 1.00 0.00 USD 3NS-00003-ESA3 3NS-00003 Microsoft MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR US 318146273 1100409812 0.00 215.00 0.00 USD 6VC-01252-ESA3 6VC-01252 Microsoft MS EA WINDOWS REMOTE DESKTOP SERVICES CA US 318146325 1100409817 0.00 225.00 0.00 USD 76A-00010-ESA3 76A-00010 Microsoft MS EA ENT CAL LICISA PLATFORM USER CAL W US 318146325 1100409817 0.00 45.00 0.00 USD 7JQ-00448-ESA3 7JQ-00448 Microsoft MS EA SOL SERVER ENTERPRISE CORE SA STEP US 318146325 1100409817 0.00 10.00 0.00 USD 076-01912-ESA3 076-01912 Microsoft MS EA PROJECT 32 BIT 1MN SA ALL LANG US 318146851 1100412301 0.00 100.00 0.00 USD 125-00124-ESA3 125-00124 Microsoft MS EA VISUAL STUDIO FOUNDATION SERVER SA US 318146851 1100412301 0.00 2.00 0.00 USD 126-00196-ESA3 126-00196 Microsoft MS EA VISUAL STUDIO FOUNDATION SERVER SA US 318146851 1100412301 0.00 49.00 0.00 USD 269-12442-ESA3 269-12442 Microsoft MS EA OFFICE PRO PLUS 32 BIT WiN SA PLAT US 318146861 1100412301 0.00 1.650.00 0.00 USD 312-02257-ESA3 312-02257 Microsoft MS EA EXCHANGE SERVER SA ALL LANG US 318146851 1100412301 0.00 1.00 0.00 USD 395-02504-ESA3 395-02504 Microsoft MS EA EXCHANGE SERVER ENT SA ALL LANG US 318146851 1100412301 0.00 3.00 0.00 USD SHU-00216-ESA3 5HU-00216 Microsoft MS EA LYNC SERVER SA ALL LANG US 318146851 1100412301 0.00 1.00 0.00 USD 6U3-00004-ESA3 61.13-00004 Microsoft MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB US 318146851 1100412301 0.00 1,394.00 0.00 USD 6VC-01254-ESA3 6VC-01254 Microsoft MS EA WINDOWS REMOTE DESKTOP SERVICES CA US 318146851 1100412301 0.00 75.00 0.00 USD 76A-00016-ESA3 76A-00016 Microsoft MS EA ENT CAL SA PLATFORM USER CAL W/SVC US 318146851 1100412301 0.00 1,394.00 0.00 USD 7713-00111-ESA3 7713-00111 Microsoft MS EA VISUAL STUDIO PRO W/MSDN MP SA ALL US 318146851 1100412301 0.00 7.00 0.00 USD 7JQ-00343-ESA3 7JO-00343 Microsoft MS EA SQL SERVER ENTERPRISE CORE SA 2 LI US 318146851 1100412301 0.00 42.00 0.00 USD 7NQ-00292-ESA3 7NQ-00292 Microsoft MS EA SQL SERVER STANDARD CORE SA 2 LIC US 318146851 1100412301 0.00 78.00 0.00 USD 9ED-00073-ESA3 9ED-00073 Microsoft MS EA VISUAL STUDIO PREM W/MSDN MP SA AL US 318146851 1100412301 0.00 39.00 0.00 USD 9JD-00053-ESA3 9JD-00053 Microsoft MS EA VISUAL STUDIO ULTIMATE W/MSDN MP S US 318146851 1100412301 0.00 34.00 0.00 USD CW2-00307-ESA3 CW2-00307 Microsoft MS EA WINDOWS ENT FOR SA SA PLATFORM ALL US 318146851 1100412301 0.00 1.650.00 0.00 USD D87-01159-ESA3 D87-01159 Microsoft MS EA VISIO PRO 32 BIT WIN SA ALL LANG US 318146851 1100412301 0.00 108.00 0.00 USD H04-00268-ESA3 H04-00268 Microsoft MS EA SHAREPOINT SERVER WNT SA ALL LANG US 318146851 1100412301 0.00 5.00 0.00 USD H21-00420-ESA3 H21-00420 Microsoft MS EA PROJECT SERVER BHBLT WN SA DEVIC US 318146851 1100412301 0.00 10.00 0.00 USD c0 0 c0 0 c0 w 0 0 c0 c0 c0 0 c0 c0 c0 c0 w c0 w w 0 N0 0 0 0 w N0 w w 0 w 0 0 0 0 N w O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O ONr r r T T T _T r r r T T T Tr T r T _T N. 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N N tll N N N N N fA W in 0 0 0 OA 40 w 0 H w to U/ 0 m w cA w co 0 W W to m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m O C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O Op 7 7 7 7 7 ' � "7 -9 -2 -3 7 � C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C C m m m m m m m Cl) m m m m W vmN m m yWy ym m c0 W N N m m m N m 0 m W N m m m m m O 41 7 7 3 7 C) Z t0 t0 Ln N v) N M 0 to w N N U to N M N N w w U N U M N N W N w w W N N N M w U 0 E 0 Z a 0 2 m 0 0 m F F F F F F F F F F F F F F F F F F F F F F F F !— F F F F F F F F F F F 2 2 2 2 2 Z 2 2 Z Z Z 2 2 2 Z 2 2 2 2 2 2 2 2 Z Z 2 2 2 2 2 2 2 2 Z Z 2 W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U U 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F a U U U U U () U U U 0 U U U U U U U 0 U U U U U U U U U U U 0 U U U U U U U Z W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W �„ t0 t0 M y v7 N O N 0 N U N U U) N N N Ln N N N Ln N U 0 U 0 N M M N 0 U N M 0 N a0 0 U 0 U 0 U U U U 0 U U U 0 U U U U U U U U U U U U U U U U U U U U U U J J m J J J J J = J J J J J J J J J J J J J J J J J J J J J :3 J J J J J J m > > > > > > > > > > 0> > > > > > > > > > > > > > > > > > Q a a a a a a a a a a a a a a a a a a a m m a c. a a a a m m a a a a m m m m so r p T T T T T r T r r r r r T T T T T T T r T r r T T T r T T r T T r r r p T r r T T T T T r r T r T r T T T r r T T r r T r r r T T r r r p 3 r T r T r r T r r r r T r r r r r T r r T - T r T r r r T r T r T r T r T r r r r T r T r T T r r r r r T T T T T r Q Z T r r T r r T T r e- e- T T T r r T T r r T r T T T T r T r T T r T r T r L 10 r N m m m m m m m m m m m m m a 0 o E E E E E E E E E m m m m m m m m E E E E E E E E E E E 0 0 a a a a a a d� dF d� a¢ dF a a adF a a a a d� dF dF dF ~ Q O Q O O O O O O O O O 0 p O O O 0 0 O O O O O 0 p O O O O O 0 0 0 O O O ei O 2 Z 2 2 Z Z 2 2 2 2 2 2 2 2 2 2 2 2 Z 2 2 Z Z 2 2 2 2 2 2 2 Z 2 2 Z Z Z 2 Invoiced Orders For Period: 01.01-2015 thru 11-24-2016 Involve Involve Date Order Customer Manufacturer Material Material Deso Country Invoiced Serial Asset Manufacturer Unit Price MSRP Number Line No Material of Usage Quantity Number Number 1100441067 09-24-2015 10 OE71OZZO-ER1GH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H US 250.00 Symantec 0.00 0.00 1100441067 09-24-2015 20 OE71OZZO-ERIGH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H US 1.550.00 Symantec 0.00 0.00 1100441067 09-24-2015 30 FDYTOZZO-ER1GS GOV PROT F SHAREPT SVR 6-EXT ACS LIC RNW US 3.00 Symantec O.DO 0.00 1100441067 09-24-2015 40 1ZB30ZZO-ER10H GOV PROT F SHAREPT SVR 6-13 U RNWL ESS 12 US 1,394.00 Symantec 0.00 0.00 11OD441067 09-24-2015 50 10W1OZZ0-ER1GS SYMAN PROT ENGINE FOR CLOUD 7.5 P RNWL 1 US 3.00 Symantec 0.00 0.00 1100441067 M24-2015 60 IOW10ZZO-ER1GS SYMAN PROT ENGINE FOR CLOUD 7.5 P RNWL 1 US 3.00 Symantec 0.00 0.00 1100441067 09-24-2015 70 R80QOZZ0-ER1GH SYMANTEC SYMC PROTECTION ENG FOR CLOUD S US 280.00 Symantec 0.00 0.00 11OD441067 09-24-2015 80 R8000ZZO-ERIGH SYMANTEC SYMC PROTECTION ENG FOR CLOUD S US 280.00 Symantec 0.00 0.00 1100448476 11-07-2015 10 TUG2XZF0-EI1EA SYMANTEC EXP DESKTOP EMAIL ENCRYPTION PO US 3.00 Symantec 0.00 0.00 1100402446 01-22-2015 10 09ONMPRMMNTI NETMOTION MOBILITY XE MP PREMIUM SW MNT US 1.00 NetMotion Wireless 0.00 0.00 1100407272 02-26-2015 10 652068108C01Al2 ADOBE V1PG CREATIVE CLOUD FOR TEAMS - 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C O d LL co c Q Order Confirmation For Perlod: 0141-2016 tbru 11-24.2016 Account Account Name PO PO Rvtease Number Number No. 11177711 17111117 11117111 11711111 11111117 11171111 N 111711 11111111 11111111 71111111 11771111 77111711 11711111 11111111 11111111 11111111 11111111 11111111 11111111 11111771 11117111 /7111111 71111117 111111/7 11111117 11771111 17111111 11171111 t 1111111 11111711 17111111 11111111 11111117 71111117 11111171 11711111 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT P01240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT P01240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT PO1240 PUBLIC SECTOR CLIENT P01240 PUBLIC SECTOR CLIENT PO12Q PUBLIC SECTOR CLIENT PO1243 PUBLIC SECTOR CLIENT P01243 PUBLIC SECTOR CLIENT PO1243 PUBLIC SECTOR CLIENT PO7156 PUBLIC SECTOR CLIENT P07186 PUBLIC SECTOR CLIENT POM16 PUBLIC SECTOR CLIENT PO7216 PUBLIC SECTOR CLIENT PO7216 PUBLIC SECTOR CUENT PO7216 PUBLIC SECTOR CLIENT PO7216 PUBLIC SECTOR CLIENT PO7216 PUBLIC SECTOR CLIENT PO7216 PUBLIC SECTOR CLIENT P07216 PUBLIC SECTOR CLIENT PO7234 PUBLIC SECTOR CLIENT P07290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT P07290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT P07290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT PO7290 PUBLIC SECTOR CLIENT P072M Order Date order Nuntter V4It, .VtS JL.-. 00 04-16-2016 318275903 04-16-2015 318275903 04-16-2015 318275903 04-16-2015 3182759M 04-16-2015 318275903 04-16-2015 318275903 04-16-2015 318275903 04-16-2015 318275903 06-16-2015 55478488 06-164?015 65478488 06-11-2015 318503473 06-11-2015 318503473 06-114015 318503473 06-11-2015 318503473 01-22-2015 317925650 01-28-2015 317936137 03-03-2015 318087173 03-03-2015 318087173 03.03-2015 318087173 0"1-2015 55462255 03411.2015 55462255 03-31-2015 55462255 04-29-2015 55467926 04.29-2015 56467926 02.26-2015 318067669 03-17.2015 318146851 03-17-2015 318146851 03-17-2015 318146851 03-17-2015 318146851 03-17-2D15 318 M851 03-17-2015 318146651 03-17-2015 318146851 03-17-2015 318145851 03-17-2015 318146861 03-17-2015 318146851 03-17-2015 31Bi46851 Pan ID Product Desorlp0on F5L171TTBLK KYBD W/ CASE BLK IPAD AIR 5G MB829LUA APPLE MAGIC MOUSE MC184LUB APPLE WIRELESS KEYBOARD -KEYBOARD -VAR MC914LUB APPLE 27- MONITOR MH2M2LUA APPLE IPAD AIR 2 V&FI- CELLULAR -TABL S3141LUA APPLECARE PROTECTION PLAN FOR MACBOOK/MA 54738LLIA APPLECARE. 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0.00 USD 1100425804 06-25-2015 06-25-2015 Shippable -1.00 0.00 USD 1100425804 06-25-2015 06-25-2015 Shippable 1.00 0.00 USD 1100423256 06-12-2015 1Z64390ABC56751940 06-12-2015 Shippable 1.00 0.00 USO 1100423256 06-12-2015 278014XY7775735 06-12-2015 Non Shippable 1.00 0.00 USD 1100424203 06-17-2015 32501XY88105 Shippable 1.00 0.00 USD 1100423826 06-16-2015 NONE AVAILABLE 06-16-2015 ESD 1.00 0.00 USD 1100402446 01-22-2015 VENDOR CONFRIMATION ESD 3.00 0.00 USD 1100402934 01-26-2015 NONE AVAILABLE ESD 4.00 0.00 USD 1100408270 03-05-2015 ESD 260.00 0.00 USD 1100408270 03-05-2015 ESD 260.00 0.00 USD 1100408270 03-05-2015 ESD -4.00 0.00 USD 11OD415135 04-23-2015 ESD -215.00 0.00 USD 1100415135 04-23-2015 ESD -215.00 0.00 USD 1100415135 04-23-2015 ESD -45.00 0.00 USD 1100416202 04-30-2015 ESD -45.00 0.00 USD 1100416202 04-30-2015 ESD 1.00 0.00 USD 1100407896 03-03-2015 ESD ESD 100.00 0.00 USD 1100412301 04-01-2015 ESD 2.00 0.00 USD 1100412301 04-01-2016 ESD 49.00 0.00 USD 1100412301 04-01-2015 ESD 1,650.00 0.00 USD 1100412301 04-01-2015 ESD 1.00 0.00 USO 1100412301 04-01-2015 ESD 3.00 0.00 USD 1100412301 04-01-2015 ESD 1.00 0.00 USD 1100412301 04-01-2015 ESD 1.394.00 0.00 USD 1100412301 04-01-2016 ESD 75.00 0.00 USD 1100412301 04-01-2015 ESD 1.394.00 0.00 USD 1100412301 04-01-2015 ESD 7.00 0.00 USD 1100412301 04-01-2015 115 of 271 Invoice Summary For Period: 01-01.2016 thru 11.24.2016 Ops Center Invoice Data PO Number PO Release No. Invoice # Order Data Shipping Location Shipping State I Shipping Shipping Invoice Total Currency Province Country Date North America (SAP) 0"5-2015 P07136 1100400352 12-29-2014 TEMPE AZ US 1,864.50 USD North America (SAP) 01-22-2015 P07156 1100402446 01-22-2015 TEMPE AZ US 13.846.70 USD North America (SAP) 01-26-2015 P07186 1100402934 01-26-2015 TEMPE AZ US 372.99 USD North America (SAP) 02-26-2015 P07293 1100407272 02-26-2015 TEMPE AZ US 408.41 USD North America(SAP) 03-03-2015 P07234 1100407896 02-26-2015 TEMPE AZ US 357.97 U50 North America (SAP) 03.05.201E P07216 11OD408270 03�03-2015 TEMPE AZ US 105,904.64 USD North America (SAP) 03-07-2015 P07306 1100408539 03-06-2015 TEMPE AZ US 363.04 USD North America (SAP) 03.17-2015 P07297 1100409812 03-17-2015 TEMPE AZ u5 15.034.95 USD North America (SAP) 03-17-2015 P07297 1100409817 03-17-2015 TEMPE AZ US 152,418.95 USD North America (SAP) 04-01-2015 P07290 1100412301 03-17-2015 TEMPE AZ US 694.295,20 USD North America (SAP) 0419-2015 P01240 1100414399 04-16-2015 TEMPE AZ US 04.17-2015 5,938.67 USD North America (SAP) 04-20-2015 P01240 1100414498 04-16-2015 TEMPE AZ US 801.41 USD North America (SAP) 04-20.2015 P01240 1100414498 0416-2015 TEMPE AZ US O4-20-2015 4,371.90 USO North America (SAP) 04-23-2015 P07216 1100415135 03-31-2015 TEMPE AZ US -87.860.99 USD North America (SAP) D4-29-2015 P07364 1100415986 04-28-2015 TEMPE AZ US B0,558.59 USD North America (SAP) 04-30-2015 P07216 1100416202 04-29-2015 TEMPE AZ US -18.043.65 USD North America (SAP) 04-30-2015 P07297 1100416203 04-29-2015 TEMPE AZ us -12,937.05 USD North America (SAP) 05-11-2015 P07297 1100417865 05-11-2015 TEMPE AZ US 976.50 USD North America (SAP) 05-12-2015 P07431 1100418088 05-11-2015 TEMPE AZ US 8.484.00 USD North America (SAP) 05-20-2015 P07431 1100419290 05-11-2015 TEMPE AZ US 137.36 USD North America, (SAP) 05-20-2015 P07431 1100419290 05-19-2015 TEMPE AZ US 97.69 USD North America(SAP) 0604-2015 P07484 1100421871 M04-2015 TEMPE AZ US 90.73 USD North America (SAP) 06-05-2015 P07482 1100422056 06-04-2015 TEMPE AZ US 06-05-2015 199.53 USD North America (SAP) W12-2015 P01243 1100423256 D6-11-2015 TEMPE AZ u5 06.12-2015 137.34 USD North America (SAP) 06-16-2015 P01243 1100423826 06-11-2015 TEMPE AZ US 06-16.2015 2,185.95 USD 116 of 271 Overall Sales History For Period: 01-01-2016 thru 11-24-2016 Ops Center Reporting Reporting Parent Name Account No Account Name Billing Billing Noma Product Category / Sub Category Product Type Country of Parent ID Account No Usage North America (S 9999999 PUBLIC SOTOR CLIENT 1111 111 PUBM SECTOR CLIENT4444 P BLI C CLIENT Software - Software Service/Support Maintenance us North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Keyboards Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Keyboards Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Keyboards Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Keyboards Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Keyboards Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Pointing Devices Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Input Devices - Pointing Devices Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Output Devices - Monitors Hardware Product North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Services - Warranty Electronic Services North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Services - Warranty Electronic Services North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Services - Warranty Electronic Services North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Services - Warranty Physical Services North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software -Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111 i 11 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 44444444 PUBLIC SECTOR CLIENT Software - Applications License & Maint US North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 14*W"71 PUBLIC SECTOR CLIENT Software - Applications License & Maint US Overall Sales History For Period: 01-01-2016 thru 11-24.2016 Language Media Customer Invoice Invoice Onto Invoice Invoice Lino Item Qty Manufacturer Insight Material No Manufacturer Material No Material No Number Statue Quantity No Ordered US ENGUSFF- ESD Shippable 11OD402448 1100414399 01 -22-2015 Invoiced.00 04-19-2015 Invoiced 1.00 10 40 1.00 NelMollon Wreless 1.00 Apple 090NMPWM-MNr1 MC184LUB 09ONMPKMMNT1 MC184LUS Shippable 1100414399 04-19-2015 Invoiced 5.00 60 5.00 Belkin Components FSL171TTBLK FBL171TTBLK Shippable 11004232SS 06-12-2015 Invoiced 1.00 20 1.00 Apple MC184LUB MC184LUB Shippable 1100425804 06-25-2015 Invoiced 4.00 10 5.00 Belkin Components F51-171TTBLK FSL171TTBLK Shippable 11OD425804 06-25-2015 Invoiced -1.00 20 5.00 Belkin Components FSL171TTBLK F51.171TTBLK Shippable 1100414399 04-19-2015 Invoiced 1.00 10 1.00 Apple MB829LUA MB829LUA US ENGLISH US ENGLISH ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES ALL LANGUAGES Shippable Shippable Non Shippable Non Shippable Non Shippable Non Shippable ESD Shippable ESD ESD ESO ESD ESO ESD ESD ESD ESD ESD ESD ESD ESD ESD ESD ESD ESO ESD ESD ESD ESD ESD 1100423256 1100414399 1100414498 11OD414498 1100424203 1100422056 1100434734 1100434734 1100434734 1100431896 11OD432946 1100433645 1100407896 1100446028 1100408270 1100408270 1100408270 1100409812 11OD409817 1100409817 11OD409817 1100412301 1100412301 1100412301 11OD412301 1100415135 1100415135 1100415135 1100416202 1100416202 06-12-2015 Invoiced 04-19-2015 Invoiced 04-20-2015 Invoiced 04-20-2015 Invoiced 06-17-2015 Invoiced 06-05-2015 Invoiced 08-20-2015 Invoiced 08-20-2015 Invoiced 01-26-2015 Invoiced 07-31-2015 Invoiced 08409-2015 Invoiced 08-13-2015 Invoiced 03-03-2015 Invoiced 10-23-2015 Invoiced 03-05-2015 Invoiced 03-05-2015 Invoiced 03-05-2015 Invoiced 03-17-2015 Invoiced 03-17-2015 Invoiced 03-17-2016 Invoiced 03-17-2015 Invoiced 04-01-2015 Invoiced 04-01-2015 Invoiced 04-01-2015 Invoiced 04-01-2015 Invoiced 04-23-2015 Invoiced 04-23-2015 Invoiced 04-23-2015 Invoiced 04-30-2015 Invoiced 04-30-2015 Invoiced 1.00 1.00 2.00 5.00 1.00 1.00 2.00 4.00 3.00 3.00 50.00 1.00 1.00 1.00 4.00 260.00 260.00 215.00 10.00 45.00 225.00 1.00 1.00 100.00 1.394.00 -215.00 -215.00 -4.00 -45.00 45.00 10 1.00 Apple 20 1.00 Apple 20 2.00 Apple 30 5.00 Apple 10 1.00 Apple 10 1.00 Apple 10 2.00 Nuance Communications 20 4.00 Nuance Communications 10 3.00 VMware 10 3.00 TechSmith 10 50.00 Nuance Communications 10 1.00lnbit 10 1.00 SAP 10 1.00 Adobe Systems 30 4.00 Microsoft 10 260.00 Microsoft 20 260.00 Microsoft 10 215.00 Microsoft 10 10.00 Microsoft 30 45.00 Microsoft 20 225.00 Microsoft 260 1.00 Microsoft 280 1.00 Microsoft 250 100.00 Microsoft 270 1.394.00 Microsoft 10 215.00 Microsoft 20 215.00 Microsoft 30 4.00 Microsoft 10 45.00 Microsoft 20118 O#O'Microsoft M9829LUA MC914LLB S3141 LUA S473BLUA S3141 LUA MD014LUA K609A-S00-13.0 K689A-KOO-13.0 W511-LW-UG-CE SNAGG01-12-E AV09A-S99-1.0 FS1064ESD 7016463-COVED 210-1337-11 269-12445-ESA3 8U3-00004-ESA3 76A-OW10-ESA3 3NS-00003-ESA3 7JO-00448-ESA3 76A-00010-ESA3 6VC-01252-ESA3 U2V-00007-ESA3 U7U-00001-ESA3 T3V-00007-ESA3 6U3-00004-ESA3 6U3-00004-ESA3 76A.00010-ESA3 269-12445-ESA3 6U340004-ESA3 76A-00010-ESA3 M8829LUA MC914LUB S3141 LUA S473BLUA S3141 LUA MD014LUA K609A-S00-13.0 K689A-KOO-13.0 WS11-LW UG-CE SNAGG01-12-E AV09A-S99-1.0 FS1064ESD 7016483-COVED 210-1337-11 269-12445 61.13-00004 76A-00010 3NS-00003 7JQ-00448 78A-00010 6VC-01252 U2V-00007 U71.0-00001 T3V-00007 6U3-00DO4 61.13-00004 76A4)0010 28942445 6U3-OOW4 76A-00010 OVorali S21e3 History For Period: 01-01-2016 thru 11.24-2016 Material Description Version Unit Price MSRP Ext Price EWR Fee Freight Freight Tax PSTIQST GST/HST Total Currency Exchange Order Date Order Number Lino Total Rate NETMOTION MOBILITY P PREMIUM SW MNT 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 0-22-2015 3i7925650 APPLE WIRELESS KEYBOARD - KEYBOARD - MR 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 318275903 KYBD W/ CASE BLK IPAD AIR 5G 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 318275903 APPLE WIRELESS KEYBOARD - KEYBOARD - WIR 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 06-11-2015 318503473 KYBD W/ CASE BLK IPAD AIR 50 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 06-16-2015 55478488 KYBD W/ CASE BLK IPAD AIR 5G 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 06-16-2D15 55476488 APPLE MAGIC MOUSE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 3182759D3 APPLE MAGIC MOUSE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 06-11-2015 318503473 APPLE 27- MONITOR 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 318275903 APPLECARE PROTECTION PLAN FOR MACBOOKIMA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 318275903 APPLECARE+ PROTECTION PLAN FOR IPAD (WIT 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-16-2015 318275903 APPLECARE PROTECTION PLAN FOR MACBOOK/MA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.D0 USD 1.00 06-11-2015 318503473 APP FOR MB/MB AIR/13 MS PRO E/KACCSUSA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 06-04-2015 318470252 GOV STATE/LOCAL ENG DRAGON CROMNATURALLY 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 08-19-2015 318784158 NUANCE DRAGON NATURALLYS PEAKING PREMIUM 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 08-19-2015 318784158 VMWARE UPG WORKSTATION 11 UPG FROM VERSI 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 01-26-2015 317936137 SNAGIT-12 ELECTRONIC 1 1U GOV 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 07-31-2015 318710069 NUANCE POWERPOF ADVANCED, STATE 8 LOCAL, 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 07-31-2015 318691724 FULLSHOT 10 PROFESSIONAL EDITION SITE LI 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.D0 08-13-2015 318758776 SAP CRYSTAL REPORTS 2013 MP NAMED USR LI 2013 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 02-26-2015 318067669 ADOBE FLP LNECYCLE DESIGNER 11 MP PER U 11 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 10-19-2015 319019181 MS EA OFFICE PRO PLUS 32 BIT WIN LICISA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 O.OD 0.00 USD 1.00 03-03-2015 318087173 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-03-2015 318087173 MS EA ENT CAL LICISA PLATFORM USER CAL W 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-03-2015 318087173 MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146273 MS EA SOL SERVER ENTERPRISE CORE SA STEP 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146325 MS EA ENT CAL LiC/SA PLATFORM USER CAL W 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146325 MS EA WINDOWS REMOTE DESKTOP SERVICES CA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146325 MS EA RINGS MAPS ENT PLATFORM MONTHLY SU 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146851 MS EA WINDOWS INTUNE USL ADD -ON MONTHLY 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146851 MS EA BING MAPS KNOWN USER MONTHLY SUB P 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318148851 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-17-2015 318146851 MS EA OFFICE 385 GOV E3 SHRDSVR MON SUB 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-31-2016 55462255 MS EA ENT CAL LICISA PLATFORM USER CAL W 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-31-2015 55462255 MS EA OFFICE PRO PLUS 32 BIT WIN LICISA 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 03-31-2015 55462255 MS EA OFFICE 385 GOV E3 SHRDSVR MON SUB 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-29-2015 55467926 MS EA ENT CAL LICISA PLATFORM USER CAL W 0.00 0.00 0.00 0.dM 9 of 19M1 0.00 0.00 0.00 0.00 0.00 USD 1.00 04-29-2015 55467926 Overall Sales History For Period: 01.01-2016 thru 11.24-2o16 Order Type PO No PO Release Serial No Asset Sales Rep Service Rep Nano Ship Onto Ship Method Carder Shipping Account Shipping Name Shipping Shipping Address Shipping No. Tog Nnma Number Attention city Direct 1 Susan Jones Other 12511 PUBLIC 915CTOR CLIENT 82 S HARL AVE Direct P01240 Susan Jones 04-17-2015 Ground Federal Express 210311 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones 04-17-2015 Ground Federal Express 210011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01243 Susan Jones 06-12 2015 Ground Federal Express 210311 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones 06-25-2015 Ground Federal Express PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones 06-25-2015 Ground Federal Express PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones 04-17-2015 Ground United Parcel Services PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01243 Susan Jones 06-12-2015 Ground United Parcel Services PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones 04-17-2015 Ground United Parcel Services PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones Ground Other 400911 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01240 Susan Jones Ground Other 400911 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P01243 Susan Jones Ground Other 400911 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07482 Susan Jones 06-05-2015 Ground Federal Express 11 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07612 Susan Jones Ground Federal Express 11 PUBLIC SECTOR CLIENT 6a20 S HARL AVE TEMPE Direct P07612 Susan Jones 08-20-2015 Ground Federal Express 11 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07188 Susan Jones Federal Express 210311 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07591 Susan Jones Electronic Delivery 3811 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07575 Susan Jones Electronic Delivery 11 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07576 Susan Jones Other 403611 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07234 Susan Jones Electronic Delivery 11 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07773 Susan Jones Electronic Delivery 16811 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jonas Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07297 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07297 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07297 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07297 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07290 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07290 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07290 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07290 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 61120 S HARL AVE TEMPE Direct P07216 Susan Jones Electronic Delivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Direct P07216 Susan Jones 1 %ldaM'belivery 6011 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE Overall Safes History For Period: 01.01.2015 thru 11-24-2016 Shipping State I Shipping Shipping Reference Web Group Province Country Postal Code Number 38075317 AZ S 8 283-1234 AZ US 85283-1234 36880366 AZ US 85283-1234 36860366 AZ US 85283-1234 37393210 AZ US 85283-1234 36860366 AZ US 85283-1234 36880366 AZ US 85283-1234 36860366 AZ US 85283-1234 37393210 AZ US 85283-1234 36860366 AZ US 85283-1234 36860366 AZ US 85283-1234 36860386 AZ US 85283-1234 37393210 AZ US 85283-1234 37319186 AZ US 85283-1234 38026347 AZ US 85283-1234 38026347 AZ US 85283-1234 36098157 AZ US 85283-1234 37855565 AZ US 85283-1234 37813806 AZ US 85283-1234 37966110 AZ US 85283-1234 36390964 AZ US 85283-1234 38576990 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 AZ US 85283-1234 36565697 AZ US 85283-1234 36565786 AZ US 85283-1234 38565786 AZ US 85283-1234 36565766 AZ US 85283-1234 36566739 AZ US 85283-1234 36566739 AZ US 85283-1234 36566739 AZ US 85283-1234 36566739 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 AZ US 85283-1234 36432635 121 of 271 Product Totals by Account and Shipping Location For Period: 01-01.2016 thru 11.24-2016 Operatlons Center Account Account Name Shipping Location Name Shipping Shipping Address Shipping Shipping State / Shipping Postal Shipping Order Number Invoice Number PO PO Release (dumber Auontion City Province Code Country Number No. North mer ce O CLIENT—TEMPE AZ 85283-1234 us 318148851 110002301 290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318087173 1100408270 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 56462255 1100415135 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE• TEMPE AZ 85283-1234 US 318146273 1100409812 P07297 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 55467935 1100416203 P07297 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318087173 1100408270 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 55462255 1100415135 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 55467926 1100416202 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146325 1100409817 P07297 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 65283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318087173 1100408270 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146325 1100409817 P07297 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 55462255 1100415135 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 55467926 1100416202 P07216 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146325 1100409817 P07297 North America (SAP) 11111111 . PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318758776 1100433645 P07576 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 North America (SAP) 11111111 PUBLIC SECTOR CLIENT PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US 318146851 1100412301 P07290 122 of 271 Product Totals by Account and Shipping Location For Period: 01-01.2016 thru 11-24-2016 Manufacturer Insight Part ID Mfr Part ID Product Description Invoiced Total Sales Currency Quantity Microsoft 076-01912-ESA3 076-01912 MS EA PROJECT 32 BIT WIN SA ALL LANG 100.00 0.00 USD Microsoft 125-00124-ESA3 125-00124 MS EA VISUAL STUDIO FOUNDATION SERVER SA 2.00 0.00 USD Microsoft 126-00196-ESA3 126-00196 MS EA VISUAL STUDIO FOUNDATION SERVER SA 49.00 0.00 USD Microsoft 269-12442-ESA3 269-12442 MS EA OFFICE PRO PLUS 32 BIT WIN SA PLAT 1.650.00 0.00 USD Microsoft 269-12445-ESA3 269-12445 MS EA OFFICE PRO PLUS 32 BIT WIN LICISA 4.00 0.00 USD Microsoft 269-12445-ESA3 269-12445 MS EA OFFICE PRO PLUS 32 BIT WIN LICISA -4.00 0.00 USD Microsoft 312-M57-ESA3 312-02257 MS EA EXCHANGE SERVER SA ALL LANG 1.00 0.00 USD Microsoft 395-02504-ESA3 395.02504 MS EA EXCHANGE SERVER ENT SA ALL LANG 3.00 0.00 USO Microsoft 3NS-00003-ESA3 3NS-00D03 MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR 215.00 0.00 USD Microsoft 3NS-00003-ESA3 3NS-00003 MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR -185.00 0.00 USD Microsoft 5HU-00216-ESA3 5HU-00216 MS EA LYNC SERVER SA ALL LANG 1.00 0.00 USD Microsoft 6U3-00004-ESA3 6U3-00004 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 260.00 0.00 USD Microsoft 6U3-00004-ESA3 6U3-00004 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 1.394.00 0.00 USD Microsoft 6U3-00004-ESA3 6U3-00004 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB -215.00 0,00 USD Microsoft 6U3-00004-ESA3 61.13-00004 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB -45.00 0.00 USD Microsoft 6VC-01252-ESA3 6VC-01252 MS EA WINDOWS REMOTE DESKTOP SERVICES CA 225.00 0.00 USD Microsoft 6VC-01254-ESA3 6VC-01254 MS EA WINDOWS REMOTE DESKTOP SERVICES CA 75.00 0.00 USD Microsoft 76A-00010-ESA3 76A-00010 MS EA ENT CAL LICISA PLATFORM USER CAL W 260.00 0.00 USD Microsoft 76A-00010-ESA3 76A-00010 MS EA ENT CAL LICISA PLATFORM USER CAL W 45.00 0.00 USD Microsoft 76A-00010-ESA3 76A-00010 MS EA ENT CAL LICISA PLATFORM USER CAL W -215.00 0.00 USD Microsoft 76A-00010-ESA3 76A-00010 MS EA ENT CAL LICISA PLATFORM USER CAL W 45.00 0.00 USD Microsoft 76A-00016-ESA3 76A-00016 MS EA ENT CAL SA PLATFORM USER CAL W/SVC 1,394.00 0.00 US0 Microsoft 77D-00111-ESA3 770-00111 MS EA VISUAL STUDIO PRO W/MSDN MP SA ALL 7.00 0.00 USD Microsoft 7JO-00343-ESA3 7JO-00343 MS EA SOL SERVER ENTERPRISE CORE SA 2 LI 42.00 0.00 USD Microsoft 7JO-00448-ESA3 7J0400448 MS EA SOL SERVER ENTERPRISE CORE SA STEP 10.00 0.00 USD Microsoft 7NO-00292-ESA3 7NO-00292 MS EA SOL SERVER STANDARD CORE SA 2 LIC 78.00 0.00 USD Microsoft 9ED-00073-ESA3 BED-W073 MS EA VISUAL STUDIO PREM W/MSDN MP SA AL 39.00 0.00 USD Microsoft 9JD-00053-ESA3 9JO-WO53 MS EA VISUAL STUDIO ULTIMATE W/MSDN MP S 34.00 0.00 USD Microsoft CW2-00307-ESA3 CW2-00307 MS EA WIN00WS ENT FOR SA SA PLATFORM ALL 1,650.00 0.00 USD Microsoft D87-01159-ESA3 D87-01159 MS EA VISIO PRO 32 BIT WIN SA ALL LANG 108.00 0.00 USD Inbit FS1064ESD FS1064ESO FULLSHOT 10 PROFESSIONAL EDITION SITE LI 1.00 0.00 USD Microsoft H04-00268-ESA3 H04-00268 MS EA SHAREPOINT SERVER WNT SA ALL LANG 5.00 0.00 USD Microsoft H21-00420-ESA3 H21-W420 MS EA PROJECT SERVER 32 BIT WIN SA DEVIC 10.00 0.00 USD Microsoft H22-00475-ESA3 H22-DO475 MS EA PROJECT SERVER 32 BIT WIN SA ALL L 1.00 0.00 USD Microsoft H30-0D238-ESA3 H30-00238 MS EA PROJECT PRO 32 BIT WIN SA ALL LANG 67.00 0.00 USD Microsoft P71-07282-ESA3 P71-07282 MS EA WINDOWS SERVER OATACENTER SA 2 PRO 22.00 0,00 USD Microsoft P73-05898-ESA3 P73-05898 MS EA WINDOWS SERVER STANDARD SA 2 PROC 170.00 0.00 USD 123 of 271 Product Type Summary by Manufacturer For Period: 01.01-2015 thru 11-24.2016 Manufacturer License Maintenance License & Maint Bundles Media & Does Shrinkwrap Other Software Hardware Services Total Sales Currency Adobe Systems 268.15 18,773.10 13,695,44 0.00 0.00 0.00 0.00 0.00 32,736.89 USD Apple 0.00 0.00 0.00 0.00 0.00 0.00 11,452.50 1,207.72 12,660.22 USD Belkin Components 0.00 0.00 0.00 0.00 0.00 0.00 313.91 0.00 313.91 USD IBM 0.00 80,558.59 0.00 0.00 0.00 0.00 0.00 0.00 80,558.59 USD Inbit 3,392.87 0.00 0.00 0,00 0.00 0.00 0.00 0.00 3.392.87 USD Microsoft 0.00 655,400.25 267,756.01 0.00 0.00 0.00 0.00 0.00 923,156.26 USD NetMotion Wireless 0.00 13,846.70 0.00 0.00 0.00 0.00 0.00 0.00 13,846.70 USD Nuance Communications 4.160.24 2,378.50 0.00 0.00 0.00 0.00 0.00 0.00 6,538.74 USD SAP 357.97 0.00 0.00 0.00 0.00 0.00 0.00 0.00 357.97 USD Symantec 0.00 32,350.47 357.48 0.00 0.00 0.00 0.00 0.00 32,707.95 USD TechSmith 102.63 0.00 0.00 0.00 0.00 0.00 0.00 0.00 102.63 USD VMware 372.99 0.00 0.00 0.00 0.00 0.00 0.00 0.00 372.99 USD 124 of 271 Product Totals by Manufacturer For Period: 01-01-20111 thru 11.24-2016 Manufacturer Insight Part ID Product Description Product Type Product Category / Sub Category 0 of Mfr Part ID Invoiced Total Sales Currency Users Quantity Microsoft 7JQ4X)448-ESA3 MS EA SQL SERVER ENTERPRISE CORE SA STEP License & Maint Software - Applications 1 7J -00448 16.00 0.00 USD Microsoft 269-12442-ESA3 MS EA OFFICE PRO PLUS 32 BIT WIN SA PLAT Maintenance Software - Software Service/Support 1 269-12442 1,650.00 0.00 USD Microsoft 76A-00016-ESA3 MS EA ENT CAL SA PLATFORM USER CAL W/SVC Maintenance Software - Software Service/Support 1 76A400016 1,394.00 0.00 USD Microsoft 7JQ-00343-ESA3 MS EA SQL SERVER ENTERPRISE CORE SA 2 LI Maintenance Software - Software Service/Support 1 7JO-00343 42.00 0.00 USD Microsoft 9JD-00053-ESA3 MS EA VISUAL STUDIO ULTIMATE W/MSDN MP S Maintenance Software - Software Service/Support 1 9JD-00053 34.00 0.00 USD Microsoft CW2-00307-ESA3 MS EA WINDOWS ENT FOR SA SA PLATFORM ALL Maintenance Software - Software Service/Support 1 CW2-00307 1,650.00 0.00 USD Microsoft 7NQ-00292-ESA3 MS EA SOL SERVER STANDARD CORE SA 2 LIC Maintenance Software - Software Service/Support 1 7NO-00292 78.00 0.00 USD Microsoft 6U3-00004-ESA3 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB License & Maint Software - Applications 1 6U3-00004 1.439.00 0.00 USD IBM E0641LL-IMPPA IBM COGNOS BENT PANNING TM1 CONTRIBUTOR Maintenance Software - Software Service/Support 1 E0641LL 99.00 0.00 USD Microsoft 9ED-00073-ESA3 MS EA VISUAL STUDIO PREM W/MSDN MP SA AL Maintenance Software - Software Service/Support 1 9ED-OW73 39.00 0.00 USD Microsoft 6VC-01252-ESA3 MS EA WINDOWS REMOTE DESKTOP SERVICES CA License & Maint Software - Applications 1 6VC-01252 225.00 0.00 USD Microsoft P73-05898-ESA3 MS EA WINDOWS SERVER STANDARD SA 2 PROC Maintenance Software - Software Service/Support 1 P73-06898 170.00 0.00 USD Microsoft P71-07282-ESA3 MS EA WINDOWS SERVER DATACENTER SA 2 PRO Maintenance Software - Software Service/Support 1 P71-07282 22.00 0.00 USD IBM E064GLL-IMPPA IBM COGNOS BENT PANNING TM1 MOD AUTH USE Maintenance Software - Software Service/Support 1 E064GLL 7.00 0.00 USD Symantec OE71OZZO-ER1GH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H Maintenance Software - Software Service/Support 250+ OE71OZZG-ERlGH 1.800.00 0.00 USD Microsoft 76A-OW10-ESA3 MS EA ENT CAL LIC/SA PLATFORM USER CAL W License & Maint Software - Applications 1 76A-00010 45.00 0.00 USD IBM E09SOLL-IMPPA IBM COGNOS EXECUTIVE VIEWER SVR PA ANNL Maintenance Software - Software Service/Support 1 E09SOLL 92.00 0.00 USD NetMotion Wireless 09ONMPRMMNTI NETMOTION MOBILITY XE MP PREMIUM SW MNT Maintenance Software - Software Service/Support 09ONMPRMMNTI 1.00 0.00 USD Microsoft H30-00238-ESA3 MS EA PROJECT PRO 32 BIT WIN SA ALL LANG Maintenance Software - Software Service/Support 1 H30-00238 67.00 0.00 USD Microsoft 076-01912-ESA3 MS EA PROJECT 32 BIT WIN SA ALL LANG Maintenance Software - Software Service/Support 1 076-01912 100.00 0.00 USD Microsoft D87-01159-ESA3 MS EA VISIO PRO 32 BIT WIN SA ALL LANG Maintenance Software - Software Service/Support 1 D87-01159 108.00 0.00 USD IBM E08BCLL-IMPPA IBM COGNOS ANALYTICS SVR PVU SW SNS RNW Maintenance Software - Software Service/Support 1 E08BCLL 280.00 0.00 USD Adobe Systems 65227494BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint Software - Applications 1 65227494BCOIA12 20.00 0.00 USD Microsoft 3MS-00001-ESA3 MS EA EXCHANGE ONLINE PLAN 1 G SHRDSVR MO License & Maint Software - Applications 1 3MS-00001 300.00 0.00 USD Adobe Systems 65196283ACO2Al2 ADOBE CLPG 5.X ACROBAT PRO MLP RNW 1YR-1 Maintenance Software - Software Service/Support 1 65196283ACO2Al2 182.00 0.00 USD Adobe Systems 65197225ACO2Al2 ADOBE CLPG 5.X ACROBAT STD MP RNW 1YR-12 Maintenance Software - Software Service/Support 1 65197225ACO2Al2 266.00 0.00 USD Symantec 10WIOZZO-ERlGS SYMAN PROT ENGINE FOR CLOUD 7.5 P RNWL 1 Maintenance Software - Software Service/Support 10W1OZZ0-ER1GS 6.00 0.00 USD Apple ZOOP-2101696265 MACBOOK PRO 13-INCH WITH RETINA DISPLAY Hardware Product Systems - Notebooks ZOOP-2101696265 3.00 0.00 USD Microsoft H04-00266-ESA3 MS EA SHAREPOINT SERVER WNT SA ALL LANG Maintenance Software - Software Service/Support 1 H04430268 5.00 0.00 USD Symantec FDYT0ZZ0-ER1GS GOV PROT F SHAREPT SVR 6-EXT ACS LIC RNW Maintenance Software - Software Service/Support 1+ FDYTOZZ0-ER1GS 3.00 0.00 USD Apple MH2M2LUA APPLE IPAD AIR 2 WI-FI + CELLULAR - TABL Hardware Product Systems - Handhelds MH2M2LUA 5.00 0.00 USD Microsoft 126-00196-ESA3 MS EA VISUAL STUDIO FOUNDATION SERVER SA Maintenance Software - Software Service/Support 1 126-00196 49.00 0.00 USD Nuance Communications AV09A-S99-1.0 NUANCE POWERPDF ADVANCED, STATE & LOCAL, License Software - Applications AV09A-S99-1.0 50.00 0.00 USD Inbit FS1064ESD FULLSHOT 10 PROFESSIONAL EDITION SITE LI License Software - Applications FS1064ESD 1.00 0.00 USD Adobe Systems 6522750OBC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint Software - Applications 1 6522750OBCOIA12 6.00 0.00 USD IBM E09RZLL-IMPPA IBM COGNOS EXECUTIVE VIEWER SVR PVU ANNL Maintenance Software - Software Service/Support 1 E09RZLL 140.00 0.00 USD IBM E064KLL-IMPPA IBM ELA COGNOS BENT PANNING TM1 CONTRIBU Maintenance Software - Software Service/Support 1 E064KLL 140.00 0.00 USD 125 of 271 Purchase Activity Detail Report For Period: 01-01-2015 thru 11-24-2015 Insight Part ID Product Description Product 'Type Country Product Category / Sub Category Operations Center Account Account Name PO PO Release of Usage Number Number No. 076-01912-ESA3 MS EA PROJECT 32 BIT WIN SA ALL LAND Maintenance US Software - Software Service/Support North America (SA) 11111111 PUBLIC SECTOR CLIENY P07290 090NMPRMMNTI NETMOTION MOBILITY XE MP PREMIUM SW MNT Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7156 O271OZZO-ERlGH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7723 10W1OZZO-ERlGS SYMAN PROT ENGINE FOR CLOUD 7.5 P RNWL 1 Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7723 125-00124-ESA3 MS EA VISUAL STUDIO FOUNDATION SERVER SA Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 126-00196-ESA3 MS EA VISUAL STUDIO FOUNDATION SERVER SA Maintenance US Software - Software Service/Suppon North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 1ZB30ZZD-ER1 GH GOV PROT F SHAREPT SVR 6-P U RNWL ESS 12 Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7723 210-1337-11 ADOBE FLP LIVECYCLE DESIGNER 11 MP PER U License US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7773 269-12442-ESA3 MS EA OFFICE PRO PLUS 32 BIT WIN SA PLAT Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 269-12445-ESA3 MS EA OFFICE PRO PLUS 32 BIT WIN LIC/SA License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7216 269-12445-ESA3 MS EA OFFICE PRO PLUS 32 BIT WIN LIC/SA License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7216 312-M57-ESA3 MS EA EXCHANGE SERVER SA ALL LANG Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 395-02504-ESA3 MS EA EXCHANGE SERVER ENT SA ALL LANG Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 3MS-00001-ESA3 MS EA EXCHANGE ONLINE PLAN 1G SHRDSVR MO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7431 3NS400003-ESA3 MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7297 3NS-00003-ESA3 MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7297 5HU-W216-ESA3 MS EA LYNC SERVER SA ALL LANG Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 65181975ACO2Al2 ADOBE CLPG 5.X ROBOHELP OFFICE MP IMPROV Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 65181983ACO2Al2 ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 65194015ACO2Al2 ADOBE CLPG 5.X PREMIERE ELEM MLP RNW 1YR Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 65194053ACO2Al2 ADOBE CLPG 5.X PHOTOSHOP ELEM MLP RNW 1Y Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7642 65196283ACO2Al2 ADOBE CLPG 5.X ACROBAT PRO MLP RNW 1YR-1 Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 65197225ACO2Al2 ADOBE CLPG 5.X ACROBAT STD MP RNW 1YR-12 Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 65206810BCOIA12 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7293 65206810BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7306 65206810BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7585 65206810BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7603 65222605ACO2Al2 ADOBE CLPG S.X COLDFUSION STD ALP RNW 2 Maintenance US Software - Software Service/Support North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7542 66226053BC01Al2 ADOBE VIPG PHOTOSHOP CC MLP SUB LIC F/CS License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7484 66227476BC01Al2 ADOBE VIPG PHOTOSHOP CC MLP SUB LIC RNW License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7641 66227494BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7641 6SM7500BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7641 6U3-O0004-ESA3 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7216 6U3-00004-ESA3 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7216 6U3.00004-ESA3 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7216 6U3-00004-ESA3 MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB License & Maint US Software - Applications North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7290 6U34X0004-ESA3 MS EA OFFICE 385 GOV E3 SHRDSVR MON SUB License & Maint US Sire Tqoeiicalions North America (SAP) 11111111 PUBLIC SECTOR CLIENT PO7297 Purchase Activity Detail Report For Period: 01-01-2015 thru 11-24-2016 Invoice Invoice Date Order Order Data Manufacturer Manufacturer Part ID Invoice Total Safes Currency Number Number Quantity 1100412301 04-01-2015 318M851 03-17-2015 Microsoft 076-01912-ESA3 100.00 0.00 USD 1100402446 01-22-2015 317925650 01 22-2015 NetMotion Wireless 09ONMPRMMNTI 1.00 0.00 USD 1100441067 09-24-2015 318912713 09-22-2015 Symantec OE71OZZO-ERlGH 1,800.00 0.00 USD 1100441067 09-24-2015 318912713 09-22-2015 Symantec 1OW10ZZO-ERlGS 6.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 125-00124-ESA3 2.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 126-00196-ESA3 49.00 0.00 USD 1100441067 09 24-2015 318912713 09-22-2015 Symantec 1ZB30ZZO-ERIGH 1,394.00 0.00 USD 1100446028 10-23-2015 319019181 10-19-2015 Adobe Systems 210-1337-11 1.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 269-12442-ESA3 1,650.00 0.00 USD 1100408270 03-05-2015 318087173 03-03-2015 Microsoft 269-12445-ESA3 4.00 0.00 USD 1100415135 04-23-2015 55462255 03-31-2015 Microsoft 269-12445-ESA3 -4.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 312-02257-ESA3 1.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 395-02504-ESA3 3.00 0.00 USD 1100418088 05-12-2015 318367802 05-11-2015 Microsoft 3MS-00001-ESA3 300.00 0.00 USD 1100409812 03-17-2015 318146273 03-17-2015 Microsoft 3NS-00003-ESA3 215.00 0.00 USD 1100416203 04-30-2015 55467935 04-29-2015 Microsoft 3NS-00003-ESA3 -185.00 0.00 USD 1100412301 04-01-2015 318146851 03-17-2015 Microsoft 5HU-00216-ESA3 1.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65181975ACO2Al2 2.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65181983ACO2Al2 14.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65194015ACO2Al2 4.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65194053ACO2AI2 11.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65196283ACO2Al2 182.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2016 Adobe Systems 65197225ACO2Al2 266.00 0.00 USD 1100407272 02-26-2015 318068829 02-26-2015 Adobe Systems 652068108C01Al2 1.00 0.00 USD 1100408539 03-07-2015 318103688 03-06-2015 Adobe Systems 6520681OBC01Al2 1.00 0.00 USD 1100431383 07-29-2015 318694161 07-28-2015 Adobe Systems 652068108C01Al2 1.00 0.00 USD 1100432226 08-04-2015 318721301 08-04-2015 Adobe Systems 6520681OBC01Al2 1.00 0.00 USD 1100429124 07-15-2015 318636209 07-15-2015 Adobe Systems 65222605ACO2Al2 1.00 0.00 USD 1100421871 06-04-2015 318470130 06-04-2015 Adobe Systems 65226053BC01Al2 1.00 0.00 USD 1100447792 11-03-2015 319080121 11-03-2015 Adobe Systems 652274768C01Al2 2.00 0.00 USD 1100447792 11-03-2015 319080121 11-03-2015 Adobe Systems 65227494BC01Al2 20.00 0.00 USD 1100447792 11-03-2015 319080121 11-03-2015 Adobe Systems 652275008C01AI2 6.00 0.00 USD 1100408270 03-05-2015 318087173 03-03-2015 Microsoft 61.13-00004-ESA3 260.00 0.00 USD 1100415135 04-23-2015 55462255 03-31-2015 Microsoft 6U3-00004-ESA3 -215.00 0.00 USD 1100416202 04-30-2015 56467926 04-29-2015 Microsoft 6U3-00004-ESA3 -45.00 0.00 USD 1100412301 04-01-2015 318148851 03-17-2015 Microsoft 6U3-00004-ESA3 1.394.00 0.00 USD 1100417865 05-11-2015 318368152 05-11-2015 Microsoft 6U3-00004-ESA3 4&w of 271 0'D0 USD 9 Purchase Summary by Manufacturer For Period: 01.01-2015 thru 11-24-2015 Manufacturer Manufacturer Material # Insight Part Number Description Invoiced Total Purchase Currency Quantity Adobe Systems 210-1337-11 210-1337-11 ADOBE FLP LIVECYCLE DESIGNER 11 MP PER U 1.00 0.00 USD Adobe Systems 65181975ACO2Al2 65181975ACO2Al2 ADOBE CLPG 5.X ROBOHELP OFFICE MP IMPROV 2.00 0.00 USD Adobe Systems 65181983ACO2Al2 65181983ACO2Al2 ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP 14.00 0.00 USD Adobe Systems 65222605ACO2Al2 65222605ACO2Al2 ADOBE CLPG 5.X COLDFUSION STD ALP RNW 2 1.00 0.00 USD Adobe Systems 65226053BCOIA12 652260538COIA12 ADOBE VIPG PHOTOSHOP CC MLP SUB LIC F/CS 1.00 0.00 USD Adobe Systems 65227476BC01Al2 65227476BCOIA12 ADOBE VIPG PHOTOSHOP CC MLP SUB LIC RNW 2.00 0.00 USD Adobe Systems 652274949C01Al2 65227494BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO 20.00 0.00 USO Adobe Systems 65227500BC0IA12 65227500BC01Al2 ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO 6.00 0.00 USD Apple MB829LUA MB829LUA APPLE MAGIC MOUSE 2.00 0.00 USD Apple ZOQP-2101696265 ZOQP-2101696265 MACBOOK PRO 13-INCH WITH RETINA DISPLAY 3.00 0.00 USD Belkin Components F4U085TT F41.1085TT THUNDERBOLT 2 EXPRESS DOCK HD, W/ 1M CAB 1.00 0.00 USD Belkin Components F5L171TTBLK F5L171TTBLK KYBD W/ CASE BLK IPAD AIR 5G 0.00 0.00 USD IBM E064GLL E064GLL-IMPPA IBM COGNOS BENT PANNING TMl MOD AUTH USE 7.00 0.00 USD IBM E08BCLL E08BCLL-IMPPA IBM COGNOS ANALYTICS SVR PVU SW SNS RNW 280.00 0.00 USD IBM E09RZLL E09RZLL-IMPPA IBM COGNOS EXECUTIVE VIEWER SVR PVU ANNL 140.00 0.00 USD IBM E09SOLL E09SOLL-IMPPA IBM COGNOS EXECUTIVE VIEWER SVR PA ANNL 92.00 0.00 USD Inbit FS1064ESD FS1064ESD FULLSHOT 10 PROFESSIONAL EDITION SITE LI 1.00 0.00 USD Microsoft 076-01912 076-01912-ESA3 MS EA PROJECT 32 BIT WIN SA ALL LANG 100.00 0.00 USD Microsoft 125-00124 125-00124-ESA3 MS EA VISUAL STUDIO FOUNDATION SERVER SA 2.00 0.00 USD Microsoft 6VC-01254 6VC-01254-ESA3 MS EA WINDOWS REMOTE DESKTOP SERVICES CA 75.00 0.00 USD Microsoft T61--00238 T6L-00238-ESA3 MS EA SYSTEM CENTER DATACENTER SA 2 FROG 1.00 0.00 USD Nuance Communications AV09A-S99-1.0 AV09A-S99-1.0 NUANCE POWERPDF ADVANCED, STATE & LOCAL, 50.00 0.00 USD Nuance Communications M109B-SV2-8.0 M1098-SV2-8.0 NUANCE OLP PDF CONVERTER ENT 8 MP MNT & 100.00 0.00 USD 129 of 271 Purchase Summary by Item Purchased For Period: 01-01.2015 thru 11-24-2016 Description Manufacturer Product Typo Product Category I Sub Category Manufacturer Part Insight Part Number Invoiced Extended Currency fiumb4r OuenNty Price _ ADOBE CLPG 5.X ACROBAT PRO MLP RNW 1YR-1 Adobe Systems Maintenance Software - Software Service/Support 65196283ACO2Al2 65196283ACO2Al2 182.00 0.00 USD ADOBE CLPG 5.X ACROBAT STD MP RNW 1YR-12 Adobe Systems Maintenance Software - Software Service/Support 65197225ACO2Al2 65197225ACO2Al2 266.00 0.00 USD ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP Adobe Systems Maintenance Software - Software Service/Support 65181983ACO2Al2 65181983ACO2Al2 14.00 0.00 USD ADOBE CLPG 5.X COLDFUSION STD ALP RNW 2 Adobe Systems Maintenance Software - Software Service/Support 65222605ACO2Al2 65222605ACO2Al2 1.00 0.00 USD ADOBE CLPG S.X PHOTOSHOP ELEM MLP RNW 1Y Adobe Systems Maintenance Software - Software Service/Support 65194053ACO2Al2 65194053ACO2Al2 11.00 0.00 USD ADOBE CLPG 5.X PREMIERE ELEM MLP RNW 1YR Adobe Systems Maintenance Software - Software Service/Support 65194015ACO2Al2 65194015ACO2Al2 4.00 0.00 USD ADOBE CLPG 5.X ROBOHELP OFFICE MP IMPROV Adobe Systems Maintenance Software - Software Service/Support 65181975ACO2Al2 65181975ACO2Al2 2.00 0.00 USD ADOBE FLP LIVECYCLE DESIGNER 11 MP PER U Adobe Systems License Software - Applications 210-1337-11 210-1337-11 1.00 0.00 USD ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO Adobe Systems License & Maint Software - Applications 65206810BC01Al2 652068108C01Al2 4.00 0.00 • USD ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO Adobe Systems License & Maint Software - Applications 65227494BC01Al2 65227494BC01Al2 20.00 0.00 USD ADOBE VIPG CREATIVE CLOUD FOR TEAMS - CO Adobe Systems License & Maint Software - Applications 65227500BC0IA12 65227500BC01Al2 6.00 0.00 USD ADOBE VIPG PHOTOSHOP CC MLP SUB LIC F/CS Adobe Systems License & Maint Software - Applications 65226053BC01Al2 65226053BC0IA12 1.00 0.00 USD ADOBE VIPG PHOTOSHOP CC MLP SUB LIC RNW Adobe Systems License & Maint Software - Applications 652274768C0IA12 652274768C01Al2 2.00 0.00 USD APP FOR MB/MB AIR/13 MB PRO E/KACCSUSA Apple Services Services - Warranty Physical MD014LUA MD014LUA 1.00 0.00 USD APPLE 27' MONITOR Apple Hardware Product Output Devices - Monitors MC914LUB MC914LUB 1.00 0.00 USD APPLE IPAD AIR 2 WI-FI + CELLULAR - TABL Apple Hardware Product Systems - Handhelds MH2M2LUA MH2M2LL/A 5.00 0.00 USD APPLE MAGIC MOUSE Apple Hardware Product Input Devices - Pointing Devices MB829LUA MBS29LUA 2.00 0.00 USD APPLE WIRELESS KEYBOARD - KEYBOARD - WIR Apple Hardware Product Input Devices - Keyboards MC184LUB MC184LUB 2.00 0.00 USD APPLECARE PROTECTION PLAN FOR MACBOOK/MA Apple Services Services - Warranty Electronic S3141LUA S3141LUA 3.00 0.00 USO APPLECARE+ PROTECTION PLAN FOR IPAD (WIT Apple Services Services - Warranty Electronic S4738LUA S4738LUA 5.00 0.00 USD MACBOOK PRO 13-INCH WITH RETINA DISPLAY Apple Hardware Product Systems - Notebooks ZOQP-2101696265 ZOOP-2101696265 3.00 0.00 USD KYBD W/ CASE BLK IPAD AIR 5G Belkin Components Hardware Product Input Devices - Keyboards F51-171TTBLK FSL171TTBLK 0.00 0.00 USD THUNDERBOLT 2 EXPRESS DOCK HD, W/ 1 M CAB Belkin Components Hardware Product Systems - Port Expansion F4U085TT F4U085TT 1.00 0.00 USD IBM COGNOS BENT PANNING TM1 CONTRIBUTOR IBM Maintenance Software - Software Service/Support E0641LL E0641LL-IMPPA 99.00 0.00 USD IBM COGNOS BENT PANNING TM1 MOD AUTH USE IBM Maintenance Software - Software Service/Support E064GLL E064GLL-IMPPA 7.00 0.00 USD IBM COGNOS ANALYTICS SVR PVU SW SNS RNW IBM Maintenance Software - Software Service/Support EOBBCLL E088CLL-IMPPA 280.00 0.00 USD IBM COGNOS EXECUTIVE VIEWER SVR PA ANNL IBM Maintenance Software - Software Service/Support E09SOLL E09SOLL-IMPPA 92.00 0.00 USD IBM COGNOS EXECUTIVE VIEWER SVR PVU ANNL IBM Maintenance Software - Software Service/Support E09RZLL E09RZLL-IMPPA 140.00 0.00 USD IBM ELA COGNOS SENT PANNING TM1 CONTRIBU IBM Maintenance Software - Software Service/Support E064KLL E064KLL-IMPPA 140.00 0.00 USD FULLSHOT 10 PROFESSIONAL EDITION SITE LI Inbit License Software - Applications FS1064ESD FS1064ESD 1.00 0.00 USD MS EA BING MAPS KNOWN USER MONTHLY SUS P Microsoft License & Maint Software - Applications T3V-00007 T3V-00007-ESA3 100.00 0.00 USD MS EA BINGS MAPS ENT PLATFORM MONTHLY SU Microsoft License & Maint Software - Applications U2V-00007 U2V-00007-ESA3 1.00 0.00 USD MS EA ECAL BRIDGE FOR OFFICE 365 LICISA Microsoft License & Maint Software - Applications U5J-00002 U5J-00002-ESA3 1.00 0.00 USD MS EA ENT CAL LIC/SA PLATFORM USER CAL W Microsoft License & Maint Software - Applications 76A-00010 76A-00010-ESA3 45.00 0.00 USD MS EA ENT CAL SA PLATFORM USER CAL W/SVC Microsoft Maintenance Soft73 0of llwa 1 Servlce/Support 76A-00016 76A-00016-ESA3 1,394.00 0.00 USD Purchase Summary by Shipping Location For Period: 01-01-2015 thru 11.24.2015 Shipping Account Name Shipping Shipping Attention Shipping Street Shipping Shipping State / Shipping Postal Shipping Invoiced Extended Currency Account Number City Province Code Country Quantity Price PUBLIC SECTOR CLIENT 11111111 J E SMITH 6820 S HARLAVE TEMPE AZ 85283-1234 us 7,326.00 852,205.92 US PUBLIC SECTOR CLIENT 11111111 PAM HUNT 6820 S HARL AVE TEMPE AZ 85283-1234 US 100.00 3,941.50 USD PUBLIC SECTOR CLIENT 1'1111111 GREG WRIGHT 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 268.15 USD PUBLIC SECTOR CLIENT 11111111 JEFF FORD 6820 S HARL AVE TEMPE AZ 85283-1234 US 6.00 732.74 USD PUBLIC SECTOR CLIENT 11111111 SARAH DUNN 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 13,846.70 USD PUBLIC SECTOR CLIENT 11111111 TIM JOHNS 6820 S HARL AVE TEMPE AZ 85283.1234 US 3.00 372.99 USD PUBLIC SECTOR CLIENT 11111111 SAM POTTER 6820 S HARL AVE TEMPE AZ 85283-1234 US 18.00 10,244.53 USD PUBLIC SECTOR CLIENT 11111111 KELLY JOHNSON 6820 S HARL AVE TEMPE AZ 85283-1234 US 4.00 2,530.07 USD PUBLIC SECTOR CLIENT 11111111 RITA MILLER 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 357.97 USD PUBLIC SECTOR CLIENT 11111111 ERIC BROWN 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 408.41 USD PUBLIC SECTOR CLIENT 11111111 JASON HALL 6820 S HARL AVE TEMPE AZ 85283-1234 US 45.00 976.50 USD PUBLIC SECTOR CLIENT 11111111 LUCY YOUNG 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 363.04 USD PUBLIC SECTOR CLIENT 11111111 BRIAN LEWIS 6820 S HARL AVE TEMPE AZ 85283-1234 US 758.00 80,558.59 USD PUBLIC SECTOR CLIENT 11111111 DAVID SCOTT 6820 S HARL AVE TEMPE AZ 85283-1234 US 6.00 64,647.66 USD PUBLIC SECTOR CLIENT 11111111 MICHAEL HARRIS 6820 S HARL AVE TEMPE AZ 85283-1234 US 302.00 8,719.05 USD PUBLIC SECTOR CLIENT 11111111 LISA GREEN 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 199.53 USD PUBLIC SECTOR CLIENT 11111111 MICHELLE EVANS 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 90.73 USD PUBLIC SECTOR CLIENT 11111111 BRENDA MURPHY 6820 S HARL AVE TEMPE AZ 85283-1234 US 480.00 18.773.10 USD PUBLIC SECTOR CLIENT 11111111 JUSTIN COOK 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 181.52 USD PUBLIC SECTOR CLIENT 11111111 BILL PARKER 6820 S HARL AVE TEMPE AZ 85283-1234 US 3.00 102.63 USD PUBLIC SECTOR CLIENT 11111111 DAWN ROGERS 6820 S HARL AVE TEMPE AZ 85283-1234 US 1.00 136.14 USD PUBLIC SECTOR CLIENT 11111111 MARYCOLLINS 6820 S HARL AVE TEMPE AZ 85283-1234 US 28.00 12,515.60 USD PUBLIC SECTOR CLIENT 11111111 PETER CARTER 6820 S HARL AVE TEMPE AZ 85283-1234 US 3,763.00 32,350.47 USD PUBLIC SECTOR CLIENT 11111111 CHRIS WALKER 6820 S HARL AVE TEMPE AZ 85283-1234 US 3.00 357.48 USD PUBLIC SECTOR CLIENT 11111111 KEVIN TURNER 6820 S HARL AVE TEMPE AZ 85283-1234 US 125.00 1,864.50 USD 131 of 271 Software Deters Data For Period: 0141.2015[hm 11-24-2015 Operation. Center Reporting Reporthq Parent Nam. Account No Account Name Account Address Account Account Account Account Post.[ Account Contact Contact Phone Invoice Parent IO Atte0ion City StatoPmvm.. Code Country Nam. Number North Amenca() 999999 TEMPE AZ 85283-1234 US JOHN SMITH 4BO4674448 1100400352 North Amenca(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-07-0448 1100400352 North Ammica(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480467.4448 11004D0352 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT M20 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 490.467.4448 11004D2934 NOM Amanw(SAP) W999N PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6620 S HARL AVE TEMPE AZ 852834234 US JOHN SMITH 480d67-4448 1100407272 NOMAmence(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 852801234 US JOHN SMITH 4BD.4674448 11004078% NOMArnnra(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT W20 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480467-0448 1100408270 North Amehw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT 6B20 S HARL AVE TEMPE AZ 85283-12U US JOHN SMITH 480467-0448 1100408270 North America(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT M205 HARL AVE TEMPE AZ 65283-12U US JOHN SMITH 480-0674"13 1100408270 North Amenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-467- 18 1100408539 North Amence(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT 68205 HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 4804674448 1100409812 North Amence(SAP) 9999999 PUBLIC SECTOR CLIENT 14111111 PUBLIC SECTOR CLIENT 6820 S HARLAVE TEMPE AZ 85283-12M US JOHN SMITH 460-0674448 110040%17 North Amenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-12M US JOHN SMITH 480167-4448 1100409817 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT MO S HARL AVE TEMPE AZ B5283-12M US JOHN SMITH 480-467.4448 1101t409817 NOM Amence(SAP) 999B999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT M20 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-0874448 1100412301 Nam Amenca(SAP) 9999999 PUBLIC SECTOR CUENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480 7-0448 1100412301 North America(SAP) NSN99 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480 7-0 18 1100412301 Nonh Amence(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT M20 S HARL AVE TEMPE AZ 85283-12U US JOHN SMITH 480-067.4448 1100412301 North Amence(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT W20 S HARL AVE TEMPE AZ 852801234 US JOHN SMITH 480.467-4448 1100412301 North America (SAP) 9999999 PUBLIC SECTOR CUENT 11111111 PUBUC SECTOR CLIENT M20 S HARL AVE TEMPE AZ 852801234 US JOHN SMITH 490-067-4448 1100412301 North Amerce(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBUC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 852801234 US JOHN SMITH 480-067-0448 110041MOl North Amerce(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 852801234 US JOHN SMITH 4804674448 1100412301 North Amence(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 88205 HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-4674448 1100412301 North Amenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6S20 S HARL AVE TEMPE AZ 65283A234 US JOHN SMITH 480-067-0448 11OU12301 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283.1234 US JOHN SMITH 48D-467-4448 1100412301 North Amadca(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 48D467-0448 1100412301 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480.4674448 110041MOI North AmBnw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283d234 US JOHN SMITH 400467.4440 1100412301 North Amenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 4804674448 1100412301 North AmeBw (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-12N US JOHN SMITH 480467-4448 1100412301 North Amenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480467444B 1100412301 North America (SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6B20 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-4674448 1100412301 North Amonw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT M20 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480467-0448 1100412301 North Arnenw(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283.1234 US JOHN SMITH 480.4674448 11004123DI North Amenw (SAP) 9999999 PUBLIC SECTOR CUENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 4804674448 1100412301 North Amema(SAP) 9999999 PUBLIC SECTOR CLIENT 11111111 PUBLIC SECTOR CLIENT 6820 S HARL AVE TEMPE AZ 85283-1234 US JOHN SMITH 480-467444B 1I00412301 132 of 271 Software Detail Data For Period: 01-01-2015 thru 11-24-2015 Una Item Invoice Date Manufacturer Manufacturer Part ID Insight Part ID Product Title Product Description Version Package Package No Count Type 10 01-052015 Nuance Communications M109BSV2-8.0 M109BSV2-8.0 NUANCE MA NTENANCE & SUPPORT TECHNICAL SUPPORT -1 NUANCE OLP PDF CONVERTER ENT 8 MP MNT & 6 1 12 YEAR - FOR NUANCE PDF CONVERTER ENTERPRISE 20 01-05-2015 Nuance Communications M109B-SV2-8.0 M109BSV2-8.0 NUANCE MAINTENANCE & SUPPORT TECHNICAL SUPPORT - 1 NUANCE OLP PDF CONVERTER ENT 8 MP MNT & 8 1 12 YEAR - FOR NUANCE PDF CONVERTER ENTERPRISE 30 01-05-2015 Nuance Communications M109BSV1-8.0 M109B-SV1-8.0 ' NUANCE MAINTENANCE & SUPPORT 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America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23246 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 30 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23246 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 40 Adobe Systems North America (SAP) 1111'1111 PUBLIC SECTOR CLIENT 4400000000 SP-23246 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 50 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23246 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 60 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23246 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 70 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 440000000D SP-22878 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 80 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22876 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 90 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23230 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 100 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400D00000 SP-23230 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 110 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22876 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 120 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22876 08-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 130 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23230 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 140 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23230 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 150 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22878 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 160 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23230 08-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 170 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22876 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 180 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-22878 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 190 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 4400000000 SP-23230 06-29-2014 06-28-2015 1100378508 Invoice 07-25-2014 317248337 200 Adobe Systems North America (SAP) 11111111 PUBLIC SECTOR CLIENT 02-13-2014 02-27-2015 1100358416 Invoice 03-07-2014 316688842 20 NetMotion Wireless North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SP-14794 05-01-2014 04-30-2015 1100355120 Invoice 02-11-2014 316592957 10 IBM North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SP-14794 05-01-2014 04-30-2015 1100355120 Invoice 02-11-2014 316592957 20 IBM North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SP-14794 05-01-2014 04-30-2016 1100355120 Invoice 02-11-2014 316592957 30 IBM North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SPA4794 05-01-2014 04-30-2015 1100355120 Invoice 02-11-2014 316592957 40 IBM North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SP-14794 05-01-2014 04-30-2015 1100355120 Invoice 02-11-2014 316592957 50 IBM North America (SAP) 11111111 PUBLIC SECTOR CLIENT 3333333 SP-14794 05-01-2014 04-30-20a5— tlDW65120 Invoice D2-11-2014 316592957 60 IBM Software Renewal Report For Period: 01-01.2016 thru 11-24-2016 Manufacturer Part ID Material Description PO Number PO Rolcaso Unit Price Invoiced Tax PST/QST GST/HST Extended Price Currency Exch Rate No. Quantity OE71OZZD-ERIGH GOV ENDPT PROTEC 12.1 P-U RNWL ES8 IN H P06929 0.00 250.00 0.00 0.00 0.00 0.00 USD 1.00 OE71OZZO-ER1GH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H P06867 0.00 156.00 0.00 0.00 O.OD 0.00 USD 1.DO OE71OZZD-ERIGH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H 1306867 0.00 1,394.00 0.00 0.00 0.00 0.00 USD 1.00 OE71OZZO-ERIGH GOV ENDPT PROTEC 12.1 P-U RNWL ESS 12M H POSS87 0.00 1,394.00 0.00 0.00 0.00 0.00 USD 1.00 FDYTOZZD-ER1GS GOV PROT F SHAREPT SVR 6-EXT ACS LIC RNW P06867 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 FDYTOZZO-ER1GS GOV PROT F SHAREPT SVR 6-EXTACS LIC RNW P06867 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 1ZB30ZZO-ERlGH GOV PROT F SHAREPT SVR 6-P U RNWL ESS 12 P06867 0.00 1,394.00 0.00 0.00 0.00 0.00 USD 1.00 1ZB30ZZO-ERI GH GOV PROT F SHAREPT SVR 6-P U RNWL ESS 12 POSS67 0.00 1.394.00 0.00 0.00 0.00 0.00 USD 1.00 RBOQOZZO-ER1GH SYMANTEC SYMC PROTECTION ENG FOR CLOUD S P06804 0.00 280.00 0.00 0.00 0.00 0.00 USD 1.00 IOW10ZZO-ERlGS SYMAN PROT ENGINE FOR CLOUD 7.5 P RNWL 1 P06804 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 65232097ACO2AOO ADOBE CLPG 5.X CAPTIVATE 8 MLP LVL 2 P06784 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 65181994ACO2Al2 ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP P06784 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 65181983ACO2Al2 ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP P06784 0.00 11.00 0.00 0.00 0.00 0.00 USD 1.00 65194053ACO2Al2 ADOBE CLPG 5.X PHOTOSHOP ELEM MLP RNW 1Y P06784 0.00 11.00 0.00 0.00 0.00 0.00 USD 1.00 65181975ACO2Al2 ADOBE CLPG 5.X ROBOHELP OFFICE MP IMPROV P08784 0.00 2.00 0.00 0.00 0.00 0.00 USD 1.00 65197225ACO2Al2 ADOBE CLPG 5.X ACROBAT STD MP RNW IYR-12 P06784 0.00 50.00 0.00 0.00 0.00 0.00 USD 1.00 65196283ACO2Al2 ADOBE CLPG 5.X ACROBAT PRO MLP RNW 1YR-1 P06784 0.00 34.00 0.00 0.00 0.00 0.00 USD 1.00 65197173ACO2AOO ADOBE CLPG 5.X ACROBAT STD 11 MP UPG SOP P06784 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 65197414ACO2AOO ADOBE CLPG 5.X ACROBAT STD 11 MP LIC LVL P06784 0.00 16.00 0.00 0.00 0.00 0.00 USD 1.00 65197557ACO2Al2 ADOBE CLPG 5.X ACROBAT STD MP UPG PLAN F P06784 0.00 4.00 0.00 0.00 0.00 0.00 USD 1.00 65197005ACO2Al2 ADOBE CLPG 5.X ACROBAT STD MP UPG PLAN 1 P06784 0.00 16.00 0.00 0.00 0.00 0.00 USD 1.00 65195750ACO2AOD ADOBE CLPG 5.X ACROBAT PRO 11 MLP 10OPK P06784 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 65195512ACO2AOO ADOBE CLPG 5.X ACROBAT PRO 11 MLP LIC LV P06784 0.00 33.00 0.00 0.00 0.00 0.00 USD 1.00 65195978ACO2AI2 ADOBE CLPG 5.X ACROBAT PRO MLP UPG PLAN P06784 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 65196377ACO2Al2 ADOBE CLPG 5.X ACROBAT PRO MLP UPG PLAN P08784 0.00 33.00 0.00 0.00 0.00 0.00 USD 1.00 65230902ACO2AOO ADOBE CLPG 5.X COLDFUSION STD 11 ALP UPG P06784 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 65222622ACO2Al2 ADOBE CLPG 5.X COLDFUSION STD ALP UPG PL P06784 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 65197080ACO2AOO ADOBE CLPG 5.X ACROBAT STD 11 MP 5OPK LV P06784 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 65225285ACO2AOO ADOBE CLPG 5.X PREMIERE ELEM 12 MLP LICU P06784 0.00 4.00 0.00 0.00 0.00 0.00 USD 1.00 65193872ACO2Al2 ADOBE CLPG S.X PREMIERE ELEM MLP UPG PLA P06784 0.00 4.00 0.00 0.00 0.00 0.00 USD 1.00 09ONMPRMMNTI NETMOTION MOBILITY XE MP PREMIUM SW MNT P06493 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 E060KLL IBM COGNOS BUSINESS INTELLIGENCE NON PRO P01204 0.00 200.00 0.00 0.00 0.00 0.00 USD 1.00 E060OLL IBM COGNOS BUSINESS INTELLIGENCE ADMINIS P01204 0.00 3.00 0.00 0.00 0.00 0.00 USD 1.00 EOSOTLL IBM COGNOS BUSINESS INTELLIGENCE PROFESS P01204 0.00 1.00 0.00 0.00 0.00 0.00 USD 1.00 E060WLL IBM COGNOS BUSINESS INTELLIGENCE PROFESS P01204 0.00 20.00 0.00 0.00 0.00 0.00 USD 1.00 E060ZLL IBM COGNOS BUSINESS INTELLIGENCE SW ADV P01204 0.00 25.00 0.00 0.00 0.00 0.00 USD 1.00 E060ZLL IBM COGNOS BUSINESS INTELLIGENCE SW ADV P012O4 ° 138OT2,. 30.00 0.00 0.00 0.00 0.00 USD 1.00 Software License Contract Summary For Ported: 01-01.2016 thru 11-24-20111 Manufacturer Product Description Enrollment Number Vendor Master Pool Description Invoiced Quantity Total Sales Currency Points Total Points Adobe Systems ADOBE CLPG 5.X ACROBAT PRO MLP RNW 1YR-1 4400000000 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 182.00 0.00 USD 100.0 18,200.00 Adobe Systems ADOBE CLPG 5.X ACROBAT STD MP RNW 1YR-12 4400 OOD0O 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 266.00 0.00 USD 70.0 18.620.00 Adobe Systems ADOBE CLPG 5.X CAPTIVATE MLP IMPROVED UP 440D000000 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 14.00 0.00 USD 200.0 2.800.00 Adobe Systems ADOBE CLPG 5.X COLDFUSION STD ALP RNW 2 4400000000 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 1.00 0.00 USD 375.0 375.00 Adobe Systems ADOBE CLPG 5.X PHOTOSHOP ELEM MLP RNW 1Y 4400D00000 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 11.00 0.00 USD 40.0 440.00 Adobe Systems ADOBE CLPG 5.X PREMIERE ELEM MLP RNW 1YR 4400000DOO 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 4.00 O.OD USD 40.0 160.00 Adobe Systems ADOBE CLPG S.X ROBOHELP OFFICE MP IMPROV 44DO000000 4444444444 CLPG L2 RENEWAL ANLPMT MO 1-3(12) 2.00 0.00 USD 200.0 400.00 ISM IBM COGNOS BENT PANNING TM1 CONTRIBUTOR 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 99.00 0.00 USD 2.08 205.92 IBM IBM COGNOS BENT PANNING TM1 MOD AUTH USE 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 7.00 0.00 USD 14.4 100.80 IBM IBM COGNOS ANALYTICS SVR PVU SW SNS RNW 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 280.00 0.00 USD 0.2 56.00 IBM IBM COGNOS EXECUTIVE VIEWER SVR PA ANNL 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 92.00 O.OD USD 0.89 81.68 IBM IBM COGNOS EXECUTIVE VIEWER SVR PVU ANNL 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 140.00 0.00 USD 0.1 14.00 IBM IBM ELA COGNOS BENT PANNING TM1 CONTRIBU 3333333 111111 PPA MAINTENANCE RENEWAL LVL-GOV (12MO) 140.00 0.00 USD 0.1 14.00 Microsoft MS EA SING MAPS KNOWN USER MONTHLY SUB P 8888888 01E00OOO CCDBW 8148991 MNTHLYSUB AT SIGNING 100.00 0.00 USD 0.0 0.00 Microsoft MS EA KINGS MAPS ENT PLATFORM MONTHLY SU 8888888 01E00WO CCDBW 8148991 MNTHLYSUB AT SIGNING 1.00 0.00 USD 0.0 0.00 Microsoft MS EA ECAL BRIDGE FOR OFFICE 365 LICISA 8888888 01E00000 CCDBW 8148991 LSA 2YRS REM 1.00 0.00 USD 0.0 0.00 Microsoft MS EA ENT CAL LICISA PLATFORM USER CAL W 8888888 01E00000 -260.00 0.00 USD Microsoft MS EA ENT CAL LICISA PLATFORM USER CAL W 8888888 D1E00000 CCDBW 8148991 TU YR1 305.00 0.00 USD 0.0 0.00 Microsoft MS EA ENT CAL SA PLATFORM USER CAL W/SVC 8888888 01E00000 CCDBW 8148991 SA AT SIGNING 1,394.00 0.00 USD 0.0 0.00 Microsoft MS EA EXCHANGE ONLINE PLAN 1G SHRDSVR MO 8888888 01 EO0000 CCDBW 8148991 EXCHOLS PRO 10MO 300.00 0.00 USD 0.0 0.00 Microsoft MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR 8888888 OlE00000 -185.00 0.00 USD Microsoft MS EA EXCHANGE ONLINE PLAN 2 GOV SHRDSVR 8888888 01E00000 CCDBW 8148991 EXCH SUBS 12MO 215.00 0.00 USD 0.0 0.00 Microsoft MS EA EXCHANGE SERVER ENT SA ALL LANG 8888888 OlE00000 CCDBW S148991 SA AT SIGNING 3.00 0.00 USD 0.0 0.00 Microsoft MS EA EXCHANGE SERVER SA ALL LANG 8888888 01E00000 CCDBW 8148991 SA AT SIGNING 1.00 0.00 USD 0.0 0.00 Microsoft MS EA LYNC SERVER SA ALL LANG 8888888 01E00000 CCDBW 8148991 SA AT SIGNING 1.00 0.00 USD 0.0 0.00 Microsoft MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 8888888 OlEO0000 -260.00 0.00 USD Microsoft MS EA OFFICE 385 GOV E3 SHRDSVR MON SUB 8888888 01 E00000 CCDBW 8148991 MNTHLYSUB AT SIGNING 1,394.00 0.00 USD 0.0 0.00 Microsoft MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 8888888 OlE00000 CCDBW 8148991 0365 12M0 260.00 0.00 USD 0.0 0.00 Microsoft MS EA OFFICE 365 GOV E3 SHRDSVR MON SUB 8888888 OlE00000 CCDBW 8148991 0365 PRO 1OMO 45.00 0.00 USD 0.0 0.00 Microsoft MS EA OFFICE 365 PLAN G3 SHARED SERVER M 8888888 OlEO0000 CCDBW 8148991 0385 PRO 10M0 1.00 0.00 USD 0.0 O.OD Microsoft MS EA OFFICE PRO PLUS 32 BIT WIN LICISA 8888888 0lEO0000 -4.00 0.00 USO Microsoft MS EA OFFICE PRO PLUS 32 BIT WIN LICISA 8888888 01E000OO CCDBW 8148991 TU YR1 4.00 0.00 USO 0.0 0,00 Microsoft MS EA OFFICE PRO PLUS 32 BIT WIN SA PLAT 8888888 01E00000 CCDBW 8148991 SA AT SIGNING 1.650.00 0.00 USD 0.0 0.00 Microsoft MS EA PROJECT 32 BIT WIN SA ALL LANG 8888888 01 ED0000 CCDBW 8148991 SA AT SIGNING 100.00 0.00 USD 0.0 0.00 Microsoft MS EA PROJECT PRO 32 BIT WIN SA ALL LANG 6888888 01E00000 CCDBW 8148991 SA AT SIGNING 67.00 0.00 USD 0.0 0.00 Microsoft MS EA PROJECT SERVER 32 BIT WIN SA ALL L 8888888 01 E00000 CCDBW 8148991 SA AT SIGNING 1.00 0.00 USD 0.0 0.00 Microsoft MS EA PROJECT SERVER 32 BIT WIN SA DEVIC 8888888 01 E00000 CCDBW 8148991 SA AT SIGNING 10.00 0.00 USD 0.0 0.00 Microsoft MS EA SHAREPOINT SERVER WNT SA ALL LANG 8888888 01E00000 .CSC RWaIM991 SA AT SIGNING 5.00 0.00 USD 0.0 0.00 Top Manufacturer Summary For Period: 01.01.2015 thru 11-24-2015 Manufacturer Invoiced Quantity Total Sales Currency Adobe Systems 514.00 32,736.69 USD Apple 22.00 12,660.22 USD Belkin Components 1.00 313.91 USD IBM 758.00 80,558.59 USD Inbit 1.00 3,392.87 USD Microsoft 7,678.00 923,156.26 USD NetMotion Wireless 1.00 13,846.70 USD Nuance Communications 231.00 6.538.74 USD SAP 1.00 357.97 USD Symantec 3,766.00 32,707.95 USD TechSmith 3.00 102.63 USD VMware 3.00 372.99 USD 140 of 271 Total Sales by Year and Month For Period: 0"1.2016 thru 11-24-2015 Year Month Invoiced Quantity Total Sales Currency 2015 January 129.00 16,084.19 USD 2015 February 1.00 408.41 USD 2015 March 1,021.00 274,079.56 USD 2015 April 7,087.00 667,125.08 USD 2015 May 347.00 9,695.55 USD 2015 June 1.00 1,952.88 USD 2015 July 490.00 83,704.91 USD 2015 August 108.00 8,203.25 USD 2015 September 3,763.00 32,350.47 USD 2015 October 1.00 268.15 USD 2015 November 31.00 12,873.08 USD 141 of 271 NEW ACCOUNT IMPLEMENTATION QUESTIONNAIRE Table of Contents: 1. Account Information 2. Purchasine Organization 3. Contacts/Authorized Buyers O 4. Procurement_ Information /1V 5. Freight Information 6. Return Merchandise Authorizations `^ v 7. Finance Information B. Insieht.com 9. eCommerce Solutions 10. Client Reports \ 11. Volume License As reem 12. License Proofs �V '3. Additional Info 'o 142 of 271 Account Inf01"nl.1tlOn Account Name: Date Completed: Form Completed by: Phone Number: E-mail Address: Who is your Parent Company? How many PC's do you have? Do you have any subsidiaries? Ej Yes - please provide a list with names and locations ❑ No client reselling to a Yes or entity? (Defined No, please see next question ment or education rasa ntitiy that recevies ernment funding.) oices for this cleint Yes d by a public sector No, please see next question entity? Is this account going to be Yes used to support a government No, please see next question rime contract? Is this client currently an Yes enterprise client or being No handled by an enterprise Client Solutions Executive? Does or will this client have an Yes EA that will be tied in No S base/CMD? Will the client be linked to a Yes global managed hierarchy? No Is this a Microsoft SPLA Yes purchasing client? No 1� 143 of 271 Purchasing Organization Please describe your procurement process: Do all locations follow the same rules/methods for purchasing software or does each site have their own methods for purchasing? Approximately how many orders will be processed daily? Will the client utilize a procurement contract? Yes, Purchasing is centralized thru one location No, Purchasing is not centralized If you have a decentralized purchasing dept, please provide the contacts at your alternate sites so Insight can contact them to conduct an independent account take on Yes No 144 of 271 21 Contacts/Authorized Buyers ^lease list ail main contacts here for your site. indicate if any are Authorized Buyers An. aut!.orized buyer is defined as the only contact that Insight can process ar order from. ❑ Yes P. 777 F. ❑ No ❑ Yes P. ❑ No F. ❑ Yes P. ❑ No F. ❑ Yes P. ❑ No F. ❑ Yes P. ❑ No F. ❑ Yes P. ❑ No F. 3� 145 of 271 I Procurement InfOrnIM1011 What is your main Shipping Address? Yes No Are there any other addresses, Will provide later which will be used for shipping If yes, please provide in the Additional purposes. Information Field located at the end of this questionnaire What are your invoicing addresses? What is your standard method of LJ Purchase Order payment? ❑ Credit Procurement Card Please provide a sample of what the Purchase Order Number will appear If using a Pro Card, please specify the type of card (AMEX, VISA, MASTER) and any information which we must capture for the Pro Card (Amex 4x40 rield) web How will orders be placed with Phone Insight ? Fax Please check all that apply: E-mail Do you require specific reporting Yes fields? No INSIGHT offers Smarttracker fields in Will provide later our ordering system, which will allow INSIGHT to capture additional data as required by your company. This field is not used to capture a Purchase Order, but can be utilized to capture information such as a Dept Number or a Cost Center. By utilizing this field, INSIGHT can provide you with reports based on this data. Will this field be mandatory or L Mandatory optional? ❑ Optional What should this field be named? Examples include: Cost Center, Dept # What character length is required? The maximum characters allowed are 20. Please provide an example of what this field will look like. Is this required at the Header Level L Header or the Item Level ❑ Item Level 4� 146 of 271 `i Freight Inform(rtion Please indicate your standard El UPS Ground shipping method. El UPS 2 Day ❑ UPS Overnight Delivery o RCtUrn Merchandise AU 11011Z.ltions' Who is authorized to process a request for a return merchandise authorization? Are there any limitations to Insight processing a reorder? 51 147 of 271 : Finance Information Name: Please provide a contact in your Fhone: Accounts Payables Dept Fax: for invoice reconciliation E-mail: de later Do any locations have Tax Yes Exempt Status? Any location which % is tax exempt must submit a current Will provide later tax exempt certificate, otherwise these site will be charged any applicable taxes Are you interested in Monthly Yes Billing*? No Monthly Billing is only available to those who meet INSIGHT eligibility What Payment Terms are your Net 3G Purchase Orders issued in? 0J'.nc . '! as^ S Credit Application Needed? s q. J IS 6� 148 of 271 What is IPS.Insight.com? 1' _r:: prized electronic webs - .:. ors :c no additiona' charce. IPS..-si 4 ot,.st, erd-tc-erc, designed to help our che-.' = a` _ - _ _:.. is website is interfaced dire" management infrastruc'. J _ _SC c 5 tC client -specific G 'g Coil^ s. IPS.Insight.conn features . - orde ,der c.-infirmaations, order status, UPS/Fed Ex -racking, Purchase AcU 'itv k.epor _ _ c '.^: Ces.. Would you like a customized Insight.com Website created for vour comoanv user? Yes No. If no, proceed to the next section. Will you be using Insight.com Yes for orderplacement? No Proceed to Question #3 Will you be using Insight.com to Purchase Order process your purchase Credit Card orders credit card orders? If using a credit card, please ❑ American Express specify what type of card you ❑ Visa Who should we send your Registration Key to? V- t'(,'I I I IT U'If -- S^Ii.It I, I l'.: Will you be placing orders via or any eCommerce solution? We offer ARIBA, EDI and can work mth If yes: Which solution does your company prefer? ARIBA 149 of 271 71 III (lwlll R,•I �i it(. :ns'.Ght Can provide you With t`E following reports via cu, electronic ccrrrnerce 'Je'-bsite: Ad -Hoc Detail by Overall Sales Purchase Purchase Purchase Top Report Account w/ Activity Detail Summary by History Summary by Manufacturer Customer PO Report Shi pina Account Summary Product Totals Software Total Sales By )pen Order Invoice by Account & License Location Software Year and Report Summary Shipping Contract Detail Data Month Location Summary Purchase ummary by Invoiced Product Totals Purchase Software Summary by Software Items Orders by Snapshot Summary by Manufacturer Renewal Report Purchased Manufacturer Manufacturer Name If you are Interested in receiving these reports, please indicate you wish; to have a customizea website created for you. By using insightcom to obtain purchase activity reports, you will have access to this inforrnation 24 hours a day/7days a week. It you wish insight t0 generate ,report's fo' you and send to you Or a sch Sduied basis, --!ease -lace a check 'Dox underneath each report you would like to recsi,Jc. 150 of 271 I I Volume License Agreements Do you have Volume License Agreements which you will transfer to Insight? Yes No If yes, please provide details No Do you have any other contracts or If yes, please provide details service agreements which you will transfer to Insight? Do they require Insight to manage Yes maintenance, renewal, or warranty No information for priorpurchases? Are all locations (domestic & Yes international) eligible to purchase off No .L ---' ---------------7 Would you like to have a letter of agency? A letter of agency is letter, which Insight will provide any vendor to show that you have chosen to Insight as your procurement agent. I ? License Proofs No If you indicate yes, a template will be sent to you. Please complete on company letterhead and send via fax to number given by Account Representative. Do you want to receive License Proofs? License proofs are certificates sent by Insight ❑ Yes which serve as proof of ownership when a ❑ No Should they be sent to End users or a " Yes - send to Eno users single contact a ❑ No - Send to the following contact person: M 151 of 271 MIAMI DAILY BUSINESS REVIEW PubW ed Miy e>a"t Sahu ay, Sunday end Legal HoUdays Miami, MmmWkWe Cmmty, Florida STATE OF FLORIDA COUNTY OF MUW"ADE: Before the undersigned authority personally appeared GUILLERMO GARCIA, who on oath says that he of she is the DIRECTOR OF OPERATIONS, Legal Nodoes of the Ward Daffy Business Review Wa Miami Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper, published at Miami in MiamWade County, Florida; that the attached copy of advertisement, being a Legal Advertisement of Notke In the matter of CITY OF SOUTH MIAMI - PUBLIC HEARINGS - JAN. 7, 2020 in the X)= Court, was published In said newspaper In the Issues of SEE ATTACHED Attiant further says that the said Miami Daily Business Review is a newspaper published at Miami, to said Miami -Dade County, Florida and that the said newspaper has heretofore been continuously pubUshed in said Miami -Dade County, Florida each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mail matter at the post aRice 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 atTrant further says that he or she has neither paid nor promised any person. firm or corporation any discount, rebate, comntisslon or refund for the purpose of securing this advertisement for publication In the said GUILLERMO GARCIA personally known to me a,..! `4►,� BARBAU MMM _.; ;.� Carnra�ssial#GG 121171 E41tes November 2, 2021 Banded Thru iio)t Fain laststa�roa EQO-t85�7019 261 225E I I NEIGHBORS YIANINr°calr WN CITY OF SOUTH MIAMI NOTICE OF PUBLIC HEARINGS 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, January 7, 2020, beginning at 7:00 p.m., in the City Commission Chambers, 6130 Sunset Drive, to consider the following item(s): A Resolution authorizing the City Manager to enter into a 3 year agreement with NetMotion to provide software and support for the Police Department and provide connectivity solutions for mobile computer systems. A resolution allowing the City Manager to enter into a 5 year contract with Axon to provide electronic control devices, body wom cameras and drones with support services for the Police Department. An Ordinance of the City of South Miami, Florida, adopting a 20-year water supply facilities work plan and amending the City's Comprehensive Plan to strengthen coordination between water supply and local land use planning as required by Florida Law. An Ordinance amending the Future Land Use Map (FLUM) of the City's Comprehensive Plan; re -designating the future land use of certain parcels of land within the City of South Miami from Multiple Family Residential (MFR) to Transit Oriented Development District (TODD). (see map below) An Ordinance amending the City of South Miami Official Zoning Map to rezone certain parcels from Low -Density Multi -Family Residential (RM-18) to Transit Oriented Development District Mixed -use 5 (TODD MU-5). (see map below) $W eeeM a� ' t - aW "TM rEP iW el in SI �h ey F �tF 5- vh 6iiN 41 ALL interested parties are invited to attend and will be heard. For further information, please contact the City Clerk's Office at: 305-663-6340. Nkenga A. Payne, CMC City Clerk Pursuant to Florida Statutes 286.0105, the City hereby advises the public that if a person decides m 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 a includes the testimony and evidence upon which the appeal is to be based. 63 13-Additional Information Please provide any additional information you feel is important for Insight to know to manage your account & process your orders. 101Pag 152 of 271 Insight RFP Response •�= NASPO VALUEPOINT ValuePoint �• RFP for Master Agreement for .Yelrp OInsight,• t pp Software Value -Added Reseller (SVAR) Services 2.0 Per Section 3.1.3, the SVAR shall Develop and Maintain Website. Describe the website to be established for a state. Address that website's functionalities or special features. You may supplement this response with illustrative screen prints (no more than 10) from one of your company's existing websites. Taking into account the requirements of Section 3.1.3, address at a minimum: This document serves to supplement the details provided in Attachment B of our response by providing an explanation and screenshots. 2.1 Home page appearance and information; 'i I, Insight. Products .. Leary Solve DASHBCARD iNSIGHTNEWS Wel,ome Reposing Adnln :o_ ora ._ -: a .•sn T �.-, ca�an al a:Yae .ei;aa Tools Nkk_me C/J!!I , A=u+l TeEn Costonw omac T M,.1of:rYe a-. - - -- -. -. Atxonettbnegement Chet T2tir+�M :'.: 'ripce Y.H1C.T CWA H stay RCYs Site Tools GBL .i Ctme: Shopping Tools support Terms & COItOillonS fi.AS 7AGti Crb!Tm:k s' Help , Te'ns o`Ssk-'rolc:'s ! Prpccet Gmperc Cprkn Us , -.!rs p'Ssk-Str: i:es . ReturnpoWi Te!ms o"ds, PV., Displayed is the homepage that comes standard on all ips.insight.com e-procurement management portal accounts. Through the Account Tools bar on the side, users have quick access to the tools available through the portal. The homepage can be customized to display a Purchasing State's or Entity's logo, etc. and the text can be modified as well. December 17, 2015 Request for Proposal Response #ADSP016-00005829 Additional Documentation: 2.0 Website 153 of 271 Insight RFP Response o J. NASPO VALUEPOINT ValuePoint Insight: RFP for Master Agreement for oLIaUCSECMR Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information •!-• Produts Leari Solve Insight. iQ My Software License Agreements _ VIEW PRODUCTS FOR SELECTED AGREEMENTS ...'flit _.I MicrJS;a ywe;? F;n Snoppirg Toots SUDW'I Te ins Condirons Or:er Tr*:kry 'ielr, -• ;mc o' Slle - =r•.c: PrOCLCI CarPare C.-Men JS xis o' Sale - _er:i:es Rears Odic I Tarns o' .se J =ma: Policy Information about all of a client's volume license agreements, as well as the programs that pertain to them, is always available. Insight's online 'My Software License Agreements' functionality helps ensure contract -approved buying. End users can view, shop and browse products under each license agreement. Pricing defaults to best price and defaults can be set to avoid off -contract purchasing. December 17, 2015 Request for Proposal Response #ADSP016-00005829 2 Additional Documentation: 2.0 Website 154 of 271 Insight RFP Response NASPO VALUEPOINT ValuePoint Insight RFP for Master Agreement for^a Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information '-� Insight. Pol Learn So've — — - TM N. BY KeYa Ap .dNema - -. Sohware Lic<nae ABrzemem z' -_.:� _ - � SottwaR AOreemmV 0my ` — USO 517.36 CaRyory -.r. .. ab- stc k S.M - r-- -._i. USD 517.31 mr Pane aanaa zz- Ips.insight.com provides users with the ability to simply search on a keyword or to use the advanced search functionality for more specific search parameters. Product search is one of the most important functions on ips.insight.com. The catalog can be customized to include only contract -approved software products and maintenance options. The website can provide all of the required contract and ordering information listed in 3.1.3.3.2 of the SOW. December 17, 2015 Request for Proposal Response #ADSP016-00005829 Additional Documentation: 2.0 Website 3 1550271 Insight RFP Response NASPO VALUEPOINT ValuePoint 1D.s� �t �'�RFP for Master Agreement for tMe� Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information •! �• IpsightProducts .. Learn Solve . Advanced Search Browse by Category Additional Search Options Keyword(s): ---- -- - _. (ie. Mfr Part. 9 or Description) -- Price Range: =rar Category Sub -Category: 'Select A Categ-or F it Manufacturer. All %4: estoie Svste--s .A.'S CND; �C'NS) KURZ.:EIL EDUaA- 0\ SY5 ENIS CN;, ; .MBLEBITS -'USE .ADD -IN EX3RESS When the user has more specific search parameters in mind, the Advanced Search provides fields for specifying further detail. Fields are available for one or more keywords and a price range. A drop - down is available to select a specific category. When a category is chosen, the sub -categories available for that category are displayed for selection. Advanced Search also provides a drop -down menu for selecting a specific manufacturer. December 17, 2015 Request for Proposal Response #ADSP016-00005829 4 Additional Documentation: 2.0 Website 156 of 271 Insight RFP Response •11 NASPO VALUEPOINT ValuePoint InsightRFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information Product Compare =Tai. Th s One s.o. P-,tab a - age qd View Product Compare List General Licensing E E Model Standard DC 2315 Pro DC 2015 .11Dce Acroaa' Standarc DC'D'_ - ms-is .4.,ote ,4.tronat Dre _C 201` - riel a go r• r In Open Market Plxe: Open Market Price: Price u o S17.36 uz o $17.31 Stock Status _-'al' t;.' 4Va:aD1�- Cat °I, Aria W Part 8 E5237414AD"4.4OO E5257336AEJC=.GO ADOBE A:O3= Cate;cry Cr Eatinty appkaticn - desktop pab[shi.:g Creabfi:j applica ion - (Iasi =. Fu7:ish'n2 Distrbu:lcn N,10.a 0VD-RCt.4 :\ -rOub Language Unmer-sal Engish Univ-rs3l Eng:ish at`orm rt� ows kla:cS Prof !ct Type McC:a M:c;is License Pr:c!ng voi SrIe AcaderrJc, vdums Adze Voi;;me Licensi-+g -wssOcna. j:e^se Acobe \'o;ume L ce: s n_ Transacbenai L;cense L-censtnq Program Program 1: _P) 'rogram'TLP; System Requirements I M.R v 7R0 mn ;## • ^I, Ann n:n Mln f`hr InlmmM The, user also has the ability -to compare up to ten (10) products. Products can be selected by clidting on the check -box for that product. The products selected can be compared immediately as their are added to the compare list, or just added to the list for comparison after other products are selected. Individual products or all products can also be removed from the compare list with a click of a button. When the compare button is clicked, the selected products are displayed side -by -side, comparing such elements as price, stock status, and manufacturer, along with more specific environmental, connectivity, warranty and other relevant characteristics. December 17, 2015 Request for Proposal Response #ADSP016-00005829 5 Additional Documentation: 2.0 Website 157 of 271 Insight RFP Response •1 �• NASPO VALUEPOINT ValuePoint Insight RFP for Master Agreement for ,•oar„ Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information A �• Insight. Products Learn So\ie — ro 200 Narrow Narrow BY Keyword _ Approved Items Category __ Available Contracts % STA-=OF Tt-_=.:c CIF-_ _%1EP!-S SER', CES FF'_JI_._-4n SERn._-S _r. Stock Status ab During the product search process, users will have the ability to see pricing for any contract that is tagged to their user account in Insight's ERP System. This feature can be customized to show only NASPO ValuePoint SVAR contract pricing. December 17, 2015 Request for Proposal Response #ADSP016-00005829 6 Additional Documentation: 2.0 Website 158 of 271 Insight RFP Response •I �• NASPO VALUEPOINT ValuePoint Insight RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information `! 1- lnsjght P-oducts Learn :O V= LINE -E'JEL '.lr S.L: StiIP. BILL i °a' >i A__ JRJER Ch MbY CONTINUE SHOPPING ORDER UTILITIES Del Raw Pa" 1. MN Part# f Optm Slark Ory Unil Pnrn Trial Pace Contact: open taaYE: X _-.:. _-.-- .i}d4C� KeCe A: fiat SlvrlOag DC M16-MeOua 'i2 _SSVK ,w$3472 Ma fa:tu'e Reau:remems (Willed) X n r).0 r. ._ `P(ebimhp9 VSCW 03-SxmiY APµ M9 la OaicN Shop Shipping Estimator c�hiV.s I® ,wt S'.btota 6=_tore Tapes'. vti 56.661.20 SINKing ESimateL5'$0.00 7p'T 15p $6.861.20 CHECKOUT SWEASAOtl07E _iEti=]Vi:c Upon adding products to a shopping cart, users will have the option to either continue shopping, checkout (if their permissions allow it), or save the cart as a quote. Users can still make changes to quantities on the shopping cart checkout screen by editing the Quantity amount. Insight has added personalized purchasing tools to create time savings and decrease order time. Users can save the cart contents for further orders or save the cart as an order template. December 17, 2015 Request for Proposal Response #ADSP016-00005829 7 Additional Documentation: 2.0 Website 159 of 271 Insight RFP Response NASPO VALUEPOINT ValuePoint Insight�l RFP for Master Agreement for rP= Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information ''# Insight == So's SHIP. BILL & PAY _O ➢WE SHJPP NG OI Pi.ml By: Additional Order Informaton mvacz Hoxa::SC Cnracm LreJ AtltlipP!ui XPas la^ Nls ostler (iW [nsncr Lin2f Shipping Information C... SWoo gAa.11 C_ Atun4Pn. Atllass Y• ______. - AEtlrEssi Cih' - REE SbfeP'e�vvw Z'q'Po Wcl Ptrone- .. Faa'. — Billing & Payment information cum�!��me Aaaev AttmXcn. —. XE ERLMLMES Checking out on Ips.lnsight.com can be as standardized or customized as a client wants it to be. Both Shipping and Billing information can be stored in the system as standard, reoccurring information or new information can be entered. The privacy and security features the portal includes allow users to securely store and maintain procurement card information. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 8 Additional Documentation: 2.0 Website 160 of 271 Insight RFP Response 00® NASPO VALUEPOINT ValuePoint InsightRFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 2.3 Product catalog (include searchable fields, products to be included, how license information •! �• Insight Products .. Leam SoVe '- -- Reports,�- Run or Schedule a new report e<<: s3.1-1= Z=CC 7s -11 • So`ware Surnma^r Rscc ,s re n entor, :--40: :eta; -_:our• ':;: _ s:_,,�-_ :invoice. vrcer. _.3r O C-r= =t2.JR arc— ..v^ •-'?la ,nr 1:er3l' Sacs °-cd::ct T_ af: G;=.uou^: a -a v"lccrg _o:a: cn cap: -oja s : ar.'ac ire vCu:. _oa Sur^`e . c; L1a^ !act�re Z:,rchase S rrn a^, tem Pu-c.a:e rchase S ^,,, af; :, .!an `acc re• -.dciia53 S_r'.r'ar.. Ips.insight.com makes reporting quick and easy, giving client's greater visibility into their IT spend. The reporting tool cab be accessed directly from the Homepage. Standard, Ad Hoc, and Custom Reporting can be run via the reporting tool. Insight's customized reports allow users to select the data fields and the date filter, and then quickly run the report for immediate review. Users can also save the ad hoc report as a template to run each month or as needed without recreating a new report. For special reporting needs, the client's dedicated Account Executive can work with you to create the report you need and we'll post the report to your Ips.insight.com Custom welcome page for availability according to user permissions. December 17, 2015 Request for Proposal Response *ADSP016-00005829 9 Additional Documentation: 2.0 Website 161 of 271 Insight RFP Response NASPO VALUEPOINT ValuePoint IRlg�tt-'' RFP for Master Agreement for ll, 'S. Software Value -Added Reseller (SVAR) Services Ips.insight.com — A Website You Can Depend On • Ips.insight.com went live in 1995 and currently we have approximately 14,000 active U.S. web clients. • 12,000 visitors per day with over 26,000 orders placed monthly. • Insight started 1326 integrations in 1999. • 250 Active EDI and eProcurement (13213) integration clients/implementations. • Currently Insight has approximately 15 clients on the Oracle i-Procurement tool (globally). • Our dedicated eServices team has skilled specialists who have working knowledge in several procurement systems. • A dedicated Project Manager will be assigned to work side by side with you to ensurea smooth and successful integration. December 17, 2015 Request for Proposal Response #ADSP016-00005829 Additional Documentation: 2.0 Website 10 162 of 271 Insight RFP Response # NASPO ValuePoint Insight RFP for Master Agreement for ••ERR•• Software Value -Added Reseller (SVAR) Services ATTACHMENT B TABLE OF CONTENTS ATTACHMENT B: RESPONSE TO SCOPE OF WORK - METHODOLOGY....................................................... 1 1. Offeror shall describe its overall approach to providing solicited services ........................... 1 2. Per Section 3.1.3, the SVAR shall develop and maintain website...................................... 2 2.1 Home page appearance and Information...................................................................................2 2.2 Online tutorials.....................................................................................................................2 3 2.3 Product catalog..................................................................................................................... 2.4 Links'...................................................................................................................................4 5 2.5 Downloadable standard reports. Include: .................................................................................. 2.6 How website is monitored, kept current and accurate.................................................................6 3. Describe your company's method for tracking software licenses ....................................... 7 3.1 The standard sort -able data fields established for these records..................................................8 3.2 The information tracked on behalf of Participating States............................................................8 3.3 How reminders of significant dates or volume plateaus are triggered...........................................8 4. Describe your company's method of ensuring a Participating State receives documentation of proof of licenses that can be provided to requestors.................................................................. 9 4.1 Describe process for providing Proof of License to a buyer. Provide a sample................................9 4.2 Explain method of retaining back-up copies of Proof of License....................................................9 4.3 Describe how your Company partners with a State to demonstrate accuracy of licensing Information to a publisher aka a "True U 9 S. Reports...................................................................................................I................10 5.1 Describe standard reports which can be generated for a State. Provide Samples ........................... 10 5.2 Describe on-line, real time, reporting capabilities using established state website reports: ............ 10 5.3 Address whether your Company Is able to provide "Custom Reports" as an optional service to Participating States, should State determine to utilize this service? ................................................. 10 6. Decribe how your company works with a State and publisher to maximize the State's value in obtaining products and services under this contract..............................................................10 6.1 Working with a State and a publisher to assist the State in managing their volume or enterprise licenseagreements................................................................................................................... 10 6.2 Working with a State and publisher to maximize the leverage created by the total sales volume from a State and its cooperative partners to ensure best value to all State's............................................ 11 6.3 Working with a publisher to maximize the leverage created by the total sales volume overall resultingfrom this contract........................................................................................................ 6.4 Working with State and publisher to obtain the best quote on a high volume purchase.................12 12 6.5 Hyour Company uses historical purchase information to provide targeted assistance .................... 13 6.6 How maintenance support is to be made available................................................................... 13 6.7 Describe how training regarding the installation of products and use of products will be made availableand how to obtain best value from it.............................................................................. 14 7. A significant aspet of this service is to be Value -Added Services......................................14 7.1 Describe how your company handles the complexities related to enterprise license agreements .... 14 7.2 Describe how your company handles transitioning a group of customers .................................... 15 7.3 Describe the training available regarding the use of this contract and how to obtain best value from it, other than on-line tutorials..................................................................................................... 16 7.4 Explain what unique Value -Added services your Company will make available under a resultant contract. State whether they are to be provided at no cost. If there are costs, identify these costs on the applicable Pricing Sheet in the Cost Section................................................................................. 17 8. Explain how your company will...................................................................................18 8.1 Retain publisher certification levels and improve on them ......................................................... 18 8.2 Work to reduce costs to obtain publisher products?.................................................................. 19 8.3 How does your Company respond to customer complaints and service Issues? ............................ 20 8.4 What is your Company's escalation process?........................................................................... 21 9. Problem Resolution...................................................................................................21 10. Products Return Process............................................................................................22 11. SVAR Performance....................................................................................................23 December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment B: Methodology 163 of 271 Insight RFP Response °o® NASPO ValuePoint Insight RFP for Master Agreement for pLOo«<SE� Software Value -Added Reseller (SVAR) Services Attachment 6: Response to Scope of Work - Methodology 1. Offeror shall describe its overall approach to providing solicited services. Include how Offeror plans to meet or exceed requirements of the Scope of Work and Terms and Conditions. Insight Response: Insight has carefully read the Scope of Work provided in the RFP and we are confident in our ability to exceed the requirements. Insight approaches opportunities to provide solicited services by assigning teams of specialists whose experience and knowledge of government contracts allow them to develop complete solutions to support the entire lifespan of your IT assets. We understand that operational functionality is a critical component to the success of contracts for any organization similar to NASPO ValuePoint. As a result, we have created back office teams dedicated to each aspect of public sector contracts, including —but not limited to —compliance, credit, invoicing, procurement and publisher paperwork. As Insight Public Sector is entirely focused on providing IT solutions to public sector clients, we have the resources, processes, and flexibility to provide all levels of government and education clients with equal benefits and attention. We leverage the same tools and cost - saving techniques that utilize economies of scale, which allows us to provide consistent levels of service to large and small participants alike. Furthermore, we understand that budgets represent taxpayer money, and that the responsibilities of procurement and respecting publisher compliancy rules are more heavily weighted as a public sector participant than in a commercial environment. Insight's compliance team assures you meet these commitments. Experience has taught us that certain segments of our public sector client base require specialized procurement options. Our approach is to ensure that each client receives the individual attention they need; as a result, Insight has divided our resources into vertical segments to match each client (e.g., state, local, and education). This organizational structure ensures each vertical receives maximum support from Insight Public Sector ("IPS") resources who understand the specific needs of each vertical. Insight utilizes eCommerce tools to help our clients reduce cost, increase operational efficiency, eliminate errors, and control rogue purchases. Tools such as our web portal, built-in workflow, on -demand reporting, and license proofs provide equal service levels and cost -saving opportunities regardless of the size of the contract participant, as all of our tools are scalable to size. Our eCommerce solutions provide an easy and effective way for us to keep our clients up-to-date with technological changes. Although operational functionality and eCommerce are critical components of our approach to providing solicited services, the most important component of Insight's overall approach to this contract is our people. We are proud of the depth of experience and knowledge we make available to Participating States ("States") and Purchasing Entities ("Entities") through our account teams. Each employee at Insight either supports clients directly, or supports someone else who does; we are all equally committed to your satisfaction and success. December 17, 2015 Request for Proposal Response #ADSP016-00005829 1 Attachment B: Methodology 164 of 271 Insight RFP Response •1 NASPO ValuePoint Insight RFP for Master Agreement for ...�.. Software Value -Added Reseller (SVAR) Services 2. Per Section 3.1.3, the SVAR shall Develop and Maintain Website. Describe the website to be established for a state. Address that website's functionalities or special features. You may supplement this response with illustrative screen prints (no more than 10) from one of your company's existing websites. Taking into account the requirements of Section 3.1.3, address at a minimum: Insight Response: Insight confirms that we are able to perform all of the requirements listed in the SOW, section 3.1.3. Within two weeks of executing the Participating Addendum, Insight's eCommerce team will set up a customizable web portal that provides both purchasing flexibility and unique self -management tools to help a State or Entity manage its IT purchasing process. Insight's user-friendly eCommerce solution is available at no cost through the Internet and does not require the purchase of any additional software or licenses. Insight follows guidelines for accessibility so that our website meets or exceeds the minimum criteria for ADA (Americans with Disabilities Act) and Section 508 compliance. Refer to Additional Documentation- 2.0 Website for screenshots of the web portal. 2.1 Home page appearance and information Insight Response: Each State or Entity will have the ability to customize their ips.insight.com la nding page to meet the specific needs of their end user communities. The tools listed below represent some options that are made available to authorized administrators: Web End -to -End Standards • Account Team Information (including escalation path) • Contract Numbers (MA and PA) • Customer Information (e.g. copy of signed PA, VLAs, etc.) • Ordering Instructions • Account Tools • Announcements/ Notifications • Order Tracking / History • Invoice History • Quote History • Saved Carts / Order Templates • Product Center • Product Compare Authorized administrators can easily customize the appearance of the landing page to meet the requirements of State Governance. Insight has won awards for Administrators can grant permission to multiple levels of users 'Best place to Purchase including procurement officers with wide access, end users with oniine'from Computer Shopper, PCIComputing and limited purchasing rights, and end users who only have viewing Internet shopper. rights. The landing page can trigger online workflow to multiple levels of approvals. Upon request from the State or Entity, Insight can post pertinent publisher notifications and other irdustry information on the landing pages. Through Insight's Subscription Center, the State or Entity can opt -in to receive free updates via email on the latest in technology products, services, a -id business solutions, including industry best practices, topics, and trends. 2.2 Online tutorials I asight Response: Insight provides free training on our procurement web portal. Training e -isures an understanding of the portal's features, ease of use, and how to take advantage of istom product catalogs. This training also teaches administrators how to deploy workflow administration tools, should that functionality be requested. Details on the training provided by the Insight team is outlined below. Training and Assistance: The dedicated website contains a "Portal User Guide" that can be stored for 24x7 reference by authorized users; however, ips.insight.com is user friendly and allows for quick and easy access and use, requiring little or no training. December 17, 2015 Request for Proposal Response #ADSP016-00005829 Attachment B: Methodology 165 of 271 Insight RFP Response .f.® NASPO ValuePoint I �hCe RFP for Master Agreement for P�a��5E�ig MR Software Value -Added Reseller (SVAR) Services Website Training: Insight's eCommerce specialists provide free training on how to take advantage of the customized website and software catalog through both live demonstrations and web -based training that focuses on the features that will help the organization's staff maximize the benefits of their web experience. Live demonstrations can be recorded and a link to the recording can be posted to the customized landing page for continuous reference. Insight's team of web support specialists can be contacted to provide help over the phone or through email. Access is available directly from the ips.insight.com site. 2.3 Product catalog (include searchable fields, products to be included, how license information is provided) Insight Response: Custom Catalog: Insight's online portal allows each State or Entity to have a catalog customized to specific requirements and guidelines. Achieve the following benefits with The ips.insight.com product catalog has full capability of being used Insight's Custom Catalog features: as a "Punch Out" to an individual State's or Entity's Electronic ty '� Enforce organization software standards Purchasing System. ✓ Reduce maverick spending Advanced Search Function: Ips.insight.com boasts a robust ✓ Leverage buying power by advanced search functionality which enables users to search products consolidating all purchasing by more specific search parameters than with a simple keyword activities under "one roof" search. Users have the ability to search the catalog according to the parameters outlined in section 3.1.3.4 of the SOW, and more. Enhanced features include Keyword Search; Advanced Search; Product Menus; Search Results and Product Compare functionalities. The online catalog is searchable by State or Entity their specific Volume License Agreements (VLAs), software publishers, product names, OEM product numbers, and software descriptions. Insight can modify the online category according to the user's needs, and/or save users' most frequently ordered products for efficient repeat purchasing. Products to be Included: Per the requirements in the SOW.. Insight will create a custom catalog which includes an expansive list of pre -approved Commercial Off -the -Shelf (COTS) software products and software maintenance. Restrictions that have been mandated through the State or Entity will be honored and all products will be available through both the online catalog, as well as through Insight's representatives, who can be reached by email ortelephone. Entities purchasing under one State will have access to the same current base version of the product catalog. Insight can create a custom product catalog based on the following criteria or any combination thereof: ✓ Publisher ✓ Long Description ✓ Short Description ✓ Category ✓ Price ✓ Availability ✓ SKU ✓ Model Name ✓ Technical Product Specification Insight understands that the custom catalog is only to display products authorized by NASPO ValuePoint; we will not use this website to cross sell or cross advertise any other products or services. Product Compare: The user also has the ability to compare up to ten (10) products. Products can be selected by clicking on the check -box for that product. When the compare button is clicked, the selected products are displayed side -by -side, comparing such elements as price, stock status, and manufacturer, along with more specific environmental, connectivity, warranty and other relevant characteristics. December 17, 2015 Request for Proposal Response #ADSP016-00005829 3 Attachment B: Methodology 166 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services I'UnUCnsight Online Quoting & Ordering: Quotes can be created, "I use the portal on a regular basis to received and accessed online 24x7. The online portal check on my current order status and allows users to add Items to a shopping cart, save the shipping information. I also use the items as a quote, print, update, empty, or purchase the portal to check on past quotes to do re - products later. All quotes created in the system can be orders of items that I frequently converted into a PO with a single mouse click. All purchase. This saves me time and I product prices displayed online will be the "not -to- really like that I can go to one place to exceed" product price based on the contract rate and find all this information. The portal is real-time reseller cost. Our system notifies the user that very easy to use and is beneficial for my job as we do frequent purchases." the quote has been successfully saved and sent to the - School District IT Services Director Account Executive. Purchasing Entities can track all quotes by individual user and they can be easily viewed by quote number. In the event of high dollar purchases, we have made it easy for the State or Entity to reach out directly to the public sector sales teams for offline quoting support. Quote assistance can be requested with the click of a mouse from the contract landing page on ips.insight.com. The shopping cart feature on ips.insight.com is easy to use and can be customized to meet the needs of any organization to include allowing users to provide shipping instructions during the checkout portion of the transaction. Authorized web administrators can allow users to develop personal lists and profiles. For example, users can create frequently ordered product lists to save search and order time or save carts for efficient repeat purchasing. Insight's advanced encryption technology - protects all information supplied on Insight's website and allows users to securely store credit card information at the individual user level. Order Confirmation: Once you have placed items into your online cart, you will be invited to check-out. After you have completed your purchase, Insight keeps you informed and up-to-date. Our eProcurement portal provides a confirmation screen that immediately lets the user know an order has been successfully placed. Insight is aware of the different expectations that accompany hardware and software purchases, and so our confirmation methods are adapted to ensure you receive the information that is most valuable to your organization based on your order type. Each time you make a software purchase with Insight, the system will produce a confirmation of your purchase. As there is no shippable product with most software licenses, this confirmation is your receipt of purchase. Online License Proofs: Insight provides Proof -of -Purchase certificates that list the licenses owned by program name, manufacturer part number, enrollment number, invoice number, purchase order number, purchase date, and quantity purchased. License Proofs can be requested for any program to account for the software licenses that have been purchased and to reconcile that number with the licenses deployed on desktops. 2.4 Links' Insight Response: Links found on the landing page include the following information: Company Account customer Documents (if My Software Reports Product Standards Team reguested) License Agreements Center Order Tracking Invoice Quote History Product Compare Saved Carts/ Order Templates History History December 17, 2015 Request for Proposal Response #ADSP016-00005829 4 Attachment B: Methodology 167 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 2.5 Downloadable standard reports. include: • I . m0• Insight.' ouauCSECTOR Insight Response: Insight's customized web portal allows for SIIA certified standard reports to be downloaded online, on -demand, and in real time as a self-service or through the State or Entity's dedicated Account Team. Reports can be scheduled weekly, monthly, quarterly, etc. and delivered through the web portal or email. The user's ability to run reports is based on permissions assigned to the user names. Only authorized users within the State or Entity will be permitted to run The Software & information Industry reports. Additionally, accounts are established so customers Association (SIIA) recognizes Insight as associated with a local entity can only view and report meeting their strict criteria for accuracy based on their accounts. and completeness of our record keeping processes. As a Premier Reseller, our Any Insight report allows you to track and report on up to reports can be used to quickly evaluate �� and claim license purchases during an �� 57 standard raw data fields and up to 30 customizable audit. Many of our competitors don't have SmartTracker fields. SmartTracker is a feature in our this recognition. ordering system that provides custom tracking and reporting on your software orders for analysis by any type of criteria. Easily allocate purchases to specific cost centers, business units, departments, projects, and more. States and Entities can select the data fields and the date filter, and then quickly run the report for immediate review. Ad Hoc reports can be saved as a template to run each month or as needed without recreating a new report. For special reporting needs, the Account Executive can work with the State or Entity to create the reports needed and we will post the report to the ips.insight.com custom welcome page for availability only by user permission(s). Reports can be created by ordering location or all locations, restrict access to reporting by location, or extend access to reporting on all locations. Listed below are the twenty-one standard SIIA-certified Web reports that provide online real-time access to purchase history, as far back as necessary, in both summary and detailed report formats. Standard Reports Ad -Hoc Report p Detail by Account w/ Customer PO Overall Sales History y Purchase Activity Detail Report Purchase Summary by Shipping Purchase Summary by Account Top Manufacturer Summary Product Totals by Software Total Sales By Open Order Invoice Account & License Location Software Year and Report Summary Shipping Contract Detail Data Month Location Summary Purchase Purchase Software Software Summary by Invoiced Product Totals by Snapshot Summary Summary by Renewal Items Orders Manufacturer re r Manufacture Manufacturer Report Purchased Name Reports can be run one time only or scheduled to run daily, weekly, monthly, quarterly, or annually, and are available in Microsoft Excel or. CSV formats to manipulate or . pdf. December 17, 2015 Request for Proposal Response *ADSP016-00005829 5 Attachment B: Methodology 168 of 271 Insight RFP Response •I �• NASPO ValuePoint Insight RFP for Master Agreement fort,. Software Value -Added Reseller (SVAR) Services 2.5.1 How information is controlled and sorted (e.g. what information LSCA can access); Insight Response: Information is controlled and can be viewed according to the State or Entity. If requested, Insight can set up the LSCA with access to consolidated reporting based on this information. Ali information captured at time of purchase order has full reporting capabilities. Reporting is available at: the LSCA, State, or Entity level. Lnna�n4 •�9•0l _ rn.n'ree A9memAgMCmNn9 cnt tn:ry j GW4li4VWe MEfr 0 Figure 1 ips.insight.com Administrative Hierarchy 2.5.2 How state Procurement Officer can obtain purchasing profile for Users and volume in State; Insight Response: Through hierarchical reporting, authorized users can view any purchasing profile w retrieve consolidated reporting on -demand. Access is controlled at the LSCA, state level, and individual participant level by designated contract web administrators. Administrators can easily manage access rights to reports by setting authorization and/or restriction levels at the User ID Level. 2.5.3 How an individual User can obtain only their information Insight Response: The web administrator(s) for each State or Entity controls the type of access available for each user. Specific purchasing accounts designate the information that can be viewed or accessed for purchasing purposes. 2.6 How website is monitored, kept current and accurate Insight Response: Monitored: Access to our eCommerce site is protected using the Secure Sockets Layer protocol with real-time encryption (SSL 3.0/TLS 1.0), the industry standard for security. As such, all HTML, graphics, and submitted form information is encrypted, including passwords. Our digital certificates are registered with VerlSign, a trusted and recognized certificate authority. The online account (catalog) can only be accessed with username/password or validated on pre -defined customer -specific credentials (for integrated procurement solutions). Databases are protected by strict firewall rules. December 17, 2015 Request for Proposal Response *ADSP016-00005829 Attachment B: Methodology 169 of 271 Insight RFP Response 900 NASPO ValuePoint 1,,n,s 1�Ce I' RFP for Master Agreement for a,DucEgg Software Value -Added Reseller (SVAR) Services Kept Current: The Insight -hosted web ordering tool offers 24x7x365 availability except for routine maintenance and upgrades. Scheduled downtime occurs the second Saturday of each month, except for December in which there is no downtime. We also have quarterly maintenance, which is the 3rd Saturday of each quarter. Insight's eCommerce team continuously collaborates with sales to ensure content/customizations are updated and accurate per customer requirements. The team also provides on -going support once the client's portal is live. Accurate: Insight runs both automated performance test scripts as well as automated functional test scripts on a regular basis. The performance scripts ensure website changes do not negatively impact performance as well as ensure we improve performance with our changes. Functional test scripts examine all areas of the site to ensure website changes do not impact functionality. 3. Describe your Company's method for tracking software licenses and ensuring that Participating States receive timely notifications of renewals or are advised of volume agreement opportunities or vulnerabilities, etc. Insight Response: Methodology for Tracking Licenses For over 25 years Insight has served as a trusted software license consultant and provider. We understand how important the tracking of licenses and renewals is in helping an organization control costs and maintain compliance. We have developed a methodology that combines reporting capabilities, tracking tools, and specialized teams to deliver a complete solution. Outlined below are these offerings. SIIA-Certified Reports: Insight's reports are SIIA compliant and meet all requirements to maintain our certification. Insight provides both standard and customized reports on 57 standard data fields and up to 30 customizable SmartTracker fields, so users can customize data even further —streamlining PO -to -invoice reconciliation. Easily allocate purchases to specific cost centers, business units, departments, or projects. The Software & Information Industry Association (SIIA) recognizes Insight as meeting their strict criteria for accuracy and completeness of our record keeping processes. Our clients can be secure knowing that our reports can be used to quickly evaluate and claim license purchases during an audit. Many of our competitors do not share this recognition. License Consulting Services: Your Insight Account Team works with you and our License and Software Specialty Teams to derive a current and ongoing licensing strategy for your software products based upon your software portfolio and your anticipated business needs. The goal is to reduce ongoing software spend while maintaining compliance and adequately serving the needs of your organization. Timely Notifications of Renewals Renewals Team: Insight's Software Renewals Team is responsible for tracking software renewal dates and providing comprehensive reporting to ensure that the State or Entity has time to prepare for the renewal and any new agreement. Upcoming renewals will also be discussed by the account team during Quarterly Business Reviews. The renewals team will work with both States and Entities to provide renewal assistance and options for next steps. Contract & Maintenance Services: Insight monitors our clients' volume purchasing contracts with software publishers and, on a quarterly basis, notifies them of any approaching expiration dates to ensure they have time to prepare for renewals and new agreements. We use our database of customer contracts to track milestones, or current standings, in relation to our clients' commitments, and advise them on their options for staying compliant with any forecasts. We have tools and processes in place that allow us to track expiring enrollments, as well as contractualand December 17, 2015 Request for Proposal Response *ADSP016-00005829 7 Attachment B: Methodology 170 of 271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services Insight:''' transactional maintenance by expiration date to help our clients stay current and legal with their software license and maintenance agreements. Quarterly Business Reviews During Insight quarterly business reviews with each client, renewals and upcoming maintenance will be discussed to ensure that State or Entities do not miss any deadlines. 3.1 The standard sort -able data fields established for these records. Insight Response: Any Insight report allows an authorized user to track and report on 57 standard data fields (listed in the table below) and up to 30 customizable SmartTracker fields — streamlining PO -to -invoice reconciliation. SmartTracker is a feature in our ordering system that provides custom tracking and reporting on your orders for analysis by any type of criteria. Easily allocate purchases to specific cost centers, business units, departments, projects, affiliates and more. Our summary reports provide you with consolidated reporting for goods and services provided to your organization enterprise wide. This is the standard information that is captured during the order checkout process. The SmartTracker fields are alphanumeric fields that must be configured to be captured during the checkout process. Software Detail Data Account City - Line Item No Version Product Type Sales Amount Master Agreement Operations Center Number Reporting Account IiDate nvoce Shipping # of Users Currency Enrollment Parent ID State/Province Country Number Reporting Account Postal Manufacturer Package Invoiced Date Enrollment Start Parent Name Code Count Quantity Shipped Date Account Manufacturer Package Invoiced Customer Enrollment End Account No Country Part ID TyDe Currency PO # Date Product Account Name Contact Name Insight Part ID Category / Exchange PO Release Maintenance Sub Rate No. Start Date Category Account Contact Phone Product Title Language Unit Price Order Maintenance End Address Number Date Account Invoice Number Product Media SRP Order Date UNSPSC Code Attention Description Shipping Shipping Shipping Shipping Shipping Shipping State / Account No. Shipping Name Attention Address Address 2 cityProvince Shipping Postal Thirty SmartTracker Fields (for custom data) Code 3.2 The information tracked on behalf of Participating States. Insight Response: The information above is available and can be tracked for all States. 3.3 How reminders of significant dates or volume plateaus are triggered. Include how your Company, as a partner with the Participating State, communicates with the State to ensure no deadlines are missed or opportunities unexplored. Insight Response: Insight's Software Renewal Team has close relationships with the publishers and is focused on aiding clients with publisher renewals. This team helps our clients easily maintain compliance with all licensing requirements with our software renewal process. tl. Insight gathers client renewals data from multiple sources and consolidates this data into one central, well -managed source. 2. CRM tools and systems allow the Software Renewal Team to track and review renewal data and combine software assets from multiple orders Into co -term aareements December 17, 2015 Request for Proposal Response #ADSPO16-00005829 Attachment B: Methodology 171 of271 Insight RFP Response .f- NASPO ValuePoint Insight-' RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 3. This team also sends renewal notifications well in advance of the coverage ending date in order to ensure clients have ample time to prepare for renewals. 4. Software Renewal Reports and client quotes of upcoming renewals are proactively provided by the Insight Software Renewal Team. 5. On a quarterly basis, Insight Account Executives notify the client of any approaching expiration dates to ensure they have time to prepare for renewals and new agreements. Insight recommends clients take advantage of Quarterly Business Reviews as a platform to continuously assess the business relationship between Insight and the client as well as present a summary of the client's purchasing activity over the past quarter. Findings from the Renewals Team are presented to the client during this meeting. 4. Describe your Company's method of ensuring a Participating State receives documentation of Proof of License that can be provided to requestors (e.g. auditors, in response to FOIA requests, etc.) 4.1 Describe process for providing Proof of License to a buyer. Provide a sample Proof of License. Insight Response: Insight clients have two options for obtaining Proof of Licenses. The first option is to contact the client's Insight sales team. When a software order is placed in Insight's ERP system, not only does a Proof of License get sent to the buyer and any additional individuals noted on the order, but it is also attached to the order in our system for retrieval at a later date. Per the requirements of the SOW, all proofs are electronically filed in a secure SharePoint location. The second method for obtaining a Proof of License is through Insight's self-service option described in the question below. See Additional Documentation on Proof of License for an example. 4.2 Explain method of retaining back-up copies of Proof of License. State how quickly a duplicate copy can be provided. Insight Response: Insight is one of the few resellers to provide license proofs online where users can easily obtain them immediately as a self-service. Our online License Proof -of -Purchase certificates list the licenses and organization owns by program name, manufacturer part number, enrollment number, invoice number, purchase order number, purchase date & quantity purchased. License Proofs can be issued for any program to help account for the software licenses users have purchased and to reconcile that number with the licenses they have deployed on their desktops. In addition to the self-service option, Insight retains copies of license proofs by attaching them to the order associated with the license in our ERP system. A duplicate copy can be provided in under an hour after reaching out to the applicable sales team. 4.3 Describe how your Company partners with a State to demonstrate accuracy of licensing information to a publisher (aka a "True Up"). Insight Response: We provide detailed reporting to our publishers based on the requirements under Insight's publisher contracts. We will fulfill any requirements authorized by the State to provide additional reporting on your behalf. It should be noted that Insight is SIIA certified for accuracy on reporting. December 17, 2015 Request for Proposal Response #ADSP016-00005829 9 Attachment B: Methodology 172 of 271 Insight RFP Response I �, NASPO ValuePoint Insight, RFP for Master Agreement for PUQUC SECTOR Software Value -Added Reseller (SVAR) Services 5. Reports 5.1 Describe standard reports which can be generated for a State (other than downloadable reports addressed earlier). Provide sample reports. Insight Response: Our reporting function is designed to generate customizable reports on - demand utilizing data fields captured at time of PO entry. States and Entities can select fields and the data filters to quickly run the report for immediate review. In addition, ad -hoc reports can be salved as a template to run each month, or as needed, without recreating a new report. The Account Executive (AE) works with clients to create any customized report. 5.2 Describe. on-line, real time, reporting capabilities using established state website reports: Insight Response: Insight recognizes that many States and Entities have established individual reporting requirements in set multiple formats. Our systems have been designed to accommodate such requirements. We have provided samples of our customized reports with information redacted as evidence of our reporting capabilities. 5.2.1 Standard Reports. Provide sample reports. 5.2.2 Reports that can be generated by the LSCA. 5.2.3 Reports that can be generated by the Participating State. Provide sample reports. 5.2.4 Reports that can be generated by the User agency. Provide sample reports. Insight Response: Insight can provide reporting at the hierarchical as well as the individual operating segment, business unit or subsidiary levels for all purchases made through Insight. For requirements 5.2.1 - 5.2.4, all reporting can be generated by the LSCA either by individual purchasing entity, state, or all agencies for complete consolidation. Sample reports are provided in Additional Documentation 5.0 Reports. 5.3 Address whether your Company is able to provide "Custom Reports" as an optional service to Participating States, should State determine to utilize this service? (See Section 3: Scope of Work, 3.7.3 Custom Reports) Insight Response: Custom reports can be created according to the LSCA, State, or Entity's specific needs. No additional tools are required. All authorized administrators can generate reporting on demand on any field that has been captured at time of order entry. Customized reports are provided free of charge. Additionally, Insight can meet all reporting requirements, should a State or Entity have a specific reporting template they require. 6. Describe how your Company works with a State and publisher to maximize the State's value in obtaining products and services under this contract. Description is to address, but is not limited to, the following: 6.1 Working with a State and a publisher to assist the State in managing their volume or enterprise license agreements Insight Response: One of Insight's core competencies is software licensing consulting. Our expertise allows us to maximize a State or Entity's ROI when faced with the complexity, options, and sheer number of available publishers. Account Teams are required to hold certifications from our major publishers in keeping with their role(s). For example, Microsoft and Adobe Licensing Consultants hold the highest certifications that Microsoft and Adobe offer. The benefit to NASPO ValuePoint Entities of this expertise Is confidence that information received is correct, timely, and presented in a manner that is understandable. December 17, 2015 Request for Proposal Response #ADSP016-00005829 10 Attachment B: Methodology 173 of 271 Insight RFP Response oil NASPO ValuePoint Insight'." RFP for Master Agreement for PUCUCSE� Software Value -Added Reseller (SVAR) Services Utilizing this knowledge, we will guide Entities through the necessary steps to trim per -unit prices, choose the right program, and take advantage of volume license and maintenance agreements. The result of this support is a more simplified software management process. Through the Account Teams, Entities will have access to our pool of Partner Champions. These specialized resources, whose positions are each partially funded by the associated software publisher, are in-house to administer our relationships with these publishers. They help us in providing our clients with timely communications and guidance on their licensing programs. A list of software Partner Champions by publisher is provided below. • Adobe • Attachmane • Autodesk • CA • Citrix • Dell Software • HP Software • IBM Software • LAN Desk • McAfee • Microsoft • Novell • Oracle Software • Quest Software • Red Hat • RSA Security • SAP BusinessObjects • Symantec • Trend Micro • VMware • Websense Insight has more than 25 years of experience with software licensing. As the most experienced provider of IT software, we are the premier volume licensing expert. As an Insight client, you will have access to software and licensing program solutions from thousands of software publishers, leveraging our longstanding publisher relationships to negotiate the best deals possible for each State and Entity. In addition, we can manage and contract approved non-standard software license agreements, reducing the risk, overhead, and delay associated with acquiring and maintaining software from emerging publishers. We do this through a Lifecycle Management Approach called CLEAR Advantage ProgramTm. We provide pre -sales guidance and consultation to meet your business needs and post -sales operational excellence to ensure you optimize value, remain compliant, and have access to needed resources: "Insight is our contracted reseller and has played an important role within the last 12 months helping us manage all of the enrollments [16 total] by having onsite monthly meetings, providing monthly reports, and maintaining knowledgeable, responsive team of professionals. At any given time, we can rely on Insight to answer questions regarding licensing, pricing, or applications quickly without hesitation to follow up from their pool of experts when needed." -Master Microsoft Administrator for County rT Department • Select —the right technology, price, program, & partner to meet your IT & business objectives • Acquire —ease of transactions, budgeting & financing, service, & choice • Manage/Support—contract management & compliance, powered by tools, resources, & service • Value Realized —software services & solutions to meet your business & ITobjectives Specific to Oracle Volume or Enterprise License Agreements, Insight will work with States and Entities to ensure the location of appropriate language pertaining to terms and conditions is appropriately and clearly identified within the Participating Addendum. 6.2 Working with a State and publisher to maximize the leverage created by the total sales volume from a State and its cooperative partners to ensure best value to all State's. Insight Response: Insight recognizes the importance of facilitating contract advantages based on the size and scope of the State's combined purchasing power. Partnering with Insight affords December 17, 2015 Request for Proposal Response #ADSP016-00005829 11 Attachment B: Methodology 174 of 271 Insight RFP Response •1= NASPO ValuePoint Insight-�• R°P for Master Agreement for •••. ,.�_ Software Value -Added Reseller (SVAR) Services you a partner who is financially stable with a size and capacity to maximize any opportunities. We have listed examples below describing how we accomplish this. Economies of Scale/ Trend Analysis: Insight's web solution and hierarchical reporting gives diverse States and Entities insight in to their purchasing activity in order to understand how to take advantage of economies of scale. Insight will work with each State's/Entity's contract administrators to review trending and discuss license program changes that may enhance the Slate's/Entity's ability to aggregate purchasing and ultimately create cost savings. Insight will provide our findings of this examination during the Quarterly Business Reviews and as requested or scheduled through custom reporting. For example, working proactively with several large state entities in Florida, Insight, partnering with Adobe, was able to save 15% of the total Adobe spend by utilizing a more advantageous licensing program. This kind of consulting is Important to NASPO Value Point as the difference between licensing vehicles is often complex and not easily identified. 6.3 Working with a publisher to maximize the leverage created by the total sales volume overall resulting from this contract. Insight Response: Insight will work with the software publishers on the State's behalf to help them reduce their software costs and Insight holds more than 150 maximize their return on investment. We offer software and licensing public sector contracts across program solutions from thousands of software publishers, leveraging wi different states, working wth each public sector client longstanding relationships to negotiate the best deals possible for our to maximize the value of clients. Our vast experience in managing publisher contracts with other their software volume or clients gives us the leverage and experience to help negotiate better enterprise agreements. . terms with the publishers. We achieve this through the following ways. • Distributor Relationships: We have relationships with all of the major distributors such as Avnet, Ingram Micro, Synnex, Tech Data, and Carahsoft. The reason this is important to NASPO ValuePoint is that it affords Insight the ability to negotiate the lowest cost price due to our size and depth of relationships. • Partner Champions: These resources remain up-to-date on publisher programs. As a result, our Partner Champions are engaged to maximize the leverage created by thetotal sales volume by a State or Entity. For example, if a State's departments are purchasing via separate enrollments, a consolidation of these purchasing agreements under the contract will result in a cost savings for the State. 6.4 Working with State and publisher to obtain the best quote on a high volume purchase. Insight Response: Insight will work with the State/Entity and publisher to obtain best pricing on high -volume purchases by leveraging our longstanding relationships and experience with other clients. The State's/Entity's software requirements will be supported by the Insight Account Team and our in-house experts. • Partner Champions: These resources remain up to date on publisher programs. Asa result, our Partner Champions help our clients utilize the correct licensing programs in order to obtain the best quote on a high volume purchase. • Account Management Support: Insight provides dedicated Account Executives who negotiate with software publishers on your behalf to secure discounts for large quantity purchases. Our established relationships with software publishers give us an advantage when negotiating pricing terms for you. • One-off Purchasing: In the event a publisher offers a product or program opportunity that presents a cost saving to States or Entities outside of the agreed upon criteria in the contract, Insight will bring those opportunities to NASPO ValuePoint and the States and will participate in a one-off event. December 17, 2015 Request for Proposal Response #ADSP016-00005829 12 Attachment B: Methodology 175 of 271 Insight RFP Response .I= NASPO ValuePoint Insight.' � RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 6.5 If, and how, your Company uses historical purchase information to provide targeted assistance to State. Insight Response: Insight does use historical purchasing information to provide cost -saving opportunities and targeted assistance. In the instance of a client with multiple enterprise license agreements and purchases from lower level agreements from various departments, we pull together this usage data to analyze and guide the client to better options for consolidation that can not only save money but make management of these agreements easier. This is a regular part of the value-added services we provide to clients in State Agencies across the country. • Trend Analysis: Experience has taught us that communication is a key factor in a successful partnership. Through our quarterly business reviews, we provide an opportunity to identify spending trends, receive recommendations on cost -saving solutions, and discuss new products and programs that may be of interest to you. These reviews also provide an opportunity to discuss our quality service goals to ensure your ongoing satisfaction with our services. 6.6 How maintenance support is to be made available. Insight Response: Insight uses a combination of tools and resources to ensure that our clients receive proper maintenance support as it relates to their software purchases and assets. Beginning with our Software Renewals Team, they will ensure that States/Entities maintain compliance with all licensing requirements and are aware of upcoming renewals and maintenance dates. As a part of our service to our clients, we ensure that they are educated on what product support or services are included in their agreements with a publisher. In line with the requirements of the SOW, Insight will offer maintenance and support packages on licenses already owned by the States/Entities. The team adheres to the following process to ensure consistent support. Software Maintenance/Renewal Process: Insight's Software Renewal Team has close relationships with the publishers and Is focused on aiding you with publisher renewals. They help you easily maintain compliance with all licensing requirements with our software renewal process. 1. Insight gathers your renewals data from multiple sources and consolidates this data intoone central, well -managed source. 2. CRM tools and systems allow your Software Renewal Team to track and review renewal data and combine software assets from multiple orders into co -term agreements. 3. This team also sends renewal notifications well in advance of the coverage ending date in order to ensure you have ample time to prepare for renewals. 4. Software Renewal Reports and client quotes of upcoming renewals are proactively provided by your Insight Software Renewal Team. 5. On a quarterly basis, your Insight Account Executive notifies you of any approaching expiration dates to ensure you have time to prepare for renewals and new agreements. The Quarterly Business Review serves as a formalized vehicle for providing clients with license consulting 90 days before the renewal date for their licenses. Account Executives partner with our Partner Champions to update clients on any available software upgrades, annual updates, patches and fixes during this review as well as on an ad -hoc basis. Support can be provided to assist the State or Entity obtain any of these maintenance enhancements. The account team also addresses topics such as co -terming opportunities and the re -harvesting of licenses where possible. December 17, 2015 Request for Proposal Response #ADSP016-00005829 13 Attachment B: Methodology 176 of 271 Insight RFP Response NASPO ValuePoint Insight.' RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services 6.7 Describe how training regarding the installation of products and use of products will be made available and how to obtain best value from it. Insight will provide contract users links to the publisher's websites for first line installation, usage, and de -Installation support. If further help is needed, we will connect them directly with the publisher through their publisher account representatives or our Partner Champions. Additionally, Insight provides fee -based training on the use of software through our partnership with Global Knowledge. In the event that the State or Entity has difficulty in downloading or installing software pLrchased, we will provide assistance within 8 hours of being informed of the problem, whether it be through Insight resources or connecting the State or Entity with the publisher. 7. A significant aspect of this service is to be Value -Added Services. 7.1 Describe how your company handles the complexities related to enterprise license agreements (e.g. Microsoft EA, Adobe CLP, etc.). Include how you assist customers (especially first time customers) through this process to ensure they are comfortable moving forward, and are knowledgeable about the agreements once they are complete? Insight Response: Insight understands how difficult it can be to maintain compliance and take advantage of the myriad of licensing programs available. One of Insight's core competencies is software licensing consulting. Insight provides a robust field and inside support staff representing thousands of publishers to help qualify and recommend various solutions to our clients. It is a general practice for us to architect and evaluate solutions for our clients to find the best fit. The benefit to States and Entities of this expertise is confidence that information received is correct, tGrnely, and presented in a manner that is understandable. We provide information on several platforms Including, but not limited to, the following: Specialized Teams: Licensing Consultants, Microsoft Contracts Team, CLEAR Advantage Team Webinars: Subjects including licensing changes, advantages of Cloud, publisher specific topics Periodicals: Devoted to licensing programs and vertical specific (state/local and education) License Key -Code Database: Insight understands the management of key codes and software media can be an important part of the success of any licensing program. Your Insight Account Team will keep a database of key codes for publishers who are willing to share them. In the event that Insight is not provided with copies of your key codes, we will work with these publishers to obtain them on your behalf. Insight is committed to working diligentlyto help you manage your key codes as required.1;s Support for Microsoft Programs Support for your Microsoft EA: Partnering with Insight means States and Entities will have an experienced, unbiased partner to help manage the licensing agreements between the Entity and Microsoft. The "one price" model of the Enterprise Agreement (EA) program makes certain that the client will receive the best pricing, service, and support possible from Microsoft. A client's Microsoft Partner is responsible for fulfilling these program advantages. Using our years of experience managing thousands of Microsoft Agreements, we have heavily invested in people, processes, and tools for managing an EA. We offer our CLEAR .Advantage Solution for our clients' software investments. We help them through the entire lifecycle of software management — from selection, to support and value realization. Figure 2 Insight Microsoft EQ Lifecycle December 17, 2015 Request for Proposal Response #ADSP016-00005829 14 Attachment B: Methodology 177 of 271 Insight RFP Response . i. NASPO ValuePoint Insight RFP for Master Agreement for ..=.=gam Software Value -Added Reseller (SVAR) Services Software Assurance Benefits: Software Assurance (SA) Benefits resources are available to help our clients activate and use Microsoft Software Assurance Benefits. These dedicated resources answer questions, help activate Microsoft benefits, and provide best practices for benefits administration. Insight provides education on the Software Assurance Benefits available to under said Microsoft contract. Microsoft VLSC Website: Microsoft provides visibility to clients' agreements through access to Microsoft's VLSC (Volume Licensing Service Center) Website. Your Microsoft license certificates, SA eligibility, contract usage dates, and enrollment numbers can all be viewed from this site. Insight will train your authorized VLSC administrators on this site EA Touch Plan: Using our years of experience managing thousands of Microsoft Agreements, we have developed a process for managing an EA that includes a number of "touches" our clients should expect when choosing Insight as their ESA and LSP. Educational License Programs: Experience with software publishers over the past 25 years has provided us with a perspective as it pertains to software in the education vertical. Most licensing programs have completely separate rules, product availability, and pricing. It can be difficult for anyone involved in educational procurement to understand and take advantage of opportunities and avoid risk of compliance vulnerabilities. Insight's solution has been to create an Inside Account Team that focuses exclusively on the education market. This team will proactively reach out to education institutions within each state to ensure they have the correct Information Manage and Support- ..>::<E a. w.•�w.: Insight-1 Figure 3 Insight EA Touch Plan and are provided with the lowest cost solution. Insight is certified for all channel available educational licensing programs which is a true differentiator. Volume Licensing Program Transitions: With the "Insight is very responsive to my Microsoft Select Plus program being discontinued and requests and is the easy part of my replaced by the Microsoft Products and Services Agreement procedures for getting software (MPSA), Insight is prepared to work with all States and licenses for my clients on campus." Entities to ensure a smooth transition. - University Software Licensing Mgr. 7.2 Describe how your company handles transitioning a group of customers from an account manager with whom they have built a relationship to an account manager who is new to them? Insight Response: Insight understands the importance of ensuring a smooth and seamless experience when it comes to transitioning a group of customers from an Account Executive with whom they have built a relationship to an Account Executive who is new to them. Smooth transition services are critical to prevent a loss of service to the State, the end users, and stakeholders. Insight acknowledges that this transition can sometimes include obstacles, and as a result we navy rra'rpri raining^c c� tpmc,,lmnnrtanri nvprcinht of Tncight tpammatac arrnrrlingjy December 17, 2015 Request for Proposal Response *ADSP016-00005829 15 Attachment B: Methodology 178 of 271 Insight RFP Response NASPO ValuePoint sight�1 RFP for Master Agreement for .,In„ ls,i Software Value -Added Reseller (SVAR) Services whether they are entirely new to the organization or only to the client. Every Insight teammate who works with Public Sector clients must go through a series of specific trainings related to ensuring that the teammate understands not only the Public Sector client but also acknowledges that they will adhere to all applicable laws, regulations and policies that are involved with providing service to a client in the public sector. Training sessions are handled by Insight's Compliance Team. We drill down to the individual teammate's responsibilities and specific client base to ensure he or she understands the contracts that will be supported by the teammate. From a systems perspective, Insight has a Contract Module that is designed specifically to reduce possible human error. The system calculates the contract sell price, preventing anyone from charging more than the approved contract price. This function disallows the AE from saving a q jote or order unless the price is at or below the contracted price. Insight's Compliance team is the only one capable of assigning a contract to an account. The system, through a series of rules, automatically assigns the products to the contract. Sales cannot misrepresent that a specific p-oduct is on contract when it is not. The Compliance team audits the sales activity and reviews every new account for accuracy (so that the contracts related are accurate). Tools/Reference Resources: Insight utilizes a New Account Process which includes an Implementation Questionnaire document that is reviewed with all new contract holders and referred to throughout the life of the contract. This document ensures that when a new Account Executive is brought on to the account he or she has all of the pertinent information needed to satisfactorily service the client. We have provided this questionnaire in the Additional Documentation section entitled 7.2 Account Transition. 7.2.1 How do you ensure that all of the customers' needs are met? Tie combination of a solid account management structure, an escalation process in place and the existence of customer satisfaction surveys ensure that Insight is able to meet the needs of our clients. Through these measures States and Entities can have the confidence that they will be well supported in order to meet their software needs throughout the lifecycle of their software agreements. In addition to having direct access to the Account Executive, Insight sets up unique team email aliases so that a client can be assured of a response in the event the Account Executive is unavailable. Purchasing Entities can email their specific email alias in order to connect with a knowledgeable member of their account team. 7.2.2 How do you ensure the new account manager is given the resources necessary to be successful in the new role? Imsight utilizes a team approach to providing service for all of our accounts. New account managers are provided rigorous training on your overall contract and a knowledge transfer from the existing sales team. Having more than one Individual maintaining customized information ensures the State or Entity will see a continuity of service despite a change in account management. 7.3 Describe the training available regarding the use of this contract and how to obtain best value from it, other than on-line tutorials. States or Entities interested in joining the NASPO ValuePoint SVAR contract will have full access to training through the IPS' Business Development Manager (BDM) who is dedicated to supporting the NASPO ValuePoint contract. She will be available to meet in person or through webinars to explain the scope of offerings included under IPS' contract. IPS will help interested States and Entities market the contract amongst its agencies to provide a full understanding of the contract's value and processes. We will ensure that users receive training, especially when personnel changes, on where to go to obtain additional information about the contract. We have an informational page dedicated to addressing Insight's NASPO ValuePoint SVAR contract that December 17, 2015 Request for Proposal Response #ADSP016-00005829 16 Attachment B: Methodology 179 of 271 Insight RFP Response •10 NASPO ValuePoint In.sight"o 0 RFP for Master Agreement for a,QucECT" Software Value -Added Reseller (SVAR) Services can be accessed directly through ips.insight.com. On top of providing training, Insight has experience providing Requests for Information (RFI) to prospective states that outline not only Insight's capabilities to support the client's software purchasing needs but also highlighting the benefits to using the NASPO ValuePoint SVAR contract to meet those needs. 7.4 Explain what unique Value -Added services your Company will make available under a resultant contract. State whether they are to be provided at no cost. If there are costs, identify these costs on the applicable Pricing Sheet in the Cost Section. Insight continues to help public sector clients run their organizations in a way that is cost- effective, convenient and empowers them to take full advantage of their software investments. Insight's clients receive valuable compliance support, on -demand reporting, dynamic license tracking, audit support and accurate record management to help realize the full potential of software purchases. Insight's reports are certified by the Software and Information Industry Associations (SIIA) and can be used to quickly evaluate and claim license purchases during an audit. Free Value Added Services License Tracking Insight's software reporting and tracking tools ensure that the State has the options needed to effectively manage software assets in real time. These tools include: ✓ Invoice History Reporting: Obtain 24-hour access to software licensing history. ✓ Customized Client Purchasing Reports: View reports online or download to a database application. ✓ Contract and Renewal Tracking: Easily maintain compliance with all licensing requirements. ✓ Historical Data Tracking: We store purchasing data in our global data warehouse and can run reports that provide purchase history as far back as needed. Single Point of Contact for License Support Insight provides a highly knowledgeable inside sales representative as a single point of contact who will provide prompt assistance and advice on tracking the State's or Entity's licenses using our online reporting and tracking tools. This sales representative has access to a team of highly - trained licensing specialists who are readily available to answer licensing questions. License Tracking Insight's ordering system provides custom tracking and reporting of the State's or Entity's software orders so purchases of individual licenses and server licenses can be tracked. Standardized processes, customizable tracking options and a wide variety of detailed and summary reports allow the States and Entities to quickly obtain the information needed to manage software licenses. Standardization for Tracking Ease Insight's customizable SmartTracker fields can streamline PO -to -invoice reconciliation. SmartTracker is a feature in our ordering system that provides custom tracking and reporting on software orders for analysis by any type of criteria. Easily allocate purchases to specific agencies, OEU names, cost centers, business units, departments, projects and more to facilitate ease of tracking licenses purchased. Through experience with other statewide contracts, Insight has developed a standard naming convention and reporting hierarchy to assist with tracking. Keeping the State Updated on Revised Plans After contract award, the State's or Entity's Insight Account Executive will update the plan, as needed, and will provide a copy of any revised plans to the Contract Administrator. During regularly scheduled business reviews, the Insight Account Executive will keep the State or Entity informed and up to date. Insight is committed to providing the users with education and advice December 17, 2015 Request for Proposal Response #ADSP016-00005829 17 Attachment B: Methodology 180 of 271 Insight RFP Response NASPO ValuePoint Insight ' RFP for Master Agreement for R^ Software Value -Added Reseller (SVAR) Services on OEM licensing; product, program and pricing changes; and upcoming end -of -life announcements. Insight understands that the software purchasing Iifecycle does not stop with the download of the licenses. In order to help States and Entities further maximize their software investments within their environments, we will provide the following fee -based services. Contract pricing for each of these services is listed in Attachment C-2 of our proposal response. Fee Based Value -Added Software Asset Management (SAM) Services Our fee -based SAM services help our clients become and remain compliant with the software publishers. Our SAM team provides full Iifecycle SAM solutions that gives them clear visibility into and control of our clients' Software Asset Portfolio. Insight has established NASPO ValuePoint contract specific pricing to provide States and Entities this valuable service and this pricing is included in the services cost spreadsheet. License Reconciliation Services: Our team of SAM consultants will help States or Entities maximize their software investments and gain control over their software assets by analyzing and reconciling their license purchases. They perform a license assessment and then compare their software license entitlements to their inventory of deployed software to determine the software license position (over licensed, under licensed, opportunities for cost management) of their software portfolio. License Reconciliation Benefits include: Redistribution of unused software licenses Creating a standard software environment Foundation for license management processes ✓ Basis for license agreement negotiations ✓ Detailed overview serves as basis for migration planning ✓ Sarbanes-Oxley compliance Tb further our commitment to providing our clients with the skills and knowledge needed to unleash the full potential of their software investments, we are extending our partnership with Global Knowledge to bring States and Entities these skills and knowledge. Global Knowledge training will be offered at a competitive price developed specifically in support of this contract. Pricing for these training services is listed in Attachment C-2 of our proposal response. 8. Explain how your Company will: 8.1 Retain publisher certification levels and improve on them. Lnsight Response: Insight understands it is critical not only to maintain but also to grow our software relationships and certifications In order to meet our client's software needs and provide tnem the best value and highly knowledgeable sales and services support. In order to maintain cur publisher certifications, as well as obtain both higher certification levels and new certifications in general, our teams work to meet the various criteria associated with the programs. We are passionate about deepening and broadening our certifications so that we can offer our clients a highly competitive price and highly trained professionals In support of their software investments. December 17, 2015 Request for Proposal Response #ADSP016-00005829 18 Attachment B: Methodology 181 of271 Insight RFP Response NASPO ValuePoint RFP for Master Agreement for Software Value -Added Reseller (SVAR) Services It is Insight's intention to work towards certifications with publishers not currently represented through a direct or distribution relationship in order to increase our value to States and Entities. Insight understands that if our reseller status is withdrawn or reduced, we are required to immediately notify the LSCA explaining the change. All account team resources offered to NASPO ValuePoint are required to take continuing education through our internal training portal, Insight University, and courses and certification classes offered by our publishers to maintain the highest certifications to meet the various criteria for their areas of specialization. Insight continues to invest heavily in our IT systems to further enhance our already best -in -class software license management tools and develop even greater efficiency in the acquisition and management of licenses for our clients. We have provided as additional documentation, Insight's Proof of Authorization for our presented software offerings. lnsoght.'` ACrOM ►,` L%.roLc,. Adobe cans® Ck• kPo ciTRlx �...,.,.. ,...,_..� co;?EL Novell red,: 7YT"fN0 uir�. - ,_ VEEdIn ® +n[DINISf Figure 4 Insight is authorized to resell over 18,000 software titles 8.2 Work to reduce costs to obtain publisher products? Insight Response: Insight will continue to work closely with the NASPO ValuePoint organization, States and Entities to continuously uncover opportunities to reduce both your hard costs and drive efficiencies to reduce your soft costs. Hard Costs • Reporting & Smart Tracker: Tracking purchases, with detail down to individual participant levels allows the States to monitor overall software spend and prevent overbuying of licenses. It affords the States visibility allowing the re -harvesting of unused licenses from budget codes or departments that no longer need them, and reassigning them where they are required. Insight will facilitate the transfer of licenses where software publishers allow them, and where licenses cannot be transferred, we will highlight licenses that can be banked and reassigned within the same entity. • SmartTOOLS: Insight has developed a set of free and fee -based tools that provide robust software asset management for Microsoft specific requirements. For Microsoft Enterprise Agreements we offer full license entitlement reporting. All other publishers are covered under a separate statement of work. Cost savings realized through these tools includes product usage as well as procurement solutions which enhance all participants' ability to re -harvest their licenses. • Economies of Scale/ Trend Analysis: Insight's web solution and hierarchical reporting allows diverse participating States to take advantage of economies of scale. Insight will work with each State's contract administrator to review trending and discuss license program changes that may enhance the State's ability to aggregate purchasing. Insight will provide this examination through the Quarterly Business Reviews and requested scheduled custom reporting. • Distributor Relationships: We have relationships with all of the major distributors such as Avnet, Ingram Micro, Synnex, Tech Data, and Carahsoft. The reason this is important December 17, 2015 Request for Proposal Response #ADSP016-00005829 19 Attachment B: Methodology 182 of 271 Insight RFP Response f �, NASPO ValuePoint InsightTO _ RFP for Master Agreement for „ • �_ Scftware Value -Added Reseller (SVAR) Services to NASPO ValuePoint is that it affords Insight the ability to negotiate the lowest cost due to our size and depth of relationships. One off Purchasing: In the event a publisher offers a product or program opportunity that presents a cost saving to States or Entitles outside of the agreed upon criteria in the contract, Insight will bring those opportunities to NASPO ValuePoint and the States/Entities and will participate in a one-off event. Soft Costs • eCommerce: Utilizing Insight's web -based procurement solution provided to each participant streamlines the order management process and reduces administrative burdens and the resources needed for the entire PO to Invoice Process. Workflow: Ips.insight.com has full workflow capabilities with approvals that can be set by each participant's governance. By using Insight Workflow, we can help you quickly create a structured workflow solution that your administrators can easily amend as rules change with your organization. Automating internal processes by triggering approval by hierarchy, dollar value, approved items, wild card or any combination eliminates rogue purchasing and accelerates procurement cycles. This process saves time and resources. Strategic Publisher Relationship Team: Insight has a VP -level team solely dedicated to supporting Insight's publisher relationships. This management team is responsible for defining and executing on our software acquisition, management and relationship development with our software publisher partners. Each key publisher is assigned one or more relationship owners and Is backed by a team of technical and licensing resources who focus solely on that publisher's programs and capabilities and support the various technical services that surround the publisher's product set. The benefit to NASPO ValuePoint of these relationships is we can advocate on your behalf for programs and products specific to each State's contract requirements. For example, we can advocate for the creation of an educational license program where the publisher did not have one in place but could benefit the client, based on their volume purchasing. 8.3 How does your Company respond to customer complaints and service issues? Insight Response: Insight's ultimate goal is to provide all States and Entities with the Insight's management highest level of customer satisfaction and maintain our long-term philosophy is to empower business partnership with both NASPO ValuePoint and all States and the people that touch our Entities that utilize the contract. To maintain this high level of clients on a daily basis to promptly fix problems and customer satisfaction Insight has implemented a client service g P ensure ongoing customer Initiative monitored by our Sales Operations Management Team and satisfaction. other internal operations departments to quickly correct any issues that may arise and ensure ongoing client satisfaction. Departments within Insight continuously measure critical client service factors. All issues are tracked and discussed during regularly scheduled meetings to minimize repeat occurrences. in every case, we will work to promptly resolve any issues that may arise and then work on a long-term resolution only after the issue is resolved and the client is satisfied. Insight uses a wide range of quality methodologies and metrics that depend on the function, process, product, or service that was involved in the complaint. For account maintenance, ongoing support and account issue escalation, the first point of contact is the Insight Account Executive supporting the specific State or Entity, who provides oversight in tracking issues and ensuring the proper resolution is achieved in a timely manner. Significant December 17, 2015 Request for Proposal Response #ADSPO16-00005829 20 Attachment B: Methodology 183 of 271 Insight RFP Response NASPO ValuePoint si ht-� RFP for Master Agreement for ..In�, .sig Software Value -Added Reseller (SVAR) Services issues are escalated to the appropriate Insight Management. Resolution plans with timetables and measurable improvement targets will be created for any significant issues. For issues involving specific publishers, we have publisher Partner Champions on -site to help escalate client issues and drive to resolution. The benefit to the States of these co -funded resources is that we provide the States with direct communication to the publisher to promptly solve any issues. As part of the quarterly business review, Insight will review with the LSCA and State/Entity any critical challenges or unresolved issues and discuss ways we can improve our performance to mitigate issues in the future. 8.4 What is your Company's escalation process? Insight has read and complies with the requirements stated in section 3.5.2 of the Scope of Work. We will provide all of the required information as well as an escalation path to a senior management level. Below we have outlined the escalation process for review. Escalation Process & Problem Resolution: Insight's escalation process incorporates personnel from all areas of our business. Should a participating State or Entity experience a lack of expected service, they are encouraged to contact their direct Insight AE, whose information will be listed on the State's dedicated website, Immediately so the proper resolution can be achieved in a timely manner. If your AE is not available, then any of the Insight Account Team members assigned to support the contract can be contacted. This team has the same access to resources needed for resolving any issues that may arise. They too, are committed to meeting client needs. Additionally, our Partner Champions assist us with customer issue escalation and resolution, technical product knowledge, and vendor licensing program expertise, and more. The Insight AE or one of the Insight team members will escalate any concerns the client may have to the appropriate Insight manager for prompt problem resolution. Escalation Path: An escalation path has been established ' should the LSCA or any State or Entity experience a lack of Purchasing State Escalation Path expected service. The client is encouraged to contact their Account Executive Insight AE so the proper resolution can be achieved in a y, timely manner. Issues that are not resolved in a suitable Sales Market Leader timeframe will be escalated to the appropriate Insight 4. Management team and a resolution plan with timetables and vice President, General Manager, measurable Improvement targets will be created as needed. Public Sector Sales 9. Problem Resolution 9.1 Scenario 1: Describe at least one recent situation where your Company made a major error that resulted in dire consequences for a customer. Detail the error and what changes your Company has made to avoid repeating the error in the future. In this situation, the problem is not solved in time to take care of the customer, and the customer is likely lost. Insight Response: Insight recently worked with a client to provide a solution that consisted of hardware and software for delivery to U.S. locations as well as nineteen global sites. Our client's need for the hardware and software solutions was critical to completion of a networking upgrade in the worldwide locations. There were issues with delivery to a few of the locations which required specialized customs declarations. In this case, it took an extended period of time to deliver the products to the client and as a result, our client's network upgrade was delayed in those locations. December 17, 2015 Request for Proposal Response #ADSP016-00005829 21 Attachment B: Methodology 184 of 271 Insight RFP Response NASPO ValuePoint Insight RFP for Master Agreement for ^ ««° Saftware Value -Added Reseller (SVAR) Services Mitigation Solution for the Future To avoid repeating these errors, Insight has engaged experts in global delivery and implemented a strict review process for all global hardware shipments. Due to these actions, we now provide accurate information to our clients to allow them to meet deadlines. 9.2 Scenario 2: Describe at least one recent situation where your Company made a major error that had potential dire consequences for a customer. Detail the error and what was done to correct the situation. To what lengths did your Company go to take care of the customer? What changes (if any) did your Company make to avoid repeating the error in the future? In this situation, the problem is solved in time to take care of the customer, and the customer is likely not lost. Insight Response: Insight has a contract with a client that requires a custom catalog containing all of the client's company standards. Minimum stocking levels are set by the client and Insight must have the inventory available for immediate configuration in our labs and shipment to the client. Insight is also responsible for coordinating between the client and manufacturer to ensure we provide advanced product discontinuation notification. As the catalog items are used for the client's newly hired employees, the maintenance of this catalog and proper communication with the client on end -of -life product are critical to the success of the client's onboarding of these employees. Due to staff changes at Insight, the catalog was not maintained properly; stocking levels fell below the levels needed and no stock was available. To mitigate the immediate impact to the client, Insight located product to fill the need, sent it to the client via next day air delivery, and engaged engineers to travel to the client sites for on -site imaging of the machines. This allowed the items to be available for the newly hired employees on their first day. Mitigation Solution for the Future `o ensure this error is not repeated, Insight formed a team who owns catalog maintenance and communication for this client as well as others. This ensures that the loss of an employee or an absence has no impact on fulfillment of client requirements. 10. Product Return Process Describe the proposed product return process in the following situations: 10.1 Scenario 1: Product was ordered. The order was filled and shipped correctly. After the order was accepted, AP discovered it ordered the wrong product and wants to return the product. Insight Response: The return policy for software varies by the software manufacturer. On certain products, manufacturers have explicit return procedures and policies. Since Insight does not manufacture the product, we must adhere to certain procedures established by the respective manufacturer; however, Insight will always work on your behalf to obtain approval for returns whenever possible. 10.2 Scenario 2: Product was ordered. The order was filled and shipped. After the orderwas accepted, AP discovered the product delivered did not match the product that was ordered. AP would like to return the product. Insight Response: In the event that Insight made the error, we will remedy the error without question. Insight will assist in Its replacement or grant you a credit against future purchases in an amount equal to the original purchase price and freight paid for the product. The client should contact Insight Client Services at 1.800.827.6100 or e-mail InsightClientServices@insight.com to initiate a return within 15 days of receipt of the product or for additional information. December 17, 2015 Request for Proposal Response #ADSPO16-00005829 22 Attachment B: Methodology 185 of 271 Insight RFP Response .p® NASPO ValuePoint Insight."210 RFP for Master Agreement for DuoucuUTM Software Value -Added Reseller (SVAR) Services Insight's return policy and return material authorization (RMA) Request Form can be found on our website through the following link: Insight Return Policy. 11. SVAR Performance — Describe the process to be used to track and document the SVAR's performance, to include "Cost Savings" achieved, under this Contract. See Section 3: Scope of Work, Items 3.5.3 and 3.5.4. Insight Response: Insight's experience as a VAR has taught us that communication is the key for proper account maintenance, continuous improvements, and satisfied clients. As such, we propose utilizing the following tools to meet the requirements set forth in the Scope of Work. Regularly Scheduled Business Reviews: Insight will conduct Quarterly Business Reviews ("QBR") with the State or Entity. The QBR offers a documented process for assessing the relationship. The QBR summarizes the past quarter's purchases (sales volumes and figures), buying trends/ purchasing trends, accomplishments (sales savings) and initiatives. Insight is capable of and will provide this information by publisher and by entity, as needed. The documentation provided in the QBR provides proactive hard figure statistics about contract activity allowing the State or Entity the ability to understand where IT dollars are being spent. Part of Insight's job as a VAR is to serve as an expert on software licensing programs, thus we will use the intelligence gathered through reporting combined with the information we gather from working with software publishers, to discuss potential cost savings opportunities that can be passed on to the State or Entity. Paired with the QBR, Insight will conduct Annual Business Reviews with the LSCA and the NASPO ValuePoint organization which will include a summary of annual purchases, usage, and buying trends, and where we will discuss possible revisions of the categorizations of publishers based on this information. On top of sales -specific areas, Insight will be prepared to discuss any service concerns, industry trends, and the overall effectiveness of the contract- providing advice where applicable. Quarterly and Annual Business Reviews are a forum where all parties involved can discuss, in detail, purchases and buying trends and develop future goals to enhance our partnership. In addition, scheduled business reviews include a discussion about your relationship with Insight, an opportunity to identify areas for improvement, and a chance to rate our performance. Customer Satisfaction Survey Program: Insight has the infrastructure and processes in place to meet the contract's customer satisfaction survey requirement. Insight conducts client surveys monthly, sending the question set to approximately 6,000 clients on average. Our Business Intelligence organization then consolidates the data to identify trends, areas of strength, and areas of opportunity. In addition, the "comments" clients provide in a text box are reviewed by the appropriate business leaders to implement change to processes, where needed. The client surveys help us uncover areas where Insight has opportunities to improve our services, as well as areas where our processes and practices are effectively serving our clients. Insight has seen a tremendous improvement in our ability to deliver value to our clients as a result of this program. The formalization of the process and the ability to manage the interactions from a high level have reinforced the role that quality management plays at Insight. In addition, the specific results for each account have uncovered numerous opportunities for Insight to further strengthen our client relationships. December 17, 2015 Request for Proposal Response #ADSP016-00005829 23 Attachment B: Methodology 186 of 271 Agreement Id: 4400439725 Ref Agreement Id: 4400237079 AdobeSystems Incorporated 345ParkAvenue r r San Jose, CA 95110 Adobe Phone:408.536.6000 February 4, 2015 ns ight 6820 South Hart Avenue Tempe, Arizona 85283 To Whom It May Concern, This letter is to confirm that Insight is currently an authorized reseller in good standing and is certified to resell Adobe Software Products and Services, including the Acrobat Professional, Acrobat Standard, Captivate, Capture, Cold Fusion, Cold Fusion Enterprise, and CreativeCloud. If you have any gjestions, please fell free to contact Tm Anderson, Government Channel Account Manager at (206) 675-7649 or Adobe Systems Incorporated C,<L.s, By:- - - Printed Name: "Ns....... Title: Feb 5 2015 187 of271 Date Created: 2/4/2015 10:17:30 AM CITRIX° Citrix Partner Authorization Letter Americas September 16, 2015 Insight Direct Inc. 6820 S Hari Ave Tempe, AZ 85283-4318 USA To Whom It May Concern, This letter is to confirm that Insight Direct Inc., Org ID 592271-10, of Tempe, AZ is a Gold Level Citrix Solution Advisor and is authorized by Citrix to resell all Citrix Products and services offerings that are available for resell as well as associated maintenance from April 1, 2015 through March 31, 2016. Regards, 'a0n"-"Ajf4 Donna Buffett Director, Americas Inside Channel and Operations Citrix Systems, Inc. 188 of 271 o 11/6/2014 To Whom It May Concern: As of November 2014 Insight Enterprises, Inc. (Insight) holds the following MS authorizations: • LSP (Licensing Solutions Provider) - allowing Insight to offer the Microsoft Select volume licensing program to end customers • ESA (Enterprise Software Advisor) - allowing Insight to service and support Microsoft Enterprise Agreements • ADR (Authorized Device Reseller) - allowing Insight to offer Microsoft devices • AER (Authorized Education Reseller) - allowing Insight to offer Microsoft academic products to education customers • SPLA (Service Provider Licensing Agreement) - allowing Insight to offer Microsoft Hosted License Agreements • GSA Schedule Holder GS-35F-0009U In addition to reseller authorizations noted above, Insight is a Microsoft Gold Certified Partner. Microsoft Gold Certified Partners are the elite Microsoft Business Partners who earn the highest customer endorsement. Microsoft Gold Certified Partners have passed the highest level of requirements from Microsoft and have demonstrated the most robust, efficient and scalable implementations of Microsoft technologies in demonstrated enterprise customer deployments or an on -site Microsoft assessment. Insight is a Microsoft Gold Certified Partner with expertise in the following tracks: • Microsoft Gold Certified Partner for Collaboration and Content • Microsoft Gold Certified Partner for Communications • Microsoft Gold Certified Partner for Datacenter • Microsoft Gold Certified Partner for Identity and Access Microsoft Gold Certified Partner for Messaging • Microsoft Gold Certified Partner for Midmarket Solution Provider • Microsoft Gold Certified Partner for Software Asset Management • Microsoft Gold Certified Partner for Volume Licensing • Microsoft Silver Certified Partner for Cloud Platform • Microsoft Silver Certified Partner for Cloud Productivity • Microsoft Silver Certified Partner for CRM • Microsoft Silver Certified Partner for Data Analytics • Microsoft Silver Certified Partner for Data Platform • Microsoft Silver Certified Partner for Devices and Deployment • Microsoft Silver Certified Partner for Small and Midmarket Cloud Solutions Regards, Tasha Lowell Tasha Lowell Microsoft Senior Partner Operations Manager 189 of 271 ,C- Syma ntec . , September 10, 2015 To Whom It May Concern, Subject: Confirmation of Symantec Partner Program Membership Enrollment This serves to confirm that Insight Direct USA, located at: 3480 Lotus Drive, Plano, TX 75075 is a current member of the Symantec Partner Program (SPP), and has been since 1/22/2002. Insight Direct USA has met the membership requirements of a Symantec Platinum tier partner, is in good standing, and holds the following Symantec Competency membership/s, recognizing their demonstrated proficiency in the below solution and delivery areas, and as published on the ' .. Lc: - _:: Archiving — Expert Data Security — Expert Dynamic Storage and Continuity - Principal eDiscovery - Principal Endpoint Management - Principal Endpoint Security — Expert Enterprise Backup and Recovery — Expert Gateway Security — Expert Mid -Market Backup and Recovery — Expert Mobility — Expert Security Monitoring and Management Expert Insight Direct USA has rights to advertise its status as a partner under the SPP, provided that any such rights and obligations are carried out in accordance with, including but not limited to, the SPP Agreement entered into between Symantec Corporation and Insight Direct USA and any additional, applicable policies or guidelines contained on the Symantec PartnerNet Portal. Confirmation is as of today's date, 9/10/2015. Thank you, John Emard Sr. Director, Global Channel Operations Symantec Corporation 190 of 271 t.- VMware, Inc. 3401 Hillview Ave., Palo Alto, CA 94304 USA September 15, 2015 PARTNER ID NO: To whom it may concern, 1101293 — Insight PublicSector (650) 427 5000 main ..vmware.com (650) 427-5001 fax VMware, Inc., a Delaware corporation with its principal place of business at 3401 Hillview Ave., Palo Alto, CA 94304 USA ("VMware'), hereby confirms that as of the date of this letter, Insight Public Sector is an authorized Premier Corporate Reseller ('Partner") of VMware. As such, this Partner is authorized to resell and market solutions using VMware products in the United States as per the terms and conditions of the existing agreement between the Partner and VMware. For VMware, Inc. Name: Maria Diaz Title: Sr. Contracts Administrator 191 of271 Novell November, 19 2015 To Whom It May Concern, This letter is to verify that the following company is currently a member of the PartnerNet Program at the Gold level. Insight 6820 S -Hari Ave Tempe AZ 85283-4318 You may also confirm this information on the Partner Locator at the following URL hftps://www.partnernetprogram.com/. If you have questions or need additional verification please contact the PartnerNet Help Desk at PartnerNet-Amermicas@novell.com or 800-828-3362. Regards, Lona Bullard PartnerNet Program Specialist Ibullard@novelLcom 801.861.2279 192 of 271 Novell, Inc. - 1800 S Novell Place - Provo, UT 84606- Tel: 1.801.861.7000 - www.novell.com Ai Squared We've got accessibility covered December 15. 2015 To whom it may concern: This is to certify that Insight is an authorized Ai Squared Dealer with a U.S. sales territory that excludes the following states; Arizona, California, Hawaii, Idaho, Nevada, Oregon, Utah and Washington. As such, Insight may sell, service and warranty our software/hardware products, ZoomText Magnifier, ZoomText Magnifier/Reader, ZoomText Fusion, ZoomText ImageReader, ZoomText Mac, ZoomText Mac with CamReader, ZoomText Express, the ZoomText Camera and the ZoomText Large -Print Keyboard. Our products are made and distributed at our location in Manchester Center, Vermont, USA. Regards, Catherine T. Gettel Ai Squared Dealer Network Manager squarcd.com (802) 362-3612 x114 PO Box 669 (802) 362-3612 sales@aisquared.com Manchester Center, VT 05255 (8omf892t>?7o www.aisquared.com Fax: (802) 362-1670 August 27, 2015 BOZENA KOSTELIC INSIGHT DIRECT USA INC 6820 S HARL AVE TEMPE, AZ 85283 Contract ID:197494 Re: Authorized Status of INSIGHT DIRECT USA INC Please accept this letter as verification that INSIGHT DIRECT USA INC is currently an Apple Authorized Government Reseller and as such, INSIGHT DIRECT USA INC is authorized to resell Apple Products to Government Customers. Unless terminated earlier, INSIGHT DIRECT USA INC's reseller authorization is valid through 04130/2017. Should you have any questions regarding their authorization, please email the US Contracts Operations team at contracts@apple.com. Sincerely, US Contracts Operations Apple Inc. 9 Apple Inc US Contrails operations 1 Infinite Loop, MS 318-60PS Cupertino, CA 95014 contracts(Wapple. corn 194 of 271 1 LBarraeuda 12/11/2015 Insight 6820 S Harl Street Tempe, AZ 85283 Subject: NASPO ValuePoint Software Value -Added Reseller (VAR) Services RFP #ADSP016- 00005829 To whom it may concern, This letter is to certify that Insight is an authorized reseller of Barracuda Networks hardware, software and related services to companies, entities, and education and state/local agencies in AZ. This letter is valid for the duration of the contract unless partnership is terminated. My contact information is as follows: 3175 Winchester Blvd Campbell, CA 95008 acannon0barracuda com 703-743-9068 Should you have any questions, please do not hesitate to contact me. Sincerely, Andrea Cannon Director, Public Sector Channel Sales U -CiEv �T�iES 195 of 271 gplh, AM Go, technologies November 13, 2015 To Whom It May Concern: 520 Madison Avenue 22nd Floor New York, NY 10022 T +1 800 225-5224 +1212 310 6222 ca.com This letter confirms that as of the date hereof, Insight Direct USA, Inc. ("Reseller") is authorized by CA, Inc. ("CA") to resell certain of CA's products and services to government customers in the United States. This letter of acknowledgement does not include any authorization by CA for Reseller to make claims, representationsor commitments on behalf of CA other than CA's standard product specifications and associated warranties available from CA. Any other claims, representations, or warranties by Reseller are solely the responsibility of Reseller. Tina Ratcliff Sr. Director, Financial Contracts CA, Inc. 196 of 271 Cisco Channel Partner Program Geld Cc-,,r =fied Partner 11 /07/2014 Amy Loges INSIGHT DIRECT USA INC 6820 S HARLAVE Tempe Az 85283 United States Dear Amy Loges, Congratulations on your re -certification as a Cisco, Gold Certified Partner. This designation demonstrates that your company has met the standards for networking competency, service and support, and customer satisfaction. it also demonstrates that you have the technical ability and product knowledge necessary to provide leading -edge Cisco solutions to your customers. We have provided a customized plaque that acknowledges your achievement and can be displayed in your place of business. By becoming re -certified, you have strengthened your credibility among your customers, established a stronger relationship with Cisco and its sales teams, and have access to a wealth of programs and support services from Cisco. You will be recognized and promoted for your certification level and accompanying specializations on the Cisco Partner Locator tool -the first stop for many customers seeking to do business with a Cisco Certified Partner. You also have access to the online Partner Sales and Marketing Kit at which provides links and information to the many benefits you receive for participating in the Cisco Channel Partner Program. Included in the kit are • Partner resources: Materials to help you promote your business, including Cisco Gold logos in various formats, logo usage guidelines, press release templates, and more • Partner enablement tools: Tools and programs to help you promote your business, including messaging guides, training resources, and a Quick Reference Guide to Partner Enablement A customized certificate that acknowledges your achievement is also available for a fee. Certificates or additional plaques can be ordered at We hope the contents of this kit prove to be useful in facilitating your marketing efforts and in strengthening your partnership with Cisco. We value the [eve of commitment you have demonstrated and look forward to continuing a successful partnership. Sincerely, FXA=Qft rh 6 0 Ricardo Moreno Senior Director - Strategy, Planning and Programs Cisco Worldwide Partner Organization 197 of 271 Dell Marketing, L.P. One Dell Way Round Rock, Texas 78682 April 16, 2015 To whom it may concern: This letter is to confirm that Insight Public Sector is a Dell reseller in good standing and is authorized by Dell to sell the Quest software product line. If there are any concerns or questions, you many contact me. Regards, David F. White, Contracts Manager Dell Marketing, L.P. David F White(cDdell.com Round Rock, Texas 198 of 271 b o 0 InfUmadon Systems December 16, 2015 Insight 6820 S. Had Ave. Tempe, Arizona 85283 Aft n: Erica 'Falchet- Er:'ca. Executive Informat ion Systems. LLC 'EIS) is the aut hcrizeo resellerl distrib u I.-Cir for -SPS and" Services to all, government including State;.:,nd Local Government buyers. insioh.t. is authorized to purchase SAS products from EiS in of the NIA.'1--'.PO bid. Please I-e-L- me know if you have ques4.4!ons Sin R. Patrick Krause President IS C% , I too I PARTNERSHIP OVERVIEW: ps [-i F 1 PARTNER PROGRAMS & TIERS: u -.izerl Fe-e al Filn`PEXSl,l,itiv F icle, c SOLUTIONS: It] igwg c, E-- �t,:, i ag e: i I z:-: SERVICES: PR DDUCTS: ice.'; ,et I,,. '--e -�:e lal 1) to - ':,Ilair. I" IiAj G tie sit:: -lk= : p- R.? APPLICATIONS: z'l—, SAP: S IN)USTRIES: HEADQUARTERS 200 of 271 enChoice COMPANY PRODUCTS SOLUTIONS INDG STRIES SERVICES SUPPORT PARTNERS RESOUR;ES BIOU Cbaa1 Evaepc Partner, CYA Reseller Partners: North America Tecnnolopy FaMers O` A Re,e!Ier FAffi3, lnclt; e.' Clali]Etl nr]ancanCnF lo31 un9elslllJ tha gnpler I.antl cnac2 n]ee o- oenlo, Iapant E- Cva Resew Pallet, E_I I I, st',. nel, e t -P. _. ocerl - E.I1 ;elb-crr ...,n oe v,> ,.n, - .Y: 3t. , [. 103%e u: N'll, Amerr,: acr nt., a.:a _.,!a .,a, ..n. evze,.: a r:1: ,n,ae ohm=r-ar •�.P -q: e. a.. va P..a _.;'et. .�.: -aq EI:IEA&AFAC aaer wnrrenen,we,urvo2 Fdinx us. t f- ' IF S Partner Reseew: CYA for Reseller. CYA Iw y EMCDwumenwm IBMFIIeNei P8 X X X X X X n 201 of 271 Hewlett-Packard Company 501 Page Mill Road Palo Alto, CA 94304 USA hp.com September 17, 2015 Insight Direct USA Inc Insight Direct 6820 S HARL AVE City, State, ZIP To whom it may concem: 0/ Insight Direct USA Inc is an HP Authorized Partner in the US, which includes access to all commercial products - not requiring additional authorization and includes all Open products from an authorized HP US Commercial Distributor, for resale to end user customers in the USA. Insight Direct USA Inc holds the following additional authorizations: HP Enterprise Storage [PLS: 3Z, 4F, LJ, LK, and LM) HP Business Critical Servers [PLs: 1X, 23, TQ, and TR) HP Enterprise Networking [I61 HP Enterprise Storage XP PL: LN Superdome [PL 1X/12) HP Qualified Software [PLs 1 W 33 4Y 6F 87 9N CM D9 FC FM TE TF U31 Aresight Fortify Tipping Point Qualified Supplies Partner Program Insight Direct USA Inc has beenan HP ServiceOne Enterprise Group (EG) and Printing & Personal Systems (PPS) Delivery Partnersince 4/30/2003 HP ServiceOne EG and PPS Delivery Partners are authorized to deliverwaranty and HP Care Pack Services on HP Personal Systems (such as HP Business PCs or HP Commercial Notebooks), HP Imaging & Printing products (such as HP LaserJetshared printers or HP DesignJet large format printing), Industry Standard Servers, HP Storage and Networking products, provided that the technicians performing the Services hold the appropriate service and/or solution qualifications. HP Point of Contacts for Partner Authorization verification are listed below: Rebeca Vargas: HPOontractsComplianceSupport@hp.com I 1-888-629-6914 Jason Holgreen: HPContractsComplianmSupport@hp.com / 1-888-629-6914 Customers can also locate or confirm partners through the HP Partner Locator at http://www8.hp.com/us/erdstore-finder/index.do Sincerely, Rebeca Vargas. Hewlett-Packard Company Americas Contracts and Profiling Operations Manager. 202 of 271 International Business Machines Corporation 2929 North Central Avenue Phoenix, Arizona 85012 July 9th, 2015 Insight Enterprises, Inc Doing business as Insight Direct, Inc. Address 6820 South Hart Avenue Tempe, ARIZONA 85283 UNITED STATES Telephone number +l 480 9021000 Company website http://www.insight.com (opens in a new window) Company overview * Insight offers 20 years experience as a single source provider of IT hardware, software, and value-added services. Our experience in providing technology solutions includes procurement, the most extensive product selection in the industry • deployment of new products • desk side support, • assessment • strategic planning, • enterprise consulting hot swap program, • asset disposition • IBM product, service or specialty • Specialties and authorizations 203 of 271 • Certifications • Industr • Business Partner type IBMproduct, service or specialty Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Analytics Cloud Commerce Commerce Commerce Security Security Security Security Services Social PureApplication System Cloud data services Cognos DashDB DI DB2/IMS z Tools Document imaging & capture Enterprise Content Management Information Integration Informix/Solid Internet of Things Master Data Management Optim Performance management Predictive & business intelligence PureData Smarter Cities Operations Other 13213 & commerce 13213 Integration ExperienceOne Applications & data Intelligence People Services Systems services SmartCloud Authorized reseller IBM certified Authorized reseller Authorized reseller IBM certified Authorized reseller Authorized reseller IBM certified Authorized reseller Authorized reseller Authorized reseller Authorized reseller IBM certified Authorized reseller Authorized reseller IBM certified Authorized reseller IBM certified Authorized reseller IBM certified Authorized reseller Authorized reseller IBM certified Authorized reseller Authorized reseller IBM certified Authorized reseller IBM certified Authorized reseller IBM certified Authorized reseller IBM certified Authorized reseller Authorized reseller Authorized reseller Authorized reseller Authorized reseller Authorized reseller 204 of 271 IBM product, service or specialty IBM certified Social Social collaboration Authorized reseller IBM certified Social Social mail Authorized reseller IBM certified Systems Hardware Power System Up Authorized reseller Authorized reseller Systems Hardware Storage IBM Specialty Business Partner IBM certified Systems Middleware Application integration Authorized reseller middleware Systems Middleware Cloud & Smarter infrastructure Authorized reseller IBM certified Systems Middleware Digital experience Authorized reseller IBM certified Systems Middleware Enterprise Authorized reseller Systems Middleware Foundation Authorized reseller Systems Middleware Product lifecycle management IBM certified Systems Middleware Pure Authorized reseller Systems Middleware Rational Authorized reseller Systems Middleware Smarter Process Authorized reseller Back to top Specialties and authorizations System Storage Specialty Back to top Certifications Security Systems Tivoli Automation Cloud Tivoli Enterprise Asset Management Tivoli Storage Management IBM Certified Solution Architect - Cloud Computing Infrastructure VI Cloud and Smarter Tivoli Automation IBM Certified Deployment Professional - Infrastructure Tivoli Netcool/Impact V6.1 Cloud and Smarter Tivoli Enterprise IBM Maximo Enterprise Asset Management Infrastructure Asset Management Sales Professional v4 2 205 of 271 Certifications Cloud and Smarter Tivoli Storage Cloud and Smarter Infrastructure Storage 2 Infrastructure Management Sales Professional v5 WebSphere IBM Commerce Solutions Selling/Order I Commerce Commerce Mgmt Sales Professional v 1 WebSphere IBM Commerce Solutions Supply Chain I Commerce Commerce Mgmt Technical Professional v 1 IBM B2B Integration Technical Professional I Connectivity B2B Integration vl Connectivity B2B Integration IBM Managed File Transfer Sales I Professional v2 Enterprise Content IBM Filenet OmniFind Technical Sales Professional v 1 1 Management Enterprise Content IBM Filenet IBM Certified Solution Designer -- DB2 I Management IM Heritage CM Content Manager V8.3 Enterprise Enterprise Mktg IBM Enterprise Marketing Management 1 Marketing Mgmt Solution Sales Professional v1 Management Enterprise Enterprise Mktg IBM Tealeaf Technical Mastery Professional I Marketing Mgmt VI Management IBM Cognos IBM Business IBM InfoSphere IBM Certified Administrator - Cognos 8/10 1 Analytics IM Data BI IBM Business Analytics IBM Business Analytics IBM Business Analytics IBM Collaboration Solutions IBM Collaboration Solutions IBM Collaboration Solutions IBM Collaboration Solutions Info Mgmt Management IBM SPSS IBM SPSS Collaboration and Deployment Enterprise Services Technical Support Professional v 1 IBM SPSS IBM Certified Specialist - SPSS Statistics Enterprise Level 1 v2 IBM SPSS Statistics IBM SPSS IBM SPSS Predictive Analytics Solution Enterprise Sales Professional v1 IBM SPSS Statistics IBM Cognos IBM Filenet IBM Social Business Solution Sales Lotus Portal Professional v 1 Lotus Social SW & Unified Comm Lotus Messaging IBM Certified System Administrator - Lotus and Collab Notes and Domino 8.5 Lotus Social SW & IBM Certified Associate - Social Software Unified Comm and Unified Communications SmartCloud for ICS SmartCloud for Social Business Sales Social Business Professional vl 2 2 Expert Integrated IBM Information Management Solution Sales I Systems Professional v4 206 of 271 Certifications IBM InfoSphere IBM Optim IM Data Management Info Mgmt IBM InfoSphere IBM Initiate Master Data Service Support I Professional v I IBM Certified Technical Sales Specialist - I Power Systems Power Systems with POWER8 Scale -out V I Rational Rational Authorized IBM Certified Deployment Professional -- 3 Rational Portfolio Manager Rational Rational Authorized IBM Rational IT Solution Sales Professional I v2 Security Systems Security Systems IBM Certified Associate - Tivoli Identity I Manager V5.1 IBM Certified Deployment Professional - Security Systems Security Systems Security Network Intrusion Prevention 1 System V4.3 Security Systems Security Systems IBM Certified Deployment Professional - 2 Security SiteProtector System V2.0 SP 8.1 Security Systems Security Systems IBM Tivoli Internet Security Systems Sales I Mastery Test v2 IBM Certified Specialist - Enterprise Storage I System Storage Storage Technical Support V3 IBM Certified Specialist - High Volume I System Storage Storage Storage Fundamentals V3 IBM Certified Specialist - Midrange Storage 2 System Storage Storage Sales V I IBM Certified Specialist - Midrange Storage I System Storage Storage Technical Support V3 IBM Certified Specialist - Storwize V7000 2 System Storage Storage Technical Solutions V2 Enterprise Mktg Mgmt WebSphere Rational Authorized IBM MobileFirst Sales Professional vl 1 Security Systems Tivoli Automation WebSphere Core Expert Integrated Systems IBM Filenet IBM WebSphere Solution Sales Professional I WebSphere WebSphere Businessv5 Process Mgt WebSphere Core 207 of 271 Certifications Expert Integrated WebSphere Systems WebSphere Core Expert Integrated WebSphere Systems WebSphere Core WebSphere Business WebSphere Process Mgt WebSphere Core Back to top Industry Aerospace & Defense Automotive Banking Chemicals & Petroleum Consumer Products Education Electronics Energy & Utilities Financial Markets Government, Central/Federal Healthcare Industrial Products Insurance Life Sciences Media & Entertainment Retail Telecommunications Travel & Transportation Back to top IBM Certified Developer - WebSphere Application Server Developer Tools V8.5 with Liberty Profile IBM Certified System Administrator - WebSphere Application Server Network Deployment V8.0 2 IBM Certified SOA Solution Designer [2007] 1 Business Partner type Managed Service Provider (MSP) - Any Managed Service Provider ResellerNAR Back to top * These items have been self-proclaimed by the Business Partner. IBM has not verified the information and IBM is not responsible for the accuracy of the information. 208 of 271 RSA Security LLC. 174 Middlesex Turnpike Bedford, MA 01730 Tel 781 515 5000 http://www.emc.com/rsa Date: Oct.22.2015 Greetings: INSIGHT is a Platinum Partner in the RSA SecurWorldTm Program. RSA SecurlD is available for open distribution. Even if INSIGHT has a relationship with an RSA Authorized Distributor, INSIGHT will still be able to purchase and resell SecurlD-related products from any RSA Authorized Distributor. Additionally, INSIGHT is authorized to purchase and resell the following RSA product lines: Authentication Manager/SecurlD, Access Manager, Adaptive Directory, Federated Identity Manager, Certificate Manager, Data Protection Manager, Identity Management and Governance, IPV (Adaptive Authentication, Cybercrime Intelligence, Fraud Action), Web Threat Detection, Security Analytics, Registration Manager, Key Recovery Manager, Validation Manager, Archer, DLP and ECAT. All related RSA products and services are governed by the RSA Shrink -Wrap License Agreement. Please accept this as a fully executable authorization letter. Best Regards, RSA SecurWorld Team 209 of 271 Sophos Inc 3 Van de GraafF Drive, 2"d Floor Burlington, MA 01803 USA Tel 781494 5800 Toll Free 888-767-4679 Fax 781494 5802 November 11, 2015 Greetings: This letter confirms that Insight Enterprises Inc. is currently authorized by Sophos, Inc. as a partner to purchase Sophos products and services through Sophos authorized distributors, for resale to the agencies, including institutions of higher education. All related Sophos products and services are governed Sophos End User License agreement License Agreement. Please accept this as a fully executable Letter of Agency for your purposes. Respectfully submitted, Sara Cloutier Program Manager, NA Channel 210 of 271 sp lunk Nove mber, s� 2015 To Whom It May Concern. This letter confirms that insight lis authorized to sell Splunk products and services. This letter of authorization is subject to the terms of the Splunk Reseller agreement. Splunk has a right to terminate the agreement at any time. Regards, Dave Henley SLED Partner Account (manager C - 832-444-4371 Symantec. September 10, 2015 To Whom It May Concern, Subject: Confirmation of Symantec Partner Program Membership Enrollment This serves to confirm that Insight Direct USA, located at: 3480 Lotus Drive, Plano, TX 75075 is a current member of the Symantec Partner Program (SPP), and has been since 1/22/2002. Insight Direct USA has met the membership requirements of a Symantec Platinum tier partner, is in good standing, and holds the following Symantec Competency membership/s, recognizing their demonstrated proficiency in the below solution and delivery areas, and as published on the Archiving — Expert Data Security — Expert Dynamic Storage and Continuity - Principal eDiscovery - Principal Endpoint Management - Principal Endpoint Security — Expert Enterprise Backup and Recovery — Expert Gateway Security — Expert Mid -Market Backup and Recovery — Expert Mobility — Expert Security Monitoring and Management— Expert Insight Direct USA has rights to advertise its status as a partner under the SPP, provided that any such rights and obligations are carried 'out in accordance with, including but not limited to, the SPP Agreement entered into between Symantec Corporation and Insight Direct USA and any additional, applicable policies or guidelines contained on the Symantec PartnerNet Portal. Confirmation is as of today's date, 9/10/2015. Thank you, John Emard Sr. Director, Global Channel Operations Symantec Corporation 212 of 271 websense :§t ESSENTIAL INFORMATION PROTECTION" Date: le April 2015 To Whom It May Concern Tender No. : Subject: Websense Authorised Partner This letter will serve to confirm that Insight Direct, Inc is currently a Websense International Technology Ltd ("Websense") reseller in United States with Platinum DMR level of partnership and such may resell our products, and subject to achieved certification and applicable training may install and provide training and maintenance for our products. We authorize Insight Direct, Inc. to quote for our products in the above -mentioned tender on our behalf in accordance with Websense's standard International Reseller Terms and Conditions available at www.websense.com/legal. 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L9oo-68e-ZVL-t+ JO r � i • fz� azol-L68-008-t 1103 �Jbttigke 3\kM1 H3�f: @I I SYNNEX CORPORATE 2015 LINE CARD Corporate Headquarters Fremont, California Sales Headquarters Greenville, South Carolina Warehouse Locations Fremont, California Chantilly, Virginia Chicago, Illinois Richardson, Texas Keasbey, New Jersey Grove City, Ohio Miami, Flodda Olive Branch, Mississippi Portland, Oregon Ontario, California 'ISO-9001-2000 Manufacturing Facillities ADVANCING IT INNOVATIONS Map your destination to increased productivity, cost savings and overall business success. Our distribution centers are strategically located across the United States to provide you with product where you need it when you need it. Each of our distribution centers provides our customers with warehouse ratings of nearly 100% in accuracy and PPS (pick, pack and ship) performance. Couple that with unsurpassed service from our infrastructure support, giving you one more reason why you should be doing business with SYNNEX. That's service and infrastructure support you can rely on! pumplu , p i. SERVICES Sounds simple, but at SYNNEX we understand that true business growth requires access to meaningful, tangible business infrastructure, tools, and resources. That's why over the last year we've invested heavily in providing our partners with high -impact business services, designed from the ground up to provide real value, and delivering on our commitment to provide unprecedented support to our most valuable asset, our partners. Contact Us: 1.800.456.4822 www.synnex.corn 231 of 271 CYNNL�C. Oarur. .\1-1c)N 2015 LINE CARD Y Contact Us: 1.800.456.4822 www.synnex.com 232 of 271 1 names andsiogansaretrademaeKsorregistereotraaemarXsa SYN-NEXCcrporatior.SYNNEXandt:leSYNNIEX c-pReg. Pa.& - i i 1 i off, We- naries and mariks are the property of their respective owner. 233 of 271 LLZ10 EEZ nam' sand slogansaretrademarksorregistered trademarks i.fSYNNE-X.Corporation. SYNNEXane ,eSYhiNEX.:.ovRec.S :aV & rn. i iIjI � E Off. Oth jr n4rpes and marks are the property of their respective owners. .., .�, �.. 234 of 271 LLZ la Kz woo-xauuAs•mmm ZZ87'901'009' 6 CiNOO) (] JJVO EI N 119 W N�J�/ 0 11 V L 0 d d�III/T�0 ] 1 IN Vl S J) .names ands!oaarsaretrademarksorregistered trademarrsciSYNNEX.CorYorrtior:.SYNNEXar:d.h--SYNN*ni.ccon^ea. 7� �. 1 1 k F i 1 1 i t I, 1 Off. Othq naives and marks are the property of their respective owners. } 235 of 271 a CNEN ORPO RATION 2015 LINE CARD (CONT.) C Contact Us: 1.800.456.4822 www.synnex.com 235 of 271 names and siogansaretrademarksorregistered traClemah(sof$Y; NEXCorporation.8Y,NEXiasdtne YNNEX' ogoReg.:. S-Pa{.aT:i,.. i , i s t i t t' o � i 1` f , 1 i t l s f M i i f . f •i i } i• �' f Off. Other napes and marks are the property of their respective owners. 236 of 271 R - 11 3Dconnexion,Inc. 3M Stationary and Office Supplies 3M Specialty Displays and Projection Business Unit A&D Engineering, Inc. Absolute Software Corporation Acer America Corporation Acer Latin America Actiontec Electronics ActivAeon LTD Acosta Training Acoustic Arc International Acronis Canada Add On Computer Adara Networks Adesso Adex Advanced Digital Information Corporation Agile Thought, LLC Ainsworth, Inc. Airlink 101 Airo Airwatch Alienware Corporation Allied Telesis, Inc. Altigen Communications, Inc. Amazon Web Services Americas Media and Energy Group, a division of Sony Latin America, Inc. Ambir Technology, Inc. Anthian, LLC. AnythinglT, Inc. Apex Systems Apogee dba Kanex Apple Computer Inc. Apple Latin America Aprima Medical Software, Inc. Aprivia Arvato Origital Services LLC Aster Graphics, Inc. ASUS Computer International AT&T Vendor Line Gard Atta Technology, Inc. Autodesk, Inc. -Canada Avaya Canada Avenir Telecom Avocent Huntsville Corp. Axcient, Inc. Axiom Memory Solutions Axis Communications, Inc. Bancroft Technology Group Barracuda Networks Barrister Global Services Network, Inc. Battery Technology, Inc. Belkin International, Inc. BenQ Latin America Corp. BenQ Canada Beyond Trust, Inc. Bi-Sil que Visual Communication Products Biometric Associates, LP BitTitan, Inc. Blueforce Development Corporation Blu Products Blue Microphones Boson Software LLC Brawn Consulting, LLC. Brefford Manufacturing, Inc. Brocade Communications Systems, Inc. Brother International Corporation Buffalo Americas, Inc. CA, Inc. CA Technologies C2G Canon USA Inc. Carbonite, Inc. Case Logic (beyond, Inc. Canton Electronics Champion Solutions Group dba MessageOps Check Point Software Chief Manufacturing, a division of Milestone AV Technologies LLC Ciena Communications, Inc. Thursday, November 12, 2015 236 of 271 Cisco Systems, Inc. at al Clear Limited dba Clear Delaware, LLC. Collab 9 Computer Exchange Ltd. Comtrol Corporation Condusiv Technologies Corporation Connect Wise Corel Corporation CTA Digital, Inc. CyberPowerSystems(USA), Inc. Datalocker, Inc. Dell Marketing USA LP Dell World Trade LP. Dialogic Corporation Digi International, Inc. Digitech Systems, Inc. DinCloud DKO International, Inc. Earthlink, Inc. Eaton Corporation eBrylT, Inc. Egan TeamBoard Eizo, Inc. Electronic Systems Protection, Inc. Elitegroup Computer Systems, Inc. EMC Corporation Encover, Inc. Envision Peripherals, Inc. Epson America, Inc. eReplacements, LLC Ergotron, Inc. Evault, Inc. Extreme Networks, Inc. Eye-Fi, Inc. Fast Lane Consulting and Education Services, Inc. Fellowes Fiberlink Fil eMaker, , Inc. Fortinet, Inc. Vendor Line Card Fujitsu America, Inc. Fujitsu Computer Products of America, Inc. Gardant Technologies, Inc. Gecko Gear Global Digital Technology, Inc. Global Knowledge Network, Inc. Global Marketing Partners, Inc. GlobalNet Training Solutions Google, Inc. GRABBA Green Cartridge Technology Grasso, LLC Griffin Technology, Inc. Ground Control Solutions Harman Consumer, Inc. Hewlett-Packard Company High Wire Networks Hitachi America, Ltd. BTC 1/0 Magic Corporation 1-Blason, LLC IBM Corporation Imation Enterprises Corp. Image Communications Corp. Incipio Technologies, Inc. Infinio Systems, Inc. InFocus Corporation Innoco Technology Group Innovatia, Inc. Innovations Computers Group, Inc. Innovimobile, LLC Insperity Business Services Intel Corporation IntelePeer Intermedia.Net, Inc. International Laser Group Intuit, Inc iolo Technologies, Inc. iOmounts, LLC IP Commerce, Inc. Thursday, November 12. 2015 236 of 271 Ipswitch, Inc. I Trade Networks ]store Victoria Inc. iTeam, Inc. IT Mission IT University Online Jatheon Technologies JAMF Software, LLC JAWBONE JEHE Technology Jison Case USA Jolera, Inc. Kaspersky Lab, Inc. Keebox, Inc. Kensington Technology Gro up, a division of ACCO Brands, Inc. KeywestTechnology, Inc. Kingston Digital Kingston Technology Company KIS Software Knowledge Key Associates, Inc. Koda Case, Inc. Kodak Alaris, Inc. Kofax Image Products Lab Tech Lantronix Corporation Lava Computer MFG, Inc. Learn iT!, Inc. Leam .cam, Inc. Leamquest Lenovo, Inc. Lexar Media, Inc. Lexmark International, Inc. LG Liebert Corporation Lifeworks Logical Maintenance Solutions Logitech, Inc. Loopl Systems, Inc. M-Edge International Mach Speed Holdings LLC. Vendor Line Gard Mail Protector Man & Machine MarkerBot Industries, LLC McAfee, Inc. Meebox, Inc. Meet Me in the Cloud LLC Mellanox Technologies, Inc. Mentor Media USA Supply Chain Management, Inc. Microcorp Microsoft Mitsubishi Electric Visual Solutions America, Inc. MOBI Wireless Management, LLC. Mobile Edge Moduslink Corporation Motorola Motorola Mobility, Inc. Mozy MTM Technologies, Inc National Sales Source NCP Network Communication Products NOS Surgical Imaging, Inc. NEC Display Solutions of America, Inc. NetEffect, Inc. NetX Information Systems, Inc. Netgear, Inc. Net IQ, Inc. Netlan Technology Center, Inc. NetManage New Horizons Computer Learning Centers, Inc. Next Step Learning Night Owl SP, LLC Nokia Novatel Wireless Novell, Inc. NterOne Corporation NVIDIA Corporat ion OBI Connect OCZ Technology Group, Inc. Oki Data Americas, Inc. Olympus Imaging America, Inc. Thursday, November 12, 2015 236 of 271 Insight RFP Response .0. NASPO ValuePoint InsightRFP for Master Agreement for PUBLIC 51MQ Software Value -Added Reseller (SVAR) Services Attachment C o Cost Proposal Insight's proposed pricing for software, as outlined in Attachment C1— Pricing Summary Sheet, is based on a cost plus percentage above Reseller Cost, which is the price that Insight pays the Publisher or Distributor to purchase software on behalf of the Participating State or Purchasing Entity. Insight's cost for purposes of this RFP does not include any administrative or other mark-up costs. Additionally, our proposed pricing is inclusive of all costs associated with the responsibilities and related services, including but not limited to, freight and delivery, cost of materials and product, travel expenses, transaction fees, overhead, profits, and other costs or expenses incidental to Insight's performance. Insight's proposed pricing for basic installation, training and maintenance is outlined in Attachment C2 — Pricing Summary Sheet — Services, and includes labor rates for key job roles. Additionally, Insight has provided proposed pricing for Global Knowledge training services as well as our Software Asset Management (SAM) License Reconcialiation Services (LRS) which includes tiered pricing based on device count. All cost plus percentages and labor/device rates offered by Insight shall be guaranteed for the term of the Master Agreement, and any request for percentage or labor/device rate adjustments following the initial Master Agreement term shall be done in accordance with Section 6 of the NASPO ValuePoint Master Agreement Terms and Conditions. For both software and services, Insight's proposed pricing is a not -to -exceed amount and Insight reserves the right to lower the price to the specific Participating State or Purchasing Entity based on individual volume buys. Insight has provided a percentage markup rate for each of the Key and Other Itemized Publishers listed on Attachment Cl-Pricing Summary Sheet. Insight either has a current direct reseller relationship with the publisher, has access to the publisher via a distribution relationship, or is in the process of entering into a reseller relationship with the publisher either directly or through a distributor. Insight's reputation in the industry and financial stability provides us the ability to enter in to new publisher partnerships as needs arise. As market conditions change, Participating States and Purchasing Entities can be assured that Insight's contractual pricing under the Master Agreement will automatically reflect these changes. Insight's highly sophisticated supply chain management tools provide Insight up -to -the minute pricing with all major publishers and distributors, and this dynamic approach to pricing allows end users to enjoy the best possible pricing available. Additionally, our public sector contract module ensures that Participating States and Purchasing Entities receive the correct contract pricing up front and automatically. Any cost changes will be managed and documented over the life of the Master Agreement through Insight's backend ERP system. Upon notification from publishers and our distribution partners, cost changes are immediately updated in Insight's backend ERP system and automatically reflected in any purchase made by a Participating State or Purchasing Entity. December 17, 2015 Request for Proposal Response ##ADSP016-00005829 Attachment C: Cost Proposal 241 of 271 ATTACHMENT C1 - PRICING SUBMISSION SHEET NASPO VALUEPOINT SOFTWARE VALUE-ADDED RESELLER (SVAR) PUBLISHERS MARKUP/DOWN The price to Authorized Purchaser Proposer must be certified as a direct reseller for all Key Itemized (AP) is calculated using the publishers. Direct reseller certification is preferred for Other Itemized following formula: "Reseller Cost" publishers + ("Reseller Cost" x "Markup/down") ADOBE 1.00% _ CITRIX 1.00% MICROSOFT 0.50% NOVEL- 1.00% SYMANTEC 1.00% VMWARE 1.00% Al SQUARED AIRWATCH MOBILE DEVICE MANAGEMENT VMWARE ALLIANCE ENTERPRISES APPLE _ _ ATTACtiMATE-MICROFOCUS _ AUTODESK _ AUTONOMY -HP _ 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% I 1.25% 1.25% I 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% I _ 1.25% 1.25% 1.25% 1.25% j 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% BAKBONE-DELL BARRACUDA BOMGAR REMOTE SOFTWARE CA TECHNOLOGIES CISCO COMPUTRONIX USA COMPUWARE COREL DOUBLETAKE EMC �----_ _-_ ENCH_OICE ESET ESRI FREEDOM SCIENTIFIC GUA+DIAN EDGE-SYMANTEC GW w"ICRO IBM_ ICM CONVERSIONS INFOR INTERMEDIX EMSYSTEMS HP HUMANWARE _ INFORMATION BUILDERS KROISOSSOFTWARE _ - LANDESK _ __- - LASERFISCHE - WARE STATUSPHERE MICRO MICn pFOCUS INC - - - - MINJET Enter a percentage markup or markdown for each line in column D. This is the markup/down at which proposer is offering to provide the stated publishers' titles. Percentages may be listed to two decimalpoints. 242 of 271 ATTACHMENT C1 - PRICING SUBMISSION SHEET NASPO VALUEPOINT SOFTWARE VALUE-ADDED RESELLER (SVAR) MPS- 1.25°% MQSOFTWARE—BMCSOFTWARE 7 1.25°% NCIRCLE _ { 1.25% NETOP_ _� 1.25% NUANCE _ 1.25% ORACLE 1.25% OSAM 1.25% PASSPORT _ 1.2S% PATCHLINK _ 1.25% P_ROOFPOINT 1.25% RSASE_CURITY 1.25% REFERENCIA SYSTEMS 1.25% SAP AMERICA 1.25% SAS 1.25% SOLUTIONS SOFTWARE _� 1.25% SOPHOS 1.25% SPLUNK SOFTWARE 1.25°% STASEEKER NETWORK INFRASTRUCTURE MONITORING 1.25% STELLENT—ORACLE _ _ 1.25°% SUNGUARD 1.25°% SYBA_SE_ 1.25% _ TECHSMITH ------ — �— - 1.25% _ TREND MICRO --------- — 1.25% TRUSTWARE 1.25% ULTRABAC 1.25°% V_ORMETRIC 1.25°% WEBSENSE--------� —. 1.25% _- anv other non -listed ouhlisher 3.75% 243 of 271 ATTACHMENT C2 - PRICING SUBMISSION SHEET - SERVICES NASPO VALUEPOINT SOFTWARE VALUE-ADDED RESELLER (SVAR) Service being Offered as a Separate Charge Rate Unit of Measure Service Labor Category Business Analyst 1 $ 67.63 Per Hour Service Technician $ 67.63 Per Hour Business Analyst II $ 74.26 Per Hour Service Technician Sr. $ 74.26 Per Hour Swpervisor Services S 88.84 Per Hour Business Analyst Sr. $ 88.84 Per Hour Engineer $ 100.78 Per Hour E igineer Sr. S 140.56 Per Hour Manager Services $ 165.75 Per Hour Project Coordinator $ 198.90 Per Hour Consultant 1 $ 198.90 Per Hour Consultant II $ 218.40 Per Hour Consultant Sr. S 218.40 Per Hour Project Coordinator Sr. $ 222.77 Per Hour Senior Manager Services $ 222.77 Per Hour Architect I S 245.31 Per Hour Manager Programs $ 245.31 Per Hour Project Manager $ 245.31 Per Hour Architect II $ 271.83 Per Hour Project Manager Sr. $ 271.83 Per Hour Architect Sr. $ 298.35 Per Hour Specialty $ 430.95 Per Hour Global Knowledge Training Services Cost Plus Reseller Cost Global Knowledge Training Course 7.50% Per Training Class 244 of 271 ATTACHMENT C2 - PRICING SUBMISSION SHEET - SERVICES NASPO VALUEPOINT SOFTWARE VALUE-ADDED RESELLER (SVAR) License Reconciliation Service ("One Publisher) This tiered pricing includes analysis and reconciliation of purchase history and instllation data for one publisher. It does not include costs for help with identifying what is installed on the devices. Software discover costs would be extra. Device (PC + Server) Count One -Publisher LRS Price Pricing Type 1-350 (Fixed Fee) $ 3,000.00 Fixed Fee 351-600 (Fixed Fee) $ 5,000.00 Fixed Fee 601-11199 $ 8.60 Per Device 1,200-2,399 $ 5.30 Per Device 2,400-3,999 $ 4.90 Per Device 4,000-5,999 $ 4.30 Per Device 6,000-9,999 $ 3.50 Per Device 10,000-14,999 $ 3.00 Per Device 15,000-50,000 $ 1.70 Per Device Instructions: 1. Under Column A. Service being Offered as a Separate Charge - State the name of the Service and provide a description of the Service. 2. Under Column B. indicate Rate 3. Under Column C. indicate Unit of Measure (e.g. Per Hour, Per Project, Per Month, etc.) 245 of 271 Insight RFP Response NASPO ValuePoint Insight RFP for Master Agreement for «o Software Value -Added Reseller (SVAR) Services Attachment D: Executive Summary Solicitation Objectives Insight understands that the State of Arizona ("AZ"), State Procurement Office, is in the process of selecting one or more Value Added Resellers ("VAR") to serve Participating States ("State") and Purchasing Entities ("Entity") of the NASPO ValuePoint Cooperation Purchasing Program ("NASPO ValuePoint") Software Value Added Reseller Services contract. Insight Solutions Insight would like to thank the State of AZ State Procurement Office and NASPO ValuePoint for the opportunity to submit the enclosed response for providing Commercial -Off -the -Shelf Software (COTS), volume licensing and required support services outlined in the Scope of Work (SOW). NASPO ValuePoint can benefit from a continuing partnership with Insight because our IT solutions are designed with our public and private sector clients in mind. Our process knowledge, product fulfillment, and logistics capabilities, along with our management tools and expertise, make managing IT solutions easier while helping you control your IT costs. Based on your RFP SOW, we are prepared to offer NASPO ValuePoint the following: ,' 3pacity of Offeror For over 25 years Insight has provided clients in both the public and private sector with pre -and post -sales software licensing support. Our experience will benefit NASPO ValuePoint, States and Entities, because we have successfully solved IT issues for thousands of similar public sector clients, and have a deep understanding of the ins and outs of publisher programs. We have described our experience throughout our offer. w Financial Stability: We appreciate how critical it Is for any public sector client to choose partners who are financially stable and who are in a position to manage and process POs of any size. Insight's sales were $5.3 billion in 2014. We have fulfilled some of the largest public sector contracts. We know this capacity is important to your contract States and Entities. Breadth of Software Products: Leveraging our longstanding publisher relationships, we offer aggressive pricing for over 18,000 software titles. We can manage and track standard and non-standard software license agreements and reduce compliance risk and overhead. In addition, we mitigate any delay associated with acquiring and maintaining software from emerging publishers. We currently support a broad scope of COTS software contracts in the public sector. v Licensing Expertise: Insight's core competency around software is our licensing expertise. This is not just a "value -add" we provide, or one of many services we offer; this is part of who we are. As such, we have developed a depth of expertise regarding all the leading publishers. All participants in the NASPO ValuePoint contract will benefit from this knowledge, whether it be through the day-to-day advice on the best way to purchase products, the explanation of different licensing options, the understanding of public sector special requirements that Insight provides, or, most importantly, by having a team to work with during the complete software licensing lifecycle. Dedicated Resources: Insight Public Sector is solely focused on the needs of state and local government including public safety agencies and educational institutions. Our Account Teams build strong relationships and invest in learning about your environment and challenges. Our experience has taught us how to provide excellent service via teams of dedicated and well - trained individuals who ensure each entity on the NASPO ValuePoint contract receives the individual attention they require. )ecember 17, 2015 Request for Proposal Response ##ADSP016-00005829 Attachment D: Executive Summary 246 of 271 Insight RFP Response °Q. NASPO ValuePoint 1,,OLICn51 �t'7RFP for Master Agreement for PS[MR� Software Value -Added Reseller (SVAR) Services Experience As evidence of our many years of experience, we were awarded Microsoft's 2014 Federal and Global LSP of the Year. We hold the highest certifications for all top publishers and have received multiple awards. Insight Public Sector will bring our publisher partners to the table at every possible opportunity to work collaboratively on activities such as contract marketing, participation in technology conferences, webinars and more. Combining Insight Public Sector resources with the resources of our publisher partners, we will reach more Participating States and Purchasing Entities with our powerful value proposition. These partnerships afford your participants with the opportunity to reduce costs by reducing the number of vendors you need to manage. Methodology ❖ Processes and Tools: Insight has developed and refined processes around compliance, operations, eProcurement and account management. We have described in detail throughout our response the specific results that your participants can expect and, more importantly, how we deliver those results. ❖ In short —Insight's methodology is designed to meet your needs, save you money, and provide you with services that support your software infrastructure. We understand how difficult managing these products can be, which is why Insight Public Sector has developed processes and tools that are dedicated to simplifying the management of your software environment. Using our years of experience managing software products, Insight Public Sector will enable NAPSO ValuePoint participants to save time, money and resources, which in turn gives them more time, money, and resources to conduct their business and serve their constituents. ❖ People: Experience has taught us that the best tools and processes are useless without experienced people to implement them. Insight has the best, most certified and professional people in the industry. Each employee at Insight either supports clients directly, or supports someone else who does; we are all equally committed to your satisfaction and success. Conclusion It is our belief that the requirements outlined in the SOW and the information Insight has provided in our response make a compelling proposition for NASPO ValuePoint to select Insight to participate in this contract. Insight has continuously evolved and grown as the IT industry has changed. We provide significant value in IT procurement and management assistance to government and educational entities. Our core competencies, key advantages, past experience, and customer testimonials as presented throughout our response give evidence to our commitment to ensuring that Participating States and Purchasing Entities, current and future, receive the most value out of their software investments -while decreasing their Total Cost of Ownership. We have proven our competence to our clients, and believe we can exceed your expectations. December 17, 2015 Request for Proposal Response ##ADSP016-00005829 2 Attachment D: Executive Summary 247 of 271 NASPO ValuePoint PARTICIPATING ADDENDUM Software Value Added Reseller (SVAR) Administered by the State of Arizona (hereinafter "Lead State") Participating Addendum No: 43230000-NASPO-16-ACS-Software VAR Insight Public Sector, Inc. Master Agreement No: ADSPO16-138244 (hereinafter "Contractor") _,� Florida Department of Management Services (hereinafter "Participating State/Entity") Page 1 of 18 I. MASTER AGREEMENT TERMS AND CONDITIONS: a. Scope: This Participating Addendum covers the Software Value Added Reseller contract led by the State of Arizona for use by state agencies and other entities located in the Participating State authorized by that state's statutes to utilize State contracts with the prior approval of the state's chief procurement official. b. Participation: Use of specific NASPO ValuePoint cooperative contracts by agencies, political subdivisions and other entities (including cooperatives) authorized by an individual state's statutes to use State contracts are subject to the prior approval of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official. II. PARTICIPATING STATE MODIFICATIONS OR ADDITIONS TO MASTER AGREEMENT: These modifications or additions apply only to actions and relationships within the Participating State. The following changes are modifying or supplementing the Master Agreement terms and conditions. a. Participating Addendum: As used in this document, "Participating Addendum" (whether or not capitalized) shall, unless the context requires otherwise, include this document and all incorporated Exhibits, which set forth the entire understanding of the Parties and supersedes all prior agreements. All modifications to this Participating Addendum must be in writing and signed by all Parties. All Exhibits attached and listed below are incorporated in their entirety into, and form part of this Participating Addendum. The Participating Addendum Exhibits shall have priority in the order listed: 1) Exhibit A: Contract Conditions, Florida General 2) Exhibit B: Contract Conditions, Florida Special 3) Exhibit C: NASPO ValuePoint Master Agreement Number If a conflict exists among any of the Participating Addendum documents, the documents shall have priority in the order listed below: 1) The Addendum 2) Florida Special Contract Conditions, Exhibit B 3) Florida General Contract Conditions, Exhibit A 4) NASPO ValuePoint Master Agreement Number, Exhibit C 248 of 271 Page 2 of .8 b. Subcontractors: Ail contractors, dealers; and reseliers authorized in, the Participating State, as shown on the dedicated Contractor (cooperative contract) website, are approved to provide sales and service support to participants in the NASPO VatuePoint Master Agreement. if resellerslpartners are utilized by Florida customers, at least one must be a Florida based business. The contractor's dea!erparticipation WiH be in accordance wrththe terms and conditions set forth, in the aforernentionedMaster Agreement. c. Orders; Upon execution of this Participating Addendurn, customers in the Par ticipatina State, may purchase products and services underthe Master Agreement using this state of Florida alternate contract source r<umber 43230000-NASPO- i 6-ACS-Sot:-ware VAR. Any order placed by a customer in the Participating state fora produot and/or service available from the Master Agreement shall be deerned to be a sale under ;and governed by the prices and other tem,sand co editions) of the KliaS erAgrGa,ment u^less the parties to the order agree in writing that another cont,,a.ct or agreen n< <e't aopiies tc S::c^ order. d. Amendments: No oral fiodif cations to this Parici ating Ad(Jendum are permitted. All mod't (cations to this Part3C!p L! g � m -� S i- ,r-"' ^�� n" g: by +h � -- i a.:n Aoder!,.u. , ii -; ce It , }t:� �.' v gr Ec bCz i iai �ieS. No tv�ithstandingtheorder!istedi!- Section i! (b j,0—rrei tdmer' sexe-cuted after the Partici ;aiin Addendum is executed may expressly Change the provisions of the Participating Addendum if :hey doso expressly, then the rnost recent airendr,,ent rari'l hake p.ecedence over anything else ,!,at is part oft; e Pat �icipati� ig ?�ddend:.�m. :NiWITNESS VVi=,EREOF, the panes have executed this Par [icipating Addendum as of the date C" execu'.on by both parties below. 249 of 271 EXHIBIT A FLORIDA GENERAL CONTRACT CONDITIONS Table of Contents Page 3 of 18 SECTION 1. DEFINITIONS.......................................................................................................3 SECTION 2. CONTRACT TERM AND TERMINATION.............................................................3 SECTION 3. PAYMENT AND FEES..........................................................................................4 SECTION 4. CONTRACT MANAGEMENT................................................................................5 SECTION 5. COMPLIANCE WITH LAWS.................................................................................7 SECTION 6. MISCELLANEOUS................................................................................................8 SECTION 7. WORKERS' COMPENSATION AND GENERAL LIABILITY INSURANCE AND INDEMNIFICATION....................................................................................................................9 SECTION 8. PUBLIC RECORDS, TRADE SECRETS DOCUMENT MANAGEMENT AND INTELLECTUALPROPERTY...................................................................................................10 SECTION 9. DATA SECURITY AND SERVICES....................................................................12 SECTION 10. GRATUITIES AND LOBBYING.........................................................................13 SECTION 11. CONTRACT MONITORING..............................................................................13 SECTION 12. CONTRACT AUDITS........................................................................................15 SECTION 13. BACKGROUND SCREENING AND SECURITY...............................................15 These General Contract Conditions supersede and replace in their entirety all General Contract Conditions, Form PUR 1000, which is incorporated by reference in Rule 60A-1.002, Florida Administrative Code (F.A.C.) SECTION 1. DEFINITIONS. The following definition applies in addition to the definitions in Chapter 287, Florida Statutes, (F.S.) and Rule Chapter 60A-1, F.A.C.: 1.1 Customer. The agency or eligible user that purchases commodities or contractual services pursuant to the Contract. SECTION 2. CONTRACT TERM AND TERMINATION. 2.1 Initial Term. The initial term will begin on the date set forth in the Master Agreement or on the date the Participating Addendum is signed by all Parties, whichever is later. 2.2 Renewal. Upon written agreement, the Department and the Contractor may renew the Participating Addendum in whole or in part only as set forth in the Contract, and in accordance with section 287.057(13), F.S., and Rule 60A-1.048, F.A.C. 250 of 271 Page 4 of 18 2.3 Suspension of Work and Termination. 2.3.1 Suspension of Work. The Department may, at its sole discretion, suspend any or all activities under the Contract, at any time, when it is in the best interest of the State of Florida to do so. A Customer may, at its sole discretion, suspend a resulting contract or purchase order, at any time, when in the best interest of the Customer to do so. The Department or Customer will provide the Contractor written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, the Contractor must comply with the notice and will cease the activities associated with any resulting contract or purchase order. Within 90 days, or any longer period agreed to by the Contractor, the Department or Customer will either (1) issue a notice authorizing resumption of work, at which time activity will resume, or (2) terminate the Contract or a resulting contract or purchase order. Suspension of work will not entitle the Contractor to any additional compensation. 2.3.2 Termination for Convenience. The Contract may be terminated by the Department in whole or in part at any time, in the best interest of the State of Florida. If the Contract is terminated before performance is completed, the Contractor will be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed an amount which is the same percentage of the Contract price as the amount of work satisfactorily performed. All work in progress will become the property of the Customer and will be turned over promptly by the Contractor. 2.3.3 Termination for Cause. If the Department determines that the performance of the Contractor is not satisfactory, the Department may, at its sole discretion, (a) immediately terminate the Contract, (b) notify the Contractor of the deficiency with a requirement that the deficiency be corrected within a specified time, otherwise the Contract will terminate at the end of such time, or (c) take other action deemed appropriate by the Department. SECTION 3. PAYMENT AND FEES. 3.1 Pricing. The Contractor will not exceed the pricing set forth in the Contract. 3.2 Price Decreases. The following price decrease terms will apply to the Contract: (a) Quantity Discounts. Contractor may offer additional discounts for one-time delivery of large single orders. (b) Preferred Pricing. Consistent with the goals of section 216.0113, F.S., Contractor acknowledges and recognizes that the Department wants to take advantage of any improvements in pricing over the course of the Contract period. To that end, the pricing indicated in this Contract is a maximum guarantee under the terms of this clause. Contractor's pricing will not exceed, on an aggregate basis, the pricing offered under comparable contracts for public entities. Comparable contracts are those which are similar in size, scope and terms. The Contractor shall submit to the Department a completed Preferred Pricing affidavit form annually. (c) Sales Promotions. In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, a Contractor may conduct sales promotions involving price reductions for a specified lesser period. A Contractor must submit documentation identifying 251 of 271 Page 5 of 18 the proposed (1) starting and ending dates of the promotion, (2) commodities or contractual services involved, and (3) promotional prices compared to then -authorized prices. 3.3 Payment Invoicing. The Contractor will be paid upon submission of properly certified invoices to the Customer after defivery and acceptance of commodities or contractual services is confirmed by the Customer. Invoices must contain detail sufficient for an audit and contain the Contract Number and the Contractor's Federal Employer Identification Number. 3.4 Purchase Order. A Customer may use purchase orders to buy commodities or contractual services pursuant to the Contract. The Contractor must provide commodities or contractual services pursuant to purchase orders. The purchase order period of performance survives the expiration of the Contract. The duration of purchase orders must not exceed the expiration of the Contract by more than 12 months 3.5 Travel. Travel expenses are not reimbursable unless specifically authorized by the Customer in writing, and may be reimbursed only in accordance with section 112.061, F.S. 3.6 Annual Appropriation. Pursuant to section 287.0582, F.S., if the Contract binds the State of Florida or an agency for the purchase of services or tangible personal property for a period in excess of one fiscal year, the State of Florida's performance and obligation to pay under the Contract is contingent upon an annual appropriation by the Legislature. 3.7 Transaction Fees. The State of Florida, through the Department of Management Services, has instituted MyFloridaMarketPlace, a statewide eProcurement system pursuant to section 287.057(22), Florida Statutes. All payments issued by Customers to registered Vendors for purchases of commodities or contractual services will be assessed Transaction Fees as prescribed by rule 60A-1.031, Florida Administrative Code, or as may otherwise be established by law. Vendors must pay the Transaction Fees and agree to automatic deduction of the Transaction Fees, when automatic deduction becomes available. Vendors will submit any monthly reports required pursuant to the rule. All such reports and payments will be subject to audit. Failure to comply with the payment of the Transaction Fees or reporting of transactions will constitute grounds for declaring the Vendor in default and subject the Vendor to exclusion from business with the State of Florida. 3.8 Taxes. The State of Florida is not required to pay any taxes, including customs and tariffs, on commodities or contractual services purchased under the Contract. 3.9 Return of Funds. Contractor will return any overpayments due to unearned funds or funds disallowed pursuant to the terms of the Contract that were disbursed to the Contractor by the Department or Customer. The Contractor must return any overpayment within 40 calendar days after either discovery by the Contractor, its independent auditor, or notification by the Department or Customer of the overpayment SECTION 4. CONTRACT MANAGEMENT. 4-1 Composition and Priority. The Contractor agrees to provide commodities or contractual services to the Customer within the manner and at the location specified in the Contract and any attachments to the Contract. Additionally, the terms of the Contract supersede the terms of any and all prior or contemporaneous agreements between the Parties. 252 of 271 Page 6 of 18 4.2 Notices. All notices required under the Contract must be delivered to the designated Contract Manager by certified mail, return receipt requested, by reputable air courier service, email, or by personal delivery, or as otherwise identified by the Department. 4.3 Department's Contract Manager. The Department's Contract Manager, is primarily responsible for the Department's oversight of the Contract. In the event that the Department changes the Contract Manager, the Department will notify the Contractor. Such a change does not require an amendment to the Contract. 4.4 Contractor's Contract Manager. The Contractor's Contract Manager is primarily responsible for the Contractor's oversight of the Contract performance. In the event that the Contractor changes its Contract Manager, the Contractor will notify the Department. Such a change does not require an amendment to the Contract. 4.5 Diversity Reporting. The State of Florida supports its diverse business community by creating opportunities for woman-, veteran-, and minority -owned small business enterprises to participate in procurements and contracts. The Department encourages supplier diversity through certification of woman-, veteran-, and minority - owned small business enterprises, and provides advocacy, outreach, and networking through regional business events. For additional information, please contact the Office of Supplier Diversity (OSD) at osdinfo@dms.myflorida.com. Upon request, the Contractor will report to the Department its spend with business enterprises certified by the OSD. These reports must include the time period covered, the name and Federal Employer Identification Number of each business enterprise utilized during the period, commodities and contractual services provided by the business enterprise, and the amount paid to the business enterprise on behalf of each Customer purchasing under the Contract. 4.6 RESPECT. Subject to the agency determination provided for in Section 413.036, F.S., the following statement applies: IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES THAT ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM A NONPROFIT AGENCY FOR THE BLIND OR FOR THE SEVERELY HANDICAPPED THAT IS QUALIFIED PURSUANT TO CHAPTER 413, FLORIDA STATUTES, IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 413.036(1) AND (2), FLORIDA STATUTES; AND FOR PURPOSES OF THIS CONTRACT THE PERSON, FIRM, OR OTHER BUSINESS ENTITY CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THE STATE AGENCY INSOFAR AS DEALINGS WITH SUCH QUALIFIED NONPROFIT AGENCY ARE CONCERNED. Additional information about the designated nonprofit agency and the commodities or contractual services it offers is available at http://www.resr)ectofflorida.org. 4.7 PRIDE. Subject to the agency determination provided for in Sections 946.515 and 287.042(1), F.S., the following statement applies: IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES WHICH ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM THE CORPORATION IDENTIFIED UNDER CHAPTER 946, F.S., IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 946.515(2) AND (4), F.S.; AND FOR PURPOSES OF THIS CONTRACT THE PERSON, FIRM, OR OTHER BUSINESS ENTITY 253 of 271 Page 7 of 18 CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THIS AGENCY INSOFAR AS DEALINGS WITH SUCH CORPORATION ARE CONCERNED. Additional information about PRIDE and the commodities or contractual services it offers is available at http://www.pride-enterprises.org. SECTION 5. COMPLIANCE WITH LAWS. 5.1 Conduct of Business. The Contractor must comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and authority. For example, the Contractor must comply with Section 274A of the Immigration and Nationality Act, the Americans with Disabilities Act, Health Insurance Portability and Accountability Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Pursuant to subsection 287.058(1), F.S., the provisions of subparagraphs 287.058(1)(a)-(c), F.S., are hereby incorporated by reference, to the extent applicable. 5.2 Governing Law and Venue. The laws of the State of Florida govern the Contract. The Parties submit to the jurisdiction of the ccurts of the State of Florida exclusively for any legal action related to the Contract. Further, the Contractor hereby waives any and all privileges and rights relating to venue it may have under Chapter 47, F.S., and any and all such venue privileges and rights it may have under any other statute, rule, or case law, including, but not limited to those based on convenience. The Contractor hereby submits to venue in the county chosen by the Department. 5.3 Department of State Registration. The Contractor and any subcontractors that assert corporate status must provide the Department with conclusive evidence, per section 607.0127, F.S., of a certificate of status, not subject to qualification, if a Florida business entity, or of a certificate of authorization if a foreign business entity and maintain such status or authorization through the life of the Contract and any resulting contract or purchase order. SA Convicted and Discriminatory Vendor Lists. In accordance with sections 287.133 and 287.134, F.S., an entity or affiliate who is on the Convicted Vendor List or the Discriminatory Vendor List may not perform work as a contractor, supplier, subcontractor, or consultant under the Contract. The Contractor must notify the Department if it or any of its suppliers, subcontractors or consultants have been placed on the Convicted Vendor List or the Discriminatory Vendor List during the term of the Contract. 5.5 Contractor Certification. If the Contract exceeds $1,000,000.00 in total, not including renewal years, Contractor certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the Scrutinized Companies that Boycott Israel List created pursuant to sections 215.473, F.S. and 215.4725 F.S, respectively. Pursuant to section 287.135(5), F.S., and 287.135(3), F.S., Contractor agrees the Department may immediately terminate the Contract for cause if the Contractor is found to have submitted a false certification or if Contractor is placed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel during the term of the Contract. 254 of 271 Page 8 of 18 5.6 Cooperation with Inspector General. Pursuant to subsection 20.055(5), F.S., Contractor, and any subcontractor to the Contractor, understand and will comply with their duty to cooperate with the Inspector General in any investigation, audit, inspection, review, or hearing. Upon request of the Inspector General or any other authorized State official, the Contractor must provide any type of information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but will not be limited to, the Contractor's business or financial records, documents, or files of any type or form that refer to or relate to the Contract. The Contractor will retain such records for five years after the expiration of the Contract, or the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://dos.mvflorida.com/library-archives/records- management/general-records-schedulesn, whichever is longer. The Contractor agrees to reimburse the State of Florida for the reasonable costs of investigation incurred by the Inspector General or other authorized State of Florida official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State of Florida which results in the suspension or debarment of the Contractor. Such costs will include, but will not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. 5.7 Inspection. Section 215.422, F.S., provides that agencies have five working days to inspect and approve commodities or contractual services. Items may be tested for compliance with specifications. Items delivered not conforming to specifications may be rejected and returned at the Contractor's expense. 6.1 Notice of Legal Actions. The Contractor must notify the Department of any legal actions filed against it for a violation of any laws, rules, codes, ordinances or licensing requirements within 30 days of the action being filed. The Contractor must notify the Department of any legal actions filed against it for a breach of a contract of similar size and scope to this Contract within 30 days of the action being filed. Failure to notify the Department of a legal action within 30 days of the action will be grounds for termination for cause of the Contract. 6.2 Subcontractors. The Contractor will not subcontract any work under the Contract without prior written consent of the Department. The Contractor is fully responsible for satisfactory completion of all subcontracted work. The Department supports diversity in its procurements and contracts, and requests that Contractor offer subcontracting opportunities to certified woman-, veteran-, and minority -owned small businesses. The Contractor may contact the OSD at osdheir)@dms.mvflorida.com for information on certified small business enterprises available for subcontracting opportunities. 6.3 Assignment. The Contractor will not sell, assign or transfer any of its rights, duties or obligations under the Contract without the prior written consent of the Department. In the event of any assignment, the Contractor remains secondarily liable for performance of the Contract. The Department may assign the Contract to another state agency. 6.4 Independent Contractor. The Contractor and its employees, agents, representatives, and subcontractors are not employees or agents of the Department and are not entitled to the benefits of State of Florida employees. The Department will not be bound by any acts or conduct of the Contractor or its employees, agents, representatives, or subcontractors. The Contractor agrees to include this provision in all of its subcontracts under the Contract. 255 of 271 Page 9 of 18 6.6 Risk of Loss. Until acceptance, risk of loss or damage will remain with the Contractor. The Contractor will be responsible for filing, processing, and collecting all damage claims. To assist the Contractor with damage claims, the Customer will: record any evidence of visible damage on all copies of the delivering carrier's Bill of Lading; report damages to the carrier and the Contractor; and provide the Contractor with a copy of the carrier's Bill of Lading and damage inspection report. When a Customer or the Department rejects a commodity, Contractor will remove the commodity from the premises within 10 days after notification of rejection, and the risk of loss will remain with the Contractor. Commodities not removed by the Contractor within 10 days will be deemed abandoned by the Contractor and the Customer or the Department will have the right to dispose of it as its own property. Contractor will reimburse the Customer or the Department for costs and expenses incurred in storing or effecting removal or disposition of rejected commodities. 6.6 Safety Standards. All manufactured items and fabricated assemblies subject to operation under pressure, operation by connection to an electric source, or operation involving connection to a manufactured, natural, or LP gas source shall be constructed and approved in a manner acceptable to the appropriate State of Florida inspector. Acceptability customarily requires, at a minimum, an identification marking of the appropriate safety standard organization, where such approvals of listings have been established for the type of device offered and furnished, for example: the American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories, and National Electrical Manufacturers' Association for electrically operated assemblies; and the American Gas Association for gas -operated assemblies. In addition, all items furnished must meet all applicable requirements of the Occupational Safety and Health Act and State of Florida and federal requirements relating to clean air and water. 6.7 Ombudsman. A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this office are found in section 215.422, F.S., which include disseminating information relative to prompt payment and assisting contractors in receiving their payments in a timely manner from a Customer. The Vendor Ombudsman may be contacted at (850) 413-5516. 6.8 Time is of the Essence. Time is of the essence regarding each and every obligation of the Contractor. Each obligation is deemed material, and a breach of any such obligation (including a breach resulting from untimely performance) is a material breach. 6.9 Waiver. The delay or failure by the Department or Customer to exercise or enforce any rights under the Contract will not constitute waiver of such rights. 6.10 Modification and Severability. The Contract may only be modified by written agreement between the Department and the Contractor Should a court determine any provision of the Contract is invalid, the remaining provisions will not be affected, and the rights and obligations of the Parties will be construed and enforced as if the Contract did not contain the provision held invalid. SECTION 7. WORKERS' COMPENSATION AND GENERAL LIABILITY INSURANCE, AND INDEMNIFICATION 7.1 Workers' Compensation Insurance. To the extent required by law, the Contractor must be self -insured against, or must secure and maintain during the life of the contract, Worker's Compensation Insurance for all its employees connected with the work of this project, and in case any work is subcontracted, the Contractor must require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees engaged in work under the resulting contract are covered by the 256 of 271 Page 10 of 18 Contractor's insurance program. Self-insurance or insurance coverage must comply with the Florida Worker's Compensation law. In the event hazardous work is being performed by the Contractor under the resulting contract or purchase order and any class of employees performing the hazardous work is not protected under Worker's Compensation statutes, the Contractor must provide, and cause each subcontractor to provide adequate insurance satisfactory to the Department for the protection of employees not otherwise protected. 7.2 General Liability Insurance The Contractor must secure and maintain Commercial General Liability Insurance including bodily injury, property damage, product -liability, personal & advertising injury and completed operations. This insurance must provide coverage for all claims that may arise from the services, and operations completed under the Contract and any resulting contract or purchase order, whether such services or operations are by the Contractor or anyone directly or indirectly employed by them. Such insurance must include a Hold Harmless Agreement in favor of the State of Florida and also include the State of Florida as an Additional Named Insured for the entire length of the Contract and any resulting contract or purchase order. The Contractor is responsible for determining the minimum limits of liability necessary to provide reasonable financial protections to the Contractor and the State of Florida under the Contract and any resulting contract or purchase order. All insurance policies must be with insurers licensed or eligible to transact business in the State of Florida. The Contractor's current certificate of insurance must contain a provision that the insurance must not be canceled for any reason except after thirty (30) days written notice to the Department's Contract Manager. The Contractors must submit insurance certificates evidencing such insurance coverage prior to execution of a contract with the Department. The Contractor must require its insurance carrier to add the Department to the insurance policies as an additional insured, as provided below: Florida Department of Management Services c% Division of State Purchasing 4050 Esplanade Way, Suite 36060 Tallahassee, Florida 32399-0950 7.3 Indemnification. The Contractor agrees to indemnify, defend, and hold the Department, Customer, the State of Florida, its officers, employees and agents harmless from all fines, claims, assessments, suits, judgments, or damages, including consequential, special, indirect, and punitive damages, including court costs and attorney's fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret or intellectual property right or out of any acts, actions, breaches, neglect or omissions of the Contractor, its employees, agents, subcontractors, assignees or delegates related to the Contract, as well as for any determination arising out of or related to the Contract that the Contractor or Contractor's employees, agents, subcontractors, assignees or delegates are not independent contractors in relation to the Department. The Contract does not constitute a waiver of sovereign immunity or consent by the Department or the State of Florida or its subdivisions to suit by third parties. Without limiting this indemnification, the Department or Customer may provide the Contractor (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. SECTION 8. PUBLIC RECORDS, TRADE SECRETS, DOCUMENT MANAGEMENT AND INTELLECTUAL PROPERTY. 257 of 271 Page 11 of 18 8.1 Public Records. The Department may unilaterally cancel this Contract for refusal by the Contractor to comply with this section by not allowing public access to all documents, papers, letters or other material made or received by the Contractor in conjunction with the Contract, unless the records are exempt from section 24(a) of Article I of the State Constitution and section 119.07(1), F.S. Solely for the purposes of this section the contract manager is the agency custodian of public records, unless another is designated per (e), below. If, under a resulting contract or purchase order, the Contractor is providing services and is acting on behalf of a public agency, as provided by section 119.0701, Florida Statutes. The Contractor 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 reasonable time and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure are not disclosed except as authorized by law for the duration of the contract term and following the completion of the contract if the contractor does not transfer the records to the public agency; (d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the 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; and (e) IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE TELEPHONE NUMBER, EMAIL ADDRESS AND MAILING ADDRESS PROVIDED IN THE RESULTING CONTRACT OR PURCHASE ORDER. 8.2 Protection of Trade Secrets or Confidential Information. If the Contractor considers any portion of materials made or received in the course of performing the Contract ("contract -related materials") to be trade secret under section 812.081, F.S., or otherwise confidential under Florida or federal law, the Contractor must clearly designate that portion of the materials as "confidential" when submitted to the Department. If the Department receives a public records request for contract -related materials designated by the Contractor as "confidential," the Department will provide only the portions of the contract -related materials not designated as "confidential." If the requester asserts a right to examine contract -related materials designated as "confidential," the Department will notify the Contractor. The Contractor will be responsible for responding to and resolving all claims for access to contract -related materials it has designated "confidential." If the Department is served with a request for discovery of contract -related materials designated "confidential," the Department will promptly notify the Contractor about the request. The Contractor 258 of 271 Page 12 of 18 will be responsible for filing the appropriate motion or objection in response to the request for discovery. The Department will provide materials designated "confidential" only if the Contractor fails to take appropriate action, within timeframes established by statute and court rule, to protect the materials designated as "confidential" from disclosure. The Contractor will protect, defend, and indemnify the Department for claims, costs, fines, and attorney's fees arising from or relating to its designation of contract -related materials as "confidential." 8.3 Document Management. The Contractor must retain sufficient documentation to substantiate claims for payment under the Contract and all other records, electronic files, papers and documents that were made in relation to this Contract. Contractor must retain all documents related to the Contract for five years after expiration of the Contract, or, if longer, the period required by the General Records Schedules maintained by the Florida Department of State available at: hftp://dos.mvflorida.com/library- arch ives/records-manaciement/aeneral-records-schedules/. 8.4 Intellectual Property. Unless specifically addressed in the Contract, intellectual property rights to all property created or otherwise developed by the Contractor for the Department will be owned by the State of Florida through the Department at the completion of the Contract. Any inventions or discoveries developed in the course of or as a result of services performed under the Contract which are patentable pursuant to 35 U.S.C. §101 are the sole property of the state of Florida. Contractor must inform the Department of any inventions or discoveries developed or made in connection with the Contract and will be referred to the Florida Department of State for a determination on whether patent protection will be sought for the invention or discovery. The State of Florida will be the sole owner of any and all patents resulting from any invention or discovery made in connection with this contract. Contractor must notify the Department of State of any publications, artwork,. or other copyrightable works developed in connection with the Contract. All copyrights created or developed in connection with the Contract are the sole property of the State of Florida. SECTION 9. DATA SECURITY AND SERVICES. 9.1 Duty to Provide Secure Data. The Contractor will maintain the security of State of Florida Data including, but not limited to, a secure area around any display of such Data or Data that is otherwise visible. The Contractor will also comply with all HIPAA requirements and any other state and federal rules and regulations regarding security of information. 9.2 Warranty of Security. Unless otherwise agreed in writing, the Contractor and its subcontractors will not perform any of the services from outside of the United States, and the Contractor will not allow any State of Florida Data to be sent by any medium, transmitted or accessed outside of the United States. Notwithstanding any provision of this Contract to the contrary, the Contractor must notify the Department as soon as possible, in accordance with the requirements of section 501.171, F.S., and in all events within one (1) business day in the event Contractor discovers any Data is breached, any unauthorized access of Data occurs (even by persons or companies with authorized access for other purposes), any unauthorized transmission of Data or any credible allegation or suspicion of a material violation of the above. This notification is required whether the event affects one agency/customer or the entire population. The notification must be clear and conspicuous and include a description of the following: 259 of 271 Page 13 of 18 (a) The incident in general terms. (b) The type of information that was subject to the unauthorized access and acquisition. (c) The type and number of entities who were, or potentially have been affected by the breach. (d) The actions taken by the Contractor to protect the Data from further unauthorized access. However, the description of those actions in the written notice may be general so as not to further increase the risk or severity of the breach. 9.3 Remedial Measures. Upon becoming aware of an alleged security breach, Contractor's Contract Manager must set up a conference call with the Department's Contract Manager. The conference call invitation must contain a brief description of the nature of the event. When possible, a 30 minute notice will be given to allow Department personnel to be available for the call. If the designated time is not practical for the Department, an alternate time for the call will be scheduled. All available information must be shared on the call. The Contractor must answer all questions based on the information known at that time and answer additional questions as additional information becomes known. The Contractor must provide the Department with final documentation of the incident including all actions that took place. If the Contractor becomes aware of a security breach or security incident outside of normal business hours, the Contractor must notify the Department's Contract Manager and in all events, within one business day. 9.4 Indemnification (Breach of Warranty of Security). The Contractor agrees to defend, indemnify and hold harmless the Department, Customer, the State of Florida, its officers, directors and employees for any claims, suits or proceedings related to a breach of the Warranty of Security. The Contractor will include credit monitoring services at its own cost for those individuals affected or potentially affected by a breach of this warranty for a two year period of time following the breach. 9..5 Annual Certification. The Contractor is required to submit an annual certification demonstrating compliance with the Warranty of Security to the Department by December 31 of each Contract year. SECTION 10. GRATUITIES AND LOBBYING. 10.1 Gratuities. The Contractor will not, in connection with this Contract, directly or indirectly (1) offer, give, or agree to give anything of value to anyone as consideration for any State of Florida officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give to anyone anything of value for the benefit of, or at the direction or request of, any State of Florida officer or employee. 10.2 Lobbying. In accordance with sections 11.062 and 216.347, F.S., Contract funds are not for the purpose of lobbying the Legislature, the judicial branch, or the Department. Pursuant to subsection 287.058(6), F.S., the Contract does not prohibit the Contractor from lobbying the executive or legislative branch concerning the scope of services, performance, term, or compensation regarding the Contract, after the Contract execution and during the Contract's term. SECTION 11. CONTRACT MONITORING. 11.1 Performance Standards. The Contractor agrees to perform all tasks and provide deliverables as set forth in the Statement of Work and attachments to the Contract. The Department and the Customer will be entitled at all times, upon request, to be advised as to the status of work being done by the Contractor and of the details thereof. Coordination must be maintained by the Contractor with representatives of the Customer, the Department, or of other agencies involved in the Contract on behalf of the Department. 260 of 271 Page 14 of 18 11.2 Performance Deficiency. The Department or Customer may, in its sole discretion, notify the Contractor of the deficiency to be corrected, which correction must be made within a time -frame specified by the Department or Customer. The Contractor must provide the Department or Customer with a corrective action plan describing how the Contractor will address all issues of contract non-performance, unacceptable performance, and failure to meet the minimum performance levels, deliverable deficiencies, or contract non-compliance. 11.3 Financial Consequences of Non -Performance. If the corrective action plan is unacceptable to the Department or Customer, or fails to remedy the performance deficiencies, the Contractor will be assessed a non-performance retainage equivalent to 10% of the total invoice amount or as specified in the Contract. The retainage will be applied to the invoice for the then -current billing period. The retainage will be withheld until the Contractor resolves the deficiency. If the deficiency is subsequently resolved, the Contractor may invoice the Customer for the retained amount during the next billing period. If the Contractor is unable to resolve the deficiency, the funds retained will be forfeited. 11.4 Liquidated Damages. The Contractor will promptly notify the Department or Customer upon becoming aware of any circumstances that may reasonably be expected to jeopardize the timely and successful completion (or delivery) of any commodity or contractual service. The Contractor will use commercially reasonable efforts to avoid or minimize any delays in performance and will inform the Department or Customer of the steps the Contractor is taking or will take to do so, and the projected actual completion (or delivery) time. If the Contractor believes a delay in performance by the Department or Customer has caused or will cause the Contractor to be unable to perform its obligations on time, the Contractor will promptly so notify the Department or Customer and use commercially reasonable efforts to perform its obligations on time notwithstanding the Department or Customer's delay. The Contractor acknowledges that untimely performance or other material noncompliance will damage the Department or Customer, but by their nature such damages may be difficult to ascertain. Accordingly, any liquidated damages provisions stated in the solicitation will apply to this Contract. Liquidated damages are not intended to be a penalty and are solely intended to compensate for damages. 11.5 Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor will not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Contractor's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay the Contractor believes is excusable, the Contractor will notify the Department or Customer in writing of the delay or potential delay and describe the cause of the delay either (1) within 10 days after the cause that creates or will create the delay first arose, if the Contractor could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five days after the date the Contractor first had reason to believe that a delay could result. The foregoing will constitute the Contractor's sole remedy or excuse with respect to delay. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages will be asserted by the Contractor. The Contractor will not be entitled to an increase in the Contract price or payment of any kind from the Department or Customer for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor will perform at no increased cost, unless the Department or Customer determines, in its sole discretion, that the delay will significantly impairthe 261 of 271 Page 15 of 18 value of the Contract to the State of Florida or to Customers, in which case the Department or Customer may (1) accept allocated performance or deliveries from the Contractor, provided that the Contractor grants preferential treatment to Customers with respect to commodities or contractual services subjected to allocation, or (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the commodity or contractual services that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract in whole or in part. SECTION 12. CONTRACT AUDITS. 12.1 Performance or Compliance Audits. The Department may conduct, or cause to have conducted, either or both performance and ccmpliance audits of the Contractor and subcontractors as determined by the Department. The Department may conduct an audit and review all the Contractor's and subcontractor's data and records that directly relate to the Contract. To the extent necessary to verify the Contractor's claims for payment under the Contract, the Contractor's agreements or contracts with subcontractors, partners or agents of the Contractor, pertaining to this Contract, may be inspected by the Department upon 15 days' notice, during normal working hours and in accordance with the Contractor's facility access procedures where facility access is required. Release statements from its subcontractors, partners or agents are not required for the Department or its designee to conduct compliance and performance audits on any of the Contractor's contracts relating to this Contract. The State of Florida's Chief Financial Officer and the Office of the Auditor General also have authority to perform audits and inspections. 12.2 Payment Audit. Records of costs incurred under terms of the Contract will be maintained. Records of costs incurred will include the Contractor's general accounting records, together with supporting documents and records of the Contractor and all subcontractors performing work, and all other records of the Contractor and subcontractors considered necessary by the Department, State of Florida's Chief Financial Officer or the Office of the Auditor General for audit. SECTION 13. BACKGROUND SCREENING AND SECURITY. 13.1 Background Check. The Department may require the Contractor and its employees, agents, representatives and subcontractors to provide fingerprints and be subject to such background checks as directed by the Department. The cost of the background checks will be borne by the Contractor. The Department may require the Contractor to exclude the Contractor's employees, agents, representatives or subcontractors based on the background check results. In addition, the Contractor must ensure that al I persons have a responsibility to self -report to the Contractor within three calendar days any arrest for any Disqualifying Offense. The Contractor must notify the Contract Manager within 24 hours of all details concerning any reported arrest. The Contractor will ensure that all background screening will be refreshed upon the request of the Department for each person during the term of the Contract. 13.2 E-Verify. In accordance with Executive Order 11-116, the Contractor agrees to utilize the U.S. Department of H omeland Security's E-Verify system to verify the employment eligibility of all new employees hired during the term of the Contract for the services specified in the Contract. The Contractor must also include a requirement in subcontracts that the subcontractor must utilize the E-Verify, system to verify the employment eligibility of all new employees hired by the subcontractor during the Contract term. In order to implement this provision, the Contractor must provide a copy of its DHS Memorandum of Understanding (MOU) to the Contract Manager within five days of Contract execution. If the Contractor is not enrolled in DHS E-Verify System, it will do so within five days of notice of Contract award, and provide the Contract Manager a copy of its MOU within five days of Contract execution. The link to E-Verify is provided below. http://www.uscis.gov/e-verify. Upon each Contractor or 262 of 271 Page 16 of 18 subcontractor new hire, the Contractor must provide a statement within five days to the Contract Manager identifying the new hire with its E-Verify case number. 13.3 Disqualifying Offenses. If at any time it is determined that a person has a criminal misdemeanor or felony record regardless of adjudication (e.g., adjudication withheld, a plea of guilty or nolo contendere, or a guilty verdict) within the last six years from the date of the court's determination for the crimes listed below, or their equivalent in any jurisdiction, the Contractor is required to immediately remove that person from any position with access to State of Florida Data or directly performing services under the Contract. The disqualifying offenses are as follows: (a) Computer related or information technology crimes (b) Fraudulent practices, false pretenses and frauds, and credit card crimes (c) Forgery and counterfeiting (d) Violations involving checks and drafts (e) Misuse of medical or personnel records (f) Felony theft 13.4 Communications and Confidentiality. The Contractor agrees that it will make no statements, press releases, or publicity releases concerning the Contract or its subject matter or otherwise disclose or permit to be disclosed any of the data or other information obtained or furnished in compliance with the Contract, or any particulars thereof, during the period of the Contract, without first notifying the Department's Contract Manager or the Department designated contact person and securing prior written consent. The Contractor must maintain confidentiality of all confidential data, files, and records related to the services and commodities provided pursuant to the Contract and must comply with all state and federal laws, including, but not limited to sections 381.004, 384.29, 392.65, and 456.057, F.S. The Contractor's confidentiality procedures must be consistent with the most recent version of the Department security policies, protocols, and procedures. The Contractor must also comply with any applicable professional standards with respect to confidentiality of information. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. 263 of 271 Page 17 of 18 EXHIBIT B FLORIDA SPECIAL CONTRACT CONDITIONS This Exhibit contains the Special Contract Conditions. If a conflict exists between the Special Contract Conditions and the General Contract Conditions, the Special Contract Conditions shall take precedence over the General Contract Conditions unless the conflicting term in the General Contract Conditions is required by Florida law, in which case the General Contract Conditions term will take precedence. Special Contract Conditions are as follows: Section 1 Scope All products and services offered under this addendum must be in compliance with the Master Agreement scope. Failure to adhere to Master Agreement scope, may result in addendum termination and the reimbursement of reprocurement costs in accordance to 60A-1.006 F.A.C.. Section 2 Information Technology (IT) Standards Pursuant to sections 282.0051 and 282.318, F.S., the Agency for State Technology (AST) has established information technology standards for security, project management and oversight. State agencies shall ensure compliance with AST standards as established in Rule Chapter 74-1 and 74-2, F.A.C, as applicable. Section 3 Delays and Complaints Delivery delays and service complaints will be monitored on a continual basis. Documented inability to perform under the conditions of the contract, via the established Complaint to Vendor process (PUR 7017 form), may result in default proceedings and cancellation. Section 4 Monthly Transaction Fee Report The Contractor is required to submit monthly Transaction Fee Reports electronically through MFMP VIP. All such reports and payments shall be subject to audit. Failure to comply with the payment of the Transaction Fees or reporting of transactions shall constitute grounds for declaring the Contractor in default and subject the Contractor to exclusion from business with the State of Florida. For information on how to submit Transaction Fee Reports online, please reference the detailed fee reporting instructions and Vendor training presentations available online through MFMP U on the MyFloridaMarketPlace website (located at hftp://dms.mvflorida.com/mfmp). Assistance is also available from the MyFloridaMarketPlace Customer Service Desk at feeprocessing@myfloridamarketplace.com or 866-FLA-EPRO (866-352-3776) between the hours of 8:00 AM to 6:00 PM, Eastern Time. Section 5 Quarterly Sales Reports Each Contractor shall submit a sales report to the Department on a Quarterly basis. Contract Sales Reports must include the Contractor's name, the dates of Quarter covered, each Customer's name, services provided, and the amount paid by the Customer. Initiation and submission of the Contract Sales Reports are to be the responsibility of the Contractor. The Contractor will submit the completed Sales Report forms by email to the Department Contract Manager no later than the due date indicated in Section 10. Submission of these reports is considered a material requirement of this Contract and the Contractor. 264 of 271 Page 18 of 18 Failure to provide quarterly sales reports, including those indicating no sales, within thirty (30) calendar days following the end of each quarter (January, April, July and October) is considered as Non - Performance by the Contractor. Exceptions may be made if a delay in submitting reports is attributable to circumstances that are clearly beyond the control of the Contractor. The burden of proof of unavoidable delay shall rest with the Contractor and shall be supplied in a written form and submitted to the Department. The Department reserves the right to request additional sales information as needed. Section 6 Quarterly Reporting Timeframes Quarterly reporting timeframes coincide with the State Fiscal Year as follows: Quarter 1 - (July -September) — Due by October 10 Quarter 2 - (October -December) — Due by January 10 Quarter 3 - (January -March) — Due by April 10 Quarter 4 - (April -June) — Due by July 10 Section 7 Business Review Meetings The Department reserves the right to schedule business review meetings as frequently as necessary. The Department will provide the format for the Contractor's agenda. Prior to the meeting, the Contractor shall submit the completed agenda to the Department for review and acceptance. The Contractor shall address the agenda items and any of the Department's additional concerns at the meeting. Failure to comply with this section may result in the Contractor being found in default and contract termination. Section 8 Contract Revisions Notwithstanding General Contract Conditions the following types of revisions can be made to the Contract upon written authorization by the Department: a. Contractor's Information and Contacts b. Contract Manager c. Contract Report Forms Only the above listed provisions can be made without a formal Contract amendment. Florida General Contract Conditions, section 6.10, applies to all other modifications to the Contract. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. 265 of 271 ATTACHMENT B CONTRACT FOR SOFTWARE VALUE-ADDED RESELLER Thomas F. Pepe — 04-03-19 CONTRACT PRICE CITY OF SOUTH MIAMI QUOTATION Page 7 of 7 269 of 271 •�-� INSIGHT PUBLIC SECTOR SLED Page 1 of 2 6820 S HARL AVE Ipsight. TEMPE AZ 85283-4318 "- Tel. 800 467-4448 SOLD -TO PARTY 10906979 CITY OF SOUTH MIAMI POLICE DEPARTME 6130 SUNSET DR SOUTH MIAMI FL 33143-5040 SHIP -TO PARTY CITY OF SOUTH MIAMI POLICE DEPARTME 6130 SUNSET DR SOUTH MIAMI FL 33143-5040 We deliver according to the following terms: Payment Terms Net 30 days Ship Via Electronic Delivery Terms of Delivery FOB DESTINATION Currency USD PRICE QUOTE IS VALID UNTIL 12/31/2019 Quotation Quotation Number: 2-211 -)C�15 Document Date 06-NOV-2019 PO Number PO Release Sales Rep Ricardo Pryor Email Telephone : 4804096992 Sales Rep 2 Brian Mayer Email Telephone : 4803333085 Material Material Description Quantity Unit Price Extended Price ' C'' = MOBILITY ADDITIONAL SERVER 1 4,062.50 4,062.50 STATE OF FLORIDA NASPO VALUEPOINT SOFTWARE VAR(# ADSP016-138244 / 43230000-NASPO-16-ACS-SOFTWARE VAR) MOBILITY UNIVERSAL + POLICY + NAC (25-99) 40 239.95 9,598.00 STATE OF FLORIDA NASPO VALUEPOINT SOFTWARE VAR(# ADSP016-138244 / 43230000-NASPO-16-ACS-SOFTWARE VAR) NM MOBILITY PREMIUM MAINTENANCE 3-YR 1 9,637.50 9,637.50 STATE OF FLORIDA NASPO VALUEPOINT SOFTWARE VAR(# ADSP016-138244 / 43230000-NASPO-16-ACS-SOFTWARE VAR) Product Subtotal 23,298.00 TAX 0.00 Total 23,298.00 Thank you for considering Insight. Please contact us with any questions or for additional information about Insight's complete IT solution offering. Sincerely, Ricardo Pryor 4804096992 Fax 4807607266 Brian Mayer 4803333085 Fax 4807609f62 Insight Global Finance has a wide variety of flexible financing options and technology refresh solutions. Contact your Insight representative for an innovative approach to maximizing your technology and developing a strategy to manage your financial options. 270 of 271 Insight.-'' Quotation Number 221713635 Document Date 06-NOV-2019 Page 2 of 2 The U.S. government has imposed tariffs on technology -related goods. Many of Insight's OEM and distribution partners have notified Insight that these tariffs will result in frequent and significant price increases. Some of our major partners have already provided Insight with cost increases, in some instances multiple times per day, while other providers are still assessing their situations. Due to the situation it is possible this quote may be subject to cost changes for Insight which will necessitate changes to the quoted pricing, or withdrawal of the quote. This purchase is subject to Insight's online Terms of Sale unless you have a separate purchase agreement signed by both your company 3 id Insight, in which case, that separate agreement will govern. Insight's online Terms of Sale can be found at: 271 of 271 MIAMI DAILY BUSINESS REVIEW Pulfshed Daily except Saturday, Sunday and Legal Holidays Mums MiarnWade County. Florida STATE OF FLORMA COUNTY OF MIJAJ -DADE: Before the undersigned authority personally appeared GUILLERMO GARCIA, who on oath says that he or she is the WRECTOR OF OPERATIONS, Legal Notices of the Miami Daily Business Review Vida Miami Review, a daily (except Salurday, 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 CITY OF SOUTH MIAMI - PUBUC HEARINGS - JAN. 7, 2020 in the XXXX Court, was published In said newspaper in the issues of 12/27/2019 Afflant further says that the said Miami Daily Business Review Is a newspaper published at Miami. in said Miami -Dade County, Fbdda and that the sold newspaper has heretofore been continuously published In said Miami -Dade County, Florida each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mail matter at the post office In Miami In said Miaml-Dade County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant 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 the said GUILLERMO GARCIA personally known to me --------------- BARBAMWOMA Commission# GG 121171 '" •'� Expues November 2, 2021 Bontlsd Thru iis�r Fattr [nsu�e800•�7048 SEE ATTACHED 261 V CITY OF SOUTH MIAMI NOTICE OF PUBLIC HEARINGS 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, January 7, 2020, beginning at T.00 p.m., in the City Commission Chambers, 6130 Sunset Drive, to consider the following kem(s): A Resolution authorizing the City Manager to enter into a 3 year agreement with NetMotion to provide soft- ware and support for the Police Department and provide connectivity solutions for mobile computer systems. A resolution allowing the City Manager to enter into a 5 year contract with Axon to provide electronic control devices, body wom cameras and drones with -support services for the Police DepartmenL An Ordinance of the City of South Miami, Florida, adopting a 20-year water supply facilities work plan and amending the City's Comprehensive Plan to strengthen coordination between water supply and local land use planning as required by Florida Law. An Ordinance amending the FutureLand Use Map (FLUM) of the City's Comprehensive Plan; redesignating the future land use of certain parcels of land within the City of South Miami from Multiple Family Residential (MFR) to Transit Oriented Development District (rODD). (see map below) An Ordinance amending the City of South Miami Official Zoning Map to rezone certain parcels from Low - Density Multi -Family Residential (RM-18) to Transit Oriented Development District Mixed -use 5 (rODD MU-5). (see map below) _�vesuH ST_� — � Bw eeTlt TER I l I aw am i J \Ccy. m _ tnv Barth ST .I Be T ALL interested parties are invited to attend and will be heard. For further Information, please contact the City Clark's Office at 305-663-6340. Nkenga A. Payne, 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 262 upon which the appeal Is to be based. 12127 19-113/0000446754M 225E I NEIGHBORS 91"WE"URC M39 x119 I/nt11Y DECI OM CITY OF SOUTH MIAMI NOTICE OF PUBLIC HEARINGS 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, January 7, 2020, beginning at 7:00 p.m., in the City Commission Chambers, 6130 Sunset Drive, to consider the following item(s): A Resolution authorizing the City Manager to enter into a 3 year agreement with NetMotion to provide software and support for the Police Department and provide connectivity solutions for mobile computer systems. A resolution allowing the City Manager to enter into a 5 year contract with Axon to provide electronic control devices, body worn cameras and drones with support services for the Police Department. An Ordinance of the City of South Miami, Florida, adopting a 20-year water supply facilities work plan and amending the City's Comprehensive Plan to strengthen coordination between water supply and local land use planning as required by Florida Law. An Ordinance amending the Future Land Use Map (FLUM) of the City's Comprehensive Plan; re -designating the future land use of certain parcels of land within the City of South Miami from Multiple Family Residential (MFR) to Transit Oriented Development District (TODD). (see map below) An Ordinance amending the City of South Miami Official Zoning Map to rezone certain parcels from Low -Density Multi -Family Residential (RM-18) to Transit Oriented Development District Mixed -use 5 (TODD MU-5). (see map below) . Yn OeTH ar — aW aaTH E. — t s! 1 1 I •' ^ aw EI-51 q rqp & p aw aerH sr E Y aW aaiN 91 � ALL interested parties are invited to attend and will be heard. For further information, please contact the City Clerk's Office at: 305-663-6340. Nkenga A. Payne, CMC City Clerk Pursuant to Florida Statutes 286.0105, the City hereby advises the public that ifa 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. 163