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Res No 168-20-15608RESOLUTION NO: 168-20-15608 A Resolution authorizing the City Manager to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department and to execute Amendment No. 4 to the City's piggyback agreement with Compuquip Technologies, LLC. WHEREAS, the City and the South Miami Police Department previously installed the Check Point firewall appliances and were placed into service by the City's IT provider, Miami-Dade County ITO; and WHEREAS, Miami-Dade County ITO determined that the South Miami Police Department must be isolated onto a dedicated and separate firewall in order to comply with new U.S. Department of Justice, Federal Bureau of Investigation (FBI) and Criminal Justice Information Services (015) Division security policies; and WHEREAS, the purchase will be made through and amendment to the piggyback agreement with Compuquip Technologies, LLC, an authorized reseller for Check Point, through a State of Maryland agreement "Hardware and Associated Equipment & Services Contract No. 060B2490022, under the authority of Resolution 228-16-147783; and WHEREAS, the combined cost for the Maintenance and Support Renewal Agreements for the City and South Miami Police Department shall not exceed $54,231.92; ($42,882.84, City and $11,349.08, Police) shall be charged to the Fiscal Year 2020-2021 Internet Maintenance account number 001-1340-513-4634 which has a proposed balance of $138,443.11 before this request was made. NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA. Section 1. The foregoing recitals are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this resolution upon adoption hereof. Section 2. The City Manager is authorized to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department onto to a piggyback agreement with Compuquip Technologies, LLC through a State of Maryland agreement "Hardware and Associated Equipment & Services Contract No. 06082490022. A copy of the Amendment to the Piggyback Agreement is attached. Section 3. Corrections. Conforming language or technical scrivener-type corrections may be made by the City Attorney for any conforming amendments to be incorporated into the final resolution for signature. Page I of2 Res. No. 168-20-15606 Section 4. 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 will not affect the validity of the remaining portions of this resolution. Section S. Effective Date: This resolution will take effect immediately upon enactment. PASSED AND ADOPTED this 1st day of December, 2020. ATTEST: \»w;JL CITY CcERK g READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREO Page 2 of2 APPROVED: COMMISSION VOTE: 5-0 Mayor Philips: Vice Mayor Welsh: Commissioner Harris: Yea Yea Yea Commissioner Liebman: Yea Commissioner Gil: Yea City Commission Agenda Item Report Meeting Date: Decem ber 1, 2020 Submitted by: Steven Kulick Submitting Department: Finance Department Item Type: Resolution Agenda Section: Subject: Agenda Item No:1. A Resolution authorizing the City Manager to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department and to execute Amendment No.4 to the City's piggyback agreement with Compuquip Technologies, LLC. 3/5 (City Manager-Finance Dept.) Suggested Action: Attachments: CM Memo Maintenance & Support Renewal 11.13.20.docx Res CompuquipAmendNo4CArev.docx Amendment No 4toCompuquipKCArev.docx Res No 228-16-14783.pdf 1 THE CITY OF PLEASANT LIVING CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM To: The Honorable Mayor & Members of the City Commission FROM: Shari Kamali, City Manager DATE: December 1, 2020 SUBJECT: A Resolution authorizing the City Manager to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and the South Miami Police Department onto a piggyback agreement with Compuquip Technologies, LLC. BACKGROUND: The City and the South Miami Police Department previously installed the Check Point firewall appliances and were placed into service by the City's IT provider, Miami-Dade County ITO. ACCOUNT: ATTACHMENTS: With respect to the Police Department, ITO determined that City of South Miami Police must be isolated onto a dedicated and separate firewall in order to comply with new U.S. Department of Justice, Federal Bureau of Investigation (FBI) and Criminal Justice Information Services (OIS) Division security policies. Miami-County ITO has reviewed the maintenance and renewal agreements and approved the City to proceed with the purchase. The purchase will be made through a piggyback agreement from the State of Maryland agreement "Hardware and Associated Equipment & Services Contract No. 060B2490022, under the authority of Resolution 228-16- 147783 whereby Compuquip Technologies, LLC is an authorized reseller for Check Point. The expenditure of $54,231.92; ($42,882.84, City and $11,349.08, Police) shall be charged to the Fiscal Year 2020-2021 Internet Maintenance account number 001-1340-513-4634 which has a proposed balance of $138,443.11 before this request was made. Resolution Amendment No.4 to Piggyback Agreement Resolution 228-16-147783 Piggyback Contract, Compuquip Technologies 2 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES Amendment No.4 THIS AMENDMENT made and entered into this! day of December, 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 Compuguip Technologies, LLC, (hereinafter referred to as "Contractor," an authorized reseller for Check Point, L TO. The purpose of Amendment No.4 to the piggyback agreement dated November 16,2016 between Contactor and City is to include a Security Management Platform for the Check Point Firewall Appliance for both the City and South Miami Police Department. The terms, products and services encompassed in this amendment are in accordance with the State of Marvland Contract #060B2490022-2015 between Contractor and the State of Maryland. PRICING: Pricing for the Security Management Platform is referenced as Exhibit 1, "Contractor Check Point Quotations," and shall be in accordance with the State of Maryland Contract #060B2490022-2015. TERMS: All terms and conditions shall app ly in the contract between Contractor and the State of Marvland Contract #060B2490022-2015, expiring November 14, 2028. The City, at its sole discretion, may terminate or cancel all services provided by Contractor without notice or penalty. All other provisions of the November 16,2016 contract between Contactor and City, as currently amended, that are not in conflict with this amendment will remain in full force and effect. If there is any conflict between the two documents, this Amendment No.4 will take precedence. IN WITNESS WHEREOF, and as the duly authorized agent or representative of the parties, the undersigned have caused this instrument to be signed on or before the day and year first above written. ::~J:::hrt;;LC: Ivan Rezvoy CFO (type name and title of signatory above) ATIEST: t~ \ '. By: __ \~,'J~~~~~~ ______ _ ,CMC City Attorney CITY OF SOUTH MIAMI By:§haM~~' Shari Kamali City Manager EXHIBIT 1 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES AS AMENDED CONTRACTOR CHECK POINT QUOTATIONS State of Maryland Contract #060B2490022-2015 O° COMPUQUIP Quotation M CYBERSECURfTY Compuquip Cybersecurity Quote#: Quote Date: Expires On: 0-03331-1 11/13/2020 1211112020 9737 NW 41 Street, Suite 786 Doral, FL 33178 US Luis Santiago Phone: (786) 641-5437 Fax: (786) 513-4633 Ship To Steven Kulick Chief Procurement Officer City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States (305) 663-6339 skulick@southmiamifl.com Bill To (954) 520-6487 Isantiago@compuquip.com Send PO to: order@compuquip.com City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States State of Maryland Government Contract http://www.doit.state.md.uslitmclmcDetails.aspx?mcID=84&smc=13 Section 1 -Check Point support for BOCC Period of performance is 11123120-11123121 QTV PARTtI DESCRIPTION UNIT PRICE 1 CPES-SS-PREMIUM-AOD Check Point -Premium 7 x 24 Phone support for CPAP-SG143O-NGTP-3Y-PREM -Device $-11.00 #00:1C:7F:90:79:75 -Comment: 1 CPES-SS-PREMIUM-ADD Check Point -Premium 7 x 24 Phone support for CPAP-SG5600-NGTX -Device $5,848.00 #OO:1C:7F:82:38:8D -Comment 1 CPE5-SS-PREMIUM-ADD Check Point -Premium 7 x 24 Phone support for CPAP-SG56oo-NGTX-HA -Device $4,678.00 #00: 1 C:7F:82:4B:F7 -Comment: 1 CPE5-SS-PREMIUM-AOD Check Point -Premium 7 x 24 Phone support for CPAP-SM205 -Device #OO:1C:7F:42:27:8F $1,320.00 -Comment: 1 CPE5-SS-PREMIUM-ADD Check Point -Premium 7 x 24 Phone support for CPAP-NGSM41 0 -Device $1,622.00 #OO:1C:7F:8D:CC:22 -Comment: 1 CPE5-SS-PREMIUM-AOD Check Point -Premium 7 x 24 Phone support for CPAP-NGSM41 0 -Device $1,622.00 #00:1C:7F:8D:CC:23 -Comment: 1 CPES-SS-PREMIUM Check Point -Premium 7 x 24 Phone support for CPSB-MOB-50 -Device #57D59D62E3B4 -$616.00 Comment: 1 CPE5-SS-PREMIUM Check Point -Premium 7 x 24 Phone support for CPSB-MOB-50-HA -Device $492.00 tlFOFA40AE4628 -Comment: 1 CPEBP-NGTP Check Point -Enterprise Based Protection -Next Generation Threat Prevention Package $-0.44 Including IPS, APCl, URLF, AV, ABOT and ASPM blades -Device #OO:1C:7F:90:79:75 -for CPAP-5G143O-NGTP-3Y-PREM 1 CPEBP-NGTP Check Point -Enterprise Based Protection -Next Generation Thraat Prevention Package $7,920.28 Including IPS, APCl. URLF, AV, ABOT and ASPM blades -Device #00:1C:7F:82:38:8D -for CPAP-5G560O-NGTX Page 1 of2 EXTENDED $-11.00 $5,848.00 $4,678.00 $1,320.00 $1,622.00 $1,622.00 $616.00 $492.00 $-0.44 $7,920.28 QTY PART # DESCRIPTION UNIT PRICE 1 CPEBP-NGTP Check Point -Enterprise Based Protection -Next Generation Threat Prevention Package $6,335.66 Including IPS, APCL, URLF, AV, ABOT and ASPM blades -Device #OO:1C:7F:82:4B:F7 -for CPAP-5G560O-NGTX-HA 1 CPSe-evS-COMP-10-1Y Check Point -SmartEvent, SmartReporter and Compliance blades for 10 gateways (Smart-1 $6,220.17 and open server) 1 year subscription subscription -Device #OO:1C:7F:8D:CC:22 -for CPAP- NGSM410 1 CPSB-EVS-COMP-10-1Y Check Point -SmartEvent, SmartReporter and Compliance blades for 10 gateways (Smart-1 $6,220.17 and open server) 1 year subscription subscription -Device #00: 1 C:7F:8D:CC:23 -for CPAP- NGSM410 Section 1 -Check Point support for BOCC TOTAL: State of Maryland Government Contract http://www.doit.state.md.uslitmc/mcDetails.aspx?mcID=84&smc=13 Signature: Effective Date: --'--'-- Name (Print): Title: THANK YOU FOR YOUR BUSINESS! Page 2 of2 EXTENDED $6,335.66 56,220.17 $6,220.17 $42,882.84 TOTAL: $42,882.841 ACOMPUQUIP Quotation • CYBERSECURITY Quote#: Quote Date: Q-03332-1 11113/2020 12111/2020 Expires On: Compuquip Cybersecurity 9737 NW 41 Street. Suite 786 Doral. FL 33178 US Phone: (786) 641-5437 Fax: (786) 513-4633 Ship To Steven Kulick Chief Procurement Officer City of South Miami 6130 Sunset Drive South Miami. FL 33143 United States (305) 663-6339 skulick@southmiamifl.com Luis Santiago (954) 520-6487 Isantiago@compuquip.com Send PO to: order@compuquip.com Bill To City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States State of Maryland Government Contract http://www.doit.state.md.uslitmclmcDetails.aspx?mcID=84&smc=13 Section 1 -Check Point support for Police Period of performance is 11/23120-11/23121 QTY PART # DESCRIPTION UNIT PRICE 1 CPES-SSoPREMIUM-ADD Check Point-Premium 7 x 24 Phone support for CPAP-sG3100-NGTP-HA -Device 5666.00 #Q0:1C:7F:86:21:51 -Comment: 1 CPES-SS-PREMIUM-ADD Check Point-Premium 7 x 24 Phone support for CPAP-SG3100-NGTP -Device 5833.00 #00: 1C:7F:86:21 :50 -Comment 1 CPES-SS-PREMIUM-AOD Check Point-Premium 7 x 24 Phone support for CPAP-sG3100-NGTP -Device $833.00 #00:1C:7F:87:BC:CF -Comment COSMVPN1 1 CPES-SS-PREMIUM-AOD Check Point-Premium 7 x 24 Phone support for CPAP-SG31 OO-NGTP-HA -Device $666.00 #Q0:1C:7F:87:C2:4B -Comment COSMVPN2 1 CPEBP-NGTP Check Point-Enterprise Based Protection -Next Genemtion Threat Prevention Package $1,855.90 Including IPS, APCL, URLF, AV, ABOT and ASPM blades -Device #OO:1C:7F:86:21:51 -for CPAP-sG310O-NGTP-HA 1 CPEBP-NGTP Check Polnt-Enterprise Based Protection -Next Generation Threat Prevention Package $2,319.64 Including IPS, APCL, URLF, AV, ABOT and ASPM blades -Device #OO:1C:7F:86:21 :50 -for CPAP-SG310O-NGTP 1 CPEBP-NGTP Check Point-Enterprise Based Protection -Next Genemtion Threat Prevention Package $2,319.64 Including IPS, APCL, URLF, AV, ABOT and ASPM blades -Device #OO:1C:7F:87:BC:CF -for CPAP-SG3100-NGTP 1 CPEBP-HGTP Check Polnt-Enterprise Based Protection -Next Genemtion Threat Prevention Package $1,855.90 Including IPS, APCL, URLF, AV, ABOT and ASPM blades -Device #00: 1 C:7F:87:C2:4B -for CPAP-sG310o-NGTP·HA Section 1 -Check Point support for Police TOTAL: EXTENDED $666.00 $833.00 $833.00 5666.00 $1,855.90 $2.319.64 $2,319.64 $1,855.90 $11,349.08 TOTAL: $11,349.081 Page 1 of2 State of Maryland Government Contract http://www.doit.state.md.us/itmclmcDetails.aspx?mcID=84&s.mc=13 Signature: Name (Print): Effective Date: Title: THANK YOU FOR YOUR BUSINESS! Page 20f2 --'--'-- RESOLUTION NO:' 228-16-14783 A Resolution authorizing the City Manager to purchase Check Point firewall software appliance from Compuqulp Technologies, UC an authorized reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 06082490022-2015. WHEREAS, the City currently utilizes Barracuda firewall software that has been analyzed by Miami-Dade County IT who have determined it will be in the City's interest to transition to a new firewall protection software; and WHEREAS, IT is recommending Check Point firewall software for the City which is the same firewall software deployed throughout Miami-Dade County; and WHEREAS, the selected firewall will be used to replace the current Barracuda device and the Check Point firewall provides additional features not supported by the Barracuda firewall and will also replace the Barracuda Content filter; and WHEREAS, by installing Check Point the City will be on the same firewall platform as the County and therefore will allow IT to effectively monitor cyber threats to the City's network and sensitive data; and WHEREAS, the purchase of Check Point firewall software will be through a piggyback agreement from the State of Maryland Contract No. 060B2490022-2015 for Hardware and Associated Equipment & Services; and WHEREAS, the State of Maryland Contract No. 060B2490022-2015 was competitively solicited through a process that meets or exceeds the City's competitive solicitation process; and WHEREAS, the cost for the Check Point firewall software will not exceed $109,683 and will be charged to Account No. 301-1340-513-6430. NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA; Section 1. The City Manager is authorized to purchase Check Point firewall software appliance from Compuquip Technologies, LLC an authorized reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 06082490022- 2015 for an amount not to exceed $109,683. Section 2. Severability. If any section, clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutional by a court of competent jurisdiction, this holding shall not affect the validity of the remaining portions of this resolution. Page lof2 8 Res. No. 228-16-14783 Sedion 3. Effedive Date: This resolution shall take effect immediately upon enactment. PASSED AND ADOPTED this J...2. day of November , 2016 ATTEST: APPROVED: fMJ/t{JJ4A MAYOR COMMISSION VOTE: 5-0 Mayor Stoddard: Yea Vice Mayor Welsh: Yea Commissioner Harris: Yea Commissioner Liebman: Yea Commissioner Edmond: Yea Page 2 of2 9 sout'~iami CITY OF SOUTII MIAMI OFFICE OF THE CITY MANAGER INTER-OFFlCE MEMORANDUM THE CITY OF PLEASANT LIVING TO: FROM: DATE: SUBJECT: BACKGROUND: The Honorable Mayor & Members of the City Commission Steven Alexander, City Manager Agenda Item NO.:i5 November 15, 2016 A Resolution authorizing the City Manager to purchase Check Point firewall software appliance from Compuquip Technologies, LLC an authorized'reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 06082490022-2015. The City currently utilizes Barracuda firewall appliance and software which has been analyzed by the City's IT provider, Miami-Dade County IT. IT has determined the current firewall does not provide sufficient protection against cyber threats to the City's network and sensitive data. The selected firewall will be used to replace the current Barracuda appliance and software. The Checkpoint firewall provides additional capacity for future growth and additional features not supported by the Barracuda firewall and will also replace the Barracuda Content filter. A brief summary of the additional security features within Check Point is included"below: • Secure connectivity for remote end users (non PO) and business to business connections. • Capability to detect and stop communications of infected City systems with command and control malware sites (Bot-Nets). • Distributed Denial of Service protection. Protects the city's network from excessive external network traffic designed to disrupt City services. This will not protect the City's website which is hosted externally to the City's network and is not protected by a City administered firewall. • Malware/Anti-virus protections for' internet surfing and downloads. • Internet Content Filtering for City employees to prevent them from accessing prohibited sites and sites hosting malware. 10 . .(,j) South'Miami THE CITY OF PLEASANT UVING ACCOUNT: ATTACHMENTS: CITY OF SOUTH MIAMI OFFICE OF mE CITY MANAGER INTER-OFFICE MEMORANDUM By installing Che~k Point the City will be on the same firewall platform as the County and therefore will allow IT to effectively monitor cyber threats to the City's network and sensitive data. The purchase will be made through a piggyback agreement with Compuquip Technologies ILC, an authorized reseller of Check Point LTD, through a State of Maryl~nd agreement "Hardware and Associated Equipment & Services: Contract No. 060B2490022-2015. The expenditure of $109,683 shall be charged to the Capital Equipment account number ~Ol-1340-S13-6430, whic.h has a balance of $110,000 before this request was made. Resolution Proposal, Check Point Piggyback Agreement CONTRACI' FOR HARDWARE AND ASSOCIATED EQUIPMENT &: SERVICES THIS AGREEMENT made and entered into this..!!... day of November, 20 16 by and between the City of,South Miami, a Florida municipal Corporation by and through its City Manager (hereinafter referred to as "City") and Compuguip TechDqlogies. LLC. an authorized reseller for Check Point, L 1D and a vendor on the Hardware aDd AssosI.ated Equipment & Services Contract through the State olMarylaad CODtraet No. 060B2490022-2015. Cherelaafter referred to as "CODtractor"l. WITNESSETH: WHEREAS, the contract was competitively solicited by the State of MaryJagd pursuant to REO No. 060B249QQ22-201S, and Coptraet No. O6OB2490022-201S for Hardware pd AssosIated Equipment.\\ Seryices, and after completing a competitive bidding process, awarded a contract to Contractor; and WHEREAS, the City of South Miami desires to utilize the State of Marylapd Contnu:t No. 06082490022-2015 for Banhrare 8Jld Assoelated Equipment'" Serviees and pursuant to authority of the City of South Miami's Charter. NOW, THEREFORE, the City and the Contractor, each through their authorized reptesentativelofticial, agree as follows: t. The City desires to enter into a Contract, under the same tenns and conditions as set forth in the solicitation and the agreement between the Contractor and the contract, for Hardware aDd Associated Equipment & Services Coatrac;t from the State ofMarylaDd Coatrad No. 06012490022-2015. 2. The City has reviewed the contract and agrees to the tenns and conditions to . be applicable to a purchase order to be issued by the City and further agrees to the tair and reasonableness of the pricing. Contractor hereby agrees to provide such goods andlor 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 doaunents and the response to the solicitation, pertinent copies of which are attached hereto as Attacbmeat A and made a part hereof by reference, and the IlIR'Cment andlor the award between the, a copy of which, ~Iuding any amendments and addendums thereto, is attached hereto and made a part hereof by reference. 3. All references in the contract between the Contractor and the State pf Florida competitively solicited by the State of Maryland pursuant to REO No. O6OB2490022·2015, and CODtract No. 060B2490022·2015, for Rardware and Assoeiatecl EquipmeDt " Senices CoBtraet; and the State ofMary .... d through RIO No. 06082490022-2015, and CoDtrast No. O6OB249Jm22-201S and Contractor, shall be assumed to pertain to, and are binding upon Contractor and the City of South Miami. All decisions that are to be made on behalf of the between the Contractor and the State of Florida competitively solicited by the State 01 Maryland pursuant to the Bardware and Associated Equipment'" Services CODtraet ; and the State 01 Maryland through BFO No. 060B2490022·2015, and CODtrast No. 06082490022-2015 and its agreement with Contractor, shall be made by the City Thomas F. Pepe -01-11-16 Page 1 of6 12 Manager for the City of South Miami. The tenn of the contract, including all extensions authorized by the contract shill not exceed five years. Notwithstanding anything contained in the ITN and CODtract or the Hardware IIld Assoclate4 Equipment" Services contract and the State of Manland through Contract No. O6OB249OQ22-2015 to the contrary, this agreement shall be governed by the laws of the State ofFI?rida and venue for all dispute resolutions or litigadon shall be in Miami-Dade County, Flonda. 4. Scope of Goods aDd Senrias. The sco.,., of goods and servic~ are set forth in the attached Attachment A. s. CODtrad Price. The contract price for the good and services is set forth in the attached AttachmeDt B. If not otherwise set forth in the Hardware IUld Associated Equipment" Seal. contract and the State ofMarylaBd through COPtrast No. 060112490022-2015 Agreement/Contract, the Con1raCtor shall be paid upon delivery of all the goods, the completion of all the services and after final inspection by the City that approves of the goods delivered and the work perfonned. 6. Gramt Fuadbag: This project is being funded 1!lA and Contractor agrees to comply with all the requirements oftbat Grant, applicable to the delivery of the goods and services that are the subject of this Agreement, and that are within its power to provide and to provide all the documentation within its control that is required for die City to be able to recover the contract price pursuant to the terms of the grant. A copy of the grant is attached hereto and made a part hereof by reference. 7) Pmblie Reeonls: CONTRACTOR. and all of its subcontractors are required to comply with the .public records law (5.119.0701) while providing goods andlor 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 perfonn 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 iecords disclosure requirements are not disclosed except as authorized by law for the duration of the Contract tenn an~ following completion of the Contrad if CONTRACTOR does not transfer the ~rds to the public agency; and (d) Upon completion of the Contract, transfer, at no cost, to the public agency all public records in possession of CONTRACTOR or keep and maintain public records required by the public agency to perfonn the service. If CONTRACTOR transfers all public retXlrds to the public agency upon completion of the Coritraci, CONTRACTOR shall destroy any dQplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONTRACTOR. keeps and maintains public records upon completion of the Contract, CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems oftbe public agency. IF CONTRACfOR BAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S Thomas F. Pepe-OI-1I-16 .Page2of6 2 13 DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACf, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 305-663-6340; E-maU: mmeneedez@southmiamiO.gov; 6130 Sunset Drive, Soutb Miami, FL 033143. 8. Waiver Jury Trial: City and Contractor knowingly, irrevocably voluntarily and intentionally waive any right either may have to a mal by jury in State or Federal Court proceedings in respect to any action, proceeding, lawsuit or counterclaim arising out of the Contract Documents or the perfonnance of the Work thereunder. 9. Validity of Executed Copies: This agreement may be executed in several counterparts, each of which may be construed as an original. 10. Attorneys' Fees 8IId 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 sball bear its own costs and legal fees. Nothing contained herein shall prevent or prohibit the right to be indemnified for any attorney fees incurred in the defense of an action by a person or entity who is not a party to this Agreement 11. Severability: If any term or provision of this Agreement or the application thereof to any person or circwnstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such tenn or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each teon and provision of this Agreement shall be valid and enforceable to the fullest extent pennitted 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 rust above written. Compuqaip Technologies, LLC BY: __ ~ __ ~~ __ _ Ivan Rezvoy Director of Finance (Type name and title of signatory above) A~.lES . CITY OF B : "1:2'~ {1-u 4~ By: ~~~ ~ ~~-------- City Clerk c::: Thomas F. Pepe-01-11-16 Pagelof6 3 -.-- 14 ThomasF. Pepe-01-ll-16 Page 4 of6 4 15 ATTACHMENT A CONTRACT FOR HARDWARE AND ASSOCIATED EQmPMENT & SERVICES State'ofMaryland and Compuquip Technologies, LLC • Contract No. 060B2490022-2015, SCOPE OF SERVICES & • ACTION AGENDA, STATE OF MARYLAND ThomasF. Pepe-OI-II-16 5 16 , ;' " ,. , ' DEPARTMENT OF INFORMATION TECHNOLOGY (DoIT) Hardware and Associated Equipment and Services 060B2490022-2015 TillS CONTRACT (the "Contract") is made this ~ day of ;rut~ , 20~y and between Compuquip Technologies and, on behalf of the STATE OF MARYL D, the MARYLAND DBPARTMHNT OF INFORMATION TECHNOLOGY (Dom. IN CONSIDERATION of the fonowing, the parties agree as follows: 1. Deftnitlons In this Contract, the following words have the meanings indicated. 1.1. "COMARIt means the Code ofMatyland Regulations. 1.2. "Contract" means this contract for Hardware and Associated Equipment and Services and :related installation, training, and maintenance services. Except as otherwise provided, any reference to the Contract shall be deemed to include reference to a Purchase Order (PO). 1.3. "Contract Manager" means the individual identified in Section 1.6 of the Request for Proposals (RFP), or 8 successor designated by the Department 1.4. "Contractor" means CoInpUCJUip 'lechnologies, LLC, whose principal business address is: 2894 NW 79tb ave., Dora! F.L 33122 1.5. "Department" means the Department of InfonnatioD Technology (DoIT). 1.6. "eMM" means eMaryland Marketplace. 1.7. "Financial Proposal" meaDS the Contractor's financial proposal dated 02/19/16. 1.8. "Hardware and Associated Equipment and Services" means those services descn'bed in Section 2 oftheRFP. 1.9. uInstallation" means transmrriDgmanufacturer's electronic media to computer systems so that the Hardware and Associated Equipment and Services wHl provide the features and functions generally described in the user documentation. 1.]0. "Minority Business Enterprise" (MBE) means an entity meeting the definition at COMAR 21.0 1.02.01B(S4), wbich is certified by the Maryland Department of Transportation under COMAR 21.11.03. 1.11. "Procurement Office(' means the peJSon identified in Section 1.5 of the RFP or a successor designated by the Department. 1.12. "Proposal" means, 8S appropriate, either or both the Contractor's Technical or Financial Proposal. 1.13. "Purchase On1e~' or cepO" means the authorization for Contractor to proceed with delivery of products and/or any services requested via a PORFP. 1.14. "PORFP" melms Purchase Order Request for Quotation. 1.15. &'R,equesting Agency" means the unit of the State govemment issuing the PORFP. 1.16. uRFP" means the Request for Proposals for Hardware and Associated Equipment and Services NO.060B249OO22-2015 and any amendments thereto issued in writing by the State. 6 I 17 1.17. "Sensitive Datalt means any personally identifiable information (PU). protected health ,information (PHI) or other private/confidential data. 1.18. "Software" means the object code version of computer programs licensed pursuant to this ' Contract. Embedded code. fumware, internal code. microccde. and any other term referring to software that is necessary for proper operation is included in this definition of Software. Software includes aD prior, CUJTeDt, and future versions of the Software and all maintenance updates and error COITeCtions. "Software" also includes any upgrades. updates, bug fixes or modified versions or backup, copies of the Software licensed to the State by Contractor or an authorized distributor. 1.19. "Slate" means the State ofMmyland. 1.20. "Technical Proposal" means the Contractor'S technical proposal dated. ____ _ 1.21. Capitalized terms not defined herein shall be ascribed the meaning given to them in the RFP. 2. Scope of Contract 2.1. The Contractor shall provide Hardware and Associated Equipment and Services, installation and/or training, and/or manufacturer's extended warranty, as described in a PORFP or po. in the following functional area(s): FA 3 -Network Communications Equipment FA 4 -Installation & Training Services 2.2. These products and services shall be provided in accordance with the terms and conditions of this Con~t and the following Exhibits, which are attached and incorporated herein by reference. If there are any inconsistencies between this Contract and the accompanying Exhibits, the terms of this Contract shall control. If there is any conDict among the Exhibits, the following order of precedence shall apply: Exhibit A -The RFP ExhibitB -The Contract Affidavit dated 06/21/2016 Exhibit C -The Technical Proposal. Exhibit D -The Financial Proposal 2.3 A PORFP may specify tenns in addition to the tenus specified herein, including wammtiess de1iverables, and acceptance test requirements. PORFPs. POs and Reference BPOs may not limit the State's rights as provided by law, in this Contract, or in the RFP and may not change the terms ot: or cQnf1ict with, this Contract or any of its Exhibits. 3. Period of Performance 3.1. The Contract shall be for a period of 12 years beginning July S, 2016 and ending on November 14,2028. 3.2. Audit, confidentiality, document retention, patents, copyright. intellectual property, warranty, and indemnification obJigations under this Contract and any other obligations specifically identified shall survive expiration or termination of the Contract 7 18 4. Consideration and Payment 4.1. 4.2. 4.3. 4.4. In coDBideration of the satisfactmy perfonnance of the Contract and any PORFP and/or PO, the State will promptly process a proper invoice for payment in accordance with the terms of this Comract. . The total payment for products and services provided under a fixed price PO or the ~ed price element of a combined fixed price -time and materials PO, shall be the finn fixed pn~ submitted by the Connctor in its quotation or proposal submitted in response to a PORFP, regardless of the actual cost to the Contractor. POs that include a time and materials element shall include a not-te-exceed (NTB) ceiling for payments. For time and materials PO, or POs which include both fixed price and time and materials elements, total payments to the Contractor for the time and materials portion may not exceed the identified PO NTH amount. The Contractor shall notify the Contract Manager, in writing, at least 60 days before time and II)8teriaJ obligations are expected to reach the PO NTH Amount. The COJdractor shall have no obligation to perfOJDl the time and materials requirements under this Contract after payments reach the PO NTH Amount. The cessation of the Contractor's obligation to perform under this paragraph 4.3 is expressly conditioned on the following: that prior to the PO NTE Amount being reached, the Contractor shall: (i) give the notice required under this paragraph 4.3; (ii) promptly consult with the Requesting Agency and cooperate in good faith with the Requesting Agency to establish 8 plan of action to assUre that every reasonable effort has been undertaken by the Contractor to complete critical work in progress prior to the date the PO NTH Amount will be reached; and (iii) secure databases, systems~ pJatfoons and/or applications on which the Contractor is woddug so that no damage or vulnerabilities to any of the same wlll exist due to any such unfinished wolk. Any work performed by the Contractor in excess of PO NTE amount without the prior written approval of the Contract Manager is at the Contractor's risk of non-payment. Invoices sball be submiUed as specified in a PORFP • Invoices that contain both fixed price aod time and material items must clearly identify the items as either fixed price or time and material billing. EaDh invoice must include the Contractor's Federal Tax Identification ~umber: 59- 2189948. The Contractor's eMM identification number j~ 00029904. Payments to the Contractor pursuant to this Contract shall be made no later than 30 days after the Requesting Ageus;y's receipt of a proper invoice from the Contractor. Charges for late payment of invoices other thaD as prescribed by Tide IS, Subtitle 1, oftbe State Finance and Procurement Article, Annotated Code of Maryland. as from time-to-time amended, are prohibited. The final payment under a PORFP wiD not be made until after certification is received from the Comptroller of the State that all taxes have been paid. 4.5. In addition to any other available remedies, ~ in the opinion olthe Procurement Officer, the ConfraclQr faiJs to perfoxm in a satisfactory and timely.manner, then Contractor will be notified and provjded a time specified by the State to cure the breach. If the breach is not cured within the time specified within the notifiCBtioDs the Procurement Officer may refuse or limit approval of any invoice for payment, and may cause payments to the Contractor to be reduced or withheld until such time as the Contractor meets performance standards as established by the Procurement Officer. 4.6. PORFPs may specify periodic payments based on deliverables or ~ltages of completion. A PORFP may further specify that a portion of the payments due will be withheld until completion of the PO. The amount withheld from each payment shall be paid to tho Contractor within Ihhty (30) days of the State's acceptance of all deliverablesrequired under the PO and receipt from the Contractor of a release in a form prescn'bed by the State for any claims arising out of or related to thePORFP. 8 I I I 4.7. Payment of an invoice by the State is not evidence that services were rendered as required under this Contract or any applicable PORFP. S. Patents, Copyrights, InteUectual Property 5.1. If the Contractor furnishes any design, device, material, process, or other item, which is oovered by a patent or copyright, or which is proprietary to ~r a trade secret of another, the Contractor sha)) obtain the necessary permission or license to pennit the State to use such item or items. 5.2. Bxcept as provided in Section 5.4 of this Contract, the Contractor agrees that all documents and materials, including but not limited to, reports, drawings, studies, specifications, estim., tests. maps, photographs, designs, software, graphics, mechani~ artworl4 computations and data prepued by or for the Contractor for purposes of this Contract ("Work Producf') shall become and remain tbe sole and exclusive property of the State and shall be available to the State at any time. The State shall have the right to use tbe same without restriction and without compensation to the Contractor other than that specifically provided by this Contract . 5.3. Except as provided in Section 5.4 of this Contract, the Contractor agrees that at all times during the term of this ~ontract and thereafter, Work Product shall be "works made for hire" as 1hat term is interpreted under U.S. copyright law and shall be owned by the State. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights and all information used to formulate sucb Work Product. In the event any Work Product is or may not be considered a work made for hUe under applicable law, Contractor assigns and transfers to the State the entire right, tide, and interest in and to aU rights in the Work Product and any registrations and copyright applications relating thereto and any renewals and extensions thereof: Contractor shall execute aU documents and perform such other proper acts as the State may deem necessary to secure for it the rights pursuant to this section. 5.4. Notwithstanding anything to the contrary in this Contract, to the extent (i) the Work Product incorporates any commercial-oft'-the shelf software (COTS) andlor any Pre-Existing Intellectual Property or (ii) any COTS and/or Pre-Existing Intellectual Property (other than a computer's operating system, supported intcroet browser, browser accessibility software or hardware if needed by the user, and software required to access a commonly-available data trausmission tool or export format) is required to access, iustall, build, compile or otherwise use the Work Product (such COTS and Pre-Existing Intellectual Property individually and collectively referred to herein as "Third-party Intellectual Property," which shall be the sole property of Contractor or its third- party licensors, as applicable), Contractor hereby grants to the State, on behalf of itself and any dtird-party licensors, a royalty-free, paid-up, non-exclusive, unrestricted, uncoDdition8~ ilTevocable, worldwide right and license, with the right to use, execute, reproduce, display, perfonn, distribute copies of internally t modify ~d prepare derivative works based upon, such Third-party Intellectual Property as may be necessary for the State to use the Work Product for the pmposcs for which such Work Product was designed and intended. "Pre-Existing Intellectual Property" means any program, utility or tool owned by Contractor or its third-party licensors that was created by Contractor or its third-party licensors independently from its performance of this Contract and Dot solely using funds from this Contract 5.5. SubjeCt to the terms of Section 6, Contractor shall defend, indemnify, and hold harmless the State. including, but not limited to, the Department or Requesting Agency and its agents, officers, and employees, from and against any and all claims, costs, losses, damages, liabilities, judgments and expenses (including without limitation reasonable attorneys' fees) arising out of or in connection with any claim the Work Product or any Third-party Intellectual Property infringes. misappropriates or otherwise violates any Third-party Intellectual Property rights. Contractor shall not enter into any settlement involving third party claims that contains any admission of or stipulation to any guilt, fault, liability or wrongdoing by the State or that adversely affects the State"s rights or interests, without the State·s prior written consent, which consent may be 9 20 .[ I I I I I withheld in the State's sole and absolute discretion. 5.6. Bxcept if Contractor has pre-existing mowledge of such iofringement, ContIactor'~ ob~igations under this section will not apply to the extent any Third-party Intellectual Property infringes, misappropriates or otherwise violates any third party intellectual rights as a result of modifications made by the State in vioiation of the license granted to the State pmsuant to Section 5.4; provided that such infringement, misappropriation or violation would not have occurred absent such modification. . 5.7. Without limiting Contractor's obligations under Section S.s, if all or any part of the Work Product or any Third Party lntellectual Property is held, or Contractor or the State reasonably determines that it could be held, to infringe, misappropriate or otherwise violate any third party intellectual property right, Contractor (after consultation with the State and at no cost to the State): (a) shall procW'C for the State the right to continue ~ng the item or service in accordance with its rights under this Contract; (b) replace the item or service with an item that does not infringe, misappropiiate or otherwise violate any third party. intellectual property rights and, in the State's sole and absolute detennination, complies with the item's specifications as defined in this Contract, and all rights of use and/or ownership set forth in this Contract; or (c) modify the item or service so that it DO Iongel'infrlDges, misappropriates or otherwjse violates any third party intellectual property right and, in the State's sole and absolute determination, complies with the item's specifications and all rights of use and/or ownership set forth in this Contract. S.S. Except for any Pre-Existing Intellectual Property and Third-Party Intellectual Property, Contractor shall not acquire any right, title, or interest (including any intellectual property rights subsisting therein) in or to any goods, Software, technical information, specifications, drawings, records, documentation, data or any other materials (including any derivative works thereof) provided by the State to the Contractor. Notwithstanding anything 10 the contrary herein, the State may, in its sole and absolute discretion, grant the Contractor a license to such materials, subject to the tenns of a PORFP executed by the Contractor and an authorized representative of the Stale. 5.9. Widlout limiting the genetality of the foregoing, neither Contractor nor any of its subcontractors shalI·use BDy Software or technology in a manner that will cause any patents, copyrights, or other intellectual property which are owned or con1rolled by the State or any of its affiliates (or for which the State or any of its subcontractors has received liceJlSe rights) to become subject to any encumbrance or terms and conditions of any third-party or open source license (including, without limitation, any open source license Hsted on hUp:lIwww.opensourco.orgIlicenseslalphabetical) (each an "Open Source License"). These restrictions, limitations, exclusions and conditions shall apply even if the State or any of its subcontractolS becomes aware of or fails to act in a mwmer to address any violation or mime to comply themwitb. No act by the StatB or any of its subcontractors that is undertaken under tbis Contract as to any Software or technology shall be construed as intending to cause any patents, copyrights or other intellectual property that are owned or controlled by the State (or for which the State bas received license rights) to become subject to any encumbrance or tenos and conditions of any Open Source Li(;eosc. 5.10. The Contractor shall report to the Department or Requesting Agency, promptly and in written detail, each notice or claim of copyright infringement received by the Contractor with respect to all Work: Product delivered under this Contract. 5.11. This Section S shall survive expiration or termination of this Contract. 6. IndemaJfteation 6.1. In addition to ContractOl"s indemnification obligations described in Section S, Contractor shall indemnify, defend, and hold Ihe State, its directors, officers, employees and agents harmless from liability for the following conduct arising from or relating to the performance of the Contractor or 10 21 its subcontractors under this Contract: (a) tangible property damage, bodily injUry and death, to the extent caused by or contributed to by Contractor or its subcontractors and (b) fraud or willful misconduct of Contractor or its subcontractors. Such indemnification shall include all related defense costs and expenses attributable to the claims of third parties, including, but not limited to, reasonable attorneys' fees and costs of investigation, litigation, settlement, judgments, interest and penalties. 6.2 Upon the State's request of indemnification under Section 5 or 6, Contractor shall be entitled to control the defense or settlement of the relevant claim with counsel reasonably satisfactory to the State. The State win: (a) provide reasonable cooperation to Contractor in connection with the defense or settlement of the claim, at Contractor's expense; and (b) be entitled to participate in the defense of the claim, at its own expense. 6.3. The State has no obligation to provide legal counselor defense to the Contractor or its subcontractors in the event that a suit, claim or action of any character is brought by any person not party to this Contract against the Contractor or its subcontractors as a result of or relating to the ContraCtor's obligations under this Conbaet 6.4. The State has no obligation for the payment of any judgments or the settlement of any claims against the Contractor or its subcontractors as a result of or relating to the Contmctors obligations under this Contract. 6.S.. To the extent permitted by applicable law, the Contractor shan immediately notify the Procurement Officer of any claim or suit made or filed against the Contractor or its Bubcontractors regarding any matter resulting from or relating to the Contractor's obligations under the Contract. and will cooperate, assist, and consult with the State in the defense or investigation of any third party claim, suit, or action made or filed against the State as a result of or relating to the Contractor's performance under this Contract. 6.6. This Section 6 shaD stuVive expiration or termination of this Contraot 7. LImitations of LlablHty Contractor shall be liable for any loss or damage to the State occasioned by the acts or omissions of Conttactor, its subcontractors, agents or employees, including but not limited to personal injury; physical loss; or violations of the Patents, Copyrights, Intellectual Property sections of this Contra~t, as follows: 7.1. For infringement of patents, trademarks, trade secrets and copyrights as provided in Section 5 ("Patents, Copyrights, Intellectual Property" of this Contract; 7.2. Without limitation, for damages for bodily injury (including death) and damage to real property and tangible personal property; and 7.3. For all other claims, damages, loss, costs, expenses, suits, or actions in any way related to this Contract where liability is not otherwise set forth as being "without limitation," and regardless of the basis on which the claim is made, Contractor~s liability shan not exceed one (1) time the total amount of the PORFP out of which the claim arises; provided however, the State may, in its sole discretion, decrease the ceiling established. hereunder in any PORFP issued pursuant to this RFP. Third-party claims arising under Section 6 ("Indemnification") of this Contract are included in this limitation of liability only if the State is immune from liability. Contractor's liability for third-party claims arising under Section 6 of this Contract shall be unlimited if the State is not immune from liability for claims arising under Section 6. 7.4. In no event shall the existence of a subcontract operate to release or reduce the liability of Contractor hereunder. For purposes of this Contract, Contractor agrees II 22 that all Subcontractors shall be held to be agents of Contractor. 8. Prompt Pay Requirements 8.1. If the Contractor withholds payment of an undisputed amount to its subcontractor, the State, at its option and in its sole discretion, may take one or more of the following actions: (a) Not process fiu1her payments to the Contractor until payment to the subcontractor is verified; (b) Suspend all or some of the Contract work without affecting the completion date(s) for the Contract work; (e) Payor cause payment of the undisputed amount to the subcontractor from monies otherwjse due or that may become due to the Contractor; (d) Place a payment for an undisputed amount in an interest-bearing escrow account; (e) Default Contractor for failing to perfmm in accordance with the requirement to promptly pay subcontractors; or . (f) Take other or further actions as appropriate to resolve the withheld payment 8.2. An "undisputed amount" means an amount owed by the Contractor to a subcontractor for which there is no good faith dispute. Such "undisputed amounts" include (a) retaioage which had been withheld and js, by the terms of the agreement between the Contractor and subcontractor, due to be distributed to the subcontractor and (b) an amount withheld beca1JSe of issues arising out of an agreement or occuuence unrelated to the agreement under which the amount is withheld 8.3. Anael, failure to act, or decision of a Procurement Officer or a representative of the Deparbnent or Requesting Agency concerning a withheld payment between the Contractor and subcontractor under this Contract. may not: (a) Affect the rights of1he contracting parties tmder any oiherprovision of law; (b) Be used as evidence on the merits of a dispute between the Department or Requesting Agency and the Contractor in any other proceeding; or (c) Result in liability ~gainst or prejudice the rights of the Department or Requesting Agency. 8.4 The remedies enumemted above are in addition to those provided under COMAR 21.11.03.13 with respect to subcontractors that have contracted pursuant to the Minority Business Enterprise program. 9. RIsk of Loss; Transfer of Title ~sk of loss for conforming supplies, equipment and materials specified as deHverables to the State hereunder shall remain with the Contractor until the supplies, equipment, materials and other de1iverables are received and accepted by the State. Title of all such deliverables passes to the State upon acceptance by the State. 10. Souree Code Esuow Source Code Escrow is not required for this Contract. 11. Loss of Data In -the event of loss of any State data or records where such loss is due to the iDtentionaJ act. omissioD, or negligence of the Contractor or any oli1s subcontractors or agents, the Contractor shall be responsible for recreating such lost data in the manner and on the schedule set by the Contract Manager. The Contractor shall ensure fhat all data is backed up and is recoverable by the Contractor. In accordance with prevailing federal or state law or reguJationB, the Contractor shall report the loss 12 of non-public data as directed in Section 16.17. 12. ~.rtings The Contractor shall not affix (or permit any third party to affix), without the Department or Requesting Agency's consent, any restrictive markings upon any Work Product and if such markings are affixed, the Department or Requesting Agency shall have the right at any time to modifY, remove, obliterate, or ignore such warnings. 13. Exduslve Use and Ownersblp Contractor shall not use, seU, sub-lease, assign, give, or OthelW.ise transfer to any third party any other information or material provided to Contractor by the Department or Requesting Agency or developed by Contractor relating to the Contract, except that Contractor m~y provide said information to any of its officers, employees and subcontractors who Contractor requires to have said information for fulfillment of Contractor's obligations hereunder. Bach officer, employee andlor subcontractor to whom'any of the Department or Requesting Agency's confidential information is to be disclosed shall be advised by Contractor of and bound by the confidentiality aDd inteHectual property terms of this ~nttact ' 14. Notification of Legal Requests The ConDctor sbaJI contact the State upon receipt of any electronic discovery, litigation holds, discovery searches and expert testimonies related to the State's data \Dlder this Contract, or which in any way might reasonably require access to the data oCthe State, unless prohibited by law from providing such notice. The Contractor shall not respond to subpoenas, service of process and other legal requests related to the State without first notifying the State, unless prohibjted by law from providing such notice. IS. Effeet of Contractor Bankruptcy All rights and liCenses granted by the Contractor under this Contract are and shall be deemed to be rights and licenses to "intellectual property," and the subject matter of this Contract, including s~rvices, is and shall be deemed to be "embodiments of intellectual property" for purposes of and as such tenos are used and inteIpreted under § 36S(n) of the United States Bankruptcy Code ("Code") (11 U.S.C. § 36S(n) (2010». The State bas the right to exercise all rights and elections under the Code and all other appliatble bBDkruptcy, insolvency and similar laws with respect to this Contract (including all executory statement of works). Without limiting tho generality of the foregoing, if the Contractor or its estate becomes subject to any bankruptcy or similar proceeding: (a) subject to the State's rights of election, all rights and licenses granted to the State under this Contract shall continue subject to the respective terms and conditions of this Contract; and (b) the State shall be entitled to a complete duplicate of (or complete access to, as appropriate) all such intellectual property and embodiments ofinte1lectual property, and the same, ifnot already in the State's possession, shall be promptly delivered to die State, unless the Contractor elects to and does in fact continue to perform all of its obligations under this Contract 16. COBfldeDtiaUty Subject to the Maryland Public Information Act and any other applicable laws, all confidential or proprietary information and documentation relating to either party (including without limitation, any information or data stored within the Contractor's computer systems) shall be held in absolute confidence by the other party. Each party shaU, however, be permit1ed to disclose relevant confidential infonnation to its officers, agents and employees to the extent that such disclosme is necessary for the performance of their duties under this Contract, provided the data may be collected, used, disclosed, stored and disseminated only as provided by and consistent with the law. The 13 I I I 24 I I provisiQDS of this s~otion shall not-apply ~o ~nfonnation that (a) is lawfully in the.public domain~ (b) baa.' been ~tl~p'~tld~.ntly:dev~lqpeclby the Qt11er.pm:ty witho~t .vi.9J.ation·ofthis·Contract; (c)-was . aJreedy bl the. pos$li'Ssi(>n 9f.$~ Paw; (~) wss~~iiedJo ~Qh partj by.8 third party tawfully.in pO$SeQ.ion. ther~:an4.legally penl1itted to f\i.tUief 4is91oscfthtfibl<mil~go~; or (t?) which such party is requited to diSclose by·laW. Thi~iSecnoJl.~hal" sUlVi:v.~ ewiraHon or tetni1na#o~ otthe Contract 17. P,arent Co~pany G~ai'~lif" ~ lIiji.~.~~tI~~~[~elr~Q) gupra'nteeS abs.ol~~y'tlie fuli, pr~pt im~ complete ,n ~Ql1ditiQns 'and:Qblfg __ tiQ~s cQntBtn,ed in tbi.8·G~traCt, as it may from to. time. inolu~g any and all e~bits.tha1 ate.now ot:may be~me' 'int'oiporated hereunto, ·and·othet-obligatlons of" nafure:indldnd.th.a,t,iJ.()W or~.y ~ tIie·~ 8!ise out of or in conneOtlcin.with:tbis :aU.ffuanPhll co~1;lU~tsj obliptlQDS and:liabillties. may no.t ttansfet1liis abs~ll)te .~~tY the plior .W(press'Written.approval of th~ St~te, wbich m.~~Q!4;·or qualiiy in its Bole and absolute su~jectiv.e·di8Cre1ion. p'~, .m its ~p~cjty as .~P~;~IU~e. "'1iili'ttfR11' ACJlrA~ Tn!lrll', .. r...." .. " State any claim,. actio~ suit li.ii.iW~iI~~~il;' may be,~ed as·a 18. Gene~[TqIi1'9·jUi4 <;:9n~ti()i1s Unless otherwise liO~d., the G~~@i TemiS audCoit~tjo~ ~mat1~~tOiY ~htract'1'enn~ and cannot and will not bereViaed, 18~1. P.r&.-EJlilfng Re~atloDJ In accordance with the.provisions ofSeQti()n J 1-206 Qfth~ S~te F~~e ~.nd.PrO.cli,~emelit Articl~ Annotated Code Of.M~Ullid, the,tegw$tiom. sa.l forth in Title 21 otthe COde. of Maryland Regulations (COMAR 21) in effect on the dale·of ~xe~ion ofthts:Con1ract.~ .appiiQsble to tbis·.Contfa'Ct 18~2. lWanrland Law Prevails Thi$ C9D~ct s~ b~ Q()QStrued, intetP~eted, and enforced according to-die laws of-the State Q{J;4a.rylan'd!~he~arYJ~'Il UnifQ11n·CoIQputer Intonnation TransactioDS' Act:(Commercial Law AJt;iQJ~ Title;22 ofth~ Annotated'C-ode QfMatyland)d~es nbt apply·totbls Contract, the Soffiv*-. C;l my S~e Hcense ,cquited henmn~er. Any and all reIerences to the . AilnoJQteci Code of¥8If.lilii4 ~n.ain¢ in. d,lis ~~~c~ ~~ be construe~ to reter to ·such Coae:s~cti.p. as fjOm Ji~e tp tjtne ·~m~~ded. 183. MoItI-~ear ContrJl~ts CODtIilg6$t OpOD Appl'oprlad9DS If the GeneralAs~inb~y faila to.al>Propriate.fuIK:ts·or iftund~ are J;l9tpthetwi.~e .. de available for oontihuecl perfonnance for: lIlY' fisoal p¢riocl of~ Contract s~~eediilg, the ~t fis~ perio~ lliis Contract shall be cBnc~led automatically as Qftllirb,~gii.mii:lg of$~.fiSbat year for which fun~ were·not a'ppropriated or otherwise inade.av.iJQ'blc; prov;d~, hQwever, ·that this will not-affect either the 'State's .rights 'or the·Contractor's.right$ under any teimin~tion clause in this Contract The effeot.of termination of the .Contract hereunder will be tei disch~ge "~tl~ the COJilractor and the.State:ofMaryland·from future p!;}rfonnancc of the GQn~~t, b~t u:o~ ftQiQ ~ein!i.&bts and obligations existin.s at·the time ofteimination., The Con~actor .. ~Jt be 11:'~~ea fot th~ r~sonabie value of any nonrecurring costs incurred bu.t u~ 8DJO~jzed.'in ~e pri«!e'Qfth~ .Co~ct The s~te shall notifY the. Contractor.as.soon as it 114$ kno'Y/led8e.tJiaU\iq.ds. may neit be avai1abie for the continuation of this Contract for eaCh SucceediDg'fi~Oal pe.riod bey~d ~helirst. 14 25 18.4. Cost and Price Certification The Contractor, by submitting cost or price information certifies that, to the best of its knowledge, the .information submitted is accurate, complete, and current as of a mutually determined specified date prior to the conclusion of any price disoussions or negotiations. The price under this Contract (includ!!lg. any PQ}~d any cbange order or modification hereunder, including profit or fee, shall be adjusted to exclude any significant price increases occurring because the Contractor furnished cost or price information which, as of the date agreed upon between the parties, was inaccurate, incomplete, or not current. 18.5. Contract Modifications The Procurement Officer may, at any time, by written order, make cbanges in the work within the general scope of the Contract or a PO. No other order, statement or conduct of the Procurement Officer or any other person shall be treated as a change or entitle the Contractor to an equitable adjustment under this section. Except as otherwise provided in tbis Contract, if any change under this section causes an increase or decrease in tile Contractor~s cost of, or the time required for, the performance of any part of the work, an equitable adjustment in the Contract price shall be made and the Contract modified in writing accordingly. Pursuant to COMAR 21.10.04, the Contractor must assert in writing its right to an adjustment under this section and shall include a written statement setting forth the nature and cost of such claim. No claim by the Contractor shall be allowed if asserted after firiai payment under this Contract. Failure to agree to an adjustment under this section shaU be a dispute under Section 18.8, Disputes. Nothing in this section shall excuse the Contractor from proceeding with the Contract as cbaoged. 18.6. Termination for Default If the Contractor fails to fulfill its obligations under tbis Contract properly and on time, or otherwise violates any provision of the Contract, the State may terminate the Contract by written notice to the Contractor. The notice shall specify the acts or omissions relied upon as cause for tennination. All finished or unfinished work provided by the Contractor shall, at the State's option, become the State's property. The State of Maryland shall pay the Contraotor fair and equitable compensation for satisfactOIy performance prior to receipt of notice of termination, less the amount of damages caused by the Contractor's breach. If the damages are more than the compensation payable to the Contractor, 1he Contractor will remain liable after tennination and the State can aftinnatively coUeet damages. Termination hereunder, including the tennination of the rights and obligations of the parties, shall be governed by the provisions of CO MAR 21.07.01.11B. 18.7. TermlnaUoD for ConveDlence The perfonnance of work under this Contract may be terminated by the State in accordance with this clause in whole, or from time to time in part, whenever the State shall determine that such termination is in the best interest of the State. The State wi11 pay all reasonable costs associated with. this Contract that the Contractor has incurred up to the date of tennination, and all reasonable costs associated with telDlination of the Contract. However, the Contractor shall not be reimbursed for any anticipatory profits that have not been eamed up to the date of tennination. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of CO MAR 21.07.01.12A(2). 18.8. Disputes This Contract shall be subject to the provisions of Title IS, Subtitle 2, of the State Finance 15 I . 1 ! I . I I I I I 26 aud Procurement Article of the Annotated Code of Maryland, as from time to time amended, and COMAR 21.10 (Administrative and Civil Remedies). Pending resolution ofa claim, the Contractor shan proceed diligently with the performance of the Contract in accordance with the Procurement Officer's decision. Unless a lesser period is provided by applicable statute, regulation. or the Contract, the Contractor must file a written notice of claim with the Procurement Officer within 30 days after the basis for the claim is known or should have been known, whichever is earlier. Contemporaneously with or within 30 days of the filing of a notice of claim, but no later than the date of final payment under the Contract, the Contractor must submit to the Procurement Officer its written claim containing the information specified in COMAR 21.H).04.02. 18.9. LIvIng Wage If a Contractor subject to the Living Wage law fails to submit all records required under COMAR 21.11.10.05 to the Commissioner of Labor and Industry at the Department of Labor, Licensing and Regulation, the Department or Requesting Agency may. withhold payment of any invoice or retainage. The Depadment or Requesting Agency may require certification from the Commissioner on a quarterly basis that 'such records were properly submitted. 18.10. Non-Hlrlug of Employees No official or. employee of the State of Maryland. as defined under General Provisions Arlicle, §S-lOl, Annotated Code ofMaryJand, whose duties as such official or employee include matters relatiug to or affecting the subject matter of this Contract, shall during 1he 'pendency and term of this Contract and while serving as an official or employee of the State become or be an employee of the Contractor or any entily that is a subcODtractor on this Contract. 18.11. NoncUscrimiDation In Employment The Contractor: agrees: !a) not to discriminate in any manner against an employee or applioant for employment because of race, color, religion, creed, age. sex, marital status, natioual origin, sexual orientation, sexual identity, ancestrys or disability of a qualified person with a disability, sexual orientation, or any otherwise uniawful UBe of characteristics; (b) to include a provision similar to that contained in subsection (a). above, in any underlying subcontract except a subcontract for standard commercial supplies or raw materia1s; and (c) to post and to cause subcontractors to post in conspicuous places avaDable to employees and applicants for employment, notices setting forth the substance of this clause. 18.12. Commercial Non-Discrimination 18.12.1. As a condition of entering into this Contract, Con1ractor represents and wamm1s that it will comply with the State's Commercial Nondiscrimination Policy, as described under TIde 19 of the State Finance and Procurement Article of tile Annotated Code ofMaryJand As part of such compliance, Contmctor may not discriminate on the basis of rscBt color, religion, ancestry, national origin, sex, age, marital status, sexual orientation, sexual id~ntity, disability. or other unlawful foODS of discrimination in the solicitation, selection, hiring, or cOn1D1eroial treabncnt of subcontractms, vendors, suppliers. or commercial customers, nor shall Contractor retaliate against any person for reporting instances of such discrimination. Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to partioipate in all of its public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. 16 27 Contractor understands that a material violation of this clause shall be considered a material breach of tbis Agreement and may result in tennination of this Contract, disqualification of Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any tbird party. t 8.12.2. As a condition of entering into this Contract, upon the request of the Commission on Civil Rights, and only after the filing of a complaint against Contractor under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, as amended :from time to time, Contractor agrees to provide within 60 days after the . request a complete tist of the names of all subcontractors, vendors, and suppliers that Contractor has used in the past four (4) yeatS on any of its contracts that were undertaken within the State of Maryland, including the total dollar amount paid by Contractor on each subcontract or supply contract. Contractor further agrees to cooperate in any investigation conducted by the State pursuant to the State&s Conunercial Nondiscrimination Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, and to provide any documents reJevant to any investigation that are requested by the State. Contractor understands that violation of this ckuse is a material breach of this Contract and may result in Contract tennination, disqualification by the State from participating in State contracts, and other sanctions. 18.13. Subcontracting aDd Assignment The Contractor may not subcontract any portioo of the products or services provided under this Contract without obtaining the prior written approval of1he Procurement Officer~ nor may the Contractor assign this Contract or any of its rights or obligations hereunder, without the prior written approval of the State. Any such approvals shall be at the State·, sale and absolute discretion. Any such subcontract or assignment shall include the terms of this Contract and any other terms and conditions that the State deems necessary to protect its interests. The State shall not be responsible for the fulfillment of the Contractor's obligations to any subcontractors. 18.14. Minority BuslDess Enterprise Participation 18.14.1. Establishment of Goal and Subgoals. MBE subcontractor participation goal and subgoals have been established for this procurement as descooed in section 1.24 of the RFP. 18.14.2. Liquidated Damages 18.14.2.1. This Contract requires the Contractor to make good faith efforts to comply with the MBB Program and Contract provisions; The State and the Contractor acknowledge and agree that thc State will incur damages, including but not limited to loss of goodwin, detrimental impact on economic development, and diversion ofintemal staff resources, if the Contractor does not make good faith efforts to comply with the requiremcnts of the MBE Program and MBB Contract provisions. The parties further acknowledge and agree that the damages the State might reasonably be anticipated to accrue as a result of such lack of compliance are difficult to ascertain with precision. 18.14.2.2. Therefore. upon a determination by the State that the Contractor failed to make good faith efforts to comply with one or more of1he specified MBE Program requirements or Contract provisions, the Contractor agrees to pay liquidated 17 28 damages to the State at the rates set forth below. The Contractor expressly agrees that the State may withhold payment on any invoices as a set-off against liquidated ~ges owed. The Conttactor further agrees that for each specified violation, the agreed upon liquidated damages are reasonably proximate to the loss the State is anticipated to incur as a result of such violation. i. FaUure to submit each monthly payment report in full compliance with COMAR. 21.11.03.138 (3): an amount per day edsbJiRbed at thp POR'FP JeyeJ per day until the monthly report is submitted as required. ii. Failure to include in its agreements with MBE subcontractors a provision requiring submission of payment reports in full compliance with COMAR 21.11.03.13B (4): an amoDot per day estahlfsh@d at the PORFP leyel per MBE subcont"n$ctor. iii. Failure to comply with COMAR 21.11.03.12 in telDlinating, canceling, or changing the scope of world value of a contract with an MBE subcontractor andlor amendment of the ~E participation schedule: the difference between the dollar value of tile MBE participation commitment ou the MBE participation schedule for that specific MBB firm and the dollar value of the work performed by that MBE finn for the contract iv. Failme to meet the Contractor's total MBB participation goal and sub goal commitments: the difference between the doUar value of the total MBB participation commitment on the MBE participation schedule and the MBE participation actually achieved. v. Jlailure to promptly pay all undisputed amounts to an MBE subcontractor in full compliance with the prompt payment provisions of this Contract: aD amount per day eStabli&bed at fb@ POBW level per day until the undisputed amount due to the MBE subcontractor is paid. Notwithstanding the use of liquidated damages, the State reserves the right to terminate the Contract and exercise all other rigbts and remedies provided in the Contract or by Jaw. 18.14.3. MBE Prompt Pay RequiremenCs 18.14.3.1. To ensure compliance with certifiedMBE subcontract participation goals, the Department or Agency may, consistent with COMAR 21.11.03.13, take the following measures: A) Verify that the certified MBEs listed in the MBE participation schedule actually are performing work and receiving compensation as set forth in the MBE participation schedule. This verification may include, as appropriate: (1) Inspecting any relevant records of the Contractor; (2) Inspecting the jobsite; and (3) Interviewing subcontractors and workers. (4) Verification shall include a review of: (8) The Contractor9 s monthly report listing unpaid invoices over 30 days old nom certified MBE subcoDtracton and the reason for nonpayment; and 18 I I I 291 I (b) The monthly report of each certified MBE subcontractor, which lists payments received from the Contractor in the preceding 30 days and invoices for which the subcontractor .has not been paid. B) If the Department or Agency determines that the Contractor is not in compliance with certified MBE participation goals. then the Department or Agency will notify the Contractor in writing of its findings, and will require the Contractor to take appropriate couective action. Corrective action may include, but jOs not limited to, requiring the Contractor to compensate the MBE for work performed as set forth in the MBE participation schedule. C) If the Department or Agency determines that the Contractor js in material noncompliance with MBE Contract provisions and refuses or fails to take the corrective action that the Department or Agency requires, then the Department o~ Agency may: (1) Terminate the Contract; (2) Refer the matter to the Office of the Attorney General for appropriate action; or (3) Initiate any other specific remedy identified by this Contract. 18.14.3.2. Upon completion of the contracts but before final payment or release of re1ainage or both, the Contractor shall submit a final report, in affidavit fonn under the penalty of peIjwy, of all payments made to, or withheld from MBE subcontractors. 18.15. Insurance Requirements The Contractor shall maintain workers' compensation coverage, property and casualty and any other insurance as required in the RFP. The minimum limits of such policies must meet any minimum requirements established by Jaw and the limits of insurance required by the RFP, and shall cover losses resulting :from or arising out of Contractor action or inaction in the performance of services under the Contract by the Contractor, its agents. servants, employees or subcontractors. Effective no later Ihan the date of execution of the Contract, and continuing for the duration of the Contract tenn, and any applicable renewal periods, the Contractor shall maintain such insurance coverage and shall report such insurance annually or upon Contract renewal, whichever js earlier, to the Procurement Officer. The Contractor is required to notify the Procurement Officer in writing, if policies are cancelled or not renewed 5 days oflearning of such cancellation andlor nonrenewal. Certificates of insurance evidencing this coverage shan be provided within five (5) days of notice of recommended award. All insmance policies shall be issued by a company properly authorized to do business in the State of Maryland The State shall be named as an additional named insured on the property and casualty policy and as required in the RFP. 18.16. Veteran OWned Sman Business Enterprise Participation There is no VSBB subcontractor partioipation goal for this procurement. 18.17. Sewrlty Requirements and Incident Respouse The Contractor agrees to abide by all applicable federal, State and local laws concerning 19 30 infonnation security and comply with current Slate and Department of Information Technology infonnation security policy, currently found at . . htyl:/Idoit.maryland.goy/PublicationsIDoITSecurityPolicy.pdf. Con~! ~haU limit access to and possession of Sensitive Data to only employees whose responsibilities rea8~n~bIY require such ac~S8 or possession and shall train such ~l~es .on the Co~d~ntiality . obligations sctforth herein. This Section 18 shallsUMve expll'&tlon or ternunation of this Contract. 18.18. Suspension orWork The PloCUIement Officer unilaterally may order the Contractor in writing to suspend, delay, or intenupt all or any part of its performance for such period of time as the Procurement Officer may detennine to be appropriate for the convenience of the State. 18.19. Nonvisual AeteSslbWty Warranty 18.19.1. The Contractor warrants that the information technology to be provided under the Contract. . (a) provides equivalent access for effective use by both visual and non-visual means; , (b) will present information, including prompts used for interactive communications, in formats intended for both visual and non-visual use; ( c) if intended for use in a network, can be integrated into networks for obtaining, retrieving, and disseminating information used by individuals who are not blind or visually impaired; ud (d) is available, whenever possible, without modification for compatibility with Software and hardware for non-visual access. 18.19.2. The ConfIactor further warrants that the cost, if any, of modifying the infonnation technology for compatibility with Software and hardware used for non-visual access does not increase the cost of the information technology by more than five percent. For purposes of this Contract, the phrase "equivalent access" means the ability to receive, use and manipulate information and operate controls necessary to access and use infonnation technology by non-visual means. Examples of equivalent access include keyboard controls used for input and synthesized speech, Braille, or,other audible or tactile means used for output.. 18.20. CompUauee with LawslArrearages The Contractor hereby represents and warrants that: 18.20.1 It is qualified to do business in the State of Maryland and that it will take such action as, nom time to time hereafter, may be necessary to remain so qualified; 18.20.2. It is not in alTears with respect to the payment of any monies due and owing the State ofMary1and, or any department or unit thereof, iDcluding but not limited to the paym6l1t pftaxes and employee benefits, and that it shall not become so in arrears during the tean of this Contract; 18.20.3. It shall comply with all federal, State and local laws, regulati~ and ordinances applicable to its activities and obligations under this Contract; and, 18.20.4. It shall obtain, at its expense, all licenses, permits, insurance, and governmental ,approvals, if any, necessary to the performance of its obligations under this Contract. 20 31 18.11. Contingent Fee Probibltion The Con~ctor warrants. that it has not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee or bona fide agent working for the Contractor to solicit or secure this Contract, and that it has not paid or agreed to pay any person, partnership, cOlporation or other entity, other than a bona fide employee or bona fide agent, any fee or other consideration contingent on the making of this Contract. 18.22. Delays and Extensions of Time The Contractor agrees to perfonn this Contract continuously and diligently. No charges or claims for damages shaU be made by the Contractor for any delays or hindrances from any cause whatsoever during the progress of any portion of the wmk specified in this Contract. Time extensions will be granted only for excusable delays that arise from unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including but not restricted to acts of God. acts of the public enemy. acts of the State in either its sovereign or contractual capacity, acts of another contractor in the performance of a contract with the State, fires, noods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of subcontractors or suppliers arising from unforeseeable causes beyond the control and without the fault or negligence of either the Contractor or the subcontractois or suppliers. 18.23. Financial Disclosure The Contractor shall comply with the provisions of §13-221 of the State Finance and Procurement Article of the Annotated Code of Maryland, which requires that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies dming a calendar year under which the business is to receive in the aggregate $)00,000 or more, shaU, within 30 days of tile time when the aggregate value of these contracts, leases or other agreements reaches $100,000, file with the Secretary of State of ~Iand certain specified information to include disclosure of beneficial ownership of the business. 18.14. Political Contribution Disclosure The Contractor shall comply with the provisions of Md. Code Ann., Election Law Article, Title 14, which requires that every person that enters into a contract for procurement with the State, a county or a municipal corporation or other political subdivision of the State, during a calendar year in which the person receives a contract with a governmental entity in the aggregate $200,000 or more, shall file with the State Board of Blections statements disclosiog: (a) any contributions made during the reporting period to a candidate for elective office in any primary or general election and (b) the name of each candidate to whom one or more contributions iu a cwnulative amount of $500 or more were made during the reporting period .. The statement shall be ftled with the State Board of Elections: (I) before execution of a contract by the State, a county, municipal corporation, or other political subdivision of the State, and shaD cover the 24 months prior to when a contract was awarded; and (2) if the contribution is made after the execution of a contract, then twice a year, throughout the contract term. 011: (i) February 5, to cover the six-month period ending January 31; and (ii) August S, to cover the six-month period ending July 31. Additional information is available OD the State Board of Elections website: http://www.elections.state.md.uslcampaign_tinance/index.html. 18.15. Retention ofaeeords and Audit 18.25.1. The Contractor and Subcontractors shall retain and maintain all records and 21 I I I I I i I I 32 documents in any way relating to this Contract for thIee (3) years after final payment by the State under this Contract, or any applicable statute of limitations, prevailing federal or State law or regulation, or condition of award, whichever is longer, and shaU make them available for inspection and audit by authorized representatives of the State, including the Procurement Officer or the Procurement Officer's designee, at all reasonable times. The Contractor shaU, upon request by the Department, surrender all and every copy of docUments needed by the State, including, but not limited to itemized billing documentation containing tho dates, hours spent and work performed by the Contractor and its subcontractors uncJer the Contract. The Contractor agrees to cooperate fully in any audit conducted by or on behalf of the State, including, by. way of example only, making records and employees available as, where, and to the extent requested by the Slate and by assisting the aucHtol'S in reconciling any audit variances. Contractor shall not be compensated for providing any such cooperation and assistance. All records related in any way to the Contract are to be retained for the entire time provided unde.' this section. 18.25.2 . The State reserves the rigbt, at its sole discretion and at any time, to perform an audit of the Conttactor's andlor Subcontractors' performance under this Contract. In this Contract, an audit is defined as 8 planned and documented independent activity performed by qualified personnel, including but not limited to State and federal auditors, to determine by investigation, examination. or evaluation of objective evidence from data, statements, records, operations an4 performance practices (financial or otherwise) the Contractor's andlor Subcontractor's compliance with the Contract, including but not limited to the adequacy and compliance with established procedures and internal controls over the services being performed for the State. 18.25.3 Upon three (3) business days' notice. Contractor andlor Subcontractors shall provide the State reasonable access during nonnal business hours to their records to verify conformance to the terms of this Contract The State shall be permitted to conduct these audits with any or all of its own intemaJ resomces or by seeming the services of a third party accounting/audit firm, Bolely at the State's election. The State shaD have the right to copy, at its own expense, any record related to the services performed pursuant to this Contract. 18.25.4 Contractor andlor Subcontractors shaH cooperate with the State or the designated auditor and shall provide the necessary assistance for the State or the designated auditor to conduct the audit . 18.25.5 The right to audit shan include subcontracts in which goods or services are subcontraoted by Contractor and/or SubcontmctolS and that provide essential support to the services provided to the State under this Contract. Contractor andlor Subcontractors shall ensure the State has the right to audit with any lower tier Subcontractor. 18.25.6. . This Section 18.25 shall survive expiration or tenninatioD of this Contrael 18.26 CompHanec with federal Health Insurance PortabWty and AeeountablUty Aet (BIPAA) and State ConOdentlaUty ~w HIP AA clauses do not apply to this Contract. 19. Administrative Information 19.1. Procurement Officer and Contract Manager The day-to-day work to be accomplished under this Contract shan be performed under tl,te 22 33 direction of the Contract Manager and, as appropriate, the Procurement Officer. All matters relating to the interpretation of this Contract shall be referred to the Procurement Officer for detennination. 19.2. Notices All notices hereunder shall be in writing and either delivered personally or sent by certified or registered mail, postage prepaid as follows: If to the State: With a copy to: State ofMaryIand Department of Information Technology 4S Calvert Street Annapolis. MD 21401-1907 Gayle Mealy Department of InfonnatioD Technology (DolT) 4S Calvert Street, Rm 424A AJUlapolis, MD 21401-1907 Gayle.Mealy@maryJand.gov If to the Contractor: Attn: ______ _ IN WI1NESS THEREOF, the parties have executed this Contract as of the date hereinabove set forth. CONTRACTOR DEP ART.Ml3NT OF INFORMATION TECHNOLOGY _~ --.~, ~ ~.' .. (/.' " .......... /' ~·I '. .... .. / . _ .. -I z. .. By: compuquip Technologies, LLC ':l:l~ ~a~ 06/21/16 , v ' . By: Albert G. 7110Ck, Chief of Staff . 7· /,0' Ilv Da~_=_ lL-' \A.t~ Witness~ 23 34 / / i2-da'Y of . 't--. • -t 20' /. Approved for form and legaJ suffioiency this ~~_ '-l " -) '.IJ(2 LtlSL--Assistant Attorney General . APPROVED BY BPW: r/z;z..11 k 3-/" ~ate) (BPW Item #) 24 35 A. AUTHORITY I HEREBY AFFIRM THAT: I, Ivan RoIIVo1 (name of affiant); am the O!ractar of l'.iaAJlOG (title) and duly authorized representative of Compugulo Technologies. LlC (name of business entity) and I possess the legal authority to make this affidavit on behalf of the business for which I am acting. B. CERTIFICATION OF REGISTRATION OR QUALIFICATION WITH THE STATE DEPARTMENT OF ASSESSMENTS AND TAXATION I FURTHER AFFIRM THAT: The business named above is a (check applicable box): (1) Cotporation -[J domestic or [J foreign; (2) Limited Liability Company.2Lm domestic or Cl foreign; (3) Partnership -[] domestic or IJ foreign; (4) StatutoryTrust-1J domestic or [J foreign; (5) C Sole Proprietorship. and is registered or qualified as required under Maryland Law. I further affirm that the above business is in good standing both in Maryland and (IF APPLICABLE) in the jurisdiction w,here it is presently organized, and bas filed all of its annual reports, together with filing fees, with the Maryland State Deparbnent of Assessments and Taxation. The name and address of its resident agent (IF APPLICABLE) filed with the State Deparbnent of Assessments and Taxation is: Name and Department ID Number~ __________ ----,Address: ___________ _ and t;b.at if it does business under a trade riame~ it has filed a certificate with the State Department of Assessments and Taxation that correctly identifies that true name and address of the principal or owner as: Name and Dep~rtmentlD Number: _________________ _ A~ss:, ____________________________________ ___ C. FINANCIAL DISCLOSURE AFFIRMATION I FURTHER AFFIRM TIlAT: I am aware of. and the above business will comply with, the provisions of State Finance and Procurement Article, § 13-221, Annotated Code ofMaryJand, which require that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies 25 36 during a calendar:year uilder which the busin~ss ls.to . ..eceive.fu. thC):~gregate $100,000 or111ore $pall, wi\hii). 30 Elays Qf the' ti~e· wh~~ ~e. aggregate v~ue oftha: contracts, leasesa or other agreementS reaches $100,000, file with the S~cretarY·tif:St.are QfMl\ryhWl cer.t~in specifi~(l lnfot;nt~iion to ~Qlude 4i~cIQsqre ofbenefioial ownership.of-the business. D. POUTICAL CONTRIBUTION DISCLOSURE AFFIRMATION I FURTllER AFFIRM THAT: I am aware o~ and the above.:businesS Will (fompiy' wj~ BlecUoD Law .A."rticle, titl~ 14, A.pn().~d Co4e ot:Maurlant1;· whi~ req1A~ that eve.ty person that enters -into a contract fot a ptocureiileilt with the State,. a:c.oUiity, ot: a.m~nlCiPal cJ)ij)otatioi'l, or otb~tpollti9al sub4ivi,$ipn of th~ S~a~; 4Uling a ~~d.ar ye~ in which the person receives a contract with a govemmentiil enti~ jn the amo$.t of $200;Q()O pr mQI'e,shall ·til~ with·the .S~re. ~o~d o~~,ectj~ns stat~ts cij§~Q.sjng.i (ail any contributions made during the :r.ep.orth1g period to a candidate. for:~lective 'Office ~ ~llj"prbrJmy Qr g~nU ~l~~ti.Qn} ·and (b)·the ~ame;9fea~h'QlUldiclate to whom one·or more contribUtiOns 'm ,a ciunulativ.e amount of $500 or more·wete ~dc :d)iring·the.rqp()~ periQd. T.he·s~~n.t'ghaU'be.filed with ~~ State ~9~t4 ofBlections: OO-befoIe:.execution of a coniract,by·the Slate, a CoUntY. a municipal corportatiQ.tl, or ()th~· political subdiyision.otthe StatE), 81i(ls"ll'cov~t jbe 24 ':aPon~ pdQ\" ·to whena.contract·was 'awarded; and (b) if·the conbibution is',hlade aiter the·exetbtl~ of at contraCf,.t1it)1i 4Vlc;e' ~ ~~~, ~oup'o~ the·contract t~IPl-, -on: (i) Fe~ 5i to ,~ver th~. six '«(i) month perlod ending~ January .31; and (~i)"AuP.St 5', ~~ cov\}l~ the.six (6) month period ~ndU1g.Jldy 31. A4clitiQn~ intonnatjQn is available on the Sta~ B'94ltd ofEl~tio~ website:. ·http://www.electioils.state.md.us!campaign Dnance/index.htnit E~ DR1)GANp ,ALCOHOL FREE WORKP~AGE (AppHcal>ie.to all contracts Uilless t1i~ cQntract is for a law enforcement agency and the agency head'Ol:tht agency head~s·desigiiee has &tei1'libled that application Qf COMAR 21. 1 1.08 and this certifi~tjon would be in~p'propriate in connection with the law enfol'Cement agenCy's uildercover operations.) 1. CER.TIFY THAT; (1) Tepns defined in COM.AR 21.11.08 . shall ~ve·the same meanings when used in this certifiCation. (2) Bysnbmission of its:BidlPto~osa1, 1;he b\i.s~ess, if otber tha~ an.jnijiyidllal, certifi~s and J)greeS ,that, with resp~et to its employees to be employed under a cOhtract resUlting from this i;oli~itati.on, the busm~s :sball: (a)' Maintain. a worlq;lace free of dillg ·and alcohol abuse dur~ng the term of the contract; ~) Publish·a statellJent:notifying its employees that the unlawful manumcture~ distribution, dispensing, possession, or use of dnlgs, and'1he abuse of drugs or alcohol is PJ'omDlted in the 26 37 business' workplace and specifying the actions that will be taken against employees for violation of these prohibitions; . (c) Prohibit its employees from working under the influence of drugs or alcohol; (d) Not hire or assign to work on the contract anyone who the business knows, or in the exercise of due diligence should know, currently abuses drugs or alcohol and is not actively engaged in a bona fide drug or alcohol abuse assistance or rehabilitation program; (e) Promptly inform the appropriate law enforcement agency of every drug-related crime that occurs in its workplace if the business has observed the violation or otherwise has reliable infonnation that a violation has occuned; (f) Establish drug and alcohol abuse awareness programs to inform its employees about: (i) The dangers of drug and alcohol abuse in the workplace; (ii) The business's policy of maintaining a drug and alcohol :free workplace; (iii) Any available drug and alcohol counseling, rehabilitation, and employee assistance programs; and (iv) The penalties that may be imposed upon employees who abuse drugs and alcohol in the workplace; . (g) Provide all employees engaged in the performance of the contract with a copy of the statement required by §E(2)(b), above; (h) Notify its employees in the statement required by §E(2)(b), above, that as a condition of continued employment on the contract, the employee shall: (i) Abide by the terms of the statement; and (ii) Notify the employer of any criminal drug or alcohol abuse conviction for an offense occurring in the workplace not later than 5 days after a conviction; (i) Notify the procurement officer within 10 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction; G) Within 30 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction, impose either of the following sanctions or remedial measmes on any employee who is convicted of a drug or alcohol abuse offense occwring in the workplace: (i) Take appropriate personnel action against an employee, up to and including tennination; or (ii) Require an employee to satisfactorily participate in a bona fide drug or alcohol abuse assistance or rehabilitation program; and 27 I I I I i i 381 (k) Make a good faith effort to maintain a drug and alcohol free workplace through implementation of §E(2)(a)-(j), above. (3) If the business is an individual, the individual shall certify and agree as set forth in §E( 4), below, that the individual shall not engage in the unlawful manufacture, distribution, dispensing, possession, or use of drugs or the abuse of drugs or alcohol in the performance of the contract. (4) I acknowledge and agree that: (a) The award of the contract is conditional upon compliance with COMAR 21.11.08 and this ceItification; (b) The violation of the provisions of COMAR 21.11.08 or this certification shall be cause to suspend payments under, or terminate the contract for default under COMAR 21.07.01.11 or 21.07.03.15, as applicable; and (e) The violation of the pr~visions of CO MAR 21.11.08 or this certification in connection with the contract may, in the exercise of the discretion of the Board of Public Works, result in suspension and debarment of the business under COMAR 21.08.03. F. CERTAIN AFFIRMATIONS VALID I FURTHER AFFIRM THAT: To the best of my knowledge, information, and .relief, each of the affirmations, certifications, or acknowledgements contained in that certain BidlProposal Affidavit dated , 20_ , and executed by me for the purpose of obtaining the contract to which this Exhibit is attached remains true and correct in all respects as if made as of the date of this Contract Affidavit and as if fully set forth herein. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF TInS AFFIDAVIT ARB TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF .. Date: 0612112018 J;3y: Ivan Rezvoy (printed Dame of Authorized Representative and Affiant) ___ ~ __ ~_=--_____ (signature of Authorized Representative and Affiant) 28 Agency Contact: Al Bullock (410) 260-6256 AI.Bullock@maryland.gov Carla Thompson (410) 260-6155 Carla. Thompson@marylandgov 3-IT. DEPART:MENT OF INFORMATION TECHNOLOGY Contract ID: Hardware and Associated Equipment & Services (Hardware 2012) eMMSolicitation No.: MDF5031 024526 ADPICS BPO No.: 060B2490022, COG75325 . Contract Description: Multiple award, indefinite quantity, purchase order request for proposals- based Master Contract to provide hardware, installation, training services' and manufacturer's extended warranty. excludes laptops and desktops. Award: Term: Amount: Procurement Method: Proposals: MBE Participation: Incumbent: See Page 9D-l on 7/1/2016 -11124/2027 (11 years) $100,000,000 Competitive Sealed Proposals 66 proposals received 1% (Functional Area N only) 73 Master Contractors Remarks: Reference is made to DolT Item 4-IT (ll/14/12) in which the Board of Public Works approved the award of Master Contracts for hardware, installation, training services and manufacturer's extended warranty. Laptops and desktops are ex.cluded. Throughout the Master Contract 15-year term, DolT issues an expansion window announcement every three years at which time: (l) new offerors may propose for inclusion on the Master Contract; and (2) existing Master Contractors may add functional areas and manufacturers. This is the first expansion window since the Master Contract was originally approved in 2012. A notice of the availability of the Request for Proposals was advertised on eMarylandMarketplace.com and on DolT's website. An e-mail notice was delivered to all prospective offerors identified as capable of delivering the services in the State Minority Business Enterprise Directory. 29 40 3-IT. DEPARTMENT OF :INFORMATION TECHNOLOGY (cont'd) Remarks: (contld) For this expansion window, DolT received 66 proposals. DolT is recommending award of Master Contracts to 35 qualified offerors. Of the 35, 16 are Maryland resident businesses, 7 small businesses, and 6 are :MBEs. (There are potentially an additional 25 offerors that may be added to for this expansion window once DoIT has received notification that they are either-in good standing with SDAT or have registered to do business with the State. DolT will return to the Board seeking approval for any additional awards.) . Through the expansion window, DolT added Functional Area VI -Security, Cameras and Associated Peripherals, bringing the total number of functional areas to six: Functional Area I -Servers and Associated Peripherals Functional Area IT -Printers and Associated Peripherals Functional Area ill -Network Communications Equipment Functional Area IV -Installation and Training Services Functional Area V -Manufacturer's Extended Warranty Functional Area VI -Security, Cameras and Associated Peripherals (NEW) A using agency that seeks to procure hardware, installation, training services, or manufacturer's extended warranty will issue a competitive Purchase Order Request for Proposal to ail Master Contractors within the appropriate functional area who are authorized to provide the hardware and or services for the product line. For Small Business Reserve PORFPs, only Master Contractors that are DOS-certified small businesses will be able to complete within its approved functional area. Master Contractors affinned that their prices for the PORFPs will not exceed the manufacturer's suggested retail price. Because the PORFP process is competitive, prices should be lower than those allowed under the Master Contracts. . Functional Area IV provides the only potential for subcontracting opportunities; therefore an overall MBE subcontractor participation goal of 1 % has been established for these Master Contracts by DolT in conjunction witb the Governor's office of Minority Affairs. This procurement vehicle was designed to provide State agencies with a wide selection of Master Contractors who offer an extensive variety of hardware and associated services. State agencies will obtain hardware, installation, training and maintenance services quickly and efficiently by issuing PORRPs specific to each agency's needs. This contracting vehicle is also available to Maryland counties and municipalities. 30 41 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Remarks: (cont'd) Because the remaining term of this Hardware Master Contract is approximately 11+ years, the State will receive the full benefit of any maintenance agreement associated with PORFPs from the Hardware Master Contract. Hardware Master Contracts Amount: Board approved $57 million ceiling for. DolT Item 4-IT (1111412012) Board approved $35 million increase in ceiling. DolT Item 2-fI-MOD (101/512014) Board approved $12 million increase in ceiling bringing total authorized Hardware Master Contracts to $104 million. DolT Item 4-lf-MOD [312312016J DolT recommends increasing the ceiling amount by $100 million. This amount was detennined by using spend statistics over the past three years of the contract. DolT will provide additional expansion windows for this Master Contract every three years. DolT will return to the Board to seek approval of additional offerors or if an increase in the not- to-exceed amount is necessary. Fund Source: Various Approp. Code: Various Resident Business: See Page 9D-IOD . MD Tax Clearance: See Page 9D-I OD BOARD OF PUBLIC WORKS Tms ITEM WAS: APPROVED DISAPPROVED DEFERRED WITHDRAWN WITH DISCUSSION WITHOUT DISCUSSION 31 42 I I l I 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (com 'd) Companies recommended for Hardware 2012 Award Resident :·MDTax Company Name Corp. City State Businea Clearance Columbia MD Y 16-2158- 1 A&T Marketing, Inc., I A&T Networks 0111 McLean VA N 16-2159- 2· Advanced Computer Concepts 1110 , VA N 16-2160- 3 AlphaSix Corporation Sterling 1110 Applied Network Consulting Group, Inc. Greenville SC N 16-2161- 4 (ANC) 1001 Baltimore MD Y 16-2162- 5 Barcoding, Inc. 1111 Abingdon MD Y 16-2163-, Bogdan Computer SeIVices, Inc. 1111 Reston VA N 16-2164- 7 Carahsoft Technology Corporation 1010 . 16-2165- 8 CareTech, LLC Hagerstown MD Y 1000 16-2166- 9 Ciber, Inc. Greenwood Village CO N 1011 16-2167- 10 Communications Electronics, Inc. Timonium MD Y 1110 16-2168- 11 Com~u~uiQ Technologies Doral FL N 0000 16-2169- 12 Com~uter Systems Support, Inc. Miami FL N 0000 16-2170- 13 Continental Technologies, Inc. (CTI) Hunt Valley MD Y 1111 16-2171- 14 Datalink Corporation Eden Prairie MN N 1111 16-2172- 15 Electronic Data Solutions, Inc. Baltimore MD Y 1111 16-2173- '16 EnNet Services, LLC Frederick MD Y 1111 16-2174- 17 Ente~rise Consulting, Inc. Eldersburg l\ID Y lin 16-2175- 18 Insight Public Sector Inc. Tempe AZ N 1111 16-2176- 19 Interclypse, Inc. Hanover MD Y 1111 16-2177- 20 Kratos-PSS San Diego CA N 1111 16-2178- 21 Kustom Signals, Inc. Lenexa KS N 0111 32 43 I Resident MDTax Company Name Corp. City State Business Clearance 16-2179- 22 Lexmark International, Inc. Lexington KY N 1111 16-2180- 23 Ma20thy Technology Pasadena MD Y 1111 ·16-2181- 24 MS Technologies Corporation Rockville MD y. 1111 16-2182- 25 NEC Corporation of America Irvin2 TX N 1111 16-2183- 26 Networkin2 for Future. Inc. Washington DC N 1111 16-2184- 27 Networking Technologies & Support, Inc. Midlothian VA N 1111 16-2185- 28 Phillips Office Solutions Middletown PA N 1111 16-2186- 29 Ronco Communications Tonawanda NY N 0110 16-2187- 30 S3 Integration Baltimore MD Y 1111 16-2188- 31 SCD Information Technology Columbia MD y 1011 16-2189- 32 SNAP, Inc. Chantilly VA N 1111 16-2190- 33 Soft-Con Enterprises, Inc. Hyattsville MD Y 0111 , 16-2191- 34 Visionary Technology Consultants (VTC) Maple Lawn MD y 0111 16-2192- 35 Visual SoundIKWlZ A V Broomall PA N 1111 33 Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 DoIT6D Agency Contact: Al Bullock (410) 260-6256 . AlBulloc/c@marylandgov Carla Thompson (410) 260-6/55 Carla. Thompson@marylandgov 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY Contract ID: Hardware and Associated Equipment & Services (Hardware 201~) eMlvl Solicitation No.: MDFs031 024526 ADPICS BPO No.: 060B2490022, COG75325 Contract Description: Multiple award, indefinite quantity, purchase order reques~ for proposals- based Master Contract to provide hardware, installation, ~aining services and manufacturer's extended warranty. excludes laptops and desktops. Award: Term: Amount: Procurement Method: Proposals: MBE Participation: Incumbent: See Page 9D-IOD 7/1{2 0 16 -11124/2027 (11 years) $100,000,000 Competitive Sealed Proposals 66 proposals received 1% (Functional Area IV only) 73 Master Contractors Remarks: Reference is made to DolT Item 4-IT (11114/12) in which the Board of Public Works approved the award of Master Contracts for hardware, installation, training services and manufacturer's extended warranty. Laptops and desktops are excluded. Throughout the Master Contract IS-year term, DolT issues an expansion window announcement every three years at which time: (1) new offerors may propose for inclusion on the Master Contract; and (2) existing Master Contractors may add functional areas and manufacturers. This is the frrst expansion window since the Master Contract was originally approved in 2012. A notice of the availability of the Request for Proposals was advertised on eMarylandMarketplace.com and on DolT's website. An e-mail notice was delivered to all prospective offerors identified as capable of delivering the services in the State Minority Business Enterprise Directory. I I I 451 Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) DoIT7D Remarks: (cont'd) For this expansion window, DolT received 66 proposals. DolT is rec?mmend~ng award of Master Contracts to 35 qualified offerors. Of the 35, 16 are Maryland resident busInesses, 7 small businesses, and 6 are MBEs. (There are potentially an additional 25 offerors that may be added to for this expansion window once DolT has received notification that they are either in good standing with SDAT or have registered. to do business with the State. DolT will return to the Board seeking approval for any additional awards.) Through the expansion wiridow, DolT added Functional Area VI -Security, Cameras and Associated Peripherals, bringing the total number of functional areas to six: Functional Area I -Servers and Associated Peripherals Functional Area n -Printers and Associated Peripherals Functional Area III -Network Communications Equipment Functional Area IV -Installation and Training Services Functional Area V -Manufacturer's Extended Warranty Functional Area VI -Security, Cameras and Associated Peripherals (NEW) A using agency that seeks to procure hardware, installation, training services, or manufacturer's extended warranty will issue a competitive Purchase Order Request for Proposal to all Master Contractors within the appropriate functional area who are authorized to provide the hardware and or services for the product line. For Small Business Reserve PORFPs, only Master Contractors that are DOS-certified small businesses will be able to complete within its approved functional area.' Master Contractors affinned that their prices for the PORFPs will not exceed the manufacturer's suggested retail price. Because the PORFP process is competitive, prices should be lower than those allowed under the Master Contracts. Functional Area IV provides the only potential for subcontracting opportunities; therefore an overall fvlBE subcontractor participation goal of 1 % has been established for these Master Contracts by DolT in conjunction with the Governor's office of Minority Affairs. This procurement vehicle was designed to provide State agencies with a wide selection of Master Contractors who offer an extensive variety of hardware and associated services. State agencies will obtain hardware, installation, training and maintenance services quickly and efficiently by issuing PORRPs specific to each agency's needs. This contracting vehicle is also available to Maryland counties and municipalities. 46 Supplement D Department QfInfor~ation Technology ACTION AGENDA June 22,2016 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) DoIT8D Remarks: (conl'd) Because the remaining tenn of this Hardware Master Contract is approximately 11+ years, the State will receive the full benefit of any maintenance agreement associated with PORFPs from the Hardware Master Contract. Hardware Master Contracts Amount: Board approved $57 million ceiling for. Doll'Item 4-11' (1111412012) Board approved $35 million increase in ceiling. DolT Item 2-rr-MOD (10115/2014) Board approved $12 million increase in ceiling bringing total authorized Hardware Master Contracts to $104 million. Do" Item 4-JT-MOD [312312016J DolT recommends increasing the ceiiing amount by $100 million. This amount was determined by using spend statistics over the past three years of the contract DolT will provide additional expansion windows for this Master Contract every three years. DolT will return to the Board to seek approval of additional offerors or if an increase in the not- to-exceed amount is necessary. Fund Source: Various Approp. Code: Various Resident Business: See Page 9D-l0n MD Tax Clearance: See Page 9D-I0D BOARD OF PUBLIC WORKS Tms ITEM WAS: APPROVED DISAPPROVED DEFERRED WITHDRAWN WITH DISCUSSION WITHOUT DISCUSSION 47 Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Companies recommended for Hardware 2012 Award Resident Company Name Corp. City State Business Columbia MD Y 1 A&T Marketing, Inc., I A&T Networks McLean VA N 1 Advanced Computer Concepts St~rling VA N 3 AlphaSix Corporation Applied Network Consulting Group, Inc. Greenville SC N 4 (ANC) " Baltimore lv.ID Y S Barcoding, Inc. Abingdon MD Y 6 Bogdan Computer Services, Inc. Reston VA N 7. Carahsoft Technology Corporation 8 CareTech, LLC Hagerstown MD Y 9' Ciber, Inc. Greenwood Village CO N 10 Communications Electronics, Inc. Timonium MD Y II' Compuquip Technologies Doral FL N 12 Computer Systems Support, Inc. Miami FL N 13 Continental Technologies, inc. (CTI) Hunt Valley MD Y 14 Datalink Corporation Eden Prairie MN N 15 Electronic Data Solutions, Inc. Baltimore MD Y 16 EnNet Services, LLC Frederick MD Y 17 Enterprise Consultil!& Inc. Eldersburg MD Y 18 Insight Public Sector Inc. Tempe AZ N 19 Interclypse, Inc. Hanover MD Y 20 Kratos-PSS San Diego CA N 21 Kustom Signals, Inc. Lenexa KS N DoIT9D MDrax Clearance 16-2158- 0111 16-2159- 1110 '16-2160- 1110 16-2161- 1001 16-2162- 1111 16-2163- 1111 ]6-2164- 1010 16-2165- 1000 16-2166- 1011 16-2167- 1110 16-2168- 0000 16-2169- 0000 16-2170- 1111 16-2171- 1111 16-2172- 1111 16-2173- 1111 16-2174- 1111 16-2175- 1111 16-2176- 1111 16-2177- 1111 16-2178- 0111 48 22· .. 23. 24· 2S 26 27 .28 .29 j·O 31 .. 32 33· 34 3S Supplement D Department of Information Technology ACTION AGENDA June 22,2016 Comj!any Name Corp. City State Lexmark International, Inc. Lexington KY Magothy Technology Pasadena MD MS Technologies Corporation Rockville MD NEC Corporation of America Irving TX Networking for Future, Inc. Washington DC Networking Technologies & Support, Inc. Midlothian VA Phillips Office Solutions Middletown PA Ronco Communications Tonawanda NY S3 Inte~ation Baltimore MD SeD Information Technology Columbia MD SNAP, Inc. Chantilly VA Soft-Con Enterprises, Inc. H),attsville MD Visionary Technology Consultants (VTC) Maple Lawn MD . Visual SoundIKunz A V Broomall PA DolT lOD Resident MDTax Business Clearance 16-2179- N 1111 16-2180- Y 1111 16-2181- Y 1111 16-2182- N 1111 16-2183- N 1111 16-2184- N 1111 16-2185- N 1111 16-2186- N 0110 16-2187- Y 1111 16-2188- Y 1011 16-2189- N 1111 16-2190- Y 0111 16-2191- Y 0111 16-2192- N 1111 49 I ATTACHMENT B CONTRACT PRICE & Quotation STATE OF MARYLAND CONTRCT No. 060B2490022-201S Thomas F. Pepe -01-11-16 Page 6 of6 50 CompuqUlji TECHNOLOGIES 11/2116 Agreement wlfhlBlII to; Quotation: 24386-01 Compuquip Technologies LLC 2894 NW 79th Avenue , Doral, FL, 33122 Ph one: 727 ·423·100 1 -Fax f.413 ·280-6742 Brad Reed (breed@compuquip .com) Equipment locaUonlShfp to: ~----------------------------~ City ofSoulh Miami Attn: Steven Kulick, C.P .M. 6130 Sunset Drive South Miam i, FI3314 3 -----City of Soulh Miami Attn: Steven Kuli ck., C.P.M . 61 30 SWlSct Drive Sou th Mia mi , FI 33 14 3 1',,1/ l 1111 r: \{.'IIi/,:d {jll :, /)e\Lfl/lll tIIl "/H(.· PlIl~' Note : Price includes enterprise customer discount Section 1 -Check Point Manager, 5600 HAGo1teways and EndPoint with 3 years of support CPAP..sM20S Check Point -Smart-1 205 App l ia nce with Policy, Log and Event Security Management for 5 Security Gateways CBS-ENr-ss-Check Point -Enterprise Premium Support -Includes Software updates and direct 7 Ie PREMIUM 24 Phone support with a (30) minute response time for 3 years CPAP-SG5600- NGTX CBS-ENT -SS- PREMIUM Check Point -5600 Next Generation Threat Pre vention & SandBlast"'" (NGTX) Appliance -Inclu des Firewall. VP N, Advanced Networking and Clu steri ng, Identity Awareness, Mobile Access, (IPS, Application Control. URL FllIering, Anti-5pam, Anti- Virus and Antl-Bot. Threat Prevention and Threat extraction blades for Year 1 only), Network Policy Management, Logging and Statu s. -Test (LAB) Performanco: 25 Gbps Firewall throughput (1518 byte UDP) -Base Conf1gu..,tion: 10 on board ~ GbE copper interface. 8GB Memory. Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x 24 Phone support with a (30) minute response time tor 3 years CPAP-SGS600-Check Point -5600 Neld Generation Threat Prevention & SandBlast nt (NGTX) NGTX-HA Appl iance for High Availability . CBS-ENT -SS- PREMIUM Check Point -Enterprise Premium Support -Includes Software updates and direct 7 II 24 Phone support with D (30) minute re s ponse time for 3 years NGTP Subscript/ons for ve ars 2 & 3 CPSB-NGTP-Check Poin t -Next Generation Threat Prevention Peckage for 2 yea rs for 5600 5600-2Y Appliance -Includes: IPS, Application ContrOl. URl Filtering. Anti-5pam, Anti-Viru s and Anti-Bot blades CPSB -NGTP- 5600 -2Y-HA Check Point ~ Next Gen eration Threat Prevention Package for 2 years for 5600 Appliance -HA -Incl ude s: IPS, Application Control, URL Fillering, Antl-Spam, Anli- Virus and Anti-Bot blades Mobile Access Blades with 3 yesrs Of.sUDPOrl CPSB-MOB·50 Check Point -Mobile Accon Blade for 50 concurrent connections CBS-ENT-SS-Check Point -Enterprise Promlum support -lncludOG Software updatos and dlroct 7 x PREMIUM 2~ Phone support w ith a (30) m inute response lime for 3 yoars $ 3.795.00 $ 3,795.00 $ 2,639.25 $ 2,639.25 S 20,640.00 $ 20,640.00 $ 13,158.00 $ 13,158.00 $ 15,136.00 $ 15,136.00 $ 10,526.40 $ 10,526.40 $ 14,107.50 $ 14,107.50 $ 11,266.00 S 11,286.00 $ 1.232.00 $ 1,232.00 $ 1,386.00 $ 1,386.00 1 CPSB:~B-50-Check Point -Mobile Access Blade for 50 concurrent connections HA CBS-ENT -SS-Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x PREMIUM 24 Phone support with a (30) minute response time for 3 years Endpoint Management and Total Security Bundle for 100 deylces for 1 vear CPSB-EP .. TS· Check Point .. Endpoint Management and Total Security Bundle for 100 devices for 1 5MB-Stan.100 year Compuqulp .. Senior Security Engineer -Dally Rate (based on 8 hour day) On-site $ 861.00 $ 861.00 $ 1,180.80 $ 1,180.80 $ 3,875.85 $ 3,875.85 7 SEC-INSTALL services for implementation and basic knowledge transfer .. project Is estimated to $ 1,300.00 $ 9,100.00 take 7 days Quotation Sub-Total $ 108,923.80 Freight $ 282.12 Quotation Totall $ 108,215.92 NOws:,p-________________________________________________________________ --, 1.) Price does not Include local taxes 2.) Our terms are Net 30 3. Quotation vaJld until December 30 2016 Authorized Signature: _______ _ Acccptedby:. __________ _ N~: ______________________ ___ N~: __________________ __ Title: _______________ _ Title: ______________ _ ~:----------------~:-------------------- 52 ATTACHMENT B. CONTRACT PRICE & Quotation STATE OF MARYLAND CONTRCT No. 060B2490022·2015 ThomasF. Pepe-Ol~1l-16 34 I 531 CompuqllljJ TECHNOLOGIES 1112/16 Agreement wlth/8i11 to : City of Sou th Miami Attn: Steven Kulic k, C.P.M. 6 130 Sunset Drive South Miami, F133 14 3 Quotation : 24386-01 Compu quip Technologies lLC 2894l\:,V 7 9th Aven ue, Do ral, FL , 33 J 22 Phone: 727-423 ·)001 • Fax #413 -2 80-6742 Brad Ree d (b ree d@compuq uip .com) Equipment location/Ship to : -----Cily of Sou th Miami A tt n: Steve n Ku lick , C.P.M. 6 130 Sunset Dri ve Sou th Miami , Fl33143 I'll/I lllll C \(.'uded lJl l if D I.'HOPlWII "r/h' I'II ~.· Nots: Pr i ce inc/udo l.> enterpris e c u s tomer dIscount SeG1lon 1 -Check Point Manager. 5600 HAG3toways and EndPoi nt with 3 yoalS of support CPAP.sM205 Check Point -SmarM 20S Appliance with Policy, Log and Event Security Ma n a g e m ent $ 3,795.00 $ for 5 Security Gateways 3,795.00 CBS ·ENT -SS- PREMIUM CPAP-SG5600· NGTX CBS·ENT -SS- PREMIUM Check Point -Enterprise Premium Support· Includ es Software updates a nd d irect 7 x 24 Phone support with a (30) minute re s ponse tlmo for 3 years Check Point -5£00 Next Generation Threat Provention & SandBlasl N (NGTX) Appliance -Includes Fir owa ll , VPN, Adva nco d Networking and Clu s teri ng , Ide nllty Awareness. Mobil e Acc ess, (IPS , Appllc:ltion Control, URl Fill eri ng , Anti-Spam, Anti· Virus and Anti-Bot, Threat Prevention an d Throat Extraction blades for Year 1 only). Network PoliCY Managemont, logging and Stalus. -T0 6t (LAB) Performance: 2S Gbps Firewall throu gh put (1518 byte UOP) - Base Config uration : 10 on board 1 GbE coppe r interface. 8GB Mom ory. Check Point -Ent erprise Premi um Support -Includes Software updates and d irect 7 x 24 Phone support wi1h a (30) minute re6ponse tima for 3 years CPAP-SG5600-Check Point -5600 Next Generation Threa t Pro ve ntlon & S a ndBl a st ~ (NGTX) NGT X·H A Appliance for High Availability CBS-ENT aSS· Check Point -Enterprise Pre mium Support • Includ es Software update s and direct 7 x PREMIUM 24 Phone support with a PO ) mInute re s ponse tim e for 3 yea rs N GTP Subsc,;pllons (0' yea,s 2 & 3 CPSB.NGTP. Check Point -Next Generat ion Threat Preventi o n Package for 2 years fot 5600 5600.2Y Appliance -Includes: IPS , App li catIon Conlrol , URl Fil ter ing, Anti-Spam, Anti-Virus and Anti-Bot bl a des CPSB·NGTP- 5600-2Y-HA Check Point -Next Ge neration Th reat Prev e ntion Package for 2 years for 5600 Appliance -HA -Includes : IPS, Appl ication Control, URL Fil teri n g , AnU-Spam. Anti- Virus and Anti·Bol bl ades Moblfe Accesg BJsdu with 3 yeB's of support CPSB-MOB-50 Check Point -Mobile Acceu Blade fo r 50 concurrent connections CBS·ENT·SS-Check Point· Enterpris e Premium Support -Includes Softwara updil.te s a nd direct 7 x PREMIUM 24 Phone support with a (30) minut e responso time fo r 3 years 3S $ 2,639.25 $ 2,639.25 $ 20 ,640.00 $ 20,640.00 S 13 ,1 58.00 $ 13,158.0 0 $ 15,136.00 $ 15,136.00 $ 10,526.40 $ 10,526.40 S 14,107.50 $ 14,107.50 $ , 1,286.00 $ 11,286.00 $ 1,232.00 $ 1.232 .00 $ 1,3 86 .00 $ 1 ,386.00 54 1 1 1 CPSB::B-50-Check Point -Mobile Access Blade for 50 concurrent connections HA CBS-ENT -SS· Check Point· Enterprtse Premium Support • Includes Software updates and direct 7 x PREMIUM 24 Phone support with a (30) minute response time for 3 years EndpoInt Management and Totsl Security Bundle for 100 dences for 1 vear CPSB·EP·TS· Check Point· Endpoint Management and Total Security Bundle for 100 devices for 1 5MB.stan-100 year Compuquip • Senior Security Engineer. Daily Rate (based on 8 hour day) On-slte $ 861.00 $ 861.00 $ 1,180.80 $ 1,180.80 $ 3,875.85 $ 3,875.85 7 SEc.JNSTALL services for Implementation and basic knowledge transfer· project Is estimated to $ 1.300.00 $ 9.100.00 take 7 days Quotation 8ub-Total $ 108,923.80 Freight $ 292.12 . Quotation Totall $ 109,215.92 Notes:~~~~ __ ~~~~ __ ~ ____________________________________________ ~ 1.) Price dOBS not Include local taxes 2.) Our terms are Net 30 3. Quotation valid until December 30 201& Au1horizcd SigDature: ______ _ ~~~:.----------------- ~-------------------------~----------------------- Title: _________________ _ Tide: ________________ __ ~:---------------------- Dale: _______________ __ 36 I 551 SS E I NE IGHBORS 'I S Ll~OAY IIOY[IIIBn 6 il),~ MIAMIHERAlD.COM CITY OF SOUTH MIAMI COURTESY NOT1CE "UTJC~ I~ lII,ltEn\' ,i .. " !h.III>< (;"y 1,;"lIlmu.jontl/ lilt :,:,1 1 d So .. !':!'<1 ..... i "I n,jd: ... ,Ii ",lOC"" ""bJ .. Ii •• ;",~,) :: u. ,.~"b: ('l~ r~"'''\;'<I"n r.""""~ ""t .. 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"'CI"".~!cW.".""..r l"" ,t ......... : II_~ W"'" \h; I:I.""J h <bJk .. L,·'l ~1J. !1Ij" .. ,,,,J 1"'''''' ... " ,~,-u,..., >t. 'Q ,·~,i ;\Old .. ,11 ". '!Uf,1 t'<lf j,,~1'>n ;"~"'C"1If'~.I.I:::'''' ",~: ... I II>.' L~'1 t:I,.,~,. on ... " lM.#,.\·/'I~I' "",,,,, ~1 ~""n.~."', l'~H: "" ....... '""""", .... : •• ~ .. \ ... ·r.,._ ........ "~~ ..... ,,.I'."' ... _, ......... .., ",~ ......... ., .......... ":''''1 , •• _ ..... ,. • ..:.,."',' .. .., ...... ,...., .... ~,,;. t .......... "'., ... , .......... .l!.~"_ .... J"., .. ,. ..... "'.f' .•• '_' ... '""".I"'I .... , •. ,~J ,.,~ ••• , ... " .... """ ..... , ' .. """'" , ....... '" ".. ..... _." ~ _ ~ .... "~ .... )." ,"' .. " ...... -"'. "I.", •. ~ ..• _11'0\ to.: .~.-' .. , ......... ...! CRIME WATCH Miami-Dade Police offer tools to cut crime This w eek I wan t t o shil re with you so me grea t rools off ered by Miami · Dade Police , which clln help you nor onl y be sue bUT also be n er infor m ed. The~e 10 0 ls can help pr c- vcnT cri m e, hel p solve c rime s and he lp you kn ow Wh;1 t i s coillg on in yo u r immedi31e :Hr.:a: NEW MIAMI-DADE POLICE CELLPHONE APP Many crime w~tchers a re us ing Ihc ne w COP (Com, muni!y on Patrol) app. 3 great tool fo r reporti ng every thi n g from c rirn e~ 10 ~uspicioll S illci denK II\S ! go to Apple o r Android app slo re and sea rch for Com· munityon P;m oL MIAMI-DADE COUNTY SEXUAL OFFENDER & PREDATOR SEARCH An)' F1ol'idn resi dent who has been co nvic ted of 3 se~lal offe nse (includ ing anyone co nvicte d in anoth er s t ~tcl m ust regi~le r as 3 sexual offend e r \-... ith the office o f !he local s heriff. In the ca~ of MiJ m i·Dade Coun t)', thill is th e Miami· Dillte Police Dep~rtment . Se"ll~l ofrrnders must dis- close wh e re: they live, and mus t notify tllt: po li ce whe n they re locn tc. Thi s infonn~· Miami·Dade Po lice's new Commun it y on Patrol ccllph onc app. l ion is e m e red imo the Sexu~! Pr e ,j~lorjO ffeHdel dat3t>;\,~e of the Florid a Deprutment Law Enforce· m ent. Members o f th e pub- l ic can sea rch thi s dillilba se at hnp://gisweb.miami dade.gov/~ex offenders/ and de te nnint whether !hey or the ir chi ld ren, in lheir r ou- tine acti vi ti es (walking fr On l the bus stop, biking (o a mcnd 's h ouse, or go ing 10 the maU l :are likely to en· coun te r these offenders. MIAMI-DADE COUNTY 'S CRIME VIEW COMMUNITY Miami·Dade County's Crime View Community i~ an onlinc 1001 at http://w .... .W.c rim e m:apping.cOlnjmapj fl / miallli-dadecOI.mty, which residcnts can usc to ke ep themselves infonlled ab rJ(11 crime ill tJ le ~re~~ of int e reM to !.h em, suc h as near Ihei r home. business o r olher pla ces tll CY frequc nt . Usen; can sign up 10 re - ceive f\utom.at ed elllail a lt:rts ':about recent criminal e ve nts in f>pecific 3 (eil..~. While lhi s onli ne t oo l works in all areas of unlncorpor;I1' ed Mia mi-Da de, il doe~I\'1 work in some of the munki· p:ilitic~. ResidCnI$ ~hould check v.i th th eir local gov· ernment to sec if a similar service Is offe red by Ihar municipality. HOMICIDE BUREAU- COLD CASE SQUAD Adv~l\ces in lechnology and fOle ns ics have given a boost 10 th e work of Miami· Dade Po lice 's Col d C:tse Squ ad . However, despite sci ~ntlfi c advances a nd the work of thes e detectives , the re are about 2,000 cold ca~s Ihal remain Im.~olved . Mayb e you know snnlcthin{; that can h elp solve o lle of th e.~c crim es . To lea m about these ca s es , go o nlille 10 http://v ...... 'W .mi:u ni dllde.govjpo1i ce/cold - ca ~s .asJl . Pel'll:IV-~ you call help bring justi ce to the h.milies of these vic tims. MIAMI-DADE POLICE ON SOCIAL MEDIA Fonow MDrD on Twit· ter ~t hnps://twill e r.co mj MiamiDadePO and ... isil l h e department on YOlll\lbc at WW\\,'.yourubc.comjuscr/ mdpdnl e d ia. Ca rmm Ca ldwell if rxrwrillr dirtuor of CiliUII.I' Crim t Waull Of Mitllllj·Dadc. Scnrlfccd.hark an d nt·lI'S jar ~II;I ca ll1lnn lu tarmfl1 @cir;xr'lJcrimt 11Iaukorg, or ca illier al 3 0 5·470·1670. 56 MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday. Sunday and Legal Holidays Miami. Miami-Dade Counly. Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE: Before the un~ersigned authority personally appeared OCTELMA V. FERBEYRE. who on oath says thai he or she is the. VICE PRESIDENT. Legal Notices of the Miami Daily BUSIness ReVIew f/k/a Miami Revl'ew a d'l . al y (except Saturday, Sunday and Legal Holid ) '. ays newspaper. publIShed at M,am, in Miami-Dade County. Florida;· that the attach.ed . copy of advertisement. being a legal Advertisement of Notrce 10 the matter of NonCE OF PUBLIC HEARING CITY OF SOUTH MIAMI-NOV. 15,2016 in the XXXX Court. was published in said newspaper in the issues of 11/04/2016 . A~ant further says that the 'said Miami Daily Business R~vl~ IS a newspaper published at Miami. in said M,ami-Dade County. Florida and that the said newspaper has heretofore been continuously published in said Miami -Dade County\ Florida each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mall matter at the post office in Miami in said Miami-Dade Co nt Florida, f U y. . . or a penod of one year next preceding the firs; publication of the attached copy of advertisement; and affl8nt 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 said new Swom to and subscribed before me this 4 day of NOVEMBER. A.D. 2016 r:J.' ';'/. . Ut,a?/4/S#:£4te,.{.'./~ (SEAL) OCTELMA V. FERBEYRE personally known to me em OfF SOUTH MIAMI NOTOCII OF IPUBLUe HMARING 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 forTuesdaYI·.No~ember 15, 2016, 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 procure online registration module of ReCPro with R.C. Systems, Inc. . A Resolution authorizing the City Manager to purchase Microsoft 365 software and enter into a licensing agreement with SHI Intemational Corp., an authorized contractor for Microsoft. through a piggyback with the State of Florida Contract No. 4320000-15-02. . ( A Resolution authorizing the City Manager to pUrchase Check pOinV firewall software appJlance from Compuquip Tecftnologies~ LLC, an authorized reseller of Check Point.L TD, through a piggyback. with the State of Maryland Contract No. 06082490022. An Ordinance amending the Land Development Code, Article VI, Section 2D-6.1, and other applicable provisions, to define the term "less restrictive" as it applies to the voting requirements of the City Commission. An Ordinance vacating and abandoning a portion of SW 82 Street more fully descnbed in a legal description herein, subject to certain conditions, including the preservation of an easement. An Ordinance amending Section 20-6.1 of the City of South Miami 'Land Development Code, to make corrections and to amend the membership and quorum requirements for the PlannIng Board. . An Ordinance ameflding the, Chapter 2, Article I, Section 2-2.1 (8), (C) and (C) 1 and;2 ~o modify the capitalization of key words and to add.requirements for Sunshine Meetings. An Ordinance amending the City of South Miami Land'Development Article VI, Section 20-6.1 (8) (4), (a) iii to provicle for a recommendation of the Planning Board when the Board is deadlocked. ALL interested parties are invited to attend and win be heard. For further information, please contact the City Clerk's Office at: 305-663-6340. Maria M. Menendez, CMC CityClerl< Pursuant to Florida Statutes 286.0105, the City hereby advises the public that if a person decides to appeal any decision made by this Board, Agency or Commission with respect to any matter considered at its meeting or hearing, he or she will need a record of the proceedings, and that for such purpose, affected person may need to ensure that a verbatim record of the proceedings is made which record includes the testimony and evidence upon which the appeal is to be based. 11/4 16-133/0000168486M 57