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Home My WebLink AboutR-02-1236J-02-982 11/12/02 RESOLUTION NO. 02-1236 A RESOLUTION OF THE MIAMI CITY COMMISSION AUTHORIZING LEASING AND MAINTENANCE SERVICES FOR THE ACQUISITION OF A XEROX DOCUCOLOR 12 COLOR COPIER FROM XEROX CORPORATION FOR THE DEPARTMENT OF GENERAL SERVICES ADMINISTRATION, GRAPHICS REPRODUCTIONS DIVISION, AWARDED UNDER EXISTING STATE OF FLORIDA CONTRACT NO. 250-000-03-1, EFFECTIVE THROUGH JULY 31, 2005, SUBJECT TO ANY EXTENSIONS BY THE STATE OF FLORIDA, AT AN ANNUAL AMOUNT NOT TO EXCEED $22,000 FOR EACH OF THE FIVE YEARS, WITH AN END -OF -LEASE BUY- OUT OPTION, IN THE AMOUNT OF $2,000, FOR A TOTAL CONTRACT COST NOT TO EXCEED $112,000; ALLOCATING FUNDS FROM THE BUDGET OF THE DEPARTMENT OF GENERAL SERVICES ADMINISTRATION, GRAPHIC REPRODUCTIONS DIVISION, ACCOUNT CODE NO. 505000.420501.6.610. WHEREAS, the Department of General Services Administration, Graphics Reproduction Division, requires the use of a Xerox DocuColor 12 color copier to operate as a network printer allowing users to print from their individual computers, eliminating the need for staff to travel to the Graphics Reproductions Division to deliver job requisitions; CITY ,Q MEM16 cw P,nil 2002 �,es�yaition 11io. 2-1236 NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this section. Section 2. The acquisition of leasing and maintenance services for a Xerox DocuColor 12 color copier from Xerox Corporation for the Department of General Services Administration, Graphic Reproductions Division, awarded under existing State of Florida Contract No. 250-000-03-1, effective through July 31, 2005, subject to any extensions by the State of Florida, at an annual amount not to exceed $22,000 for each of the five years, with an end -of -lease buy-out option, in the amount of $2,000, for a total contract cost not to exceed $112,000, is authorized, with funds allocated from the Budget of the Department of General Services Administration, Graphic Reproductions Division, Account Code No. 505000.420501.6.610. Page 2 of 3 2-i236 Section 3. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.11 PASSED AND ADOPTED this 19th day of November , 2002. MANNY A. DIAZ, MA ATTEST: PRISCILLA A. THOMPSON CITY CLERK APPRO AS FORI�D CORRECTNESS: DRO VILARELLO ATTORNEY W6708:tr:AS:BSS 1� If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. Page 3 of 3 CITY OF MIAMI, FLORIDA 21 A INTER -OFFICE MEMORANDUM TO: The Honorable Mayor and Members of the City Commission RECOMMENDATION DATE: Proposed Resolution FILE: SUBJECT: Sixty Month Lease/Purchase Of Xerox DocuColor 12 REFERENCES: Color Copier ENCLOSURES: It is respectfully recommended that the City Commission adopt the attached Resolution approving a sixty (60) month lease/purchase of a Xerox DocuColor 12 color copier from Xerox Corporation, a Non-Local/Non-Minority vendor, located at 15150 N.W. 79t' Court, Miami Lakes, Florida 33016, as per terms and conditions under State of Florida Contract No. 250-000- 03-1; effective thru 7/31/05, subject to further extensions by the State of Florida, at an annual amount not to exceed $22,000 with an end of lease buy-out option in the amount not to exceed $2,000. Funding is available from the Department of General Services Administration, Graphic Reproductions Division, Account Code No. 505000.420501.6.610 (FY03'), subject to the availability of funds and budgetary approval. BACKGROUND The Department of General Services Administration, Graphic Reproductions Division, is requesting to lease/purchase a Xerox DocuColor 12 color copier. This would give the Graphic Reproductions Division a greater flexibility when working on special projects. This machine would operate like a network printer allowing users to print from their computers over the city network. Jobs would then be sent to a queue where they would be prioritized and printed by a Graphic Reproductions staff person. This would eliminate the need of individuals to travel to the Graphic Reproductions Division to deliver jobs. The DocuColor 12 color copier is capable of running 20 lb. bond to 140 lb. cover with full bleeds on 8.5" x 11" and 11" x 17" pages. It produces twelve (12) full color 8.5" x 11" pages per minute and fifty (50) pages per minute in black and white. The DocuColor 12 has two (2) meters, one for black & white and another for color. Also, the copier's scanner can detect whether the original is color or black & white and charge appropriately. This is very helpful in reproducing documents with scattered color. FISCAL I)'IPACT: NONE AVA CAGJNUnd 02-1236 Budgetary Impact Analysis 1. Department General Svcs. Administratior�ivis. Graphics Reproductions Division 2. Agenda Item # (if available) 3. Title and brief description of legislation or attach ordinance/resolution: LEASE OF A XEROX DOCUCOLOR 12 COLOR COPIER 4. _ Is this item related to revenue? NO: XX YES of yes, skip to item #7.) 5. Are there sufficient funds in Line Item? YES: Index Index Code Minor Obj. Code Amount $ NO: _ Complete the following questions. 6. Source of funds: Amount budgeted in the Line Item $ . Amount needed in the Line Item IS Sufficient funds will be transferred from the following line items: 7. Any additional comments? **Funding: GSA -Graphics Division -Acct. Code No. 505000.420501.6.610 (FY03').?.i wt'kk JLf%Ck 04C IEQ 6(1 c. —Atm -.4." ,, wr. r%& ■ v. -1 - Approved b* "MM .o Yho 8. vow L 140v Department Director/Deaignee "Mq%" Mail FOR Verified by: 11117 sms;+:, , ,, oz Date ... m -.--- ONLY WM+W w awe Verified V' YJ� J•`4' J - rf aired Bud ire for esignee Budget Date 0Z- ;12.-1236 ACTION ACCOUNT NUMBER ACCOUNT NAME TOTAL IndextMi:nor Ob'ectlPro'ect No. From $ To $ 7. Any additional comments? **Funding: GSA -Graphics Division -Acct. Code No. 505000.420501.6.610 (FY03').?.i wt'kk JLf%Ck 04C IEQ 6(1 c. —Atm -.4." ,, wr. r%& ■ v. -1 - Approved b* "MM .o Yho 8. vow L 140v Department Director/Deaignee "Mq%" Mail FOR Verified by: 11117 sms;+:, , ,, oz Date ... m -.--- ONLY WM+W w awe Verified V' YJ� J•`4' J - rf aired Bud ire for esignee Budget Date 0Z- ;12.-1236 IE DOCUMENT C0MPA.,.1 XEROX October 17, 2002 Mr. Milton Mizell Superintendent Graphic Reproductions Division — City of Miami 1390 NW 2r ST Miami, FI 33142 Dear Mr. Mizell: As per our conversation Xerox Corporation will honor the pricing for the DocuColor 12 & Fiery X12 that was presented to you on March 7, 2002. This pricing is based on the State of Florida Contract #250-000-03-1. Following is a comparison between the pricing per State of Florida Contract #250-000-03-1 and your final price based on that contract plus additional promotions awarded to you. As stated in the proposal the total monthly payment on a lease will be $1,449.99 Equipment / Accessory State Contract Pricing DocuColor 12 (DCOL 12) $34,666 Fiery X12 (X-12) 8,545 Finisher / Stapler (DC12FiN) 2,200 Electonic Pre -Collation (EPCKIT) 1,000 Fiery Advance Controller (X12 INT) 3,000 City of Miami Pricing Fiery Stand (MP7) 750 TOTAL $50,161 $40,246 ANC SEC Xeraz Corpom*ff r P 1S150NW79 Cmd '� i 11MIWW Laker, FL 33016 4 Tdghene305• 1&083 50uTHt4V# N SrwTrS *.*VV £0'd ZSIS SLS S0£ S:)IHcR*M IWdIW d0 AID 02-1236 ,,HE DOCUMENT COMi..,4Y XEROX The following table summar¢es the amount that will be spent by the end of the contract term of each option: Option A — State Contract with No Discounts Item Monthly Payment Total Payment for 60 Months Principal Financed - $50,161 $836.01 $50,160.60 Interest Charges at 7.5% 141.53 8,491.80 Maintenance Base Charge -$58 58.00 3,480.00 Maintenance - 5,000 Copies at .079 395.00 23,700.00 Supplies — 5,000 Copies at .048 240.00 14.400.00 TOTAL $1,670.54 5100,232.40 Option B — State Contract with Discounts & Promotions item Monthly Payment Total Payment for 60 Months All Referenced in Option A TOTAL 51,449.99 $ 86,999.40 As outlined above Option B will provide you with a total savings over the term of the contract of $13.233.00. The $2,000.00 Purchase Option at the end of the term is the same for both options A & B. xemr CwporNfoa 15110 NW 79 Cord AiwwLa&sr, a 33016 fdghm 30S -8x&0$3 F&WjW/s 305-818-47S7 b0'd ZSTS SLS SM `G SEC �J� O 3OUTHOAPFXN SrwThs **1[R7 SJIFkdM IWdIW d0 A1I0 1Wa 62 ....,E DOCUMENT COMPAIi t XEROX Xerox respects the long-standing business relationship that continues between us and we take pride in being able to contribute to your continued success. We are especially pleased that you have given us this opportunity to once again become your partner. I am sure you will agree that the Xerox proposed solution would meet all your print shop needs now and in the future. l look forward to the opportunity to work with you in the implementation of this Xerox solution. If there are questions or you need additional information, I can be reached by telephone at (305) 818- 4383 and my e-mail address is Femando.E.martinez@usa.xerox.com. Sincerely, Fermwda E. Martinez Fernando E. Martinez Color Specialist The Document Company ---Xerox Xtnx carpDIldlon HIM JVW 79 cvt►rf AdoliZAft, FL 33016 Te M""305df8-4383 F#=jwffe 305-818-4757 �sECT0 ,.. Ai p ,41 s r S� WTMFASTFM STAMS Rt#R• S0'd ?SSS SLS SW S0IHdbM IWdIW d0 KLIO £Z : LZ Z00Z-L0-(1Q1 250-000-03-1 jT Hardware IT Hardware 250-000-03-1 Effective: 08/01/2002 through 07/31/2005 To purchase under this Contract use a Request for Quotes (Suggested Form). How to Use this Contract Products Available Contractors Contract Page 1 of 1 02-236 h4://www.myflorida.com/st—contracts/25000003 I/ 8/7/2002 [Contract Numb] -- Vendor Information Page 1 of 1 IT Hardware Contract 250-000-03-1 Products Available: Personal ComDUters loop Servers '.' C'.nnnectivity Devieec UninterrUDtlble Power SUDDlies and SUrQ'e SUDDressors AU vp Stnrnsse nevieec Printers Videoconferencing Systems and Video Bridging Equipment :1 Firewalls IT Hardware Haeme 02-1236 http://www.myflorida.com/st—contracts/25000003 I/Products%2OAvailable/products%20ava... 8/7/2002 [Contract Numbgr] -- Vendor Information Page 1 of 1 IT Hardware Contract 250-000-03-1 Alk Production 0 Workgr. M Printers IT Hardware Home 02-126 http://www.myflorida.com/st—contracts/25000003 I/Products%2OAvailable/06-printers.htm 8/7/2002 [Contract Number] -- Vendor information Page 1 of 1 IT Hardware Contract 250-000-03-1 Printers: Production Product, Price List & Ordering Instructions IBM Xerox http://idsdocushare2.xids.com/dscgi/ds.py/View/Collection 271 IT Hardware Home �2-1236 http://www.myflorida.com/st—contracts/25000003 1 /Products%20Available/06-printers-prod... 8/7/2002 [Contract Numbed] -- Vendor Information Page 1 of 1 IT Hardware 250-000-03-1 Vendor Information XEROX Product Categories: Production Printers WorkgrouP Printers Authorized Price List - http•//idsdocushare2 xids.com/dscgi/ds.pvNiew/Collection-271 IT Hardware Home 02-1236 http://www.myflorida.com/st—contracts/25000003 I /Contractors/ContractorO/o2O-%2OXerox.... 8/7/2002 State of Florida,uformation Tpshnology Hardware Contract, Number 2$0-000-03-1 Page 1 of 2 XEROX L. -f aocuS�l81t'e Guest i�gla 1 Accounts Laments Search Now Help State of Florida Information Technology Hardware Contract, Number 250-000-03-1 This site contains the most current prices and information about Xerox Software, Workgroup and Production Printers (Black and Full Color), with optional Scan -to -Desktop, Scan -to -Email, Scan -to File, Walk-up Faxing, Lan Faxing, and Copying capabilites from 16 to 500 pages per minute. Edit... J Go Add... - Go Appears In:Account General Manager Site Within here Search 1. Xerox Workgroup Printers Price List bipl2alito 07/31/2002 49K [] The following Xerox equipment is on this price list: DocuColor 2006, DocuColor 12, DocuColor 12LP, DocuCenter Colorseries 50, WorkCentre Pro412 & 416, Document Centre 425, 432, 440, 460, 470, 480, & 490, Digital Bookmark, Phaser 3400, 5400, 6200, 82002135, & 7700, DocuPrint 2125 & 4525 ® 2. Xerox Workgroup Printers Warranty and Service Price List This list provides the monthly and annual service charges, as well as the impression costs for Xerox Workgroup printers ® 3. Xerox Production Printers Price List The following Xerox equipment is on this price list: DocuColor 2045, 2060, 40, 233, 400, DocuTech 135, 6100, 6115, 6135, 6155, 6180, 75 & 90, DocuPrint 75, 90, 180,155, 115, I00, 500, 350, IPS 180, 4635, 96, & 92, NPS 180,463-5, 96, 92, & 4850 ® 4. Xerox Production Printers Warranty & Service Price List This list provides the monthly and annual service charges, as well as the impression costs for Xerox Production printers. ® 5. Ordering Instructions This document contains information relative to the bid and contract administration. 6. Xerox Sales and Agent Sales Offices This document provides a list of Xerox Sales & Agents offices, SPURS Numbers, contact names, email addresses, telephone and fax numbers. 7. Xerox Resellers Sales Offices This document provides a list of Xerox Reseller offices, SPURS Numbers, contact names, email addresses, telephone and fax numbers. ® 8. Xerox Service and Warranty Offices This document provides a list of Xerox Service and Warranty offices, SPURS Numbers, contact names, email addresses, telephone and fax numbers. bippolito 07/31/2002 38K bippolito 07/31/2002 51K 'S aI D bippolito 07/31/2002 53K 'S a � U bip olito 08/01/2002 153K0 Fal bippolito 08/01/2002 36K Iss r-.1-ey [] bippolito 08/01/2002 27K �tg M- bippolito 08/01/2002 28K 4 9. Xerox Interactive On -Line Customer Care Site bippolito 08/01/2002 - This is Xerox Customer's support center site. Once the Customer logs -on, you may download Drivers; obtain information on Customer Education, View your invoices and make payments via the web, Submit your meter reads, Check the status of your Xerox order, and renew your purchase orders. Click here to obtain infomation about any of the products under bippolito 07/31/2002 - this contract. 02--1236 http://idsdocushare2.xids.com/dsegi/ds.pyNiew/Collection-271 8/7/2002 8- 8-02; 2=56PM;XEROX CORPORATION ;3058184754 a 2i 4 Market Code Xerox Corporation Information Technology Hardware Work Group Printer As of June 5, 2002 Product Description Published List Price Contract Discount Price DC2006 DC 2006 CP Duplex w/Scanner, 2 Tray Feeder, Doc. Feeder, $8,995 $8,545 D12SRTOCT 11 2M Scanner, 64MB Memory Upgrade (26 PPM) $16,999 $16,149 DC2006BAS DC2006 CP Simplex Base w/Scanner, 2 Tray Feeder (26 PPM) $14,999 $14,249 2006ADF -- ADF w/Scanner Memory (2006 only) $1,263 $1,200 2006SORT -- 10 Bin Sorter/Stacker $1,579 $1,500 2006TT -- Transparency Tray $242 $230 2006OPT -- Oversize Paper Tray $179 $170 2006UPT -- Universal Paper Tray $179 $170 2006TRING -- Token Ring $605 $575 2006MB64 -- 64 MB Memory Upgrade $632 $600 2006MB128 -- 128 MB Memory Upgrade $1,158 $1,10.0 2006MB256 -- 256 MB Memory Upgrade $1,747 $1,660 2006MB512 -- 512 MB Memory Upgrade $1,921 $1,825 2006DUP -- Duplex Module $837 $795 ROE -- X -Rite Densitometer $2,526 $2,400 DCOPKIT -- QP Kit - No Service $789 $750 DCOPSIGN -- OP Sign - No Service $316 $300 DCOL12 DocuColor 12 with fiery x-12 (50 B/W PPM) $36,490 $34,666 X-12 Fiery X12 Controller $8,995 $8,545 DCOLI2LP DocuColor 12 Printer/DADH/OCT (50 B/W PPM) $16,495 $15,670 DC12FIN =- Finisher/Stapler $2,316 $2,200 _ DC12EDIT -- Edit $1,579 $1,500 D12SRTOCT -- Sorter Mailbox w/ Tray $2,263 $2,150 DCOPSIGN -- OP Sign- No Service $316 $300 DCOPKIT -- OP Kit- No Service $789 $750 crvr%I1 FT4 - cIMILIVrnv r10 %dunauvII„+�,vw -- High Capacity Feeder 1,053 y.. ,--- $1,000 FY8 -- Sorter Mailbox $2,105 $2,000 GF6 -- Offset Catch Tray $158 $150 GL1 -- Foreign Interface Kit $158 $150 HM1 -- Platen Cover Kit $0 $0 KM6 -- Convenience Stapler $526 $500 VMO -- Edit Pad Mount Kit $526 $500 MC4 -- Mobility Kit $0 $0 DCCS50 ColorSeries 50 (50 B/W PPM) $32,695 $31,060 D12EDIT -- Edit Pad $1,579 $1,500 D12SRTOCT -- Sorter/Mailbox with OCT $2,263 $2,150 DCI2FIN -- Finisher $2,316 $2,200 DCOPKIT -- QP Kit- No Service $789 $750 DCOPSIGN -- QP Sign - No Service $316 $300 EPCKIT -- Electronic Pre Collation Kit $1,053 $1,000 FT4 -- High Capacity Feeder $1,053 $1,000 FY8 -- Sorter/Mailbox $2,105 $2,000 GF6 -- 500 Sheet Catch Tray/OCT $158 $150 GLI -- Foreign Interface Kit $158 $150 02-12360 8- 8-02; 2:56PM;XEROX CORPORATION ;3058184754 a Xerox Corporation Information Technology Hardware Production Printers As of June 5, 2002 Fiery Common Accessories/Software Kits EX121NT -- Fiery Advance Controller $3,158 $3,000 A121NT -- Fi _nr ouvance C`,nn1rroller $3.158 $3.000 -- Fiery Advance Controller -- 256 Mb Memory Upgrade -- EFI Densitometer Calibration Kit -- EX12 256Mb Memory Kit -- EX12 Stand -- Eagle Token Ring FPN FVK HHR HPK LW3 $1,842 $1,750 Published Contract Market $250 List Discount Code Product Description Price Price DC2045P DocuColor2045 (45 PPM) $91,000 $86,450 DC2060P DocuColor 2060 (60 PPM) $122,000 $115,900 DocuColor 2000 Controllers DC2000CSX DC2060/45 Scitex $55,000 $52,250 DC2000Z18 FIERYZI8 DFE $42,000 $39,900 Common Accessories DC200ODBX -- DC2000 Dummy Box $0 $0 OC2000HCF -- High Capacity Feeder $18,200 $17,290 DC2000HCS -- High Capacity Stacker $15,500 $14,725 DC2000HSS - High Capacity Stacker/Stapler $10,000 $9,500 DC2000SCN -- Scanner with DADF $16,000 $15,200 DCUTOOL -- DC2000DCU Tool Kit $2,105 $2,000 GWF --DocuColor 2000 Foreign Interface $521 $495 KFF -- Scitex 18GB Hard Drive $1,421 $1,350 LW3 -- X12/XP12 Token Ring $526 $500 T6T -- Stacker Dolly $1,047 $995 MBPTHCF -- High Capacity Feeder $0 $0 MBPTHCS -- High Capacity Feeder $0 $0 MBPTIOT -- DC2000 Mobility Plate $0 $0 CVIPPI-3 -- VIPP S/W License $10,526 $10,000 CVIPP4UP -- VIPP S/W License $0 $0 FOOTSWCH -- Footswitch Kit $116 $110 COLORDRV -- Color Driver Kit $3,684 $3,500 SCANXP -- XPRESS/Prd Scanner $21,053 $20,000 KRR -- DC Fiery2000 Graphics Art Kit $4,775 $4,536 W8U -- VIPP IDE $3,679 $3,495 DCOLOR40 DocuColor IOT (40 PPM) $30,795 $29,255 D1 C -- 20 Bin Sorter $5,060 $4,807 DC40ADF -- Automatic Document Feeder $2,310 $2,195 OC40EDIT -- Edit Pad $2,640 $2,508 DC40SS -- Stacker / Stapler $5,143 $4,885 DCOL40HCF -- High Capacity Feeder $7,013 $6,662 ASF401N -- Automatic Stapler/Feeder In -Line $26,180 $24,871 ASF40OFF -- Automatic Stapler/Feeder off-line $19,635 $18,653 ASF40A/R -- DC40 Accumulator/Rotator $7,920 $7,524 EX12 Fiery EX12 $19,500 $18,525 EXV5799 EFI Controller $9,950 $9,453 X-40 Fiery X-40 Controller $19,995 $18,995 X-12 Fiery X12 Controller $8,995 $8,545 Fiery Common Accessories/Software Kits EX121NT -- Fiery Advance Controller $3,158 $3,000 A121NT -- Fi _nr ouvance C`,nn1rroller $3.158 $3.000 -- Fiery Advance Controller -- 256 Mb Memory Upgrade -- EFI Densitometer Calibration Kit -- EX12 256Mb Memory Kit -- EX12 Stand -- Eagle Token Ring FPN FVK HHR HPK LW3 $1,842 $1,750 $1,000 $950 $263 $250 $789 $750 $526 $500 $9 3/ 4 8- 8-02; 2:56PM;XEROx CORPORATION ;3058184754 iR 4/ 4 �2_1236 Xerox Corporation Information Technology Hardware Production Printers As of June 5, 2002 Published Contract Market List Discount Code Product Description Price Price M 7 -- x12/x 12 Stand $789 $750 ROE -- X -Rite Densitometer $2,526 $2,400 X121NT -- Fiery Adv Controller Int $3,158 $3,000 COLORPORT -- Color Port Kt (required for 5790) $1,579 $1,500 DBPRO -- X40 Doc Bld. SM Kit $2,684 $2,550 KRR -- Graphics Arts Kit $4,737 $4,500 V7E -- ZX Token Ring Option $526 $500 V7T -- ZXBNC Transceiver $53 $50 V5F -- DFE Token Ring Kit $632 $600 V6F -- DFE 100BASET Opt Kit $684 $650 V7F - DFE BNC Transceiver $47 $45 SP6128S Splash 1280 System $9,950 $9,453 SP6128B Splash 6128 Board $9,950 $9,453 SPG630B Splash 630 Board Kit $21,000 $19,950 SPG300S Splash 630 Sys DCOL12 $21,450 $20,378 Common Accessories, Kits, Software COLORPORT -- Color Port Kit $1,579 $1,500 E6P -- Color Central Lite $526 $500 SPLSHWEB -- Web Server for Splash $1,895 $1,800 U3D - -- Token Ring Connectivity Kit 100 Base $263 $250 U4D -- Token Ring Connectivity Kit $579 $550 VOH -- Banyan Vines Connectivity Kit $1,263 $1,200 V1H -- UNIX TCP/IP Connectivity Kit $1,053 $1,000 V8L -- Variable Data kit 25K $1,053 $1,000 V9W -- Variable Data Kit 200K $2,632 $2,500 KF6 -- Splash Token Rink Connectivity Kit $1,053 $1,000 SPGSCAN -- Calib Scanner $263 $250 VH9 -- 30 GB Hard Drive $2,632 $2,500 W5E -- Pipeline Buffer $1,053 $1,000 SX3000T Scitex Digital Front End $52,,000 $49,400 IMATN-MPS Imation MPS $28,000 $26,600 MPS -STAND MPS Stand $525 $499 LME -- Spectrophotometer 52,521 $2,395 DC233D1 DC233D1 Color Printer (233 PPM) $395,000 $375,250 DC40OD15 DC400 DI -5 Color Printer (400 PPM) $675,000 $641,250 Common Accessories FTH -- Perf Position 3 & 4 $26,316 $25,000 FTM -- I R Dryer $7,895 $7,500 FTR -- Perf Position 1 & 2 $26,316 $25,000 FUG -- PDS -E Density Scan $29,474 $28,000 FUH - PDS -E Density Scan $29,474 $28,000 GCY -- DI Server $17,895 $17,000 GDD . - Proof ready Plug-in $842 $800 GDE -- Proofready Plug-in $1,368 $1,300 GDF -- Proof ready Plug-in $2,000 $1,900 GDG -- Proof ready Plug-in $2,000 $1,900 GDH -- Proofready Plug-in $2,000 $1,900 2 iR 4/ 4 �2_1236 [Contract Number] Vendor Information Page 1 of 1 IT Hardware 250-000-03-1 Vendor Information Id" EiVTC ftp•//ftP eme.com/Pub/fusa Fujitsu http•//wrw-w ftsi fuiitsu com/services/gov/floridastatecontract/ Technology .� Hewlett- ww-w.compag.com/state/florida Packard f rRM All Sun +� Unisys hftp://unisys.com/marketplace/state/fl/ Xerox http://idsdocushare2.xids.com/dscgi/ds.py/View/Collection-271, IT Hardware Home �2-x.236 http://www.myflorida.com/st—contracts/25000003 I/order-htm. 8/7/2002 CONTRACT Pagel of2 CONTRACT This Contract, effective the last date signed below, is by and between the State of Florida, Department of Management Services ("Department"), an agency of the State of Florida with offices at 4050 Esplanade Way, Tallahassee, Florida 32399-0950, and ****** .. ("Contractor"). The Contractor responded to the Department's Invitation for Bid No. 52-250-000-B for Information Technology Hardware. The Department has determined to accept the Contractor's bid and to enter into this Contract in accordance with the terms and conditions of the solicitation. Accordingly, and in consideration of the mutual promises contained in the Contract documents, the Department and the Contractor do hereby enter into this Contract, which is a state term contract authorized by section 287.042(2)(a) of the Florida Statutes (2001). Contractor is authorized to offer products in the following (sub)categories: *****. The term of the Contract is from the effective date to July 31, 2005. The Contract consists of the following documents, which, in case of conflict, shall have priority in the order listed, and which are hereby incorporated as if fully set forth: ; CONTRACZ Page 2 of 2 http://www.myflorida.com/st—contracts/25000003 I/CONTRACT%20GENERIC.htm 8/7/2002 Technical Specifications Page 1 of 7 Technical Specifications Contents 2.01 Eligible Hardware 2.02 Eligible Brands 2.03 Additional Eligible Brands 2.04 Video Teleconferencing Systems and Video Bridging Equipment Specification 2.05 Standard Support Levels 2.06 Additional Support -Video Teleconferencing and Video Bridging Equipment 2.07 Refurbished and Remanufactured Product 2.01 Eligible Hardware: The Contract shall include hardware products grouped within the following categories: Personal Computers Thin Clients Servers A Connectivity Devices '®r Uninterruptible Power Supplies and Surge Suppressors '% Storage Devices :$. Printers Videnennferencing Svstems and Video Bridging Eauinment " Firewalls Hardware subcategories are identified below under "Eligible Brands" and on the bid tables. In addition, during the term of the Contract, Contractors may offer hardware components normally associated with the product category or subcategory they are authorized to offer, provided (1) they shall do so at the same or greater percentage price discount offered for the category or subcategory and (2) the product does not fall within another category or subcategory that the Contractor is not authorized to offer. For example, a Contractor authorized to offer Personal Computers may offer monitors, keyboards, mice, memory upgrades, pen plotters, scanners, CD-ROM drives, data storage, CPU upgrades, digital cameras, handheld computers, monitors, expansion cards, modems, speakers and other standard system components; the Contractor shall not, however, offer printers, unless authorized to do so either as a direct bidder under those categories or as a reseller certified by a direct bidder under those categories. Contractors shall also offer at the same or greater percentage price discount, and either installed or uninstalled at the Customer's option, software necessary or reasonably related to their authorized hardware; for example, operating systems, productivity suites, communications, etc. Contractors may also install preconfigured software loads provided by the Customer. This additional hardware and software option is for the convenience and benefit of Customers and Contractors. The intent of the option is to promote "one-stop shopping" for both basic and enhanced systems. The Department reserves the right to prohibit the sale of any and all additional products if the Department determines, in its sole discretion, that a Contractor is abusing the option to circumvent Contract pricing or to offer products it is not authorized to offer. In any "bundled deal," Customers are encouraged to review pricing carefully, to purchase 2-° http://www.myflorida.com/st—contracts/25000003 1 /Technical%20Specifications.htm 8 /20 2 Technical Specifications Page 2 of 7 products that meet their needs at the lowest net delivered costs, and to report any problems to the Contract Specialist. The Department reserves the right to increase or decrease the number of authorized hardware categories and subcategories as markets change and new technologies emerge. 2.02 Eligible Brands: Only the following brands shall be eligible for bid within each category and subcategory, unless a bidder satisfies the criteria outlined below under paragraph 2.03, "additional eligible brands." Particular products within each brand are identified on the bid tables included in section 4.0 of these solicitation documents; bidders may offer those products most closely associated with the identified products as of the date bids are due. +* Personal Computers • Desktop PCs: Acer, Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett- Packard, IBM, Micron, and NEC • Portable PCs: Acer, Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett- Packard, IBM, NEC, and Toshiba • Workstations: Compaq, Dell, Fujitsu/Siemens, Hewlett-Packard, IBM, and SGI • PC Servers: Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett-Packard, IBM, and NEC • Thin Clients: Acer, Boundless Technology, Cedar Systems, Compaq, IBM, Neoware, Netier and Network Computing Devices Servers • Enterprise Servers: Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, NCR, Sun, and Unisys • Midrange Servers: Bull, Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, and Sun • Entry -Level Servers: Bull, Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, and Sun • Server Appliance for Internet Applications: CacheFlow, Compaq, Dell, Hewlett-Packard, IBM, NETmachines, Network Appliance and Sun 01 Connectivity Devices • Network Routers: 3Com, Alcatel, Cisco, Enterasys, Erricsson, Juniper, Lucent, Netgear, and Nortel • Network Switches: 3Com, Alcatel, Avaya, Cisco, D-Link, Enterasys, http://www.myflorida.com/st contracts/250000031/Technical%20Specifications.htm J 2877/10WI 6 Technical Spec cations Page 3 of 7 Extreme Networks, Foundry Networks, Hewlett-Packard, Marconi, Netgear, Nortel, and SMC Uninterruptible Power Supplies and Surge Suppressors: American Power Conversion, Best Power, Exide Electronics Group, IntelliPower, and TrippLite Storage Devices • Disk Array: Compaq, EMC, Fujitsu/Siemens, Hewlett-Packard, Hitachi, IBM, LSI, Storage Technology, and Sun • Optical: FileNET, Hewlett-Packard, Plasmon LMS and Maxoptic • Tape Products: ADIC, Benchmark, Compaq, Dell, Ecrix, Exabyte, Hewlett- Packard, IBM, Overland Data, Quantum/ATL, Seagate, Sony, Storage Technology, Sun, and Tandberg Printers • Production Printers: Canon, Heidelburg, IBM, OCE, Xeikon, and Xerox • Workgroup Printers: Canon, Hewlett-Packard, IBM, Lexmark, Minolta- QMS, OCE, Oki Data, Ricoh, Sharp, and Xerox # Videoconferencing Systems and Video Bridging Equipment: NEC, PictureTel, Polycom, Sony, Tandberg, VCON and VTEL Itr Firewalls: Atipa, Axent Technologies, BorderWare Technologies, CyberGuard, Equant Integration Services, eSoft, Freemont Avenue Software, IBM, InfoExpress, Internet Appliance, Livermore Software Laboratories, Netscreen Technologies, NetWolves, PGP Security, Solsoft, SonicWall, Symantec, Tiny Software, WatchGuard Technologies, Zone Labs and Zyan Communications. 2.03 Additional Eligible Brands: In addition to the foregoing brands, the Department will consider other manufacturers' brands. To be eligible for consideration, a bidder must conclusively demonstrate, by documentation submitted with its bid in the manner and time described in the Instructions to Bidders, either (1) for all categories except Video Teleconferencing, that the brand offers products comparable to those identified and that it satisfies the criteria for "other" brands specified on the bid table for that particular category (for example, a minimum installed base, greater percentage of market share, etc.), or (2) for Video Teleconferencing Systems and Video Bridging Equipment, that the brand complies with the following specification (section 2.04). 2.04 Video Teleconferencing Systems and Video Bridging Equipment Specification Standard Protocols International Telecommunication Union - Telecommunication Standardization Sector (ITU -T) H.221 Frame structure for a 64 to 1920 kbit/s channel in audiovisual telesery c 6 http://www.myflorida.com/st—contracts/25000003 1 /Technical%20Specifications.htm 8/7/2002 Technical Spec4cations Page 4 of 7 H.224 A real time control protocol:for simplex applications using the H.221 LSD/HSD/MLP channels H.230 Frame -synchronous control and indication signals for audiovisual systems H.231 Multipoint control units for audiovisual systems using digital channels up to 1920 kbit/s H.242 System for establishing communication between audiovisual terminals using digital channels up to 2 Mbit/s H.243 Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s H.261 Video CODEC for audiovisual services at p x 64 kbit/s H.263 Video coding for low bit rate communication H.281 A far end camera control protocol for videoconferences using H.224 H.320 Narrow -band visual telephone systems and terminal equipment H.323 Packet -based multimedia communications systems G.711 Pulse code modulation (PCM) of voice frequencies G.722 7 kHz audio -coding within 64 kbit/s G.728 Coding of speech at 16 kbits using low -delay code excited linear prediction T.120 Data protocols for multimedia conferencing Copies may be obtained from: International Telecommunication Union List of ITU -T Recommendations ww-w.itu.int publications In systems where equipment of different manufacturers is proposed, the Contractor is responsible for insuring the compatibility of the equipment to be purchased, including any required tests or demonstrations. The teleconferencing equipment covered by this specification shall be supplied with all necessary software and AC power cord. The Contractor shall provide the Customer with any assistance required in selecting the necessary equipment, options, and accessories needed to configure teleconference systems meeting user needs. CODEC Diagnostics: All CODEC's shall include diagnostics for local use. Specific diagnostics must be listed that are available either remotely or locally. Software Updates: As a part of the warranty in the first year and under any maintenance agreement thereafter, software updates for CODEC's purchased under this specification shall be updated, at no cost to the Customer, in a timely manner to adhere to new standards when they are incorporated by the Contractor. Auto -Answer: The CODEC shall be capable of engaging in a videoconference automatically when called or connected. Transmission Data Rates/Standards: The CODEC shall be capable of supporting ITU -T standards H.320 or H.323 or both (i.e., dual compliant). An H.320 compliant CODEC shall be capable of full duplex, color video and integrated audio for transmission across industry standard telephone facilities (T-1 and ISDN) with transmission rates of at least 112 Kbps. An H.323 - 1 http://www.myflorida.com/st contracts/250000031/Technical%2OSpecifications.htm 8/7/2002 Technical Specifipations Page 5 of 7 compliant CODEC shall be capable of full duplex, color video and integrated audio transmission across LAN/WAN facilities at transmission rates of at least 128 Kbps. CODEC Video: The CODEC shall have picture resolution of no less than 352 x 288 pixels at full CIF (FCIF), and shall support picture -in -picture or windowing. The CODEC shall be capable of being connected to a video bridge for multi -room conferences. CODEC Audio: The CODEC audio system shall: 110 be full duplex, have active echo cancellation, and be simple to tune for a particular room; be compatible with other video conferencing systems; it) allow normal conversation between rooms as if the users were in the same location; allow users to talk from both ends at the same time, with interruptions to either party, without clipping, distortion, or loss of contents; have privacy or mute function capability from the system control unit; :: support the requirement of a bridge or virtual bridge for multi -room conferencing; :► provide for "Lip Sync" between the video and audio and allow volume adjustments from the CODEC control unit; and contain the audio amplifiers, echo canceller, and combiner either internal to the CODEC or by the use of external equipment, as well as the control switching functions for both audio and video. Video Bridging Equipment General: The video bridging equipment covered by this specification shall be supplied with all necessary hardware, software, and cables needed to connect to the network and AC power. The video bridge shall be configured according to the Customer's requirements at the time of order. Minimum Requirements Video Compression Algorithms: Video bridges shall be capable of integrating signals from ITU - T H.320 and/or H.323 compliant CODECs and support ITU -T H.231 (Multipoint control units for audiovisual systems using digital channels up to 1920 kbit/s); and be able to link at least three (3) H.320 and/or H.323 CODECS. Video bridges shall also be compatible with ITU -T H.243 (Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s) for control procedures between H.231 video bridges and H.320/H.323 CODECS. Cascading: All ITU -T H.320 video bridges shall accept a minimum of three simple video bridge cascades. Switching: All video bridges shall support ITU -T H.243 (Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s) voice activated switching (sites are viewed as participants speak), and shall have chair person controlled video switching (facilitators at sites select site to view). Reservation and Diagnostics: The video bridge shall provide conference reservation features, either by built-in software or by communication with an outside reservation system. The reservation feature shall provide advanced scheduling capabilities with automatic dial up and/or �2- 1236 http://www.myflorida.com/st—contracts/25000003 1/Technical`/*20Specifications.htm 8/7/2002 Technical Specifications Page 6 of 7 manual dial -in of conference sites, and ad hoc conferencing configurations. Additionally, operational control and monitoring of multipoint conferences shall be included and shall provide complete analysis and control of all conferences. Audio Compression Algorithms: Video bridges must support at least the following ITU -T audio coding schemes: G.711, G.722 and G.728. 2.05 Standard Support Levels: Contractors shall provide the following levels of support under the Contract: Inside delivery, with buyer set-up and installation Standard manufacturer's warranty 30 -day money back guarantee, return to Contractor, with no shipping charges or restocking fee or comparable charges Optional Support that may be offered on particular purchases: 0 Contractor set-up and installation VP Warranty upgrade (to 5 -year maximum). Warranty upgrade may be purchased at time of system purchase or during the warranty period r• Warranty service response upgrade, e.g.; maximum 4 -hour response and/or 8 -hour response Optional support levels resulting in increased cost to Customers shall be clearly and separately identified on the Contractor's authorized product and price list. Integrated components shall carry the same support level and warranty provisions as the system (by way of non-exclusive example, monitors, keyboards, mouse and trackball, expansion boards, network interface cards, internal modems, and multimedia). Customers shall not be required to purchase maintenance from Contractor and may enter into separate agreements for maintenance and support with persons other than Contractor. 2.06 Additional Support -Video Teleconferencing and -Video Bridging Equipment In addition to the Standard Support Levels referenced above, the following minimum Customer training is required. The cost of this training shall be included in the purchase price of the equipment. 01P Video Teleconferencing Equipment: When requested by the Customer, the Contractor shall provide on-site training in the use of the new equipment at each of the Customer's videoconference rooms. Training shall include all aspects of equipment operation, including basic problem identification, and shall include operating instructions and system documentation. Training sessions shall be at least one hour in length, and may be consolidated with the Customer's approval for multiple systems delivered to the same location, e.g., a building or campus. Training dates and times shall be coordinated with the Customer. Video Bridging Equipment: 62-1236 http://www.myflorida.com/st—contracts/25000003 1 /Technical%20Specifications-htm - 8/7/2002 Technical Speci 1cations Page 7 of 7 When requested by the Customer, and for each video bridging equipment package purchased, the Contractor shall provide on-site technical and operational training for at least one system administrator. The training session shall be at least four hours in length. Training shall include all required instruction manuals, technical documents, and software, and shall cover all aspects of the programming and operation of the equipment. This training may also be supplemented by user training at the Contractor's facilities. Training dates and times shall be coordinated with the Customer. 2.07 Refurbished and Remanufactured Product: The State encourages recycling and conservation of resources. Toward this end, a Contractor may offer refurbished and remanufactured product and product with refurbished and remanufactured components. "Refurbished" means the product or component has been cleaned, resurfaced, re -engineered, and returned to its original level of operation. "Remanufactured" means the product or component has been repaired or upgraded by incorporating used equipment, parts, or systems from elsewhere. A CONTRACTOR SHALL CONSPICUOUSLY IDENTIFY ANY REFURBISHED OR REMANUFACTURED PRODUCT OR COMPONENTS OFFERED UNDER THE CONTRACT. Any such product shall be completely tested by the Contractor and ready for installation, and shall be covered by the standard support levels specified in sections 2.05 and 2.06. Customers should consider that lowest price does not always equate with best value. Customers should consider the technical merits of used vs. new product, and should weigh the merits against the capital and operational costs for the product's expected life cycle. Unless a purchase order expressly specifies refurbished or remanufactured product or components, the Contractor shall furnish new product only. IT Hardware Home 02.1236 http://www.myflorida.com/st—contracts/25000003 1 /Technical%20Specifications.htm 8/7/2002 Technical Specifications Page 1 of 7 Technical Specifications Contents 2.01 Eligible Hardware 2.02 Eligible Brands 2.03 Additional Eligible Brands 2.04 Video Teleconferencing Systems and Video Bridging Equipment Specification 2.05 Standard Support Levels 2.06 Additional Support -Video Teleconferencing and Video Bridging Equipment 2.07 Refurbished and Remanufactured Product 2.01 Eligible Hardware: The Contract shall include hardware products grouped within the following categories: Personal Computers :0 Thin Clients 19, Servers :' Connectivity Devices Uninterruptible Power Supplies and Surge Suppressors Rmmae Devices :* Printers Videncnnferencing Svstems and Video Bridging Eauioment ®r Firewalls Hardware subcategories are identified below under "Eligible Brands" and on the bid tables. In addition, during the term of the Contract, Contractors may offer hardware components normally associated with the product category or subcategory they are authorized to offer, provided (1) they shall do so at the same or greater percentage price discount offered for the category or subcategory and (2) the product does not fall within another category or subcategory that the Contractor is not authorized to offer. For example, a Contractor authorized to offer Personal Computers may offer monitors, keyboards, mice, memory upgrades, pen plotters, scanners, CD-ROM drives, data storage, CPU upgrades, digital cameras, handheld computers, monitors, expansion cards, modems, speakers and other standard system components; the Contractor shall not, however, offer printers, unless authorized to do so either as a direct bidder under those categories or as a reseller certified by a direct bidder under those categories. Contractors shall also offer at the same or greater percentage price discount, and either installed or uninstalled at the Customer's option, software necessary or reasonably related to their authorized hardware; for example, operating systems, productivity suites, communications, etc. Contractors may also install preconfigured software loads provided by the Customer. This additional hardware and software option is for the convenience and benefit of Customers and Contractors. The intent of the option is to promote "one-stop shopping" for both basic and enhanced systems. The Department reserves the right to prohibit the sale of any and all additional products if the Department determines, in its sole discretion, that a Contractor is abusing the option to circumvent Contract pricing or to offer products it is not authorized to offer. In any "bundled deal," Customers are encouraged to review pricing carefully, to purchase _4 http://www.myflorida.com/st—contracts/250000031/Technical%20Specifications.htm 2 8!7/2002 Technical Specifications Page 2 of 7 products that meet their needs at the lowest net delivered costs, and to report any problems to the Contract Specialist. The Department reserves the right to increase or decrease the number of authorized hardware categories and subcategories as markets change and new technologies emerge. 2.02 Eligible Brands: Only the following brands shall be eligible for bid within each category and subcategory, unless a bidder satisfies the criteria outlined below under paragraph 2.03, "additional eligible brands." Particular products within each brand are identified on the bid tables included in section 4.0 of these solicitation documents; bidders may offer those products most closely associated with the identified products as of the date bids are due. 14 Personal Computers • Desktop PCs: Acer, Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett- Packard, IBM, Micron, and NEC • Portable PCs: Acer, Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett- Packard, IBM, NEC, and Toshiba • Workstations: Compaq, Dell, Fujitsu/Siemens, Hewlett-Packard, IBM, and SGI • PC Servers: Compaq, Dell, Fujitsu/Siemens, Gateway, Hewlett-Packard, IBM, and NEC • Thin Clients: Acer, Boundless Technology, Cedar Systems, Compaq, IBM, Neoware, Netier and Network Computing Devices r Servers • Enterprise Servers: Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, NCR, Sun, and Unisys • Midrange Servers: Bull, Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, and Sun • Entry -Level Servers: Bull, Compaq, Fujitsu/Siemens, Hewlett-Packard, IBM, and Sun • Server Appliance for Internet Applications: CacheFlow, Compaq, Dell, Hewlett-Packard, IBM, NETmachines, Network Appliance and Sun p Connectivity Devices • Network Routers: 3Com, Alcatel, Cisco, Enterasys, Erricsson, Juniper, Lucent, Netgear, and Nortel • Network Switches: 3Com, Alcatel, Avaya, Cisco, D-Link, Enterasys, 62-1236 http://www.myflorida.com/st—contracts/25000003 1 /Technical`/`20Specifications.htm 8/7/2002 Technical Specifications Page 3 of 7 Extreme Networks, Foundry Networks, Hewlett-Packard, Marconi, Netgear, Nortel, and SMC - Uninterruptible Power Supplies and Surge Suppressors: American Power Conversion, Best Power, Exide Electronics Group, IntelliPower, and TrippLite Storage Devices • Disk Array: Compaq, EMC, Fujitsu/Siemens, Hewlett-Packard, Hitachi, IBM, LSI, Storage Technology, and Sun • Optical: FileNET, Hewlett-Packard, Plasmon LMS and Maxoptic • Tape Products: ADIC, Benchmark, Compaq, Dell, Ecrix, Exabyte, Hewlett- Packard, IBM, Overland Data, Quantum/ATL, Seagate, Sony, Storage Technology, Sun, and Tandberg Printers • Production Printers: Canon, Heidelburg, IBM, OCE, Xeikon, and Xerox • Workgroup Printers: Canon, Hewlett-Packard, IBM, Lexmark, Minolta- QMS, OCE, Oki Data, Ricoh, Sharp, and Xerox Videoconferencing Systems and Video Bridging Equipment: NEC, PictureTel, Polycom, Sony, Tandberg, VCON and VTEL Firewalls: Atipa, Axent Technologies, BorderWare Technologies, CyberGuard, Equant Integration Services, eSoft, Freemont Avenue Software, IBM, InfoExpress, Internet Appliance, Livermore Software Laboratpries, Netscreen Technologies, NetWolves, PGP Security, Solsoft, SonicWall, Symantec, Tiny Software, WatchGuard Technologies, Zone Labs and Zyan Communications. 2.03 Additional Eligible Brands: In addition to the foregoing brands, the Department will consider other manufacturers' brands. To be eligible for consideration, a bidder must conclusively demonstrate, by documentation submitted with its bid in the manner and time described in the Instructions to Bidders, either (1) for all categories except Video Teleconferencing, that the brand offers products comparable to those identified and that it satisfies the criteria for "other" brands specified on the bid table for that particular category (for example, a minimum installed base, greater percentage of market share, etc.), or (2) for Video Teleconferencing Systems and Video Bridging Equipment, that the brand complies with the following specification (section 2.04). 2.04 Video Teleconferencing Systems and Video Bridging Equipment Specification Standard Protocols International Telecommunication Union - Telecommunication Standardization Sector (ITU -Tl H.221 Frame structure for a 64 to 1920 kbits channel in audiovisual teleservices http://www.myflorida.com/st—contracts/25000003 I/Technical%2OSpecifications.htm 0 2 8/7404 Technical Specifications Page 4 of 7 H.224 A real time control protocol for simplex applications using the H.221 LSD/HSD/MLP channels H.230 Frame -synchronous control and indication signals for audiovisual systems H.231 Multipoint control units for audiovisual systems using digital channels up to 1920 kbit/s H.242 System for establishing communication between audiovisual terminals using digital channels up to 2 Mbit/s H.243 Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s H.261 Video CODEC for audiovisual services at p x 64 kbit/s H.263 Video coding for low bit rate communication H.281 A far end camera control protocol for videoconferences using H.224 H.320 Narrow -band visual telephone systems and terminal equipment H.323 Packet -based multimedia communications systems G.711 Pulse code modulation (PCM) of voice frequencies G.722 7 kHz audio -coding within 64 kbit/s G.728 Coding of speech at 16 kbits using low -delay code excited linear prediction T.120 Data protocols for multimedia conferencing Copies may be obtained from: International Telecommunication Union List of ITU -T Recommendations www.itu.intpublications In systems where equipment of different manufacturers is proposed, the Contractor is responsible for insuring the compatibility of the equipment to be purchased, including any required tests or demonstrations. The teleconferencing equipment covered by this specification shall be supplied with all necessary software and AC power cord. The Contractor shall provide the Customer with any assistance required in selecting the necessary equipment, options, and accessories needed to configure teleconference systems meeting user needs. CODEC Diagnostics: All CODEC's shall include diagnostics for local use. Specific diagnostics must be listed that are available either remotely or locally. Software Updates: As a part of the warranty in the first year and under any maintenance agreement thereafter, software updates for CODEC's purchased under this specification shall be updated, at no cost to the Customer, in a timely manner to adhere to new standards when they are incorporated by the Contractor. Auto -Answer: The CODEC shall be capable of engaging in a videoconference automatically when called or connected. Transmission Data Rates/Standards: The CODEC shall be capable of supporting ITU -T standards H.320 or H.323 or both (i.e., dual compliant). An H.320 compliant CODEC shall be capable of full duplex, color video and integrated audio for transmission across industry standard telephone facilities (T-1 and ISDN) with transmission rates of at least 112 Kbps. An H.323 -123 http://www.myflorida.com/st—contracts/25000003 1/Technical%20Specifications.htm 8/7/2002 Technical Specifications Page 5 of 7 compliant CODEC shall be capable of full duplex, color video and integrated audio transmission across LAN/WAN facilities at transmission rates of at least 128 Kbps. CODEC Video: The CODEC shall have picture resolution of no less than 352 x 288 pixels at full CIF (FCIF), and shall support picture -in -picture or windowing. The CODEC shall be capable of being connected to a video bridge for multi -room conferences. CODEC Audio: The CODEC audio system shall: be full duplex, have active echo cancellation, and be simple to tune for a particular room; be compatible with other video conferencing systems; allow normal conversation between rooms as if the users were in the same location; +' allow users to talk from both ends at the same time, with interruptions to either party, without clipping, distortion, or loss of contents; have privacy or mute function capability from the system control unit; support the requirement of a bridge or virtual bridge for. multi -room conferencing; provide for "Lip Sync" between the video and audio and allow volume adjustments from the CODEC control unit; and contain the audio amplifiers, echo canceller, and combiner either internal to the CODEC or by the use of external equipment, as well as the control switching functions for both audio and video. Video Bridging Equipment General: The video bridging equipment covered by this specification shall be supplied with all necessary hardware, software, and cables needed to connect to the network and AC power. The video bridge shall be configured according to the Customer's requirements at the time of order. Minimum Requirements Video Compression Algorithms: Video bridges shall be capable of integrating signals from ITU - T H.320 and/or H.323 compliant CODECS and support ITU -T H.231 (Multipoint control units for audiovisual systems using digital channels up to 1920 kbit/s); and be able to link at least three (3) H.320 and/or H.323 CODECs. Video bridges shall also be compatible with ITU -T H.243 (Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s) for control procedures between H.231 video bridges and H.320/H.323 CODECs. Cascading: All ITU -T H.320 video bridges shall accept a minimum of three simple video bridge cascades. Switching: All video bridges shall support ITU -T H.243 (Procedures for establishing communication between three or more audiovisual terminals using digital channels up to 1920 kbit/s) voice activated switching (sites are viewed as participants speak), and shall have chair person controlled video switching (facilitators at sites select site to view). Reservation and Diagnostics: The video bridge shall provide conference reservation features, either by built-in software or by communication with an outside reservation system. The reservation feature shall provide advanced scheduling capabilities with automatic dial up and/or � 2 1236 http://www.myflorida.com/st—contracts/25000003 I /Technical%2OSpecifications.htm 8/7/2002 Technical Specifications Page 6 of 7 manual dial -in of conference sites, and ad hoc conferencing configurations. Additionally, operational control and monitoring of multipoint• conferences shall be included and shall provide complete analysis and control of all conferences. Audio Compression Algorithms: Video bridges must support at least the following ITU -T audio coding schemes: G.711, G.722 and G.728. 2.05 Standard Support Levels: Contractors shall provide the following levels of support under the Contract: : Technical Specifications Page 7 of 7 When requested by the Customer, and for each video bridging equipment package purchased, the Contractor shall provide on-site technical and operational training for at least one system administrator. The training session shall be at least four hours in length. Training shall include all required instruction manuals, technical documents, and software, and shall cover all aspects of the programming and operation of the equipment. This training may also be supplemented by user training at the Contractor's facilities. Training dates and times shall be coordinated with the Customer. 2.07 Refurbished and Remanufactured Product: The State encourages recycling and conservation of resources. Toward this end, a Contractor may offer refurbished and remanufactured product and product with refurbished and remanufactured components. "Refurbished" means the product or component has been cleaned, resurfaced, re -engineered, and returned to its original level of operation. "Remanufactured" means the product or component has been repaired or upgraded by incorporating used equipment, parts, or systems from elsewhere. A CONTRACTOR SHALL CONSPICUOUSLY IDENTIFY ANY REFURBISHED OR REMANUFACTURED PRODUCT OR COMPONENTS OFFERED UNDER THE CONTRACT. Any such product shall be completely tested by the Contractor and ready for installation, and shall be covered by the standard support levels specified in sections 2.05 and 2.06. Customers should consider that lowest price does not always equate with best value. Customers should consider the technical merits of used vs. new product, and should weigh the merits against the capital and operational costs for the product's expected life cycle. Unless a purchase order expressly specifies refurbished or remanufactured product or components, the Contractor shall furnish new product only. IT Hardware Hoene -x.236 http://www.myflorida.com/st—contracts/25000003 I/Technical%2OSpecifications.htin 8/7/2002 Instructions to $idders Instructions to Bidders Contents 1.01 Definitions 1.02 General Instruction 1.03 Terms and Conditions 1.04 Who May Bid 1.05 Ordering Instructions and Manufacturer's Certification 1.06 Basis for Award 1.07 Questions/Contract Specialist 1.08 Conflict of Interest 1.09 Convicted Vendors 1.10 Discriminatory Vendors 1.11 Bidder's Representation and Authorization 1.12 Performance Qualifications 1.13 Execution of Bid 1.14 Submittal of Bid 1.15 Bid Tabulation 1.16 Special Accommodation 1.17 Firm Bids 1.18 Clarifications/Revisions 1.19 Contract Formation 1.20 Notice of Award 1.21 Contract Overlap 1.22 Purchasing Card Program 1.23 Public Records 1.24 Bid Protests Page 1 of 7 1.01 Definitions: See the general conditions for definitions of "bid," "Contract," "Contractor," "Customer," "Department," "product," "purchase order," and "State," which terms are material to these instructions. 1.02 General Instruction: The bidder shall read all of the solicitation documents and comply with all specified requirements. 1.03 Terms and Conditions: All bids are subject to the terms of the following sections of these solicitation documents, which, in case of conflict, shall have the order of precedence listed: technical specifications; instructions to bidders; and general conditions. These terms and conditions supersede the "general conditions" contained in the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), which is included in section 4.0 of these solicitation documents. The Department objects to and shall not consider any additional terms or conditions submitted by a bidder, including any appearing in documents attached as part of a bidder's response. In signing and submitting its bid, a bidder agrees that any additional terms or conditions, whether submitted intentionally or inadvertently, shall have no force or effect. Failure to comply with terms and conditions, including those specifying information that must be submitted with a bid, shall be grounds for rejecting a bid. �2-1236 http://www.myflorida.com/st contracts/250000031/Instructions%20to%20Bidders.htm - 8/7/2002 Instructions to Bidders Page 2 of 7 1.04 Who May Bid: ONLY THE MANUFACTURERS OF BRANDS IDENTIFIED IN THE TECHNICAL SPECIFICATIONS MAY SUBMIT BIDS. "Manufacturer" means the entity that holds the trademark in the identified brand name. At its option, a manufacturer may authorize a single entity, such as a distributor or other agent, to represent the manufacturer for purposes of bidding and entering into the Contract, in which case conclusive proof of such authorization shall be submitted with the bid. Dealers and resellers shall not submit bids. The Department reserves the right to accept bids from entities offering products that satisfy the "other" brand criteria outlined in the technical specifications but that do not have protected trade names. 1.05 Ordering Instructions and Manufacturer's Certification: On the Ordering Instructions form included in section 4.0 of these solicitation documents, bidders shall identify those dealers or resellers that will accept orders and complete deliveries and certify that they are authorized to do so. BIDDERS SHALL IDENTIFY AT LEAST THREE AUTHORIZED DEALERS OR RESELLERS PER (SUB)CATEGORY, AT. LEAST ONE OF WHICH SHALL BE A FLORIDA CERTIFIED WOMAN- OR MINORITY-OWNED BUSINESS. A bidder may identify itself as an authorized dealer, in which case it need only identify two more. Information on certified minority vendors is available from the Office of Supplier Diversity at http:Hosd.dms.state. fl.us. The certification shall be executed by a duly -authorized manufacturer's representative; dealers and resellers are not authorized to sign this certification on behalf of the manufacturer. AUTHORIZED DEALERS AND RESELLERS MAY SELL ITEMS UNDER THE CONTRACT DIRECTLY TO CUSTOMERS, PROVIDED THEY OFFER AT LEAST AS GREAT AS THE THEN -CURRENTLY AUTHORIZED PERCENTAGE SAVINGS FOR THE BRAND. Bidders shall indicate on the Ordering Instructions form the standard delivery time, which is the number of calendar days normally required to make delivery after receipt of a purchase order. Bidders shall also identify on the Ordering Instructions form all service representatives that will be responsible for providing service during the term of the Contract. For every entity identified on the Ordering Instructions form, the bidder shall include complete and detailed ordering instructions, including SPURS vendor number(s). A manufacturer may add or delete dealers, resellers, and service representatives during the Contract term by submitting a revised Ordering Instructions form to the Contract Specialist, which shall not be deemed a Contract amendment. 1.06 Basis for Award: The Department intends to make multiple awards on a state-wide basis to responsive bidders offering discounted prices. EACH BIDDER SHALL SUBMIT WITH ITS BID BOTH A HARD COPY AND AN ELECTRONIC COPY OF THE LIST THE BIDDER USES AS THE BENCHMARK LIST AGAINST WHICH TO MEAURE OFFERED PRICE SAVINGS. Failure to measure percentage savings against the "benchmark" list, or an attempt to include reference to any other price, product, or similar list, will render a bid non-responsive and constitute grounds for rejecting the bid. EACH BIDDER MUST OFFER A PERCENTAGE DISCOUNT OF AT LEAST 5% OFF OF ITS PUBLISHED PRODUCT LIST FOR THE FLORIDA MARKET. The percentage shall not reflect any savings that may be offered for refurbished or remanufactured product. Bidders shall note the percentage on the Savings/Price Increases or Reductions form (PUR 7064) included in section 4.0 of these solicitation documents. Bidders need not, however, use their retail lists for the Florida market as the "benchmark" list; for example, a bidder may choose to use as its "benchmark" a list associated with a contract with the General Services Administration of the United States. Bidders may bid fewer than all of the product categories and sub -categories outlined in the Technical Specifications and noted on the bid tables included in section 4.0 of these solicitation documents. For each sub -category, a bidder shall enter on the bid table either a numeT4 http://www.myflorida.com/st—contracts/25000003 I/Instructions%20to%2OBidders.htm 8/7/2002 Instructions to Bidders Page 3 of 7 percentage to the nearest tenth (e.g., 35.5%) representing the offered savings, or "N/A" representing that the bidder is not bidding that sub -category. Alternatively, and to avoid submitting many pages filled with "N/A," a bidder may return only those bid tables containing categories it is bidding, but shall identify in a cover letter exactly which pages it is submitting (for example, if bidding only the category of Uninterruptable Power Supplies and Surge Suppressors, a bidder need only return page 20 of the bid tables and so state in its cover letter). Bidders are solely responsible for submitting the appropriate forms with their bid. The Department reserves the right to make award by individual item, group of items, or a combination thereof. The Department reserves the right to accept or reject any and all bids, or separable portions, and to waive any minor irregularity, technicality, or omission if the Department determines that doing so will serve the State's best interest. 1.07 Questions/Contract Specialist: Bidders shall address any question regarding this solicitation to the Contract Specialist, who is identified on the cover sheet of this solicitation package. Do not contact Customers directly. Questions shall be in writing, shall reference the ITB number and the bid opening date, and shall be RECEIVED NO LATER THAN APRIL 22, 2002, and shall be answered in writing on or before April 29, 2002. To minimize the need for written questions and answers, the DEPARTMENT WILL CONDUCT A PRE-BID CONFERENCE ON APRIL 18, 2002, AT 1:00 P.M. in Room 301 of the Department's offices, 4050 Esplanade Way, Tallahassee, Florida. Bidders are encouraged, but not required, to attend the pre-bid conference. 1.08 Conflict of Interest: This solicitation is subject to chapter 112 of the Florida Statutes. Bidders shall disclose with their bid the name of any officer, director, employee or other agent who is also an employee of the State. Bidders shall also disclose the name of any State employee who owns, directly or indirectly, an interest of five percent (5%) or more in the bidder or its affiliates. 1.09 Convicted Vendors: A person or affiliate placed on the convicted vendor list following a conviction for a public entity crime is prohibited from doing any of the following for a period of 36 months from the date of being placed on the convicted vendor list: submitting a bid on a contract to provide any goods or services to a public entity; submitting a bid on a contract with a public entity for the construction or repair of a public building or public work; submitting bids on leases of real property to a public entity; being awarded or performing work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and transacting business with any public entity in excess of the Category Two threshold amount ($25,000) provided in section 287.017 of the Florida Statutes. 1.10 Discriminatory Vendors: An entity or affiliate placed on the discriminatory vendor list pursuant to section 287.134 of the Florida Statutes may not submit a bid on a contract to provide any goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub -contractor, or consultant under a contract with any public entity; and may not transact business with any public entity. 1.11 Bidder's Representation and Authorization: In submitting a bid, each bidder understands, represents, and acknowledges the following (if the bidder cannot so certify to any of following, the bidder shall submit with its bid a written explanation of why it cannot do so). 02-1236 http://www.myflorida.com/st—contracts/25000003 I /Instructions%20to%2OBidders.htm 8/7/2002 Instructions to Bidders Page 4 of 7 The bidder is not currently under suspension or debarment by the State or any other governmental authority. To the best of the knowledge of the person signing the bid, the bidder, its affiliates, subsidiaries, directors, officers, and employee are not currently under investigation by any governmental authority and have not in the last ten (10) years been convicted or found liable for any act prohibited by law in any jurisdiction, involving conspiracy or collusion with respect to bidding on any public contract. To the best of the knowledge of the person signing the bid, the bidder has no delinquent obligations to the State, including a claim by the State for liquidated damages under any other contract. The bid is made in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive bid. The bid prices and amounts have been arrived at independently and without consultation, communication, or agreement with any other bidder or potential bidder; neither the prices nor amounts, actual or approximate, have been disclosed to any bidder or potential bidder, and they will not be disclosed before bid opening. :V The bidder has fully informed the Department in writing of all convictions of the firm, its affiliates (as defined in section 287.133(1)(a) of the Florida Statutes), and all directors, officers, and employees of the firm and its affiliates for violation of state or federal antitrust laws with respect to a public contract for violation of any state or federal law involving fraud, bribery, collusion, conspiracy or material misrepresentation with respect to a public contract. This includes disclosure of the names of current employees who were convicted of contract crimes while in the employ of another company. 0 Neither the bidder nor any person associated with it in the capacity of owner, partner, director, officer, principal, investigator, project director, manager, auditor, or position involving the administration of federal funds: Has within the preceding three years been convicted of or had a civil judgment rendered against them or is presently indicted for or otherwise criminally or civilly charged for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a federal, state, or local government transaction or public contract; violation of federal or state antitrust statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; or 0 Has within a three-year period preceding this certification had one or more federal, state, or local government contracts terminated for cause or default. M► The product offered by the bidder will conform to the specifications without 62 -� 236 http://www.myflorida.com/st—contracts/250000031/Instructions%20to%20Bidders.htm 8/2002 Instructions to Bidders exception. Page 5 of 7 10 The bidder has read and understands the Contract terms and conditions, and the bid is made in conformance with those terms and conditions. If an award is made to the bidder, the bidder agrees that it intends to be legally bound to the Contract that is formed with the State. := The bidder has made a diligent inquiry of its employees and agents responsible for preparing, approving, or submitting the bid, and has been advised by each of them that he or she has not participated in any communication, consultation, discussion, agreement, collusion, act or other conduct inconsistent with any of the statements and representations made in the bid. The bidder shall indemnify, defend, and hold harmless the Department and its employees against any cost, damage, or expense which may be incurred or be caused by any error in the bidder's preparation of its bid. All information provided by, and representations made by, the bidder are material and important and will be relied upon by the State in awarding the Contract. Any misstatement shall be treated as fraudulent concealment from the State of the true facts relating to submission of the bid. A misrepresentation shall be punishable under law, including, but not limited to, Chapter 817 of the Florida Statutes. 1.12 Performance Qualifications: The Department reserves the right to investigate or inspect at any time whether the product, qualifications, or facilities offered by bidder meet the Contract requirements. Bidder shall at all times during the Contract term remain responsive and responsible. Bidder must be prepared, if requested by the Department, to present evidence of experience, ability, and financial standing, as well as a statement as to plant, machinery, and capacity of the manufacturer for the production, distribution, and servicing of the product bid. If the Department determines that the conditions of the solicitation documents are not complied with, or that the product proposed to be furnished does not meet the specified requirements, or that the qualifications, financial standing, or facilities are not satisfactory, or that performance is untimely, the Department may reject the bid or terminate the Contract. Bidder may be disqualified from receiving awards if bidder, or anyone in bidder's employment, has previously failed to perform satisfactorily in connection with public bidding or contracts. This paragraph shall not mean or imply that it is obligatory upon the Department to make an investigation either before or after award of the Contract, but should the Department elect to do so, bidder is not relieved from fulfilling all Contract requirements. 1.13 Execution of Bid: Each bid shall be in the form included with these solicitation documents and manually signed by an authorized representative of the bidder. Bids shall be typed or printed in permanent ink. Any correction or alteration shall be in ink and initialed. The bidder's name shall appear on each page of the bid in the space noted. Each bid shall include the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), but the "General Conditions" of that form are superseded by the terms of and conditions of these solicitation documents. 1.14 Submittal of Bid: Submit the original bid and one copy in a sealed envelope. DO NOT INCLUDE MORE THAN ONE BID PER ENVELOPE. The face of the envelope shall indicate State Purchasing's address, the bid number, and date and time of the bid submittal. Bids not 02-1236 http://www.myflorida.com/st—contracts/25000003 I /Instructions%20to%2OBidders.htm 8/7/2002 Instructions to l dders Page 6 of 7 submitted on the forms included with these solicitation documents shall be rejected. Each bidder is responsible for ensuring that its bid is delivered at the proper time and to the proper place. The Department shall not consider late bids. BIDS MUST BE RECEIVED AT STATE PURCHASING, 405 ESPLANADE WAY, ROOM 315F, TALLAHASSEE, FLORIDA, AT OR BEFORE 2:00 P.M. ON MAY 6, 2002. 1.15 Bid Tabulation: Bids shall be opened on the date specified on the Bidder Acknowledgement form (PUR 7027 Rev. 6/1/98), or as amended, and thereafter tabulated. Bid tabulations will be furnished upon written request and payment of a predetermined fee, as provided on the Request for Notification of No Award form (PUR 7063) included in section 4.0 of these solicitation documents. The Department shall not provide bid tabulations by telephone. 1.16 Special Accommodation: Any person requiring a special accommodation at State Purchasing because of a disability should call State Purchasing at (850) 488-8440 at least five (5) workdays prior to the bid opening. If you are hearing or speech impaired, please contact State Purchasing by using the Florida Relay Service at (800) 955-8771 (TDD). 1.17 Firm Bids: The Department may make award within sixty (60) days after the date of bid opening, during which period bids shall remain firm and shall not be withdrawn. If award is not made within sixty (60) days, a bid shall remain firm until either the Department awards the Contract or the Department receives from the bidder written notice that the bid is withdrawn. Any bid that expresses a shorter duration may, in the Department's sole discretion, be accepted or rejected. 1.18 Clarifications/Revisions: Before award, the Department reserves the right to seek clarifications, to request bid revisions, and to request any information deemed necessary for proper evaluation of bids from all bidders deemed eligible for Contract award. Failure to provide requested information may result in rejection of the bid. 1.19 Contract Formation: No contract shall be formed between bidder and the Department until the Department signs the Contract. The Department shall not be liable for any costs incurred by a bidder in preparing or producing its bid or for any work performed before the Contract is effective. 1.20 Notice of Award: The Department shall issue a notice of award, if any, to successful bidders, who shall be responsible for reproducing and distributing copies of the notice and Contract documents to all of the dealers or resellers identified in the bid as authorized to accept purchase orders and complete deliveries and to all authorized service centers. 1.21 Contract Overlap: Bidders shall identify any products covered by this solicitation that they are currently authorized to furnish under any other contract with the Department. By entering into the Contract, a Contractor authorizes the State to eliminate duplication between agreements in the manner the State deems to be in its best interest. 1.22 Purchasing Card Program: The State has implemented a purchasing card program through NationsBank, using the Visa network. Contractors will receive payment from the purchasing card in the same manner as other Visa purchases. Accordingly, bidders must presently have the ability to accept Visa or take whatever steps necessary to implement the ability before the start of the Contract term. The State reserves the right to revise this program in conjunction with implementation of an on-line procurement system. 62-1236 http://www.myflorida.com/st—contracts/25000003 I /Instructions%20to%2OBidders.htm 8/7/2002 Instructions to Bidders Page 7 of 7 1.23 Public Records: The Department does not intend to solicit confidential or proprietary information in response to this solicitation. Bidders are cautioned that Florida law generously defines what constitutes a public record; see, for example, section 119.07 of the Florida Statutes. If a bidder believes that its bid contains information that should not be a public record, the bidder shall clearly segregate and mark that information (for example, stamp each page "Confidential" and place it in an envelope marked "Confidential") and briefly describe in writing the grounds for claiming exemption from the public records law. The Department will not independently evaluate the bidder's claim of exemption. If the Department receives a public records request related to the bid, the Department shall notify the bidder in writing at least seven days before making the information available for review by the requester. The bidder shall be solely responsible for taking whatever action it deems appropriate to legally protect its claim of exemption from the public records law. If the bidder fails to do so, the Department shall make the information available for review. In no event shall the Department or any of its employees or agents be liable for disclosing, or otherwise failing to protect the confidentiality of, information submitted in response to this solicitation. 1.24 Bid Protests: Any protest concerning this solicitation shall be made in accordance with sections 120.57(3) and 287.042(2) of the Florida Statutes and chapter 28-110 of the Florida Administrative Code. Failure to comply with the law shall constitute a waiver of the protest. IT Hardware Home 02-1236 http://www.myflorida.com/st—contracts/25000003 1/Instructions*/*2Oto%2OBidders.htm 8/7/2002 General Conditions Page 1 of 20 General Conditions Contents 3.01 Definitions 3.02 Eligible Customers 3.03 Requests for Quotes 3.04 Posting and Revision of Authorized Product and Price List 3.05 Product Version 3.06 Quantity Discounts 3.07 Best Pricing Offer 3.08 Sales Promotions 3.09 Trade -In 3.10 Americans With Disabilities Act 3.11 Energy Star Compliant 3.12 Authorized Product Categories 3.13 Purchase Orders 3.14 Packaging 3.15 Manufacturer's Name and Approved Equivalents 3.16 Inspection at Contractor's Site 3.17 Safety Standards 3.18 Literature 3.19 Transportation and Delivery 3.20 Installation 3.21 Inspection and Acceptance 3.22 Title to Deliverables 3.23 Software License -Grant 3.24 Invoicing and Payment 3.25 Taxes 3.26 Customer's Default 3.27 Annual Appropriations 3.28 Surcharge Fee and Summary of Total Sales 3.29 Governmental Restrictions 3.30 Compliance with Laws 3.31 Lobbying and Integrity 3.32 Indemnification 3.33 Performance Bond 3.34 Suspension of Work 3.35 Termination for Convenience 3.36 Termination for Cause 3.37 Force Majeure, Notice of Delay, and No Damages for Delay 3.38 Equitable Adjustment 3.39 Scope Changes 3.40 Renewal 3.41 Advertising 3.42 Assignment 3.43 Dispute Resolution 3.44 Employees, Subcontractors, and Agents http://www.myflorida.com/st-contracts/25000003 1 /General`/`20Conditions.htm 8/7/2002 General Conditions Page 2 of 20 3.45 Security and Confidentiality 3.46 Independent Contractor Status of Contractor 3.47 Insurance Requirements 3.48 Service 3.49 Warranty 3.50 Warrantv of Authority 3.51 Warrantv of Ability to Perform 3.52 Year 2000 Compliance Warranty 3.53 Warranty of No Hardstop/Passive License Monitoring 3.54 Notice 3.55 Leases and Installment Purchases 3.56 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE) 3.57 Modification of Terms 3.58 Waiver 3.59 Execution in Counterparts 3.60 Severability 3.01 Definitions: The term "bid" means the offer extended to the Department in response to this solicitation. The forms to accompany the bid are included in section 4.0 of these solicitation documents. "Contract" means the legally enforceable agreement, if any, that results from this solicitation. The parties to the Contract will be the Department and Contractors. The Contract shall be reduced to writing substantially in the form included in section 4.0 of these solicitation documents. "Contract Specialist" means the State Purchasing employee who is primarily responsible for administration of the Contract. The Contract Specialist is identified in the Instructions to Bidders, and the Department shall conspicuously post contact information on its Internet web page associated with the Contract. The Department may appoint a different Contract Specialist, which shall not constitute an amendment to the Contract, by updating the posted contact information and sending notice to Contractor. Any communication to the Department by Contractors, by State Customer contract managers or contract administrators, or by other Customer purchasing officials, shall be addressed to the Contract Specialist. "Contractor" means a successful bidder, which, along with the Department, will enter into the Contract. The Department anticipates making a multiple award, but for sake of convenience the solicitation documents use the singular form of this term. If a Contractor is a manufacturer, its certified dealers and resellers may also furnish products under the Contract; in choosing to do so, the dealers and resellers agree to honor the Contract and the term "Contractor" shall be deemed to refer to them. Unless awarded the Contract as a direct bidder, however, dealers and resellers are not parties to the Contract, and the Contractor that certifies them shall be responsible for their actions and omissions. "Customer" means the State agencies and other eligible users that will order products directly from the Contractor under the Contract. By ordering products under the Contract, the Customer agrees to its terms. Customers are not, however, parties to the Contract. "Department" means the Florida Department of Management Services. The Department will be http://www.myflorida.com/st—contracts/25 000003 1 /General%20Conditions.htrn 8/7/2002 General Conditions Page 3 of 20 a parry to the Contract. "State Purchasing," a division within the Department's Support Program, is responsible for administration of this solicitation and will be responsible for day-to- day administration of the Contract. State Purchasing may be reached at 4050 Esplanade Way, Suite 360, Tallahassee, FL 32399-0950, (850) 487-4634, or via links posted at http:/h,-N,v1v.mvtlorida.com/niyflorida/business.%index.html. The Department reserves the right to contract with a third -party service provider to assume responsibility for administration of the Contract. "Product" means any deliverable under the Contract, which may include commodities, services, technology or software. "Purchase order" means the form or format a Customer uses to make a purchase under the Contract (e.g., a formal written purchase order, electronic purchase order, procurement card, or other authorized means). "State" means the State of Florida and its agencies. 3.02 Eligible Customers: Section 287.056 of the Florida Statutes. governs agencies' use of the Contract. Others may seek Department approval under section 287.042(2)(a) as an eligible user of the Contract. Customers participating in the Contract do so according to the following terms: (1) non -State Customers assume and bear complete responsibility with regard to performance of any contractual obligation or term; (2) breach of a Contract term by any particular Customer shall not be deemed a breach of the Contract as a whole, which shall remain in full force and effect, and shall not affect the validity of the Contract nor the Contractor's obligations to non - breaching Customers or the Department; (3) the State shall not be liable for any breach by a non - State Customer; (4) each non -State Customer and the Contractor guarantee to save the State and its officers, agents, and employees harmless from liability that may be or is imposed by their failure to perform in accordance with their obligations under the Contract. 3.03 Requests for Quotes: Unlike most products, technology products historically decrease in price over time. Therefore, it is in the Customer's best interest not to set the price for any particular technology product until the date the product is purchased. For all purchases of $2,500 or greater, CUSTOMERS ARE RESPONSIBLE FOR COMPETITIVELY SETTING THE PRICE FOR EACH PARTICULAR ORDER, AND THEY SHALL DO SO BY INITIATING A REQUEST FOR QUOTES ("RFQ"), which is an oral or written request for written pricing or service information from a Contractor for products available under the Contract from that Contractor. Customers shall create and maintain written records of oral and written requests, as well as records of quotes received. Quotes shall be in writing but otherwise informal, and need not be received or posted publicly or at a particular time or place. A Customer shall initiate a sufficient number of requests to obtain a minimum of three quotes, should look for a Contractor willing to beat its own (or a competitor's) currently authorized Contract price, and shall place its purchase order with the Contractor quoting the lowest price, unless the Customer documents in writing that the lowest price quote would not result in best value (for example, lowest price is for refurbished or remanufactured product). 3.04 Posting and Revision of Authorized Product and Price List: Every Contractor shall maintain on the Internet a list of the products it is authorized to sell under the Contract. The list shall clearly indicate the ceiling price for each product, expressed either as a single price or as a percentage savings off the "benchmark" price. On the Ordering Instructions form submitted with the bid, bidders shall note the proposed Universal Resource Locator (URL) for this list. Posting of the list in a form easily accessible to the Department and Customers shall be a condition 02-1236 http://www.myflorida.com/st—contracts/25000003 1/General`/*20Conditions.htm 8/7/2002 General Conditips Page 4 of 20 precedent to Contractor's right to payment under the Contract. The Department, in its sole discretion, may maintain Contractor's authorized list or provide electronic links to it. Regardless of the number of links to the list, Contractor shall ensure that Customers are able to access one, and only one, version of the authorized list. The authorized list shall include, either directly or via electronic link, the following: Contract number; contact person; part or product numbers and descriptions; ordering information; and pricing information. Contractor's initial authorized list shall be substantially identical to the "benchmark" list submitted with the bid and used in making the award, or that portion of it bid by Contractor. Contractor shall not make the list generally available or accept any orders off of it until the Department approves the list. Contractor may thereafter amend the list to reflect product line and price changes, subject to the following restrictions. _ , For product line changes, a Contractor shall offer products under the Contract only within those sub -categories it is currently authorized to offer. For example, if a Contractor currently is authorized to sell servers but not personal computers, the Contractor shall not add personal computers to its authorized list of products. During the term of the Contract, however, a Contractor may seek to increase the number of product categories it is authorized to offer by being added as an authorized Contractor for other categories, as outlined in paragraph 3.12 of these General Conditions. Upon written request of a Customer, the Department may waive this prohibition for a particular transaction and allow a Contractor to bundle and sell products that it is not currently authorized to sell along with products that is authorized to sell, if the Customer conclusively demonstrates, to the Department's satisfaction, that the "package deal" would provide the best value to the State. Within its currently authorized product categories, a Contractor may amend its list to reflect product developments. Any added product shall be offered at the then -current authorized percentage discount, which shall always be at least as great as the discount offered initially. For price changes, a Contractor shall only decrease, and shall never increase, the prices offered initially (stated differently, a Contractor may increase, but never decrease, its percentage discount). Posted price reductions shall take effect immediately and be applied to unshipped and subsequent orders. CONTRACTORS ARE FREE TO OFFER GREATER DISCOUNTS FOR INDIVIDUAL TRANSACTIONS, AND CUSTOMERS ARE REQUIRED TO SEEK THEM AND TO EXPLORE WHETHER OTHER CONTRACTORS AUTHORIZED FOR THE PRODUCT CATEGORY OFFER BETTER DISCOUNTS THROUGH THE RFQ PROCESS. :: At least two business days before making any changes to the posted authorized list — whether to products, to prices, or otherwise — a Contractor shall notify the Contract Specialist by e-mail of its intent to make a change and describe the proposed change. The Department may, in its sole discretion, prohibit any requested change or direct a Contractor to undo any change already made. In addition, the Department may direct rescission of any purchase order entered into on the basis of an unauthorized product and price list. A&I Changes to the authorized list or to related information (for example, ordering information) shall not be deemed Contract amendments. -1236 http://www.myflorida.com/st—contracts/25000003 l/General%20Conditions.htm 8/7/2002 General Conditions Page 5 of 20 4'► On a quarterly basis, or more frequently if directed in writing by the Contract Specialist, Contractor shall submit written certification of changes made to its authorized list. The certification shall be substantially in the.form included in Section 4 of the solicitation documents, "Certification of Changes to Authorized Product and Price List." Failure to submit the form in a timely manner shall constitute grounds for terminating the Contract. Falsification of any information on the form shall subject Contractor to civil liability and criminal prosecution. .A' The Department reserves the right to revise these restrictions in conjunction with implementation of an on-line procurement system. 3.05 Product Version: Purchase orders shall be deemed to reference a manufacturer's most recently released model or version of the product at the time of the order, unless the Customer specifically requests in writing an earlier model or version and the Contractor is willing to provide such model or version. 3.06 Quantity Discounts: Contractors are urged to offer additional discounts for one time delivery of large single orders of any assortment of items. Customers should seek to negotiate additional price concessions on quantity purchases of any products offered under the Contract. State Customers shall document their files accordingly. 3.07 Best Pricing Offer: During the Contract term, if the Contractor sells substantially the same or a smaller quantity of a product outside the Contract, but upon the same or similar terms of the Contract, at a lower price, then at the discretion of the Department the price under the Contract shall be immediately reduced to the lower price. 3.08 Sales Promotions: In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, a Contractor may conduct sales promotions involving price reductions for a specified lesser period or for a specific Customer group (e.g., K-12, Higher Education, State Customers, etc.). A Contractor shall submit to the Contract Specialist documentation identifying the proposed (1) starting and ending dates of the promotion or (2) specific Customers to which the promotion is addressed and (3) products involved and (4) promotional prices compared to then -authorized prices. Promotional prices shall be available to all Customers. Upon approval, the Contractor shall conspicuously post notice of the promotion with its authorized product list. 3.09 Trade -In: Customers may trade-in equipment when making purchases from the Contract. A trade-in shall be negotiated between the Customer and the Contractor. Customers are obligated to actively seek current fair market value when trading equipment, and to keep accurate records of the process. For State agencies, it may be necessary to provide documentation to the Office of the State Comptroller and to the agency property custodian. 3.10 Americans With Disabilities Act: Contractors should identify any products that may be used or adapted for use by visually, hearing, or other physically impaired individuals. 3.11 Energy Star Compliant: The Federal Environmental Protection Agency encourages the manufacture of energy efficient computer hardware, and the State supports this initiative. The Department prefers that all products offered under the Contract be Energy Star compliant and bear the EPA Energy Star Logo. Customers should seek to reduce the total cost of equipment ownership and operation, and they should consider the purchase of Energy Star compliant equipment if it meets their performance needs. 02-1236 2_1236 http://www.myflorida.com/st—contracts/25000003 1 /General`/`20Conditions.htm 8/7/2002 General Conditigps Page 6 of 20 3.12 Authorized Product Categories: Upon Contractor's written request, the Department may authorize the Contractor to furnish product under other categories or subcategories identified in the solicitation documents. In considering Contractor's request, the Department shall apply substantially the same terms and conditions governing the initial solicitation. The Department's decision on the request shall be final and not subject to appeal of any kind. 3.13 Purchase Orders: A Contractor shall not deliver or furnish products until a Customer transmits a purchase order. All purchase orders shall bear the Contract number, shall be placed by the Customer directly with the Contractor, and shall be deemed to incorporate by reference the Contract terms and conditions. Any discrepancy between the Contract terms and the terms stated on the Contractor's order form, confirmation, or acknowledgement shall be resolved in favor of terms most favorable to the Customer. A purchase order for services within the ambit of section 287.058(1) of the Florida Statutes shall be deemed to incorporate by reference the requirements of subparagraphs (a) through (f) thereof. Even where not otherwise required, CUSTOMERS ARE ENCOURAGED TO INCLUDE PROVISIONS THAT PROMOTE GOOD CONTRACT MANAGEMENT PRACTICES AND ENABLE THE CUSTOMER AND CONTRACTOR TO MONITOR AND ADJUST PERFORMANCE, for example, provisions clearly defining the scope of the work, provisions dividing the order into objectively measured deliverables, provisions setting forth schedules for completion and (where appropriate) liquidated damages for untimely completion, etc. State Customers shall designate a contract manager and a contract administrator as required by subsections 287.057(14) and (15) of the Florida Statutes. The Department reserves the right to revise this section in conjunction with implementation of an on-line procurement system. 3.14 Packaging: Tangible product shall be securely and properly packed for shipment, storage, and stocking in appropriate, clearly labeled, shipping containers and according to accepted commercial practice, without extra charge for packing materials, cases, or other types of containers. All containers and packaging shall become and remain Customer's property. 3.15 Manufacturer's Name and Approved Equivalents: Unless otherwise specified, any manufacturers' names, trade names, brand names, information and/or catalog numbers listed in a specification are descriptive, not restrictive. With the Department's prior approval, the Contractor may offer any product that meets or exceeds the applicable specifications. The Contractor shall demonstrate comparability, including appropriate catalog materials, literature, specifications, test data, etc. The Department shall determine in its sole discretion whether a product is acceptable as an equivalent. 3.16 Inspection at Contractor's Site: The State reserves the right to inspect, at any reasonable time with prior notice, the equipment or product or plant or other facilities of a Contractor or prospective Contractor (bidder) to assess conformity with Contract requirements and to determine whether they are adequate and suitable for proper and effective Contract performance. 3.17 Safety Standards: All manufactured items and fabricated assemblies subject to operation under pressure, operation by connection to an electric source, or operation involving connection to a manufactured, natural, or LP gas source shall be constructed and approved in a manner acceptable to the appropriate State inspector. Acceptability customarily requires, at a minimum, identification marking of the appropriate safety standard organization, where such approvals of listings have been established for the type of device offered and furnished, for example: the American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories and/or National Electrical Manufacturers' Association for electrically operated assemblies; and 02-1236 http://www.myflorida.com/st contracts/250000031/General%2OConditions.htm 8/7/2002 General Conditigns Page 7 of 20 the American Gas Association for gas -operated assemblies. In addition, all items furnished shall meet all applicable requirements of the Occupational Safety and Health Act and state and federal requirements relating to clean air and water pollution. 3.18 Literature: Upon request, the Contractor shall furnish Customers literature reasonably related to the product offered, for example, user manuals, price schedules, catalogs, descriptive brochures, etc. 3.19 Transportation and Delivery: Prices shall include all charges for packing, handling, freight, distribution, and inside delivery. Transportation of goods shall be FOB Destination to any point within thirty (30) days after the Customer places an Order. A Contractor, within five (5) days after receiving a purchase order, shall notify the Customer of any potential delivery delays. Evidence of inability to deliver or intentional delays shall be cause for Contract cancellation and Contractor suspension. 3.20 Installation: Where installation is required, Contractor shall be responsible for placing and installing the product in the required locations at no additional charge, unless otherwise designated on the purchase order. Contractor's authorized product and price list shall clearly and separately identify any additional installation charges. All materials used in the installation shall be of good quality and shall be free of defects that would diminish the appearance of the product or render it structurally or operationally unsound. Installation includes the furnishing of any equipment, rigging, and materials required to install or replace the product in the proper location. Contractor shall protect the site from damage and shall repair damages or injury caused during installation by Contractor or its employees or agents. If any alteration, dismantling, excavation, etc., is required to achieve installation, the Contractor shall promptly restore the structure or site to its original condition. Contractor shall perform installation work so as to cause the least inconvenience and interference with Customers and with proper consideration of others on site. Upon completion of the installation, the location and surrounding area of work shall be left clean and in a neat and unobstructed condition, with everything in satisfactory repair and order. 3.21 Inspection and Acceptance: Inspection and acceptance shall be at destination unless otherwise provided. For Contractor -installed products, the date of acceptance is the date the Customer accepts the product as installed and in good working order, as determined by any appropriate acceptance testing, and the Customer shall certify in writing to the Contractor when the product is accepted (if training or other post -installation services are included in the purchase order, the acceptance shall be conditional). For Customer -installed products, the date of acceptance shall be the delivery date. Until acceptance, risk of loss or damage shall remain with the Contractor. The Contractor shall be responsible for filing, processing, and collecting all damage claims. To assist the Contractor with damage claims, the Customer shall: record any evidence of visible damage on all copies of the delivering carrier's Bill of Lading; report damage to the carrier and the Contractor; and provide the Contractor with a copy of the carrier's Bill of Lading and damage inspection report. When a Customer rejects a product, Contractor shall remove it from the premises within ten days after notification of rejection. Upon rejection notification, the risk of loss of rejected or non -conforming product shall remain with the Contractor. Rejected product not removed by the Contractor within ten days shall be deemed abandoned by the Contractor, and the Customer shall have the right to dispose of it as its own property. Contractor shall reimburse the Customer for costs and expenses incurred in storing or effecting removal or disposition of rejected product. 3.22 Title to Deliverables: For purposes of this section, a "product" is any deliverable furnished 02-1236 http://www.myflorida.com/st—contracts/25000003 I /General`K20Conditions.htm 8/7/2002 General ConditiW Page 8 of 20 under the Contract, including but not limited to (1) components of the hardware environment, (2) printed materials, (3) third -parry software, (4) programs and programming modifications, customizations, tools, data, modules, and components, and (5) any tangible or intangible properties embedded therein. A product is "existing" if it is a tangible or intangible licensed product that exists before Contract work begins (the Contractor shall bear the burden of proving that a product existed before work began). A product is "custom" if it is any product, preliminary or final, that is created under the Contract for the Customer by the Contractor or its employees, subcontractors, or agents. For existing hardware products, title to a hardware product shall pass to Customer upon written acceptance. For existing software products, that are normally commercially distributed on a license basis by the Contractor or other independent software proprietary owner (ISPO), whether or not embedded in, delivered, or operating in conjunction with hardware or a custom product, title shall remain with the Contractor or ISPO. Effective upon acceptance, such product shall be licensed to the Customer in accordance with the Contractor or ISPO's standard licensed agreement, provided, however, that the license agreement shall, at a minimum, (1) grant the Customer a non-exclusive license to use, execute, reproduce, display, perform, adapt (unless the Contractor demonstrates to the Customer before execution of a purchase order that adaptation will violate existing agreements or law) and distribute the product to authorized users up to the license capacity identified in the purchase order with all license rights necessary to effect the Customer's stated purpose, and (2) recognize the State as the licensee, where the Customer is part of the State. Where these rights are not otherwise covered by the ISPO's standard license agreement, the Contractor shall obtain these rights at its sole expense. The Customer shall reproduce all copyright notices and any other legend of ownership on any copies authorized under this paragraph. For custom products, effective upon creation the Contractor hereby conveys to the Customer the sole and exclusive rights, title and interest in the product, including all trademark and copyrights, and the Contractor shall take all necessary and appropriate steps to ensure that the products are protected against unauthorized copying, reproduction, or marketing through the Contractor or its employees, subcontractors, or agents; provided, that the Contractor may otherwise use any related or underlying general knowledge, skills, ideas, concepts, techniques and experience developed under the Contract. In the alternative to taking exclusive ownership and title to such products, the Customer may elect, by pFoviding written notice to the Contractor, to take a non-exclusive license to use, execute, reproduce, display, perform, and distribute the product as described in the preceding paragraph. 3.23 Software License Grant: Where product is acquired on a licensed basis, the following terms shall constitute the license grant. Scope: Licensee is granted a non-exclusive license to use, execute, reproduce, display, perform, or merge the product within its business enterprise in the United States up to the maximum licensed capacity identified on the purchase order. The product may be accessed, used, executed, reproduced, displayed, or performed up to the capacity measured by the applicable licensing unit identified on the purchase order (i.e., payroll size, number of employees, CPU, MIPS, MSU, concurrent user, workstation, etc.). Licensee shall have the right to use and distribute modifications and customizations of the product to and for use by any Customers otherwise licensed to use the product, provided that any modifications, however extensive, shall not diminish licensor's proprietary title or interest. This paragraph grants no license, right, or interest in any trademark, trade name, or service mark. 62-1236 http://www.myflorida.com/st—contracts/25000003 I/GeneraJ%2OConditions.htM 8/7/2002 General Conditions Page 9 of 20 Term: The license term shall begin the date the product is accepted. Where a license involves licensee's right to copy a previously licensed and accepted master copy, the term shall begin the date the purchase order is executed. Documentation: Upon request, the Contractor shall deliver to the licensee at the Contractor's expense (1) one master electronic copy and one hard copy of product documentation or (2) one master electronic copy and hard copies of the product documentation by type of license in the following amounts, unless otherwise agreed: for individual/named user, one copy per licensee; for concurrent users, ten copies per site; for processing capacity, ten copies per site. The master electronic copy shall be in either CD-ROM or diskette format and usable without conversion (for example, if a unit has only a 3%" disk drive, software shall be provided on 3'/Z" diskettes). The Contractor hereby grants the Customer a perpetual license right to make, reproduce (including downloading electronic copies), and distribute, either electronically or otherwise, copies of product documentation as necessary to enjoy full use of the product in accordance with the terms of the license. Technical Support and Maintenance: Licensee may elect the technical support and maintenance ("maintenance") set forth in the Contract by giving written notice to the Contractor any time during the Contract term. Maintenance shall include, at a minimum, (1) providing error corrections, patches, updates, revisions, fixes, upgrades, and new releases to licensee, and (2) Help Desk assistance accessible via toll-free or local telephone call or on-line. The Contractor shall maintain the products so as to provide licensee with the ability to use the products in accordance with the product documentation, without significant functional downtime to ongoing operations during the maintenance term. The Customer shall not be required to purchase maintenance for use of the product, and the Customer's license shall not be invalidated for refusal to purchase maintenance. The maintenance term(s) and any renewals are independent of the Contract term. The Customer may discontinue maintenance at the end of any current maintenance term upon notice to the Contractor; provided, the term shall not automatically renew. If the Customer does not initially acquire, or discontinues, maintenance, the Customer may at any later time reinstate maintenance without any penalties or other charges, by paying the Contractor the amount, if any, that would have been due under the Contract for the period that maintenance had lapsed, or for twelve months, whichever is less. Transfers: Licensee's operations may be altered, expanded, or diminished. Licenses may be transferred or combined for use at an alternative or consolidated site not originally specified in the license, including transfers between agencies. Contractor approval is not required for such transfers, but licensee shall give prior written notice to the Contractor. There shall be no additional license or other transfer fees due, provided that (1) the maximum capacity of the consolidated machine is equal to the combined individual license capacity of all licenses running at the consolidated or transferred site (e.g., named users, seats, or NIPS) or (2) if the maximum capacity of the consolidated machine is greater than the individual license capacity being transferred, a logical or physical partition or other means of restricting access will be maintained within the computer system to restrict use and access to the product to that unit of licensed capacity solely dedicated to beneficial use for licensee. If the maximum capacity of the consolidated machine is greater than the combined individual license capacity of all licenses running at the consolidated or transferred site, and a logical or physical partition or other means of restricting use is not available, the fees due the Contractor shall not exceed the fees otherwise payable for a single license for the upgrade capacity. Restricted Use by Third Parties: Outsourcers, facilities management, service bureaus, or other services retained by licensee shall have the right to use the product to maintain licensee's 02-1230 http://www.myflorida.com/st—contracts/25000003 l/General%20Conditions.htm 8/7/2002 General ConditioZs Page 10 of 20 operations, including data processing, provided that (1) licensee gives notice to the Contractor of such third party, site of intended use of the product, and means of access, (2) the third party has executed, or agrees to execute, the product manufacturer's standard nondisclosure or restricted use agreement, which agreement shall be accepted by the Contractor, and (3) the third party shall maintain a logical or physical partition within its computer system to restrict access to the program to that portion solely dedicated to beneficial use for licensee. Licensee shall not be liable for any third parry's compliance or noncompliance with the terms of the nondisclosure agreement, nor shall the nondisclosure agreement create or impose any liabilities on the State or the licensee. Any third parry with whom a licensee has a relationship for a State function or business activity shall have the temporary right to use product (e.g., Java applets), provided that such use shall be limited to the period during which the third parry is using the product for the function or activity. Archival Backup: Licensee may use and copy the product and related documentation in connection with reproducing a reasonable number of copies for archival backup and disaster recovery procedures. Source Code Escrow: If either the product manufacturer/developer or the Contractor offers source code or source code escrow to any other commercial customer, or if either entity seeks bankruptcy protection, then the Contractor shall either (1) provide licensee with source code for the product, (2) place the source code in a third -parry escrow arrangement with a designated escrow agent, which shall be identified to the Department, and which shall be directed to release the deposited source code in accordance with a standard escrow agreement acceptable to the Department, or (3) certify to the Department that the product manufacturer/developer has named the State, acting by and through the Department, and the licensee, as named beneficiaries of an established escrow arrangement with its designated escrow agent, which shall be identified to the Department and licensee, and which shall be directed to release the deposited source code in accordance with the terms of escrow. Source code, as well as any corrections or enhancements, shall be updated for each new release of the product in the same manner as provided above and such updated shall be certified in writing to the Department. The Contractor shall identify the escrow agent upon commencement of the Contract term and shall certify annually that the escrow remains in effect in compliance with the terms of this paragraph. The State may release the source code to licensees under the Contract which have licensed product or obtained services, and which may use the copy of the source code to maintain the product. Confidentiality: The product is a trade secret, copyrighted and propriety product. Licensee and its employees shall not disclose or otherwise distribute or reproduce any product to anyone other than as authorized under the Contract. Licensee shall not remove or destroy any of the Contractor's proprietary markings. Restricted Use: Except as expressly authorized by the terms of license, licensee shall not: copy the product; cause or permit reverse compilation or reverse assembly of the product or any portion; or export the product in violation of any U.S. Department of Commerce export administration regulations. Proof of License: The Contractor shall provide to each licensee that places a purchase order either (1) the product developer's certified license confirmation certificates in the name of the licensee or (2) a written confirmation from the proprietary owner accepting the product invoice as a proof of license. The Contractor shall submit a sample certificate, or alternative confirmation, which shall be in a form acceptable to the licensee. o2 _ 1236 http://www.myflorida.com/st—contracts/25000003 1 /General%20Conditions.htm 8/7/2002 General Conditions Page 11 of 20 Audit of Licensed Usage: The Contractor may periodically audit, no more than annually and at its expense, use of licensed product at any site where a copy resides provided that (1) the Contractor gives licensee at least thirty days written advance notice, (2) the audit is conducted during the licensee's normal business hours, (3) the audit is conducted by a State Inspector General's office or, for non -State licensees, by an independent auditor chosen by mutual agreement of the licensee and Contractor as follows: the Contractor shall recommend a minimum of three auditing/accounting firms, from which the licensee shall select one; in no case shall the Business Software Alliance, Software Publishers Association, or Federation Against Software Theft be recommended by the Contractor or used, directly or indirectly, to conduct audits, (4) the Contractor and licensee shall designate a representative who shall be entitled to participate, who shall mutually agree on audit format, and who shall be entitled to copies of all reports, data, or information obtained from the audit, and (5) if the audit shows that the licensee was not in compliance, the licensee shall purchase additional licenses or capacities necessary to bring it into compliance and shall pay for the unlicensed capacity at the Contract price then in effect or, if none, then at the Contractor's U.S. commercial list price. Once such additional licenses and capacities are purchased, licensee shall be deemed to have been in compliance retroactively, and licensee shall have no further liability of any kind for the unauthorized use of the product. Bankruptcy: The Contract is subject to the terms of section 365(n) of the United States Bankruptcy Code ("Code") if the licensor files a bankruptcy petition. Licensor's failure to perform its continuing obligations shall constitute a material breach of the Contract excusing performance by the licensee. Royalty payments for use of intellectual property shall be separate from and independent of payments for performance of all other obligations under the Contract (e.g., continuing development obligations, maintenance and support obligations, obligations to provide updates, indemnity obligations, etc.). Upon request, the licensor shall furnish licensee any intellectual property, as defined in the Code, and any embodiment of that intellectual property held by the licensor. If licensee must hire third -parties to perform support, maintenance, or development tasks previously performed by licensor, the licensee may provide intellectual property to such third -parties without violating non -disclosure or exclusivity provisions. 3.24 Invoicing and Payment: Invoices shall contain the Contract number, purchase order number, and the Contractor's SPURS vendor number. The State may require any other information from the Contractor that the State deems necessary to verify any purchase order placed under the Contract. At the Department's option, Contractors may be required to invoice electronically pursuant to Department guidelines. Payment shall be made in accordance with sections 215.422 and 287.0585 of the Florida Statutes, which govern time limits for payment of invoices. Time limits do not begin until the Contractor submits a properly completed invoice. Invoices that must be returned to a Contractor due to preparation errors will result in a delay in payment. Contractors may call (850) 413-7269 Monday through Friday to inquire about the status of payments by State agencies. The Customer is responsible for all payments under the Contract. A Customer's failure to pay, or delay in payment, shall not constitute a breach of the Contract and shall not relieve the Contractor of its obligations to the Department or to othet Customers. 3.25 Taxes: The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees' wages. Purchases by non -State Customers may be subject to taxes, which shall be computed based on the purchase price and added to the invoice submitted to such entity for payment. 1/7/2002 6Z-1236 http://www.myflorida.com/stcontracts/250000031/General%20Conditions.htm General Conditions Page 12 of 20 3.26 Customer's Default: A Customer's breach of the terms of a particular order shall not be deemed a breach of the Contract. If a Customer fails to make a payment to the Contractor for products delivered or provided, accepted, and properly invoiced, within sixty days after approval for payment, then the Contractor may, upon ten days advance written notice to both the Department and Customer's purchasing official, suspend additional shipments of product or provision of services to that specific Customer until such time as reasonable arrangements have been made and assurances given by the Customer for current and future Contract payments. Notwithstanding the foregoing, the Contractor shall, in writing and at least ten days before declaring a Customer in breach of the terms of a particular order, notify both the Department and Customer's purchasing official of the specific facts, circumstances and grounds upon which the Contractor intends to declare a breach. If the Contractor's basis for declaring a breach is determined, then or later, to be insufficient, then the Contractor's declaration of breach and failure to service the Customer shall constitute a breach of the Contract by the Contractor and the Department or Customer may thereafter seek any remedy available at law or equity. 3.27 Annual Appropriations: The State's performance -and obligation to pay under the Contract are contingent upon an annual appropriation by the Legislature. 3.28 Surcharge Fee and Summary of Total Sales: Pursuant to section 287.1345 of the Florida Statutes, a surcharge fee of one percent (1.0%) is imposed on Contractor's sales under the Contract. The fee shall be paid by the Contractor and must be included in prices bid and cannot be added as a separate item. After receipt of payment from the Contract purchases, all Contractor surcharge fees shall be payable to the Department no later than 15 days after the end of each quarter. The Contractor shall note "surcharge fee" and the contract number on a check and remit it to: Florida Department of Management Services P.O. Box 5438 Tallahassee, FL 32314-5438 At the end of each calendar quarter, the Contractor shall complete and submit to State Purchasing the Vendor User Fee Report form (PUR 7073C) included in section 4.0 of these solicitation documents. By submission of these reports and corresponding Contractor surcharge deposits, Contractor is certifying their correctness. All such reports and fee deposits shall be subject to audit by the State. Contractors shall be responsible for reporting sales and paying user fees resulting from sales made by authorized resellers. The Department reserves the right to revise collection and reporting requirements in conjunction with implementation of an on-line procurement system. Failure to comply with these requirements shall constitute grounds for declaring the Contractor in default and recovering reprocurement costs from the Contractor in addition to all outstanding surcharge fees. CONTRACTORS DELINQUENT IN PAYING USER FEES MAY BE EXCLUDED FROM BIDDING ON DEPARTMENT CONTRACTS. 3.29 Governmental Restrictions: If the Contractor believes that any governmental restrictions have been imposed that require alteration of the material, quality, workmanship or performance of the products offered under the Contract, the Contractor shall immediately notify the Department in writing, indicating the specific restriction. The Department reserves the right and the complete discretion to accept any such alteration or to cancel the Contract at no further expense to the Department. http://www.myflorida.com/st—contracts/25000003 1/General%20Conditions.htrn 8/7/2002 General Conditions Page 13 of 20 3.30 Compliance with Laws: The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, State, and local agencies having jurisdiction and authority. By way of non -exhaustive example, Chapter 287 of the Florida Statutes and Chapter 60A-1 of the Florida Administrative Code govern the Contract. By way of further non -exhaustive example, the Contractor shall comply with section 247A(e) of the Immigration and Nationalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Violation of such laws shall be grounds for Contract termination. 3.31 Lobbying and Integrity. Pursuant to section 216.347 of the Florida Statutes, the Contractor may not expend any State funds for the purpose of lobbying the Legislature, the judicial branch, or a state agency. In addition, the Contractor shall not, in connection with this or any other agreement with the State, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give to anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee. For purposes of clause (2), "gratuity" means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. Upon request of the Department's Inspector General, or other authorized State official, the Contractor shall provide any type of information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but shall not be limited to, the Contractor's business or financial records, documents, or files of any type or form that refer to or relate to the Contract. The Contractor shall retain such records for the longer of (1) three years after the expiration of the Contract or (2) the period required by the General Records Schedules maintained by the Florida Department of State (available at: http:/idlis.dos.state.fl.us/ barmigenschedules `gensched.h.tm). The Contractor agrees to reimburse the State for the reasonable costs of investigation incurred by the Inspector General or other authorized State official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State which results in the suspension or debarment of the Contractor. Such costs shall include, but shall not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for any costs of investigations that do not result in the Contractor's suspension or debarment. 3.32 Indemnification: The Contractor shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless the State and Customers, and their officers, agents, and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Contractor, its agents, employees, partners, or subcontractors; provided, however, that the Contractor shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of the State or a Customer. Further, the Contractor shall fully indemnify, defend, and hold harmless the State and Customers from any suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret or intellectual property right, provided that the State or Customer shall give the Contractor (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole http://www.myflorida.com/st—contracts/25 000003 1 /General%20Conditions.htrn 8/7/2002 General Conditigp.s Page 14 of 20 expense. The Contractor shall not be liable for any cost, expense, or compromise incurred or made by the State or Customer in an infringement action without the Contractor's prior written consent, which shall not be unreasonably withheld. If any product is the subject of an infringement suit, or in the Contractor's opinion is likely to become the subject of such a suit, the Contractor may at its sole expense procure for the Customer the right to continue using the product or to modify it to become non -infringing. If the Contractor is not reasonably able to modify or otherwise secure the Customer the right to continue using the product, the Contractor shall remove the product and refund the Customer the amounts paid in excess of a reasonable rental for past use. The Customer shall not be liable for any royalties. Except as specified in the foregoing portions of this section, for all other claims against the Contractor under any individual purchase order, and regardless of the basis on which the claim is made, the Contractor's liability under a purchase order for direct damages shall be the greater of $100,000, the dollar amount of the purchase order, or two times the charges rendered by the Contractor under the purchase order. Unless otherwise specifically enumerated in the Contract or in the purchase order, no party shall be liable to another for special, indirect, or consequential damages, including lost data or records (unless the purchase order requires the Contractor to back-up data or records), even if the party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. The State and Customer may, in addition to other remedies available to them at law or equity and upon notice to the Contractor, retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against them. The State may set off any liability or other obligation of the Contractor or its affiliates to the State against any payments due the Contractor under any contract with the State. 3.33 Performance Bond: Customers may require the Contractor to furnish without additional cost a performance bond or negotiable irrevocable letter of credit or other form of security for the faithful performance of work under the Contract. Such requirement shall be set forth in the purchase order. . 3.34 Suspension of Work: The Department may in its sole discretion suspend any or all activities under the Contract, at any time, when in the best interests of the State to do so. The Department shall provide the Contractor written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, the Contractor shall comply with the notice and shall not accept any purchase orders. Within ninety days, or any longer period agreed to by the Contractor, the Department shall either (1) issue a notice authorizing resumption of work, at which time activity shall resume, or (2) terminate the Contract. Suspension of work shall not entitle the Contractor to any additional compensation. 3.35 Termination for Convenience: The Department, by written notice to the Contractor, may terminate the Contract in whole or in part when the Department determines in its sole discretion that it is in the State's interest to do so. The Contractor shall not furnish any goods or perform any services after it receives the notice of termination, except as necessary to complete the continued portion of the Contract, if any. The Contractor shall not be entitled to recover any cancellation charges or lost profits. 3.36 Termination for Cause: The Department may terminate the Contract if the Contractor fails to (1) deliver the supplies or perform the services within the time specified in the Contract or any extension, (2) maintain adequate progress, thus endangering performance of the Contract, (3) honor any term of the Contract, or (4) abide by any statutory, regulatory, or licensing requirement. Rule 60A-1.006(3), Florida Administrative Code, governs the procedure and 62-x.236 http://www.myflorida.com/st—contracts/25000003 l/General%20Conditions-htm 8/7/2002 General Conditions Page 15 of 20 consequences of default. The Contractor shall continue work on any work not terminated. Except for defaults of subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from events completely beyond the control, and without the fault or negligence, of the Contractor. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both the Contractor and the subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to perform, unless the subcontracted services or supplies were obtainable from other sources in sufficient time for the Contractor to meet the required delivery schedule. If, after termination, it is determined that the Contractor was not in default, or that the default was excusable, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Department. The rights and remedies of the Department in this clause are in addition to any other rights and remedies provided by law or under the Contract. 3.37 Force Majeure, Notice of Delay, and No Damages for Delay: The Contractor shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Contractor's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay the Contractor believes is excusable, the Contractor shall notify the Customer in writing of the delay or potential delay and describe the cause of the delay either (1) within ten (10) days after the cause that creates or will create the delay first arose, if the Contractor could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five (5) days after the date the Contractor first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE CONTRACTOR'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against the Customer or the Department. The Contractor shall not be entitled to an increase in the Contract price or payment of any kind from the Customer or Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall perform at no increased cost, unless the Department determines, in its sole discretion, that the delay will significantly impair the value of the Contract to the State or to Customers, in which case the Department may (1) accept allocated performance or deliveries from the Contractor, provided that the Contractor grants preferential treatment to Customers with respect to products subjected to allocation, and/or (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the products that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract in whole or in part. 3.38 Equitable Adjustment: The Department may, in its sole discretion, make an equitable adjustment in the Contract terms and/or pricing if pricing or availability of .supply is affected by extreme and unforeseen volatility in the marketplace, that is, by circumstances that satisfy all the following criteria: (1) the volatility is due to causes wholly beyond the Contractor's control, (2) the volatility affects the marketplace or industry, not just the particular Contract source of supply, (3) the effect on pricing or availability of supply is substantial, and (4) the volatility so affects the Contractor that continued performance of the Contract would result in a substantial 02-1236 http://www.myflorida.com/st—contracts/25000003 l/General*/*20Conditions.htrn 8/7/2002 General Conditions loss. Page 16 of 20 3.39 Scope Changes: The Department may unilaterally require, by written order, changes altering, adding to, or deducting from the Contract specifications, provided that such changes are within the general scope of the Contract. The Department may make an equitable adjustment in the Contract price or delivery date if the change affects the cost or time of performance. Such equitable adjustments require the written consent of the Contractor, which shall not be unreasonably withheld. If unusual quantity requirements arise, the Department may solicit separate bids to satisfy them. 3.40 Renewal: Subject to Chapter 287 of the Florida Statutes, and upon mutual agreement, the Department and the Contractor may renew the Contract, in whole or in part. Any renewal shall be in writing and signed by both parties. 3.41 Advertising: The Contractor shall not publicly disseminate any information concerning the Contract without prior written approval from the Department, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the Department or the State as a reference, or otherwise linking the Contractor's name and either a description of the Contract or the name of the State, the Department, or any Customer in any material published, either in print or electronically, to any entity that is not a party to Contract, except potential or actual authorized distributors, dealers, resellers, or service representative. 3.42 Assignment: The Contractor shall not sell, assign or transfer any of its rights, duties or obligations under the Contract, or under any purchase order issued pursuant to the Contract, without the prior written consent, of the Department; provided, the Contractor assigns to the State any and all claims it has with respect to the Contract under the antitrust laws of the United States and the State. The Department may assign the Contract with prior written notice to Contractor of its intent to do so. 3.43 Dispute Resolution: Any dispute concerning performance of the Contract shall be decided by the Contract Specialist, who shall reduce the decision to writing and serve a copy on the Contractor and, if appropriate, the Customer. The decision of Contract Specialist shall be final and conclusive unless within ten (10) days from the date of receipt, the Contractor files with the Department a petition for administrative hearing. The Department's decision on the petition shall be final, subject to the Contractor's right to review pursuant to Chapter 120 of the Florida Statutes. Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply, the Contractor waives any right to jury trial that it may have, and the prevailing party shall be awarded reasonable costs incurred, including attorneys' fees and costs on appeal. 3.44 Employees, Subcontractors, and Agents: All Contractor employees, subcontractors, or agents performing work under the Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Contractor shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under the Contract must comply with all security and administrative requirements of the Customer. The State may conduct, and the Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with a Customer's security or other requirements. Such http://www.myflorida.com/st—contracts/25000003 l/General%20Conditions.htm 8/7/2002 General Conditions Page 17 of 20 approval shall not relieve the Contractor of its obligation to perform all work in compliance with the Contract. The State may reject and bar from any facility for cause any of the Contractor's employees, subcontractors, or agents. 3.45 Security and Confidentiality: The Contractor shall comply fully with all security procedures of the State and Customer in performance of the Contract. The Contractor shall not divulge to third parties any confidential information obtained by the Contractor or its agents, distributors, resellers, subcontractors, officers or employees in the course of performing Contract work, including, but not limited to, security procedures, business operations information, or commercial proprietary information in the possession of the State or Customer. The Contractor shall not be required to keep confidential information or material that is publicly available through no fault of the Contractor, material that the Contractor developed independently without relying on the State's or Customer's confidential information, or material that is otherwise obtainable under State law as a public record. To insure confidentiality, the Contractor shall take appropriate steps as to its personnel, agents, and subcontractors. The warranties of this paragraph shall survive the Contract. 3.46 Independent Contractor Status of Contractor: The Contractor, together with its agents, distributors, resellers, subcontractors, officers and employees, shall have and always retain under the Contract the legal status of an independent contractor, and in no manner shall they be deemed employees of the State or Customer or deemed to be entitled to any benefits associated with such employment. During the term of the Contract, Contractor shall m4intain at its sole expense those benefits to which its employees would otherwise be entitled to by law, including health benefits, and all necessary insurance for its employees, including workers' compensation, disability, and unemployment insurance, and provide Customers with certification of such insurance upon request. The Contractor remains responsible for all applicable federal, state, and local taxes, and all FICA contributions. 3.47 Insurance Requirements: During the Contract term, the Contractor at its sole expense shall provide commercial insurance of such a type and with such terms and limits as may be reasonably associated with the Contract, which, as a minimum, shall be: workers' compensation and employer's liability insurance per Florida statutory limits (currently $100,000 per accident, $100,000 per person, and $500,000 policy aggregate) covering all employees engaged in any Contract work; commercial general liability coverage on an occurrence basis in the minimum amount of $500,000 (defense cost shall be in excess of the limit of liability), naming the State as an additional insured; and automobile liability insurance covering all vehicles, owned or otherwise, used in the Contract work, with minimum combined limits of $500,000, including hired and non -owned liability, and $5,000 medical payment. Providing and maintaining adequate insurance coverage is a material obligation of the Contractor and is of the essence of the Contract. Upon request, the Contractor shall provide certificate of insurance. The Contract shall not limit the types of insurance Contractor may desire to obtain or be required to obtain by law. The limits of coverage under each policy maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract. All insurance policies shall be through insurers authorized to write policies in Florida. 3.48 Service: If a Customer is unable to obtain service/warranty within the time specified, or if difficulties are encountered in obtaining service from the Contractor's designated service location, the Customer shall notify the individual designated on the Contractor's ordering instruction sheet, who shall then arrange and coordinate service by an alternate service dealer at no additional cost to the Customer. J2-1236 http://www.myflorida.com/st—contracts/25000003 1 /General`/`20Conditions.htm 8/7/2002 General Conditions Page 18 of 20 3.49 Warranty: Contractor warrants that all product furnished under the Contract shall be free of defective material and workmanship, and shall otherwise perform in accordance with required performance criteria, for a period of not less than one (1) year from date of acceptance. Warranty repairs shall be completed within the time specified in any support level requirements. If it is likely that the time for repairs will exceed the specified time, the Contractor shall provide equivalent loaner equipment upon request by the Customer. Loaner equipment shall be provided at no cost, including shipment to the Customer's location and return of loaner equipment to the Contractor. 3.50 Warranty of Authority: Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective parry to the Contract. 3.51 Warranty of -Abili1y to Perform: The Contractor shall provide the Department, no later than the time the Contractor returns a signed copy of the Contract, with proof of a Certificate of Status from the Secretary of State, Division of Corporations, demonstrating that the Contractor is in good standing and legally authorized to transact business in Florida. Failure to submit this documentation shall be sufficient grounds for withholding payment under the Contract and cause for termination. The Contractor warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes, or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify the Department in writing if its ability to perform is compromised in any manner during the term of the Contract. 3.52 Year 2000 Compliance Warranty: All products furnished under the Contract shall be Year 2000 compliant, that is, able to accurately process date data from, into, and between the twentieth and twenty-first centuries, including leap year calculations. Resellers may provide a "pass through warranty" from the manufacturer/software developer, which meets all the warranty requirements specified by the State, and which shall include all other warranties provided by the manufacturer or software developer. Reseller shall be responsible for warranty assurance, assistance, enforcement and any other actions or remediation, required to satisfy warranty requirements. 3.53 _Warranty of No Hardstop/Passive License Monitoring• Unless a Customer is specifically and conspicuously advised to the contrary in writing at the time of order and before product acceptance, the Contractor hereby warrants and represents that the product and upgrades do not and will not contain any computer code that would disable the product or upgrades or impair in any way operation based on the elapsing of time, exceeding an authorized number of copies, advancement to a particular date or other numeral, or other similar self-destruct mechanisms (sometimes called "time bombs," "time locks," or "drop dead" devices) or that would permit the Contractor to access the product to cause such disablement or impairment (sometimes called a "trap door" device). The Contractor agrees that upon an alleged breach of this provision, the Customer shall not have an adequate remedy at law; including monetary damages, and that the Customer shall be entitled to seek a temporary restraining order, injunction, or other form of equitable relief against the continuance of such breach, in addition to any other remedies to which the Customer shall be entitled. 3.54 Notice: All notices required under the Contract shall be delivered by certified mail, return http://www.myflorida.com/st contracts/250000031/General%2OConditions.htm 8/7/2002 General Contais Page 19 of 20 receipisquested, by reputable air courier service, or by personal delivery. Notices to the Depamnt shall be delivered to the Contract Specialist identified in the Instructions to Bidders. Noticao the Contractor shall be delivered to the person who signs the Contract. Either desigmd recipient may notify the other, in writing, if someone else is designated to receive notice. 3.551a s and Installment Purchases: The State Comptroller's prior approval is required for State ajocies to enter into or to extend any lease or installment -purchase agreement in excess of the Calpry Two amount established by section 287.017 of the Florida Statutes. 3.56 Bion Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE): To the extentiliht a product is certified by or is available from PRIDE, and has been approved in accordwe with section 946.515(2) of the Florida Statutes, it is expressly understood and agreed that arsticles which are the subject of, or required to carry out, the Contract shall be purchased from tlrcorporation identified under Chapter 946 of the Florida Statutes (PRIDE) in the same mannered under the same procedures set forth in section 946.515(2) and (4) of the Florida Statuta ,and for purposes of the Contract the person, firm, or other business entity carrying out the praisions of the Contract shall be deemed to be substituted for the agency insofar as dealinp;with such corporation are concerned. This provision is required by section 946.515(6) of the Horida Statutes; additional information about PRIDE and the products it offers is availaiahat littp:!/,wxyxv.pridefl.com. 3.57 Abdification of Terms: The Contract contains all the terms and conditions agreed upon by thegaties, which terms and conditions shall govern all transactions by Customer under the Contrait The Contract may only be modified or amended upon mutual written agreement of the Departwnt and the Contractor. No oral agreements or representations shall be valid or binding upon tic Department, a Customer, or the Contractor. For individual purchase orders, however, the Cadractor may offer the Customer more advantageous pricing, payment, or other terms and conditins than those set forth in the Contract. In such event, upon request the Contractor shall furnishb the Department a copy of the better offer. The Department shall determine, in its sole discref mq whether the offer, on the whole, is in fact more advantageous. Any offer that is not more advantageous, even if this determination is not made until after acceptance, shall be voidable at the Customer's option, in which case the Contract terms and conditions shall govern. Other than where terms are more advantageous for the Customer than those set forth . in the Contrail, no alteration or modification of the Contract terms, including substitution of product, shall bevalid or binding against the Customer unless authorized by the Department or specified in the Mice of award. The Contractor may not unilaterally modify the terms of the Contract by affixing additional terms to product upon delivery (e.g., attachment or inclusion of standard preprinkd forms, product literature, "shrink wrap" terms accompanying or affixed to a product, whether written or electronic) or by incorporating such terms onto the Contractor's order or fiscal farms or other documents forwarded by the Contractor for payment. A Customer's acceptance of product or processing of documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the proposed modification to terms and conditions. 3.58 Waiver: The delay or failure by the Department to exercise or enforce any of its rights under this Contract shall not constitute or be deemed a waiver of the Department's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 3.59 Execution in Counterparts: The Contract may be executed in counterparts, each of which 02-1236 http://www.myflorida.com/st—contracts/25000003 I/General%2OConditions.1itin 8/7/2002 General Conditions Page 20 of 20 shall be an original and all of which shall constitute but one and the same instrument. 3.60 Severabilit . If a court deems any provision of the Contract void or unenforceable, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable, and all other provisions shall remain in full force and effect. IT Hardware Horne V2-1.136 http://,A,,Aw.myflorida.com/st—contracts/25000003 1/General`/`20Conditions.htm 8/7/2002 AWARD TINDER STATE OF FLORIDA CONTRACT NO. 250-000-03-1 ITEM: Xerox DocuColor 12 Color Copier DEPARTMENT: GSA TYPE OF PURCHASE: Contract REASON: The Department of General Services Administration, Graphic Reproductions Division has a need for the leasing and maintenance services for a Xerox DocuColor 12 color copier. RECOMMENDATION: It is recommended that award be made to Xerox Corporation, for the leasing and maintenance services for a Xerox DocuColor 12 color copier, awarded under existing State of Florida Contract No. 250-000-03-1, effective through July 29, 2003, subject to any extensions thereto by the State of Florida, for the Department of General Services Administration, Graphic Reproductions Division; allocating funds therefor from the Department of General Services Administration, Graphic Reproductions Division Budget, Account code No. 505000.420501.6.610. Michael A. Rath Acting Director of Purchasing Date AwardStateContracts