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Agenda 10/22/2013 Item #16E1 10/22/2013 16.E.1 . EXECUTIVE SUMMARY Recommendation to waive minor irregularities, and award ITB #13-6144 — Cisco Hardware, Software and Maintenance to CDW Government LLC (CDW-G) as primary vendor for the purchase of Cisco hardware, software and maintenance support, and En Pointe Technology Sales Inc. (En Pointe) as a secondary vendor. OBJECTIVE: To purchase Cisco hardware, software, and SMARTnet hardware/software maintenance to support the vital Collier County network infrastructure. CONSIDERATIONS: The Information Technology Department (IT) uses Cisco Systems data communications hardware and software products in the agency's technology infrastructure and procures maintenance support for those systems on an annual basis. On July 16, 2013 the Purchasing Department issued ITB#13-6144 —Cisco Hardware, Software and Maintenance. Notices were emailed to 660 firms, 67 solicitation packages were downloaded and 8 bids received. After evaluation by staff, 4 bids were deemed non- responsive, and 4 were deemed responsive. Based on their low bid, staff recommends that ITB #13-6144 is awarded to CDW-G as the primary vendor. In their proposal, CDW-G has requested the use of the terms and conditions set forth in State of Florida contract 250-000-09-1 —Network Infrastructure — Equipment and Services, between the State of Florida and Cisco Systems, in lieu of Collier County's standard terms and conditions for Invitations to Bid. In accordance with Board's purchasing policy, VI.E. Waiver of Irregularities, staff requests that board waive the minor irregularities in their proposal and accept the use of the terms and conditions laid out in the State of Florida contract 250-000- 09-1, as requested on page 10 of CDW-G's proposal. Additionally, staff recommends that En Pointe be awarded as a secondary vendor utilizing the County's standard terms and conditions. The Secondary vendor will be utilized in the event products are not available from CDW-G or cannot be provided in the required time frame. FISCAL IMPACT: Funds are appropriated in IT Capital Fund 506-121160. The historical annual spent on Cisco products is $400,000.00. GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with this item. LEGAL CONSIDERATIONS: This item as been approved as to form and legality and requires a majority vote for Board approval. - ERP RECOMMENDATION: That the Board of County Commissioners waives minor irregularities and awards ITB #13-6144 — Cisco Hardware, Software and Maintenance to CDW Government LLC as primary vendor for the purchase of Cisco hardware, software and maintenance support, and; awards En Pointe Technology Sales Inc. as secondary vendor. ATTACHMENTS: Solicitation #13-6144, addendum #1, tabulation sheet, CGW-G Proposal, En Point Proposal, State of Florida contract 250-000-09-1 Prepared by: Mark Fowski Packet Page -1588- 10/22/2013 16.E.1 . COLLIER COUNTY Board of County Commissioners Item Number: 16.16.E.16.E.1. Item Summary: Recommendation to waive minor irregularities and award bid #13-6144— Cisco Hardware, Software and Maintenance to CDW Government, LLC (CDW-G) as primary vendor for the purchase of Cisco hardware, software and SMARTnet maintenance support, and; En Pointe Technology Sales, Inc. (En Pointe) as secondary vendor. Meeting Date: 10/22/2013 Prepared By Name: FowskiMark Title: Manager-I.T.Network Operations 9/27/2013 9:35:45 AM Submitted by Title: Manager-I.T.Network Operations Name: FowskiMark 9/27/2013 9:35:46 AM Approved By Name: pochopinpat Title: Administrative Assistant,Facilities Management Date: 9/27/2013 11:25:55 AM Name:NorthrupAdam Title: Procurement Strategist, Purchasing Date: 9/27/2013 12:31:59 PM Name: MarkiewiczJoanne Title: Manager-Purchasing Acquisition.Purchasing&Gene Date: 9/27/2013 4:30:18 PM Name:JohnsonScott Title: Purchasing Agent,Purchasing&General Services Packet Page -1589- 10/22/2013 16.E.1 . Date: 9/30/2013 4:06:50 PM Name: PriceLen Title: Administrator, Administrative Services Date: 10/7/2013 5:28:38 PM Name: PepinEmily Title: Assistant County Attorney, CAO Litigation Date: 10/9/2013 5:07:34 PM Name: GreeneColleen Title: Assistant County Attorney,County Attorney Date: 10/10/2013 11:38:31 AM Name: PepinEmily Title: Assistant County Attorney, CAO Litigation Date: 10/14/2013 8:58:13 AM Name: IsacksonMark Title: Director-Corp Financial and Mgmt Svs,CMO Date: 10/14/2013 10:48:54 AM Name: KlatzkowJeff Title: County Attorney Date: 10/14/2013 1:24:04 PM Name: IsacksonMark Title: Director-Corp Financial and Mgmt Svs,CMO Date: 10/14/2013 1:43:40 PM Packet Page-1590- 10/22/2013 16.E.1 . Colter County Adninistrabve Services Division Purchasing INVITATION TO BID Date: 07/09/2013 From: Adam Northrup (239) 252-6098 (Telephone) (239) 252-6302 (FAX) adamnorthrup @colliergov.net (Email) To: Prospective Vendors Subject: Solicitation: 13-6144—Cisco Hardware, Software and Maintenance As requested by the Information Technology Department, the Collier County Board of County Commissioners Purchasing Department has issued this ITB for the purpose of obtaining fair and competitive responses. Please refer to the Public Notice included in this document for the opening date and time and any applicable pre-ITB conference. All questions regarding this ITB must be submitted online on the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. All responses to questions will be posted on the website with electronic notification to all prospective vendors. We look forward to your participation in Collier County's competitive procurement process. cc: Mark Fowski to Purthasirp Deaartrnenf•3327 Tamiami Trail East•Naples.Florida 341124901•vn:vccotheroov.nettpurchasing #13-6144 1 Cisco Hardware,Software and Maintenance Packet Page -1591- 10/22/2013 16.E.1 . Invitation to Bid Auk Index Public Notice 3 Exhibit I: Scope of Work, Specifications and Response Format 4 Exhibit II: General Bid Instructions 7 Exhibit III: Standard Purchase Order Terms and Conditions 13 Exhibit IV: Additional ITB Terms and Conditions 16 Attachment 1: Vendor Submittal -Vendor's Non-Response Statement 23 Attachment 2: Vendor's Check List 24 Attachment 3: Vendor Submittal - Bid Response Form 25 Attachment 4: Vendor Submittal— Local Vendor Preference Affidavit 27 Attachment 5: Vendor Submittal— Immigration Affidavit 28 Attachment 6: Vendor Substitute W—9 29 Attachment 7: Vendor Submittal - Insurance and Bonding Requirements .Error! Bookmark not defined. #13-6144 2 Cisco Hardware,Software and Maintenance Packet Page-1592- 10/22/2013 16.E.1 . Public Notice Sealed bid responses for Solicitation 13-6144— Cisco Hardware, Software and Maintenance, will be received electronically only at the Collier County Government, Purchasing Department, 3327 Tamiami Trail E, Naples, FL 34112 until 3:00pm, Collier County local time on August 9th, 2013. Solicitation responses received after the stated time and date will not be accepted. Solicitation 13-6144—Cisco Hardware, Software and Maintenance All questions regarding this ITB must be submitted online on the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. All responses to questions will be posted on the website with electronic notification to all prospective vendors. All solicitation responses must be made on the official ITB response form included and only available for download from the Collier County Purchasing Department Online Bidding System website noted herein. ITB Documents obtained from sources other than Collier County Purchasing may not be accurate or current. Collier County encourages vendors to utilize recycled paper on all manual bid response submittals. Collier County does not discriminate based on age, race, color, sex, religion, national origin, disability or marital status. BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA BY: /s/Joanne Markiewicz Interim Purchasing/General Services Director Publicly posted on the Collier County Purchasing Department website: www.colliergov.net/purchasinq and in the lobby of the Purchasing Building on 07/19/2013. #13-6144 3 Cisco Hardware,Software and Maintenance Packet Page -1593- 10/22/2013 16.E.1 . Exhibit I: Scope of Work, Specifications and Response Format Amok As requested by the Collier County Information Technology Department (hereinafter, the "Division or Department"), the Collier County Board of County Commissioners Purchasing Department (hereinafter, "County") has issued this Invitation to Bid (hereinafter, "ITB") with the intent of obtaining bids from interested and qualified firms in accordance with the terms, conditions and specifications stated or attached. The Vendor, at a minimum, must achieve the requirements of the Scope of Work and specifications stated. The results of this solicitation may be used by other County departments once awarded according to the Board of County Commissioners Purchasing Policy. Brief Description of Purchase To provide Information Technology and other County departments with Cisco products, and maintenance services, from authorized resellers, to maintain the County's vital network infrastructure. Historically, County departments have spent approximately $400,000 per year. Detailed Scope of Work This ITB covers the annual requirements for Collier County, for special governmental pricing on the entire portfolio of Cisco Systems Products, and Services. These products and services include, but are not limited to Wired and Wireless LAN/WAN Infrastructure Equipment, WAN Optimization Controllers, Firewalls, Software, Routers, Smartnet Maintenance, etc. The purpose of this ITB is to establish a contract that will provide a discount off the manufacturer's list price, including delivery, under which any and all Collier County Departments may place orders as needed. A percentage discount will be provided for the following: Line# Category Percentage Discount 1. Cisco Systems Hardware/Software _ 2. Cisco Systems Maintenance Service Using those provided discounts, potential bidders will then be asked to price a selection of products that may be purchased in a given year. Quantities identified are estimates, and in no way a guarantee of items that will be purchased under this contract. Award Criteria ITB award criteria is as follows: • All questions on the Bid document shall be answered as to price(s), time requirements, and required document submissions. • Award shall be based upon the responses to all questions on the Bid Response Page(s). • Further consideration may include but not be limited to, references, completeness of bid response and past performances on other County bids/projects. • Prices will be read in public exactly as input on the electronic bid response form or written on the manually submitted Bid Response Page(s) at the time of the bid opening; however, should an error in calculations occur whenever unit pricing and price extensions are requested, the unit price shall prevail. Mathematical miscalculations may be corrected by the County to reflect the proper response. �e: { #13-6144 4 Cisco Hardware, Software and Maintenance Packet Page-1594- 10/22/2013 16.E.1 . • The County's Purchasing Department reserves the right to clarify a vendor's proposal prior to the award of the solicitation. • It is the intent of Collier County to award to the lowest, qualified and responsive vendor(s) in accordance with the following methodology on Attachment 8: Bid Schedule: Section 1: • Provide a percentage discount off MSRP/List Price for lines 1 and 2. Section 2: • Provide the MSRP/List Price for the items in lines 3 through 24 in column F, "List Price." • Applying the discounts from Section 1, provide the discounted price for the items in lines 3 through 24 in column G, "Discounted Price." • Column G, "Discounted Price"will then automatically be multiplied by column E, "Quantity"to yield column H, "Total". • In column I, "Discount Category," identify which category each of the products in lines 3 through 24 falls into. This will either be "Cisco Hardware/Software" or"Cisco Maintenance." • Column H, "Total" will automatically be added together to yield line 25, "SECTION 2 TOTAL" Section 3: • Provide the MSRP/list price for the items in lines 26 through 32 in column F, "List Price." • Applying the discounts from Section 1, provide the discounted price for the items in lines 26 through 32 in column G, "Discounted Price." • Column G, "Discounted Price"will then automatically be multiplied by column E, "Quantity" to yield column H, "Total". • In column I, "Discount Category," identify which category each of the products in lines 26 through 32 falls into. This will either be "Cisco Hardware/Software" or"Cisco Maintenance." • Column H, "Total" will automatically be added together to yield line 33, "SECTION 2 TOTAL" Report lines 1, 2, 25 and 33 on Attachment 3: Bid Response Form. • Collier County reserves the right to select one, more than one supplier or award one supplier for Cisco Hardware/Software and one supplier for Cisco Maintenance; however, it is the intent to select a single awardee. • The contract will be in the form of a standard County Purchase Order. Term of Contract The contract term, if an award(s) is/are made is intended to be for one (1) year with three (3) one year renewal options. Percentage discounts shall remain firm for the life of this contract. Surcharges will not be accepted in conjunction with this contract, and such charges should be incorporated into the pricing structure. #13-6144 5 Cisco Hardware,Software and Maintenance Packet Page-1595- 10/22/2013 16.E.1. Projected Timetable Event Date Issue Solicitation Notice 07/16/2013 Last Date for Receipt of Written Questions 08/05/2013, 3:00PM Solicitation Deadline Date and Time 08/09/2013, 3:00PM Anticipated Evaluation of Submittals Week of August 11th Anticipated Board of County Commissioner's Contract 09/10/2013 Approval Date Vendor Required Documents • Attachment 2: Vendor's Check List • Attachment 3: Vendor Bid Response Form • Attachment 4: Local Vendor Preference • Attachment 5: Immigration Law Affidavit • Attachment 6: Vendor Substitute W-9 • Attachment 7: Insurance and Bonding Requirement #13-6144 6 Cisco Hardware, Software and Maintenance Packet Page -1596- 10/22/2013 16.E.1 . Exhibit II: General Bid Instructions 1. Purpose/Objective As requested by the Collier County departments or divisions identified in Exhibit 1, the Collier County Board of County Commissioners Purchasing Department (hereinafter, the County) has issued this Invitation to Bid (hereinafter, the "ITB", or"Bid") with the sole purpose and intent of obtaining bid responses from interested and qualified firms in accordance with the terms, conditions, and specifications stated and/or attached herein/hereto. The successful vendor will hereinafter be referred to as the "Vendor" All bids must be submitted on the Bid form furnished by the County noted in Attachments 2, 3, 4, 5, 6, and 7 of this ITB. No bid will be considered unless the Bid form is properly signed. Vendor is responsible to read and follow the instructions very carefully, as any misinterpretation or failure to comply with these instructions could lead to the bid submitted as being rejected as non-responsive. 2. Pricing Vendors must provide unit prices using the unit of measured specified by the County. All prices will remain firm for a period of one hundred and eighty (180) calendar days from date of bid opening. After award by the Board of County Commissioners, prices may only be adjusted as outlined in Exhibit I: Term of Contract. 3. Alternate Bid Pricing in the event that alternate pricing is requested, it is an expressed requirement of the bid to provide pricing for all alternates as listed. The omission of a response or a no-bid or lack of a submitted price will be the basis for the rejection of the submitted bid response. All bids responses received without pricing for all alternates as listed will be considered technically non-responsive and will not be considered for award. 4. Equal Product Manufacturer's name, brand name and/or model number are used in these specifications for the purpose of establishing minimum requirements of level of quality, standards of performance and/or design required, and is in no way intended to prohibit the bidding of other manufacturer's items of equal or similar material. An equal or similar product may be bid, provided that the product is found to be equal or similar in quality, standard of performance, design, etc. to the item specified. Where an equal or similar is bid, the Bid must be accompanied with two (2) complete sets of factory information sheets (specifications, brochures, etc.) and test results, if applicable, of unit bid as equal or similar. Equal product samples, if required for evaluation, and at no cost to the County, must be submitted with Bid. Unless otherwise directed in the solicitation, the bid will not be considered unless samples are delivered to specified address by bid due date. The County shall be sole judge of equality or similarity, and its decision shall be final in the best interest. #13-6144 7 Cisco Hardware,Software and Maintenance Packet Page -1597- 10/22/2013 16.E.1 . 5. Discounts Any discounts or terms must be shown on the Bid form. Such discounts, if any may be considered in the award of tie bids. In no instance should payment terms less than fifteen (15) calendar days be offered. 6. Exceptions Vendors taking exception to any part or section of these specifications shall indicate such exceptions on a separate sheet entitled "EXCEPTIONS TO SPECIFICATIONS." Failure to indicate any exceptions to the specifications shall be interpreted as the Vendors intent to fully comply with the specifications as written. The County, at its sole discretion, shall determine if the exceptions are material in nature, and if the Vendor's exceptions may be declared grounds for rejection of bid proposal. 7. Addenda The County reserves the right to formally amend and/or clarify the requirements of the bid specifications where it deems necessary. Any such addendum/clarification shall be in writing and shall be distributed electronically to all parties who received the original bid specifications prior to the deadline for submission of Bids. All changes to this ITB will be conveyed electronically through a notice of addendum or questions and answers to all vendors registered under the applicable commodity code(s) at the time when the original ITB was released, as well as those vendors who downloaded the ITB document. Additionally, all addendums are posted on the Collier County Purchasing Department Online Bidding System website: www.collieroov.net/bid. Before submitting a bid response, please make sure that you have read all, understood clearly and complied completely with any changes stated in the addenda as failure to do so may result in the rejection n of your submittal. 8. Bid Submission All electronic bids shall be submitted online via the Collier County Purchasing Department Online Bidding System: www.coliiergov.net/bid. Vendors who wish to receive copies of bids after the bid opening may view and download same from the Collier County Purchasing Department Internet bid site. 9. Questions If the vendor should be of the opinion that the meaning of any part of the Bid Document is doubtful, obscure or contains errors or omissions it should report such opinion to the Procurement Strategist before the bid opening date. Direct questions related to this ITB only to the Collier County Purchasing Department Internet website: www.colliergov.net/bid. Questions will not be answered after the date noted on the ITB. Vendors must clearly understand that the only official answer or position of the County will be the one stated on the Collier County Purchasing Department Online Bidding System website. For general questions, please call the referenced Procurement Strategist identified in the Public Notice. 10. Protests #13-6144 8 Cisco Hardware,Software and Maintenance Packet Page-1598- 10/22/2013 16.E.1 . Any actual or prospective respondent to an Invitation to Bid, who has a serious and legitimate issue with the ITB shall file a written protest with the Purchasing Director prior to the opening of the bid or the due date for acceptance of bid. All such protests must be filed with the Purchasing Director no later than 11:00 a.m. Collier County time on the advertised date for the opening of the bid or the acceptance date for the Request for Proposals. 11. Rejection and Waiver The County reserves the right to reject any and all bids, to waive defects in the form of bid, also to select the bid that best meets the requirements of the County. Vendors whose bids, past performance or current status do not reflect the capability, integrity or reliability to fully and in good faith perform the requirements denoted may be rejected as non- responsive. Bids that do not meet all necessary requirements of this solicitation or fail to provide all required information, documents or materials may be rejected as non-responsive. 12. Local Vendor Preference (LVP) The County is using the Competitive Sealed Quotation methodology of source selection for this procurement, as authorized by Ordinance Number 87-25, and Collier County Resolution Number 2008-181 establishing and adopting the Collier County Purchasing Policy. The Collier County Board of County Commissioners has adopted a Local Preference "Right to Match" policy to enhance the opportunities of local businesses to receive awards of Collier County purchases. A "local business" is defined as a business that has a valid Business Tax Receipt, formerly known as an Occupational License issued by either Collier or Lee County for a minimum of one (1) year prior to a Collier County quote or proposal submission that authorizes the business to provide the commodities or services to be purchased, and a physical business address located within the limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office Boxes are not verifiable and shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic development and well-being of either Collier or Lee County in a verifiable and measurable way. This may include, but not be limited to, the retention and expansion of employment opportunities, the support and increase to either Collier or Lee County's tax base, and residency of employees and principals of the business within Collier or Lee County. Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their quote or proposal to be eligible for consideration as a "local business" under this section. When a qualified and responsive non-local business submits the lowest price quote, and the quote submitted by one or more qualified and responsive local businesses is within ten percent (10%) of the price submitted by the non-local business, then the local business with the apparent lowest quote offer(i.e. the lowest local vendor) shall have the opportunity to submit an offer to match the price(s) offered by the overall lowest, qualified and responsive vendor. In such instances, staff shall first verify if the lowest non-local vendor and the lowest local vendor are in fact qualified and responsive vendors. Next, the Purchasing Department shall determine if the lowest local vendor meets the requirements of Section 287.087 F.S. If the lowest local vendor meets the requirements of 287.087, F.S., the Purchasing Department shall invite the lowest local vendor to submit a matching offer to the Purchasing Department which #13-6144 9 Cisco Hardware, Software and Maintenance Packet Page-1599- 10/22/2013 16.E.1 . shall be submitted within five (5) business days thereafter. If the lowest local vendor submits an offer that fully matches the lowest quote from the lowest non-local vendor tendered previously, Amok then award shall be made to the local vendor. If the lowest local vendor declines or is unable to match the lowest non local quote price(s), then award will be made to the lowest overall qualified and responsive vendor. If the lowest local vendor does not meet the requirement of Section 287.087 F.S. and the lowest non-local vendor does, award will be made to the vendor that meets the requirements of the referenced state law. Vendor must complete and submit with its quote response the Affidavit for Claiming Status as a Local Business which is included as part of this solicitation. Failure on the part of a Vendor to submit this Affidavit with their quote response will preclude said Vendor from being considered for local preference under this solicitation. A Vendor who misrepresents the Local Preference status of its firm in a quote submitted to the County will lose the privilege to claim Local Preference status for a period of up to one (1) year. The County may, as it deems necessary, conduct discussions with any of the competing vendors determined to be in contention for being selected for award for the purpose of clarification to assure full understanding of, and responsiveness to solicitation requirements. 13. Immigration Affidavit Certification Statutes and executive orders require employers to abide by the immigration laws of the United States and to employ only individuals who are eligible to work in the United States. The Employment Eligibility Verification System (E-Verify) operated by the Department of Homeland Security (DHS) in partnership with the Social Security Administration (SSA), provides an Internet-based means of verifying employment eligibility of workers in the United States; it is not a substitute for any other employment eligibility verification requirements. The program will be used for Collier County formal Invitations to Bid (ITB) and Request for Proposals (RFP) including professional services and construction services. Exceptions to the program: • Commodity based procurement where no services are provided. • Where the requirement for the affidavit is waived by the Board of County Commissioners Vendors / Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Vendors are also required to provide the Collier County Purchasing Department an executed affidavit certifying they shall comply with the E-Verify Program. The affidavit is attached to the solicitation documents. If the Bidder/Vendor does not comply with providing both the acceptable E-Verify evidence and the executed affidavit the bidder's/vendor's proposal may be deemed non-responsive. Additionally, vendors shall require all subcontracted vendors to use the E-Verify system for all purchases not covered under the "Exceptions to the program" clause above. For additional information regarding the Employment Eligibility Verification System (E-Verify) program visit the following website: http://www.dhs.dov/E-Verify. It shall be the vendor's responsibility to familiarize themselves with all rules and regulations governing this program. #13-6144 10 Cisco Hardware, Software and Maintenance Packet Page-1600- 10/22/2013 16.E.1. Vendor acknowledges, and without exception or stipulation, any firm(s) receiving an award shall be fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended and with the provisions contained within this affidavit. Failure by the awarded firm(s) to comply with the laws referenced herein or the provisions of this affidavit shall constitute a breach of the award agreement and the County shall have the discretion to unilaterally terminate said agreement immediately. 14. Lobbying All firms are hereby placed on NOTICE that the County Commission does not wish to be lobbied either individually or collectively about a project for which a firm has submitted a bid. Firms and their agents are not to contact members of the County Commission for such purposes as meetings of introduction, luncheons, dinners, etc. During the bidding process, from bid opening to final Board approval, no firm or its agent shall contact any other employee of Collier County with the exception of the Purchasing Department. 15. Certificate of Authority to Conduct Business in the State of Florida (Florida Statute 607.1501) In order to be considered for award, firms must be registered with the Florida Department of State Divisions of Corporations in accordance with the requirements of Florida Statute 607.1501 and provide a certificate of authority (www.sunbiz.orq/search.html) prior to execution of a contract. A copy of the document may be submitted with the solicitation response and the document number shall be identified. Firms who do not provide the certificate of authority at the time of response shall be required to provide same within five (5) days upon notification of selection for award. If the firm cannot provide the document within the referenced timeframe, the County reserves the right to award to another firm. 16. General Information When it is deemed by the County that a bid cannot be awarded as originally intended, the County reserves the right to award this bid through an approach which is the best interest of the County. Alternate bids will not be considered unless authorized by the ITB. In case of identical bids tying as low bid, the County shall ask vendors to submit certification that they have a drug-free workplace in accordance with Section 287.087 Florida Statutes. Should all vendors provide said certification; the County will give local vendor preference. 17. Bid Award Process Award of contract will be made by the Board of County Commissioners in public session. Awards pertaining to the Collier County Airport Authority will generally be made by that agency's approval Board. Award shall be made in a manner consistent with the County's Purchasing Policy. Award recommendations will be posted outside the offices of the Purchasing Department as well as on the Collier County Purchasing Department website on Wednesdays and Thursdays prior to the County Commission meetings. Any actual or prospective respondent who desires to formally protest the recommended contract award must file a notice of intent to protest with the Purchasing Director within two (2) calendar #13-6144 11 Cisco Hardware,Software and Maintenance Packet Page-1601- 10/22/2013 16.E.1 . days (excluding weekends and County holidays) of the date that the recommended award is posted. Upon filing of said notice, the protesting party will have five (5) days to file a formal protest and will be given instructions as to the form and content requirements of the formal protest. A copy of the "Protest Policy" is available at the office of the Purchasing Director. #13-6144 12 Cisco Hardware,Software and Maintenance Packet Page-1602- 10/22/2013 16.E.1. Exhibit III: Standard Purchase Order Terms and Conditions 1. Offer delivery; provided that risk of loss prior to This offer is subject to cancellation by the actual receipt of the goods by the COUNTY COUNTY without notice if not accepted by nonetheless remain with VENDOR. VENDOR within fourteen (14) days of issuance. b) No charges will be paid by the COUNTY for packing, crating or cartage unless otherwise 2. Acceptance and Confirmation specifically stated in this Purchase Order. This Purchase Order (including all documents Unless otherwise provided in Purchase attached to or referenced therein) constitutes Order, no invoices shall be issued nor the entire agreement between the parties, unless payments made prior to delivery. Unless otherwise specifically noted by the COUNTY on freight and other charges are itemized, any the face of this Purchase Order. Each delivery of discount will be taken on the full amount of goods and/or services received by the COUNTY invoice. from VENDOR shall be deemed to be upon the c) All shipments of goods scheduled on the terms and conditions contained in this Purchase same day via the same route must be Order. consolidated. Each shipping container must be consecutively numbered and marked to No additional terms may be added and Purchase show this Purchase Order number. The Order may not be changed except by written container and Purchase Order numbers must instrument executed by the COUNTY. VENDOR be indicated on bill of lading. Packing slips is deemed to be on notice that the COUNTY must show Purchase Order number and objects to any additional or different terms and must be included on each package of less conditions contained in any acknowledgment, than container load (LCL) shipments and/or invoice or other communication from VENDOR, with each car load of equipment. The notwithstanding the COUNTY'S acceptance or COUNTY reserves the right to refuse or payment for any delivery of goods and/or return any shipment or equipment at services, or any similar act by VENDOR. VENDOR'S expense that is not marked with Purchase Order numbers. VENDOR agrees 3. Inspection to declare to the carrier the value of any All goods and/or services delivered hereunder shipment made under this Purchase Order shall be received subject to the COUNTY'S and the full invoice value of such shipment. inspection and approval and payment therefore d) All invoices must contain the Purchase Order shall not constitute acceptance. All payments are number and any other specific information as subject to adjustment for shortage or rejection. identified on the Purchase Order. Discounts All defective or nonconforming goods will be of prompt payment will be computed from the returned pursuant to VENDOR'S instruction at date of receipt of goods or from date of VENDOR'S expense. receipt of invoices, whichever is later. Payment will be made upon receipt of a To the extent that a purchase order requires a proper invoice and in compliance with series of performances by VENDOR, the Chapter 218, Fla. Stats., otherwise known as COUNTY prospectively reserves the right to the "Local Government Prompt Payment cancel the entire remainder of the Purchase Act," and, pursuant to the Board of County Order if goods and/or services provided early in Commissioners Purchasing Policy. the term of the Purchase Order are non-conforming or otherwise rejected by the 5. Time Is Of the Essence COUNTY. Time for delivery of goods or performance of services under this Purchase Order is of the 4. Shipping and Invoices essence. Failure of VENDOR to meet delivery a) All goods are FOB destination and must be schedules or deliver within a reasonable time, as suitably packed and prepared to secure the interpreted by the COUNTY in its sole judgment, lowest transportation rates and to comply shall entitle the COUNTY to seek all remedies with all carrier regulations. Risk of loss of available to it at law or in equity. VENDOR any goods sold hereunder shall transfer to agrees to reimburse the COUNTY for any the COUNTY at the time and place of expenses incurred in enforcing its rights. #13-6144 13 Cisco Hardware,Software and Maintenance Packet Page-1603- 10/22/2013 16.E.1. VENDOR further agrees that undiscovered VENDOR shall indemnify and hold harmless the delivery of nonconforming goods and/or services COUNTY from any and all claims, including is not a waiver of the COUNTY'S right to insist claims of negligence, costs and expenses, Amok upon further compliance with all specifications. including but not limited to attorneys' fees, arising ,, from, caused by or related to.the injury or death 6. Changes of any person (including but not limited to The COUNTY may at any time and by written employees and agents of VENDOR in the notice make changes to drawings and performance of their duties or otherwise), or specifications, shipping instructions, quantities damage to property (including property of the and delivery schedules within the general scope COUNTY or other persons), which arise out of or of this Purchase Order. Should any such change are incident to the goods and/or services to be increase or decrease the cost of, or the time provided hereunder. required for performance of the Purchase Order, an equitable adjustment in the price and/or 11. Warranty of Non-Infringement delivery schedule will be negotiated by the VENDOR represents and warrants that all goods COUNTY and VENDOR. Notwithstanding the sold or services performed under this Purchase foregoing, VENDOR has an affirmative obligation Order are: a) in compliance with applicable laws; to give notice if the changes will decrease costs. b) do not infringe any patent, trademark, Any claims for adjustment by VENDOR must be copyright or trade secret; and c) do not constitute made within thirty (30) days from the date the unfair competition. change is ordered or within such additional period of time as may be agreed upon by the VENDOR shall indemnify and hold harmless the parties. COUNTY from and against any and all claims, including claims of negligence, costs and 7. Warranties expense, including but not limited to attorneys' VENDOR expressly warrants that the goods fees, which arise from any claim, suit or and/or services covered by this Purchase Order proceeding alleging that the COUNTY'S use of will conform to the specifications, drawings, the goods and/or services provided under this samples or other descriptions furnished or Purchase Order are inconsistent with VENDOR'S specified by the COUNTY, and will be of representations and warranties in section 11 (a). satisfactory material and quality production, free from defects and sufficient for the purpose If any claim which arises from VENDOR'S breach intended. Goods shall be delivered free from any of section 11 (a) has occurred, or is likely to security interest or other lien, encumbrance or occur, VENDOR may, at the COUNTY'S option, claim of any third party. These warranties shall procure for the COUNTY the right to continue survive inspection, acceptance, passage of title using the goods or services, or replace or modify and payment by the COUNTY. the goods or services so that they become non-infringing, (without any material degradation 8. Statutory Conformity in performance, quality, functionality or additional Goods and services provided pursuant to this cost to the COUNTY). Purchase Order, and their production and transportation shall conform to all applicable 12. Insurance Requirements laws, including but not limited to the Occupational The VENDOR, at its sole expense, shall provide Health and Safety Act, the Federal commercial insurance of such type and with such Transportation Act and the Fair Labor Standards terms and limits as may be reasonably Act, as well as any law or regulation noted on the associated with the Purchase Order. Providing face of the Purchase Order. and maintaining adequate insurance coverage is a material obligation of the VENDOR. All 9. Advertising insurance policies shall be executed through No VENDOR providing goods and services to the insurers authorized or eligible to write policies in COUNTY shall advertise the fact that it has the State of Florida. contracted with the COUNTY for goods and/or services, or appropriate or make use of the 13. Compliance with Laws COUNTY'S name or other identifying marks or In fulfilling the terms of this Purchase Order, property without the prior written consent of the VENDOR agrees that it will comply with all COUNTY'S Purchasing Department. federal, state, and local laws, rules, codes, and ordinances that are applicable to the conduct of its business. By way of non-exhaustive example, 10. Indemnification this shalt include the American with Disabilities Act and all prohibitions against discrimination on #13-6144 14 Cisco Hardware,Software and Maintenance Packet Page -1604- 10/22/2013 16.E.1. the basis of race, religion, sex creed, national conditions of this Purchase Order, provided that origin, handicap, marital status, or veterans' COUNTY has provided VENDOR with notice of status. Further, VENDOR acknowledges and such breach and VENDOR has failed to cure without exception or stipulation shall be fully within 10 days of receipt of such notice. responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 19. General as located at 8 U.S.C. 1324, et seq. and a) This Purchase Order shall be governed by regulations relating thereto, as either may be the laws of the State of Florida. The venue amended. Failure by the awarded firm(s) to for any action brought to specifically enforce comply with the laws referenced herein shall any of the terms and conditions of this constitute a breach of the award agreement and Purchase Order shall be the Twentieth the County shall have the discretion to Judicial Circuit in and for Collier County, unilaterally terminate said agreement Florida immediately. Any breach of this provision may b) Failure of the COUNTY to act immediately in be regarded by the COUNTY as a material and response to a breach of this Purchase Order substantial breach of the contract arising from by VENDOR shall not constitute a waiver of this Purchase Order. breach. Waiver of the COUNTY by any default by VENDOR hereunder shall not be 14. Force Majeure deemed a waiver of any subsequent default Neither the COUNTY nor VENDOR shall be by VENDOR. responsible for any delay or failure in c) All notices under this Purchase Order shall performance resulting from any cause beyond be sent to the respective addresses on the their control, including, but without limitation to face page by certified mail, return receipt war, strikes, civil disturbances and acts of nature. requested, by overnight courier service, or by When VENDOR has knowledge of any actual or personal delivery and will be deemed potential force majeure or other conditions which effective upon receipt. Postage, delivery and will delay or threatens to delay timely other charges shall be paid by the sender. A performance of this Purchase Order, VENDOR party may change its address for notice by shall immediately give notice thereof, including all written notice complying with the relevant information with respects to what steps requirements of this section. VENDOR is taking to complete delivery of the d) The Vendor agrees to reimbursement of any goods and/or services to the COUNTY. travel expenses that may be associated with this Purchase Order in accordance with 15. Assignment Florida Statute Chapter 112.061, Per Diem VENDOR may not assign this Purchase Order, and Travel Expenses for Public Officers, nor any money due or to become due without the employees and authorized persons. prior written consent of the COUNTY. Any e) In the event of any conflict between or assignment made without such consent shall be among the terms of any Contract Documents deemed void. related to this Purchase Order, the terms of the Contract Documents shall take 16. Taxes precedence over the terms of the Purchase Goods and services procured subject to this Order. To the extent any terms and /or Purchase Order are exempt from Florida sales conditions of this Purchase Order duplicate and use tax on real property, transient rental or overlap the Terms and Conditions of the property rented, tangible personal purchased or Contract Documents, the provisions of the rented, or services purchased (Florida Statutes, Terms and/or Conditions that are most Chapter 212), and from federal excise tax. favorable to the County and/or provide the greatest protection to the County shall 17. Annual Appropriations govern. The COUNTY'S performance and obligation to pay under this Purchase Order shall be contingent upon an annual appropriation of funds. 18. Termination This Purchase Order may be terminated at any time by the COUNTY upon 30 days prior written notice to the VENDOR. This Purchase Order may be terminated immediately by the COUNTY for breach by VENDOR of the terms and #13-6144 15 Cisco Hardware,Software and Maintenance Packet Page -1605- 10/22/2013 16.E.1 . Exhibit IV: Additional ITB Terms and Conditions 1. Additional Items and/or Services During the contract term, Collier County reserves the right to add related items and/or services upon negotiation of a satisfactory price by the Project Manager and Vendor. 2. Conflict of Interest Vendor shall provide a list of any businesses and/or organizations to which the firm has any affiliation or obligations within the past five (5) years; whether paid or donated, which could be construed by the County as a conflict of interest. Disclosure of any potential or actual conflict of interest is subject to County staff review and does not in and of itself disqualify a firm from consideration. These disclosures are intended to identify and or preclude conflict of interest situations during contract selection and execution. 3. Vendor Performance Evaluation Collier County has implemented a Vendor Performance Evaluation System for all contracts awarded in excess of$25,000. To this end, vendors will be evaluated on their performance upon completion/termination of agreement. 5. Use of Subcontractors Bidders on any service related project, including construction, must be qualified and directly responsible for 10% or more of the solicitation amount for said work. 6. Deductions for Non-Performance The County reserves the right to deduct a portion of any invoice for goods not delivered, or services not performed in accordance with requirements, including required timeframe. The County may also deduct, or chargeback the Vendor the costs necessary to correct the deficiencies directly related to the Vendor's non-performance. 7. Offer Extended to Other Governmental Entities Collier County encourages and agrees to the successful vendor extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful vendor. 8. Environmental Health and Safety All Vendors and Sub vendors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Vendors and Sub vendors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. All firewall penetrations must be protected in order to meet Fire Codes. Collier County Government has authorized OSHA representatives to enter any Collier County facility, property and/or right-of-way for the purpose of inspection of any Vendor's work operations. This provision is non-negotiable by any department and/or Vendor. #13-6144 16 Cisco Hardware,Software and Maintenance Packet Page-1606- 10/22/2013 16.E.1 . All new electrical installations shall incorporate NFPA 70E Short Circuit Protective Device Coordination and Arc Flash Studies where relevant as determined by the engineer. All electrical installations shall be labeled with appropriate NFPA 70E arch flash boundary and PPE Protective labels. 9. Florida Wood Products The Vendor/Contractor agrees to comply with Florida Statute 255.20 to provide lumber, timber and other forest products produced and manufactured in the State of Florida as long as the price, fitness and quality are equal. 10. Standards of Conduct The Vendor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Vendor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Vendor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 11. Licenses The Vendor is required to possess the correct professional and other licenses, and any other authorizations necessary to perform the required work pursuant to all applicable Federal, State and Local Law, Statute, Ordinances, and rules and regulations of any kind. Additionally, copies of all the required licenses must be submitted with the bid response indicating that the entity bidding, as well as the team assigned to the County account, is properly licensed to perform the activities or work included in the ITB documents. Failure on the part of any vendor to supply this documentation with their bid response may be grounds for deeming vendor non-responsive. A Vendor with an office within Collier County is required to have an occupational license. All State Certified contractors who may need to pull Collier County permits or call in inspections must complete a Collier County Contractor License registration form and submit the required fee. After registering the license/registration will need to be renewed thereafter to remain "active" in Collier County. Questions regarding professional licenses should be directed to Contractor Licensing, Community Development and Environmental Services at (239) 252-2431, 252-2432 or 252-2909. Questions regarding required Business Tax Receipt (formerly known as Occupational Licenses) should be directed to the Tax Collector's Office at (239) 252-2477. 12. Protection of Property The Vendor shall ensure that the service is performed in such manner as to not damage any property. In the event damage occurs to any property as a direct result of the Vendor or their Sub vendor in the performance of the required service, the Vendor shall repair/replace, to the County's satisfaction, damaged property at no additional cost to the County. If the damage caused by the Vendor or their Sub vendor has to be repaired/replaced by the County, the cost of such work will be deducted from the monies due the Vendor. #13-6144 17 Cisco Hardware,Software and Maintenance Packet Page -1607- 10/22/2013 16.E.1. 13. Prohibition of Gifts to County Employees No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, the current Collier County Ethics Ordinance and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 14. Invoice and Payments Vendor will be required to provide a method verification to insure accuracy of invoices. A complete product catalog or website that demonstrates MSRP/list prices shall be provided to the Collier County Board of County Commissioners, Clerk's Finance Department periodically. If this is not possible, the vendor shall outline alternate methods of price verification on an attached document titled "Exceptions." Payments are made in accordance with the Local Government Prompt Payment Act, Chapter 218, Florida Statutes. Vendor's invoices must include: • Purchase Order Number • Description and quantities of the goods or services provided per instructions on the County's purchase order or contract. Invoices shall be sent to: Board of County Commissioners Clerk's Finance Department ATTN: Accounts Payable 3299 Tamiami Trail E Ste 700 Naples FL 34112 Or emailed to: bccapclerk(a collierclerk.com. Collier County, in its sole discretion, will determine the method of payment for goods and/or services as part of this agreement. Payment methods include: • Traditional — payment by check, wire transfer or other cash equivalent. • Standard —payment by purchasing card. Collier County's Purchasing Card Program is supported by standard bank credit suppliers (i.e. VISA and MasterCard), and as such, is cognizant of the Rules for VISA Merchants and MasterCard Merchant Rules. The County may not accept any additional surcharges (credit card transaction fees) as a result of using the County's credit card for transactions relating to this solicitation. The County will entertain bids clearly stating pricing for standard payment methods. An additional separate discounted price for traditional payments may be provided at the initial bid submittal if it is clearly marked as an "Additional Cash Discount." Upon execution of the Contract and completion of each month's work, payment requests may be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for «X that prior month. Services beyond sixty (60) days from current monthly invoice will not be considered for payment without prior approval from the Project manager. All invoices should be #13-6144 18 Cisco Hardware,Software and Maintenance Packet Page-1608- 10/22/2013 16.E.1 . submitted within the fiscal year the work was performed. (County's fiscal year is October 1 - September 30.) Invoices submitted after the close of the fiscal year will not be accepted (or processed for payment) unless specifically authorized by the Project Manager. Payments will be made for articles and/or services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of"laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. In instances where the successful contractor may owe debts (including, but not limited to taxes or other fees) to Collier County and the contractor has not satisfied nor made arrangement to satisfy these debts, the County reserves the right to off-set the amount owed to the County by applying the amount owed to the vendor or contractor for services performed of for materials delivered in association with a contract. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Division for payment. Payment will be made upon receipt of proper invoice and in compliance with Chapter 218 Florida Statutes, otherwise known as the "Local Government Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payment for work not performed or for unsatisfactory performance of Contractual requirements. 15. Survivability Purchase Orders: The Consultant/Contractor/Vendor agrees that any Purchase Order that extends beyond the expiration date of the original Solicitation 13-6144— Cisco Hardware and Maintenance will survive and remain subject to the terms and conditions of that Agreement until the completion or termination of this Purchase Order. 16. insurance Requirements The Vendor shall at its own expense, carry and maintain insurance coverage from responsible companies duly authorized to do business in the State of Florida as set forth in Insurance and Bonding Requirements Attachment of this solicitation. The Vendor shall procure and maintain property insurance upon the entire project, if required, to the full insurable value of the scope of work. The County and the Vendor waive against each other and the County's separate Vendors, Contractors, Design Consultant, Subcontractors agents and employees of each and all of them, all damages covered by property insurance provided herein, except such rights as they may have to the proceeds of such insurance. The Vendor and County shall, where appropriate, require similar waivers of subrogation from the County's separate Vendors, Design Consultants and Subcontractors and shall require each of them to include similar waivers in their contracts. Collier County shall be responsible for purchasing and maintaining, its own liability insurance. Certificates issued as a result of the award of this solicitation must identify "For any and all work performed on behalf of Collier County." The General Liability Policy provided by Vendor to meet the requirements of this solicitation shall name Collier County, Florida, as an additional insured as to the operations of Vendor under this solicitation and shall contain a severability of interests provisions. #13-6144 19 Cisco Hardware,Software and Maintenance Packet Page-1609- 10/22/2013 16.E.1 . Collier County Board of County Commissioners shall be named as the Certificate Holder. The "Certificate Holder" should read as follows: Collier County Board of County Commissioners Naples, Florida The amounts and types of insurance coverage shall conform to the minimum requirements set forth in the Insurance and Bonding Requirements Attachment, with the use of Insurance Services Office (ISO)forms and endorsements or their equivalents. If Vendor has any self-insured retentions or deductibles under any of the below listed minimum required coverage, Vendor must identify on the Certificate of Insurance the nature and amount of such self- insured retentions or deductibles and provide satisfactory evidence of financial responsibility for such obligations. All self-insured retentions or deductibles will be Vendor's sole responsibility. Coverage(s) shall be maintained without interruption from the date of commencement of the Work until the date of completion and acceptance of the scope of work by the County or as specified in this solicitation, whichever is longer. The Vendor and/or its insurance carrier shall provide 30 days written notice to the County of policy cancellation or non-renewal on the part of the insurance carrier or the Vendor. The Vendor shall also notify the County, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverage or limits received by Vendor from its insurer and nothing contained herein shall relieve Vendor of this requirement to provide notice. In the event of a reduction in the aggregate limit of any policy to be provided by Vendor hereunder, Vendor shall immediately take steps to have the aggregate limit reinstated to the full extent permitted under such policy. Should at any time the Vendor not maintain the insurance coverage(s) required herein, the County may terminate the Agreement or at its sole discretion shall be authorized to purchase such coverage(s) and charge the Vendor for such coverage(s) purchased. If Vendor fails to reimburse the County for such costs within thirty (30) days after demand, the County has the right to offset these costs from any amount due Vendor under this Agreement or any other agreement between the County and Vendor. The County shall be under no obligation to purchase such insurance, nor shall it be responsible for the coverage(s) purchased or the insurance company or companies used. The decision of the County to purchase such insurance coverage(s) shall in no way be construed to be a waiver of any of its rights under the Contract Documents. If the initial or any subsequently issued Certificate of Insurance expires prior to the completion of the scope of work, the Vendor shall furnish to the County renewal or replacement Certificate(s) of Insurance not later than ten (10) calendar days after the expiration date on the certificate. Failure of the Vendor to provide the County with such renewal certificate(s) shall be considered justification for the County to terminate any and all contracts. 15. Collier County Information Technology Requirements All vendor access will be done via VPN access only. All access must comply with current published County Manager Agency (CMA) policies. Current policies that apply are CMAs 5402, 5403 and 5405. These policies will be available upon request from the Information Technology Department. All vendors will be required to adhere to IT policies for access to the County network. Vendors are required to notify the County in writing twenty-four(24) hours in advance as to when access to the network is planned. Included in this request must be a detailed work plan with actions that will be taken at the time of access. The County IT Department has developed a Technical Architecture Requirements Document that is #13-6144 20 Cisco Hardware, Software and Maintenance Packet Page-1610- 10/22/2013 16.E.1. required to be filled out and submitted with your bid response. This document can be found on the Collier County Purchasing Department website: www.colliergov.net/purchasinq. On the left hand side of the menu, click on CC Technical Requirements. If this document is not submitted with your bid response, your bid response may be deemed non-responsive. 16. Security and Background Checks If required, Vendor/Contractor/ Proposer shall be responsible for the costs of providing background checks by the Collier County Facilities Management Department, and drug testing for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. 17. Debris Vendor shall be responsible for the removal and disposal of all debris from the site and the cleaning of the affected areas. Vendor shall keep the premises free of debris and unusable materials resulting from their work and as work progresses; or upon the request of the County's representative, shall remove and dispose such debris and materials from the property. The Vendor shall leave all affected areas as they were prior to beginning work. 18. Direct Material Purchase The County reserves the right to require Vendor to assign some or all of its agreements with material suppliers directly to the County. Any such goods and/or materials purchased by the County pursuant to such an assignment of a material supply agreement shall be referred to as "County Furnished Materials" and the responsibilities of both the County and the Vendor relating to said materials shall be governed by the terms and conditions of this solicitation. Additionally, the County at its sole option may choose to purchase some or all of the goods and/or materials from other suppliers. In either instance the County may require the following information from the Vendor: • Required quantities of material. • Specifications relating to goods and/or materials required for job including brand and/or model number or type if applicable • Pricing and availability of goods and/or materials provided under Vendor's agreements with material suppliers 19. Grant Compliance The purchase of any goods and/or services that are funded through Federal Grant Appropriations, the State of Florida, or any other public or private foundations shall be subject to the compliance and reporting requirements of the granting agency. 20. Equipment Vendor shall have available and in good working condition, the necessary equipment to perform the required service. If required, the Vendor shall supply a list of equipment and an hourly rate for each. Hourly rates will commence once equipment arrives at the service site. In the event that additional specialized and/or heavy equipment (backhoe, crane, mudhog, etc.) is needed, the Project Manager must be notified in advance for approval. The reimbursement of #13-6144 21 Cisco Hardware, Software and Maintenance Packet Page -1611- 10/22/2013 16.E.1. additional equipment expense shall be at cost and will commence once equipment arrives at the service site. The County reserves the right to request and obtain documentation of the Vendor's cost, and to withhold payments until documentation is provided. The scope of these specifications is to ensure the delivery of a complete unit ready for operation. Omission of any essential detail from these specifications does not relieve the Vendor from furnishing a complete unit. All equipment must be new and of current manufacture in production at the time of ITB opening, and carry standard warranties. At the time of delivery, at least two (2) complete shop repair manuals and parts lists must be furnished with each type of equipment. Vendor must service all equipment prior to delivery and/or acceptance by the County. #13-6144 22 Cisco Hardware,Software and Maintenance Packet Page -1612- 10/22/2013 16.E 1 . C.,crprnty Pacriinis>r-ative Services.Division Purchasing Attachment 1: Vendor Submittal -Vendor's Non-Response Statement The sole intent of the Collier County Purchasing Department is to issue solicitations that are clear, concise and openly competitive. Therefore, we are interested in ascertaining reasons why prospective Vendors did not wish to respond to this ITB. If your firm is not responding to this ITB, please indicate the reason(s) by checking any appropriate item(s) listed below and return this form via email or fax to the Procurement Strategist listed on the first page or mail to: Collier County Purchasing Department, 3327 Tamiami Trail East, Naples, Florida 34112. We are not responding to this ITB for the following reason(s): Solicitation: 13-6144—Cisco Hardware, Software and Maintenance ❑ Services requested not available through our company. ❑ Our firm could not meet specifications/scope of work. ❑ Specifications/scope of work not clearly understood (too vague, rigid, etc.) ❑ Project is too small. [ Insufficient time allowed for preparation of response. ❑ Incorrect address used. Please correct mailing address: [ Other reason(s): Firm's Complete Legal Name Address City, State, Zip Telephone Number FAX Number Signature/Title Type Name of Signature Date: #13-6144 23 Cisco Hardware,Software and Maintenance Packet Page-1613- 10/22/2013 16.E.1. Coer County AOrntnistrative Services Division Purchasing Attachment 2: Vendor's Check List IMPORTANT: THIS SHEET MUST BE SIGNED BY VENDOR. Please read carefully, sign in the spaces indicated and return with bid. Vendor should check off each of the following items as the necessary action is completed: 1. The Bid has been signed. 2. The Bid prices offered have been reviewed. 3. The price extensions and totals have been checked. 4. The payment terms have been indicated. 5. Any required drawings, descriptive literature, etc. have been included. 6. Any delivery information required is included. 7. If required, the amount of bid bond has been checked, and the bid bond or cashiers check has been included. 8. Addendum have been signed and included, if applicable. 9. Affidavit for Claiming Status as a Local Business, if applicable. 10. Immigration Affidavit and company's E-Verify profile page or memorandum of understanding. 11. Copies of licenses, equipment lists, subcontractors or any other information as noted in this ITB. 12. The mailing envelope must be addressed to: Purchasing Director Collier County Government Purchasing Department 3327 Tamiami Trail E Naples FL 34112 The mailing envelope must be sealed and marked with: • Solicitation: 13-6144—Cisco Hardware, Software and Maintenance • Opening Date: 08/09/2013; 3:00PM 13. The bid will be mailed or delivered in time to be received no later than the specified opening date and time. (Otherwise bid cannot be considered.) ALL COURIER DELIVERED BIDS MUST HAVE THE BID NUMBER AND TITLE ON THE OUTSIDE OF THE COURIER PACKET. Company Name Signature & Title Date #13-6144 24 Cisco Hardware, Software and Maintenance Packet Page-1614- 10/22/2013 16.E.1 . co eir C.ourity Adn nice Services Division Purchasing Attachment 3: Vendor Submittal - Bid Response Form FROM: Board of County Commissioners Collier County Government Center Naples, Florida 34112 RE: Solicitation: 13-6144—Cisco Hardware, Software and Maintenance Dear Commissioners: The undersigned, as Vendor, hereby declares that the specifications have been fully examined and the Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as per the scope of work. The Vendor further declares that the only persons, company or parties interested in this Bid or the Contract to be entered into as principals are named herein; that this Bid is made without connection with any other person, company or companies submitting a Bid; and it is all respects fair and in good faith, without collusion or fraud. The Vendor proposes and agrees if this Bid is accepted, to contract, either by a County issued purchase order or formal contract, to comply with the requirements in full in accordance with the terms, conditions and specifications denoted herein, according to the following unit prices: Line# Category Percentage Discount 25 SECTION 1 TOTAL $ 150 SECTION 2 TOTAL $ 151 Cisco Hardware/Software % 33 Cisco Maintenance Any discounts or terms must be shown on the Bid Response Form. Such discounts, if any, will be considered and computed in the tabulation of the bids. In no instance should terms for less than fifteen (15) days payment be offered. Prompt Payment Terms: % Days; Net_ Days ® Bid Response Form is electronic. Please input your prices online. #13-6144 25 Cisco Hardware, Software and Maintenance Packet Page -1615- 10/22/2013 16.E.1 . Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid response pages. The undersigned do agree that should this Bid be accepted, to execute a formal contract, if required, and present the formal contract to the County Purchasing Director for approval ,. .. within fifteen (15) days after being notified of an award. IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of , 20 in the County of , in the State of Firm's Complete Legal Name Address City, State, Zip Florida Certificate of Authority Document Number Federal Tax Identification Number CCR# or CAGE Code Telephone Number FAX Number Signature/Title Type Name of Signature Date Additional Contact Information Send Payments To: (REQUIRED ONLY if different from above) Firm's Complete Legal Name Address City, State, Zip Contact Name Telephone Number FAX Number Email Address #13-6144 26 Cisco Hardware,Software and Maintenance Packet Page -1616- 10/22/2013 16.E.1 . Co ier Cocrunty Administrative Senses Division Purchasing Attachment 4: Vendor Submittal — Local Vendor Preference Affidavit Solicitation: 13-6144—Cisco Hardware,Software and Maintenance(Check Appropriate Boxes Below) State of Florida (Select County if Vendor is described as a Local Business ❑ Collier County ❑ Lee County Vendor affirms that it is a local business as defined by the Purchasing Policy of the Collier County Board of County Commissioners and the Regulations Thereto. As defined in Section XI of the Collier County Purchasing Policy; A"local business" is defined as a business that has a valid occupational license issued by either Collier or Lee County for a minimum of one(1) year prior to a Collier County bid or proposal submission that authorizes the business to provide the commodities or services to be purchased, and a physical business address located within the limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office Boxes are not verifiable and shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic development and well-being of either Collier or Lee County in a verifiable and measurable way. This may include, but not be limited to, the retention and expansion of employment opportunities, the support and increase to either Collier or Lee County's tax base, and residency of employees and principals of the business within Collier or Lee County. Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their bid or proposal to be eligible for consideration as a "local business" under this section. Vendor must complete the following information: Year Business Established in ❑Collier County or❑ Lee County: Number of Employees (Including Owner(s) or Corporate Officers): Number of Employees Living in ❑ Collier County or ❑ Lee (Including Owner(s) or Corporate Officers): If requested by the County, vendor will be required to provide documentation substantiating the information given in this affidavit. Failure to do so will result in vendor's submission being deemed not applicable. Vendor Name: Date: Address in Collier or Lee County: Signature: Title: STATE OF FLORIDA ❑ COLLIER COUNTY ❑ LEE COUNTY Sworn to and Subscribed Before Me, a Notary Public, for the above State and County, on this Day of , 20 Notary Public My Commission Expires: (AFFIX OFFICIAL SEAL) #13-6144 27 Cisco Hardware, Software and Maintenance Packet Page -1617- 10/22/2013 16.E.1 . Cot r c, cy Purchasing ,irif Oak Attachment 5: Vendor Submittal—Immigration Affidavit Solicitation: 13-6144—Cisco Hardware, Software and Maintenance This Affidavit is required and should be signed, notarized by an authorized principal of the firm and submitted with formal Invitations to Bid (ITB's) and Request for Proposals (RFP) submittals. Further, Vendors/ Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Failure to include this Affidavit and acceptable evidence of enrollment in the E-Verify program, may deem the Vendor/ Bidder's proposal as non-responsive. Collier County will not intentionally award County contracts to any vendor who knowingly employs unauthorized alien workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e) Section 274A(e) of the Immigration and Nationality Act("INA"). Collier County may consider the employment by any vendor of unauthorized aliens a violation of Section 274A(e) of the INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A(e) of the INA shall be grounds for unilateral termination of the contract by Collier County. Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act and subsequent Amendment(s)) and agrees to comply with the provisions of the Memorandum of Understanding with E- Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E-Verify), operated by the Department of Homeland Security in partnership with the Social Security Administration at the time of submission of the Vendor's/ Bidder's proposal. Company Name , Print Name Title Signature Date State of County of The foregoing instrument was signed and acknowledged before me this day of ,20 , by who has produced as identification. (Print or Type Name) (Type of Identification and Number) Notary Public Signature Printed Name of Notary Public Notary Commission Number/Expiration The signee of this Affidavit guarantees, as evidenced by the sworn affidavit required herein, the truth and accuracy of this affidavit to interrogatories hereinafter made. #13-6144 28 Cisco Hardware,Software and Maintenance Packet Page -1618- 10/22/2013 16.E.1 . Ca Ter County Administrative Seances Division Purchasing Attachment 6: Vendor Substitute W—9 Request for Taxpayer Identification Number and Certification In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following information for tax reporting purposes from individuals and companies who do business with the County (including social security numbers if used by the individual or company for tax reporting purposes). Florida Statute 119.071(5) require that the county notify you in writing of the reason for collecting this information, which will be used for no other purpose than herein stated. Please complete all information that applies to your business and return with your quote or proposal. 1. General Information (provide all information) Taxpayer Name (as shown on income tax return) Business Name (if different from taxpayer name) Address City State Zip Telephone_ FAX Email Order Information Remit/Payment Information Address Address City State Zip City State Zip FAX FAX Email Email 2. Company Status (check only one) _Individual/Sole Proprietor _Corporation _Partnership _Tax Exempt(Federal income tax-exempt entity _ Limited Liability Company under Internal Revenue Service guidelines IRC 501 (c) 3) Enter the tax classification (D =Disregarded Entity, C =Corporation, P=Partnership) 3. Taxpayer Identification Number(for tax reporting purposes only) Federal Tax Identification Number(TIN) (Vendors who do not have a TIN, will be required to provide a social security number prior to an award of the contract.) 4. Sign and Date Form Certification: Under penalties of perjury, I certify that the information shown on this form is correct to my knowledge. Signature Date Title Phone Number #13-6144 29 Cisco Hardware,Software and Maintenance Packet Page-1619- 10/22/2013 16.E.1 . #13-6144 30 Cisco Hardware,Software and Maintenance Packet Page -1620- 10/22/2013 16.E.1. 7f'I' County Email: scottjohnson @colliergov.net Telephone: (239) 252-8995 Administrabve Services Division FAX: (239) 252-6588 Purchasing ADDENDUM 1 Memorandum • Date: August 5, 2013 From: Adam Northrup Procurement Strategist To: Interested Bidders Subject: Addendum # 1 — 13-6144—Cisco Hardware, Software and Maintenance The following clarifications are issued as an addendum identifying the following change (s) for the referenced solicitation: • Revised solicitation attached. File 13-6144 — Solicitation (rev 2) • Revised bid schedule attached. File 13-6144 - Attachment 8 — Bid Schedule (rev 2) • Solicitation closing date has been extended until Tuesday August 13th, 2013 at 3:00PM. • Question and Answer period has been extended until August 7th, 2013 at 3:00PM. If you require additional information please post a question on the Online Bidding site or contact me using the above contact information. Please sign below and return a copy of this Addendum with your submittal for the above referenced solicitation. (Signature) Date (Name of Firm) 13-6144—Cisco hardware,software and mainteance 1 Packet Page -1621- 10/22/2013 16.E.1 . O n m 0 9 z E o a oN 11 z m m m m Z' "' s m mmm 1 .,..n.n.n .n.n .n an an an an .n an.n.n an.n .n an an an.n. an In an an.,....N N an an an to N N.n u,an v N N...„y.an an.,.in va v N H an V, m r 8 ',..1 8 m m S 8 i 3_ 2 .,—^ -m$mmm- m-,n- m..rrr74«r...... N H N« vs m «H an H N N N N H« an.an an H H « ««vH anN anv.anN.nananN vHr.anvmanan«NHHanNanvanvavHNmanu,u,NHH 8 8 �21,2 E m 8 r 8 o,mmmmmm gym.. .. 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Corer Cowtty Administrative Services Division Purchasing Attachment 1: Vendor Submittal -Vendor's Non-Response Statement The sole intent of the Collier County Purchasing Department is to issue solicitations th- are clear, concise and openly competitive. Therefore, we are interested in ascertaining reason why prospective Vendors did not wish to respond to this ITB. If your firm is not responding to this ITc, please indicate the reason(s) by checking any appropriate item(s) listed below and return this for via email or fax to the Procurement Strategist listed on the first page or mail to: Collier County P hasing Department, 3327 Tamiami Trail East, Naples, Florida 34112. We are not responding to this ITB for the following reason(s): Solicitation: 13-6144—Cisco Hardware, Software and Maintena e ❑ Services requested not available through our company. ❑ Our firm could not meet specifications/scope of work. ❑ Specifications/scope of work not clearly understood (too vague, rigid, etc.) ❑ Project is too small. ❑ Insufficient time allowed for preparation response. ❑ Incorrect address used. Please corr t mailing address: ❑ Other reason(s): Firm's Complete Legal ame Address City, State, Zip / Telephone timber FAX Nu •er Si! ature /Title Type Name of Signature Date: #13-6144 23 Cisco Hardware,Software and Maintenance Packet Page -1625- 10/22/2013 16.E.1 . C er County Administrative Services Division Purchasing Attachment 2: Vendor's Check List IMPORTANT: THIS SHEET MUST BE SIGNED BY VENDOR. Please read carefully, sign in the spaces indicated and return with bid. Vendor should check off each of the following items as the necessary action is completed: 1. The Bid has been signed. 2. The Bid prices offered have been reviewed. 3. The price extensions and totals have been checked. 4. The payment terms have been indicated. 5. Any required drawings, descriptive literature, etc. have been included. 6. Any delivery information required is included. 7. If required,the amount of bid bond has been checked, and the bid bond or cashiers check has been included. 8. Addendum have been signed and included, if applicable. 9. Affidavit for Claiming Status as a Local Business, if applicable. 10. Immigration Affidavit and company's E-Verify profile page or memorandum of understanding. 11. Copies of licenses, equipment lists, subcontractors or any other information as noted in this ITB. 12. The mailing envelope must be addressed to: Purchasing Director Collier County Government Purchasing Department 3327 Tamiami Trail E Naples FL 34112 The mailing envelope must be sealed and marked with: • Solicitation: 13-6144—Cisco Hardware, Software and Maintenance • Opening Date: 08/09/2013; 3:00PM 13. The bid will be mailed or delivered in time to be received no later than the specified opening date and time. (Otherwise bid cannot be considered.) ALL COURIER DELIVERED BIDS MUST HAVE THE BID NUMBER AND TITLE ON THE OUTSIDE OF THE COURIER PACKET. CDW Governm nt LLC ,Carripany Jamet ( I "j John Loughlin — Signature Ti1tle� Supervisor, Proposals 8/12/2013 Date #13-6144 24 Cisco Hardware,Software and Maintenance Packet Page -1626- 10/22/2013 16.E.1 . Cier County Administrative Services Division Purchasing, Attachment 3: Vendor Submittal -Bid Response Form FROM: CDW Government LLC Board of County Commissioners Collier County Government Center Naples, Florida 34112 RE: Solicitation: 13-6144—Cisco Hardware, Software and Maintenance Dear Commissioners: The undersigned, as Vendor, hereby declares that the specifications have been fully examined and the Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as per the scope of work. The Vendor further declares that the only persons, company or parties interested in this Bid or the Contract to be entered into as principals are named herein; that this Bid is made without connection with any other person, company or companies submitting a Bid; and it is all respects fair and in good faith, without collusion or fraud. The Vendor proposes and agrees if this Bid is accepted, to contract, either by a County issued purchase order or formal contract, to comply with the requirements in full in accordance with the terms, conditions and specifications denoted herein, according to the following unit prices: Line# Category Percentage Discount 25 SECTION 1 TOTAL $ 233,601.15 150 SECTION 2 TOTAL 5 151,203.80 151 Cisco Hardware/Software % 54.52 33 Cisco Maintenance % 21 Any discounts or terms must be shown on the Bid Response Form. Such discounts, if any, will be considered and computed in the tabulation of the bids. In no instance should terms for less than fifteen (15) days payment be offered. Prompt Payment Terms: 0 % 30 Days; Net_ Days ® Bid Response Form is electronic. Please input your prices online. #13-6144 25 Cisco Hardware,Software and Maintenance Packet Page -1627- 10/22/2013 16.E.1 . Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid response pages. The undersigned do agree that should this Bid be accepted, to execute a formal contract, if required, and present the formal contract to the County Purchasing Director for approval within fifteen (15) days after being notified of an award. IN WITNESS WHEREOF, WE have hereunto subscribed our names on this 12th day of August , 2013 in the County of Cook , in the State of IL Firm's Complete Legal Name CDW Government LLC Address 230 N. Milwaukee Ave. City, State, Zip Vernon Hills, IL 60061 Florida Certificate of Authority 78-8012394959-5 Document Number Federal Tax Identification 36-4230110 Number CCR#or CAGE Code Telephone Number 866.339.5848 FAX Number 312.705.91431} Signature/Title . l 9 Type Name of Signature John Loughiir}— Supervisor, Proposals Date 8/12/2013 Additional Contact Information Send Payments To: (REQUIRED ONLY if different from above) Firm's Complete Legal Name Address City, State, Zip Contact Name Telephone Number FAX Number Email Address #13-6144 26 Cisco Hardware,Software and Maintenance Packet Page-1628- 10/22/2013 16.E.1 . ** CDW Government LLC is not claiming local preference ** Co er County Administrative Services Division Purchasinc Attachment 4: Vendor Submittal—Local Vendor Preference Affidavit Solicitation: 13-6144—Cisco Hardware,Software and Maintenance(Check Appropriate Boxes Below) State of Florida(Select County if Vendor is described as a Local Business ❑Collier County ❑ Lee County Vendor affirms that it is a local business as defined by the Purchasing Policy of the Collier County Board of County Commissioners and the Regulations Thereto. As defined in Section XI of the Collier County Purchasing Policy; A"local business" is defined as a business that has a valid occupational license issued by either Collier or Lee County for a minimum of one(1)year prior to a Collier County bid or proposal submission that authorizes the business to provide the commodities or services to be purchased, and a physical business address located within the limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office Boxes are not verifiable and shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a"local business"unless it contributes to the economic • development and well-being of either Collier or Lee County in a verifiable and measurable way.This may include, but not be limited to, the retention and expansion of employment opportunities, the support and increase to either Collier or Lee County's tax base, and residency of employees and principals of the business within Collier or Lee County.Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their bid or proposal to be eligible for consideration as a"local business" under this section. Vendor must complete the following information: Year Business Established in ❑Collier County or❑ Lee County: Number of Employees(Including Owner(s) or Corporate Officers): Number of Employees Living in ❑ Collier County or❑ Lee (Including Owner(s)or Corporate Officers): If requested by the County, vendor will be required to provide documentation substantiating the information given in this affidavit. Failure to do so will result in vendor's submission being deemed not applicable. Vendor Name: Date: Address in Collier or Lee County: Signature: Title: STATE OF FLORIDA ❑ COLLIER COUNTY ❑ LEE COUNTY Sworn to and Subscribed Before Me, a Notary Public, for the above State and County, on this Day of , 20 Notary Public My Commission Expires: (AFFIX OFFICIAL SEAL) #13-6144 27 Cisco Hardware,Software and Maintenance ** CDW Government LLC i;Packet Page-1629- preference ** 10/22/2013 16.E.1. Ccrter County Aorreistatrve Serves Dyson PurChasing Attachment 5:Vendor Submittal—Immigration Affidavit Solicitation: 13-6144—Cisco Hardware,Software and Maintenance This Affidavit is required and should be signed, notarized by an authorized principal of the firm and submitted with formal Invitations to Bid(ITB's)and Request for Proposals (RFP) submittals. Further, Vendors/ Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Failure to include this Affidavit and acceptable evidence of enrollment in the E-Verify program,may deem the Vendor/ Bidder's proposal as non-responsive. Collier County will not intentionally award County contracts to any vendor who knowingly employs unauthorized alien workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e) Section 274A(e) of the Immigration and Nationality Act("INA"). Collier County may consider the employment by any vendor of unauthorized aliens a violation of Section 274A(e)of the INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A(e) of the INA shall be grounds for unilateral termination of the contract by Collier County. Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act and subsequent Amendment(s))and agrees to comply with the provisions of the Memorandum of Understanding with E- Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E-Verify), operated by the Department of Homeland Security in partnership with the Social Security Administration at the time of submission of the Vendor's/Bidder's proposal. Company Name CDW Government LLC Print Name John Loug,)tlim, Title Supervisor, Proposals Signature \ j � Date 8/12/2013 State of Illinois County of OC The foregoing instrument was signed and acknowledged before me this 12th day of August ,2013,by John Lou.hiin who has produced personally known.to me as identification. Print or Type Nam- j (Type of Identification and Number) / j • rota Public Signature 3 tAS /\1( c.1e7h41/Q GY OFFICIAL SEAL Printed Name of Notary Public JUSTIN SCHWIER 5-11e1-2c#1 NOTARY PUBLIC-STATE Or ILLINOIS 41Y COMMISSION EXPIRES.45/18115 Notary Commission Number/Expiration The signee of this Affidavit guarantees, as evidenced by the sworn affidavit required herein, the truth and accuracy of this affidavit to interrogatories hereinafter made. #13-6144 28 Cisco Hardware.Software and Maintenance Packet Page-1630- 10/22/2013 16.E.1 . Got;camnty AcininatrativeSeorces Purdlasnq Attachment 6:Vendor Substitute W—9 Request for Taxpayer Identification Number and Certification In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following information for tax reporting purposes from individuals and companies who do business with the County(including social security numbers if used by the individual or company for tax reporting purposes). Florida Statute 119.071(5) require that the county notify you in writing of the reason for collecting this information, which will be used for no other purpose than herein stated. Please complete all information that applies to your business and return with your quote or proposal. 1. General Information (provide all information) Taxpayer Name CDW LLC (as shown on income tax return) Business Name CDW Government LLC (if different from taxpayer name) Address 230 N Milwaukee Ave City Vernon Hills State Illinois Zip 60061 Telephone 866.339.5848 FAX 312.705.9143 Email miguroj @cdwg.com Order Information Remit/Payment Information Address Address 75 Remittance Drive, Ste 1515 City State Zip City Chicago State IL Zip 60061 FAX FAX 312.705.9143 Email Email miguroj @cdwg.com 2. Company Status(check only one) _Individual/Sole Proprietor _Corporation _Partnership Tax Exempt(Federal income tax-exempt entity X Limited Liability Company under Internal Revenue Service guidelines IRC 501 (c)3) C Enter the tax classification (D=Disregarded Entity. C=Corporation, P=Partnership) 3. Taxpayer Identification Number(for tax reporting purposes only) Federal Tax Identification Number(TIN) 36-4230110 (Vendors who do not have a TIN. will be required to provide a social security number prior to an award of the contract) j 4. Sign and Date Form Certification: Under penalties of eddury, I certify that the information shown on this form is correct to my knowledge. ;' Signature \' ) { Date 8/12/2013 Title John Loughlin`''S4ervisor, Proposals Phone Number 866.339.5848 #13-6144 29 Cisco Hardware,Software and Maintenance Packet Page-1631- 10/22/2013 16.E.1. #13-6144 30 Cisco Hardware,Software and Maintenance Packet Page-1632- 10/22/2013 16.E.1. CQ itr County Email: scottjohnson @colliergov.net Telephone: (239) 252-8995 Administrative Services Division FAX: (239) 252-6588 Purchasing ADDENDUM 1 Memorandum Date: August 5, 2013 From: Adam Northrup Procurement Strategist To: Interested Bidders Subject: Addendum# 1 — 13-6144—Cisco Hardware, Software and Maintenance • The following clarifications are issued as an addendum identifying the following change (s) for the referenced solicitation: • Revised solicitation attached. File 13-6144 — Solicitation (rev 2) • Revised bid schedule attached. File 13-6144 -Attachment 8 — Bid Schedule (rev 2) • Solicitation closing date has been extended until Tuesday August 13th, 2013 at 3:00PM. • Question and Answer period has been extended until August 7th, 2013 at 3:00PM. If you require additional information please post a question on the Online Bidding site or contact me using the above contact information. Please sign below and return a copy of this Addendum with your submittal for the above referenced solicitation. n / 8/12/2013 'D)(Signature Jahn Loughr —Supervisor, Proposals Date CDW Government LLC (Name of Firm) 13-6144—Cisco hardware,software and mainteance 1 Packet Page -1633- 10/22/2013 16.E.1. Exceptions To Specifications CDW Government ("CDW-G") submits this bid response subject only to the terms and conditions contained in the current FL State Contract 250-000-09-1 Contract. Any terms and conditions in the or elsewhere that are additional to or different from the terms and conditions of the current FL State Contract 250-000-09-1 Contract shall not apply to any transaction(s) that results from CDW-G's submission of its bid response and such transaction(s) shall be subject only to the terms and conditions of the current FL State Contract 250-000-09-1 Contract. Packet Page-1634- 10/22/2013 16.E.1. CD' •G Company Overview CDW is a Fortune 500 company and a leading provider of integrated information technology ("IT") solutions in the U.S. and Canada. We help iiii;) our customer base of more than 250,000 small, medium and large g business, government, education and healthcare customers by delivering critical solutions to their increasingly complex IT needs. Our broad array of offerings range from discrete hardware and software products to integrated IT solutions such as mobility, security, data center optimization, cloud computing, virtualization and collaboration. Our product portfolio includes more than 100,000 products from more than 1,000 brands. We provide these solutions through a large and experienced sales force and service delivery team consisting of more than 4,300 coworkers, including nearly 1,400 highly skilled technology specialists and engineers. We are a leading U.S. sales channel partner for many original equipment manufacturers ("OEMs") and software publishers Company Quick Facts (collectively, our"vendor partners"), whose products we include in our Headquarters:Vernon Hills,IL offerings. We believe we are an important extension of our vendor Annual NetSales(2012): partners' sales and marketing capabilities, providing them with a cost- effective way to reach customers and maintain a consistent brand $10.1 Billion experience through our established end-market coverage and Number of Customers:250,000+ extensive customer access. In 2012, we generated over $1 billion of Number of Coworkers:6,800+ revenue for three of our vendor partners and over $100 million of revenue for an additional 12 of our vendor partners. We provide value to our customers by simplifying the complexities of technology across design, selection, procurement, integration and management. Our goal is to have our customers, regardless of their size, view us as an indispensable extension of their IT staffs. We seek to achieve this goal by providing our customers with superior service through our large and experienced sales force and service delivery teams. Our multi-brand offering approach, which is not limited to any particular brand or product technology, enables us to identify the products or combination of products that best address each customer's specific organizational IT requirements. Our customers include private sector businesses that typically employ fewer than 5,000 employees, government agencies and educational and healthcare institutions. We serve our customers through service delivery teams and channel-specific sales teams with extensive technical skills and knowledge of the specific markets they serve. This market segmentation allows us to customize our offerings for our customers, which often do not have the expertise or resources to effectively evaluate and to optimally implement IT solutions. We currently have five dedicated customer channels: small business, medium/large business, government, education and healthcare, each of which generated over $1 billion in net sales in 2012. The scale and diversity of our customer channels provides us with multiple avenues for growth and a balanced customer base to weather economic and technology cycles. t Rapid Growth CDW was founded in 1984 as a home-based business. As of January 1, 2013, Sales Growth CDW employed approximately 6,800 coworkers. Sales for the past five years Year CDW Sales* are shown in the attached chart. 2012 $10.1 2011 $9.60 2010 $8.80 Packet Page -1635- 10/22/2013 16.E.1. We attribute our tremendous growth to our strong strategic partnerships, large, on-site inventories, on-line procurement management tool, efficient operations, technical expertise and commitment to each of our customers. CDW's past annual reports and other financial releases can be found online at cdw.com. Customer-focused Philosophy CDW is committed to running our business with honesty, integrity and the highest level of customer service. Our overall business strategy is to look long term when developing relationships and to measure our success by the number of repeat customers we service year after year. Satisfied customers are the key to our success. We adhere to a core philosophy known as the CDW Circle of Service which dictates that everything we do revolves around you — the customer. Every CDW department is focused on your needs and ,' success. This graphic is a reminder that good service leads to customer nx. satisfaction and increased sales. It drives us to provide the best value to „�. our customers. Corporate Structure In 2007, CDW LLC became privately held and owned by an entity owned by investment funds affiliated with leading private equity firms Madison Dearborn Partners, LLC and Providence Equity Partners Inc. and their affiliates, as well as management investors. (Please note that the above is not meant to imply equal ownership between the referenced entities.) CDW Government LLC (CDWG) is the wholly owned subsidiary of CDW LLC that focuses on federal, state and local government, education and healthcare. Product Mix CDW LLC.(CDW) is a leading provider of technology solutions for business, government, education and healthcare. We offer over 1,000 brands, from well-established companies such as APC, Apple, Cisco, EMC, Hewlett-Packard, IBM, Lenovo, Microsoft, NetApp, Symantec and VMware to emerging vendor partners such as Drobo, Fusion-io, Meraki, Nimble Storage, Salesforce.com, Sophos and Splunk. Our coworkers have enabled us to achieve the highest level of certification from major vendor partners such as Cisco, EMC and Microsoft. These certifications reflect the extensive product and solution knowledge and capabilities that we bring to our customers' IT challenges and provide us with access to favorable pricing, tools and resources, including vendor incentive programs, which we use to provide additional value to our customers. Our vendor partners also regularly recognize us with top awards and select us to develop and grow new customer solutions. Our offerings range from discrete hardware and software products and services to complex integrated solutions that include one or more of these elements. We believe our customers increasingly view technology purchases as integrated solutions rather than discrete product and service categories. Our hardware products include notebooks/mobile devices (including tablets), network communications, enterprise and data storage, video monitors, printers, desktop computers and servers. Our software products include application suites, security, virtualization, operating systems, network management and Software as a Service ("SaaS") offerings. We also provide a full suite of value-added- services, which range from basic installation, warranty and repair services to custom configuration, data Packet Page-1636- 10/22/2013 16.E.1 . center and network implementation services, as well as managed services that include Infrastructure as a Service("laaS")offerings. Strategic Solutions and Services Our full spectrum of technology services includes: • Assessment/Planning/Design • Software Licensing Management • Configuration Services • Microsoft Services • Installation and Deployment • Telecom Carrier Services • Product Protection and Support • Managed Services Our world-class strategic solutions and services team has extensive experience and expertise regarding such complex issues as: • Mobility • Cloud Computing • Security • Virtualization • Data Center Optimization • Collaboration CDW provides more than just product; we have the resources and expertise to deliver solutions and services that increase productivity and facilitate total lifecycle management of your IT assets. .. � : Two large on-site inventories provide convenient one-stop 4 _ shopping and quick product turnaround. Comprehensive online capabilities help to streamline the entire procurement management process and facilitate standardization and compliance. Best in Value When you work with CDW Government LLC, you can expect many value-added benefits including: • A dedicated Account Manager who serves as your primary point of contact and helps your organization to streamline the procurement process. • Pre-sales System Engineers who assist with finding the best solution. • Dedicated Account Specialists who help you develop solutions and provide ongoing consultation. • In some instances, Field Account Executives OR Advanced Technology Account Executives who are available for onsite meetings. • On-line purchasing via a CDW Government LLC Extranet specifically designed for your organization so you can make the most cost-effective purchasing decisions. • Asset management tools that help you keep track of your IT assets. • Customized catalog(s)and integration with EDI and e-procurement systems. • Convenient one-stop shopping with more than 100,000 product offerings. • Access to immediate support from manufacturer partners. • Quick product turnaround due to our large, well-managed onsite inventory and relationships with distribution channel partners. • Competitive pricing for products and services. • Outstanding customer service and post-sales technical support to help you maximize productivity and minimize downtime. • Customized configuration services so your technical staff is free to focus on more critical initiatives. Packet Page-1637- 10/22/2013 16.E.1. • Pre-packaged and onsite technology services to protect, support and service your IT investments. • Our commitment to quality control, efficient operations, and best practices so that we can offer more value-added services for your benefit We believe that our business model provides the best value in the industry. We will continue to remain ahead of the curve with marketplace changes, expand and enhance our value proposition, and better serve your ongoing technology needs. CDW Gets IT `, • From classrooms to warehouses, boardrooms to battlefields, CDW's architects and advanced ..._.. •—•.-- �..•,-� technology engineers have been designing, • """• c,-' ...ilk implementing and managing technology, ,,_,�� .....r._ `• « ° """ ` •communication and security solutions for growing -t., •— s., ..... • businesses, leading universities, healthcare ! A 27:4:',Z,..:::::"'' providers and all branches of the U.S. government --� r .. for nearly 30 years. ? ...i Whether you need software, network communications, notebooks/mobile devices, data storage, video monitors, desktops and printers—or you require more advanced virtualization, collaboration, security, mobility, data center optimization and cloud computing solutions—CDW gets it. Our team of technology experts and dedicated account managers can tailor a piece of equipment, individual software or an entire network that delivers the most effective and sustainable results. CDW's just-in-time inventory model and multiple distribution centers will ensure you have the products and solutions you need when you need them... no matter where you are in the world. That's what you expect from a trusted partner. And that's what you get from CDW. We're People Who Get IT. -\ \ L ^y^yy^ 1 4' , f °W) e Packet Page -1638- 10/22/2013 16.E.1. o w 0 at z .1 r on 0 ,.. 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Iv 0 z U) U1 U1 U1 U1 U1 U1 U1 U1 1.11 111 U1 in 1.11 Ul N U1 U1 111 U1 Ut 1.11 U1 U1 0 lD lD 1-1 N 1--1 r-1 .--I N N LO LO LO LID LID lD LID lD LO LO lD LO l0 l0 LO tO LO lD LO l0 t0 VD LID O H •1 CO CO CO CO CO CO U1 d' r..:.4 a V 4 4 4 R 4 C C a 4 C 4 R Q 4 V cT Q C O N N O1 Ot Cl Q1 Oi O1 d.. m m m m en en m en en m m m m m en m m M m m m m VT 01 01 01 01 01 01 01 01 Q N N N N .--1 .-i .--1 N .--1 N N N .--I N .--I e-I N H N N N N m m U1 U1 U1 U1 U1 U1 .O VT VT VT VT V! VT VT VT VT IT VT VT VT VT VT VT VT VT VT VT VT VT ...j e-1' re M M M m r VT VT VT VT VT VT VT VT 01 rr V Packet Page-1655- IIII II 10/22/2013 16.E.1. Co ier C~.crty Administrative Service Division Purchasing Attachment 1: Vendor Submittal -Vendor's Non-Response Statement The sole intent of the Collier County Purchasing Department is to issue solicitations that are clear, concise and openly competitive. Therefore, we are interested in ascertaining reasons why prospective Vendors did not wish to respond to this ITB. If your firm is not responding to this ITB, please indicate the reason(s) by checking any appropriate item(s) listed below and return this form via email or fax to the Procurement Strategist listed on the first page or mail to: Collier County Purchasing Department, 3327 Tamiami Trail East, Naples, Florida 34112. We are not responding to this ITB for the following reason(s): Solicitation: 13-6144—Cisco Hardware, Software and Maintenance ❑ Services requested not available through our company. ❑ Our firm could not meet specifications/scope of work. ❑ Specifications/scope of work not clearly understood (too vague, rigid, etc.) Project is too small. [ Insufficient time allowed for preparation of response. ❑ Incorrect address used. Please correct mailing address: [ Other reason(s): Firm's Complete Legal Name Address City, State, Zip Telephone Number FAX Number Signature/Title Type Name of Signature Date: #13-6144 23 Cisco Hardware,Software and Maintenance Packet Page -1656- 10/22/2013 16.E.1. Co en Capoity Adminisira a Services Division Purchasing Attachment 2: Vendor's Check List IMPORTANT: THIS SHEET MUST BE SIGNED BY VENDOR. Please read carefully, sign in the spaces indicated and return with bid. Vendor should check off each of the following items as the necessary action is completed: 1. The Bid has been signed. 2. The Bid prices offered have been reviewed. 3. The price extensions and totals have been checked. 4. The payment terms have been indicated. 5. Any required drawings, descriptive literature, etc. have been included. 6. Any delivery information required is included. 7. If required, the amount of bid bond has been checked, and the bid bond or cashiers check has been included. 8. Addendum have been signed and included, if applicable. 9. Affidavit for Claiming Status as a Local Business, if applicable. 10. Immigration Affidavit and company's E-Verify profile page or memorandum of understanding. 11. Copies of licenses, equipment lists, subcontractors or any other information as noted in this ITB. 12. The mailing envelope must be addressed to: Purchasing Director Collier County Government Purchasing Department 3327 Tamiami Trail E Naples FL 34112 The mailing envelope must be sealed and marked with: • Solicitation: 13-6144—Cisco Hardware, Software and Maintenance • Opening Date: 08/09/2013; 3:00PM 13. The bid will be mailed or delivered in time to be received no later than the specified opening date and time. (Otherwise bid cannot be considered.) ALL COURIER DELIVERED BIDS MUST HAVE THE BID NUMBER AND TITLE ON THE OUTSIDE OF THE COURIER PACKET. Company Name Signature & Title Date #13-6144 24 Cisco Hardware,Software and Maintenance Packet Page -1657- 10/22/2013 16.E.1. Cotr C�oxrty Administrative Services Derision Purchasing Attachment 3: Vendor Submittal - Bid Response Form FROM: Board of County Commissioners Collier County Government Center Naples, Florida 34112 RE: Solicitation: 13-6144—Cisco Hardware, Software and Maintenance Dear Commissioners: The undersigned, as Vendor, hereby declares that the specifications have been fully examined and the Vendor is fully informed in regard to all conditions pertaining to the work to be performed for as per the scope of work. The Vendor further declares that the only persons, company or parties interested in this Bid or the Contract to be entered into as principals are named herein; that this Bid is made without connection with any other person, company or companies submitting a Bid; and it is all respects fair and in good faith, without collusion or fraud. The Vendor proposes and agrees if this Bid is accepted, to contract, either by a County issued purchase order or formal contract, to comply with the requirements in full in accordance with the terms, conditions and specifications denoted herein, according to the following unit prices: Line# Category Percentage Discount 1 Cisco Hardware/Software % 2 Cisco Maintenance 25 SECTION 2 TOTAL 33 SECTION 3 TOTAL Any discounts or terms must be shown on the Bid Response Form. Such discounts, if any, will be considered and computed in the tabulation of the bids. In no instance should terms for less than fifteen (15) days payment be offered. Prompt Payment Terms: % Days; Net_ Days ® Bid Response Form is electronic. Please input your prices online. #13-6144 25 Cisco Hardware,Software and Maintenance Packet Page-1658- 10/22/2013 16.E.1 . Note: If you choose to bid manually, please submit an ORIGINAL and ONE COPY of your bid response pages. The undersigned do agree that should this Bid be accepted, to execute a formal contract, if required, and present the formal contract to the County Purchasing Director for approval within fifteen (15) days after being notified of an award. IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of , 20 in the County of , in the State of Firm's Complete Legal Name Address City, State, Zip Florida Certificate of Authority Document Number Federal Tax Identification Number CCR#or CAGE Code Telephone Number FAX Number Signature/Title Type Name of Signature Date Additional Contact Information Send Payments To: (REQUIRED ONLY if different from above) Firm's Complete Legal Name Address City, State, Zip Contact Name Telephone Number FAX Number Email Address #13-6144 26 Cisco Hardware,Software and Maintenance Packet Page -1659- 10/22/2013 16.E.1 . Copier County Administne Services Division Purchasing • Attachment 4: Vendor Submittal - Local Vendor Preference Affidavit Solicitation: 13-6144—Cisco Hardware,Software and Maintenance(Check Appropriate Boxes Below) State of Florida (Select County if Vendor is described as a Local Business ❑ Collier County ❑ Lee County Vendor affirms that it is a local business as defined by the Purchasing Policy of the Collier County Board of County Commissioners and the Regulations Thereto. As defined in Section XI of the Collier County Purchasing Policy; A"local business" is defined as a business that has a valid occupational license issued by either Collier or Lee County for a minimum of one(1)year prior to a Collier County bid or proposal submission that authorizes the business to provide the commodities or services to be purchased, and a physical business address located within the limits of Collier or Lee Counties from which the vendor operates or performs business. Post Office Boxes are not verifiable and shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic development and well-being of either Collier or Lee County in a verifiable and measurable way. This may include, but not be limited to, the retention and expansion of employment opportunities, the support and increase to either Collier or Lee County's tax base, and residency of employees and principals of the business within Collier or Lee County. Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their bid or proposal to be eligible for consideration as a "local business" under this section. Vendor must complete the following information: Year Business Established in ❑Collier County or❑ Lee County: Number of Employees(Including Owner(s) or Corporate Officers): Number of Employees Living in ❑ Collier County or❑ Lee (Including Owner(s)or Corporate Officers): If requested by the County, vendor will be required to provide documentation substantiating the information given in this affidavit. Failure to do so will result in vendor's submission being deemed not applicable. Vendor Name: Date: Address in Collier or Lee County: Signature: Title: STATE OF FLORIDA El COLLIER COUNTY ❑ LEE COUNTY Sworn to and Subscribed Before Me, a Notary Public, for the above State and County, on this Day of , 20 Notary Public My Commission Expires: (AFFIX OFFICIAL SEAL) #13-6144 27 Cisco Hardware,Software and Maintenance Packet Page-1660- 10/22/2013 16.E.1 . Cofer County Adrtes Stars/Ices Nilson Purchasing Attachment 5: Vendor Submittal—Immigration Affidavit Solicitation: 13-6144—Cisco Hardware, Software and Maintenance This Affidavit is required and should be signed, notarized by an authorized principal of the firm and submitted with formal Invitations to Bid (ITB's)and Request for Proposals (RFP)submittals. Further, Vendors/ Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Failure to include this Affidavit and acceptable evidence of enrollment in the E-Verify program, may deem the Vendor/ Bidder's proposal as non-responsive. Collier County will not intentionally award County contracts to any vendor who knowingly employs unauthorized alien workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e)Section 274A(e)of the Immigration and Nationality Act("INA"). Collier County may consider the employment by any vendor of unauthorized aliens a violation of Section 274A(e)of the INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A(e)of the INA shall be grounds for unilateral termination of the contract by Collier County. Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act and subsequent Amendment(s))and agrees to comply with the provisions of the Memorandum of Understanding with E- Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E-Verify), operated by the Department of Homeland Security in partnership with the Social Security Administration at the time of submission of the Vendor's/Bidder's proposal. Company Name Print Name Title Signature Date State of County of The foregoing instrument was signed and acknowledged before me this day of ,20_,by who has produced as identification. (Print or Type Name) (Type of Identification and Number) Notary Public Signature Printed Name of Notary Public Notary Commission Number/Expiration The signee of this Affidavit guarantees, as evidenced by the sworn affidavit required herein, the truth and accuracy of this affidavit to interrogatories hereinafter made. #13-6144 28 Cisco Hardware,Software and Maintenance Packet Page -1661- 10/22/2013 16.E.1 . Form Wima Request for Taxpayer Give Form to the (Rev.January 2011) requester.Do not Department of the Treasury Identification Number and Certification send to the IRS. internal Revenue Service Name(as shown on your income tax return) En Pointe Technologies Sales Inc Business name/disregarded entity name,If different from above ca it a Check appropriate box for federal tax fl classification(required): ❑ individual/sole proprietor l2 C Corporation S Corporation at P ❑ rp ❑ Partnership ❑Trust estate o ❑ Limited liabili company.Enter the tax classification(C=C corporation,S=S corporation, ❑Exempt payee tY ( P rporation,P partnership) • N_ = ❑ Other(see instructions)o- n. U Address(number,street,and apt.or suite no.) Requester's name and address(optional) a N 18701 S Figueroa Remit To: PO Box 514429 ar City,state,and ZIP code ti) Gardena,CA 90248 Los Angeles,CA 90051-4429 List account number(s)here(optional) EZIn Taxpayer identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on the"Name"line j Social security number to avoid backup withholding.For individuals,this is your social security number(SSN).However,for a resident alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN on page 3. Note.If the account is in more than one name,see the chart on page 4 for guidelines on whose Employer identification number number to enter. � 9 5 - 4 6 5 8 2 9 1 � Part I Certification Under penalties of perjury,i certify that: 1. The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me),and 2. I am not subject to backup withholding because:(a)I am exempt from backup withholding.or(b)I have not been notified by the Internal Revenue Service(IRS)that 1 am subject to backup withholding as a result of a failure to report all interest or dividends,or(0)the IRS has notified me that I am no longer subject to backup withholding,and 3. I am a U.S.citizen or other U.S.person(de€ined below). Certification instructions.You must cross out item 2 above if you have been notified by the iRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(iRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions on page 4. '°.- Sign Signature or _ Here t_S.persontom �_'' r.' '- . ► 07-01-2013- Date General Instructions Note.If a requester gives you a form other than Form W-9 to request Section references are to the Internal Revenue Code unless otherwise your TIN,you must use the requesters form if it is substantially similar to this Form W-9. noted. Definition of a U.S.person.For federal tax purposes,you are Purpose of Form considered a U.S.person if you are: A person who is required to file an information return with the IRS must •An individual who is a U.S.citizen or U.S.resident alien, obtain your correct taxpayer identification number(TIN)to report.for •A partnership,corporation,company,or association created or example,income paid to you.real estate transactions,mortgage interest organized in the United States or under the laws of the United States, you paid,acquisition or abandonment of secured property,cancellation •An estate(other than a foreign estate),or of debt,or contributions you made to an IRA. •A domestic trust(as defined in Regulations section 301.7701-7). Use Form W-9 only if you are a U.S.person(including a resident alien).to provide your correct TIN to the person requesting it(the Special rules for partnerships.Partnerships that conduct a trade or requester)and,when applicable,to: business in the United States are generally required to pay a withholding; tax on any foreign partners'share of income from such business. 1.Certify that the TIN you are giving is correct(or you are waiting fora Further,in certain cases where a Form W-9 has not been received,a number to be issued), partnership is required to presume that a partner is a foreign person, 2.Certify that you are not subject to backup withholding,or and pay the withholding tax.Therefore,if you are a U.S.person that is a 3.Claim exemption from backup withholding if you are a U.S.exempt partner in a partnership conducting a trade or business in the United ofmaiki payee.If applicable,you are also certifying that as a U.S.person,your States,provide Form W-9 to the partnership to establish your U.S. allocable share of any partnership income from a U.S.trade or business status and avoid withholding on your share of partnership income. is not subject to the withholding tax on foreign partners'share of effectively connected income. 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'�LJ C 2 .0 V: N H i) N LZ, H N OF LO_0 a) .0 C E C . z z z Z Z z z U ;, E m E O 0 0 0 0 0 0 0 m O a U C a U U U U U U U -h: L Cl- a U U cc C N N N N m 0101 M C w = Packet Page -1665- 4. 10/22/2013 16.E.1. • 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 the entity identified below as Contractor ("Contractor"). The Contractor responded to the Department's Invitation to Negotiate (ITN) No. 17-250-000-Y for IT Hardware: Networking Infrastructure. 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. The specific products awarded to Contractor. and the maximum rates Contractor may charge Eligible Customers, are identified on the attached Price Sheets. 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) Florida Statutes. The term of the Contract is a three year period beginning on the date of last signature of the parties executed below. The Contract consists of the following documents, which, in case of conflict, shall have priority in the order listed, and are hereby incorporated as if fully set forth: • Any written amendments to the Contract • This document, including Price Sheets, approved Product Updates. etc. • Certification Letter Dated Aug. 7,2008 • Contractor's bid • ITN Addendums, Amendments.Negotiation Sessions • Technical Specifications • Special Instructions • Special Conditions • General hlstruction to Respondents(PUR 1001) • General Contract Conditions(PUR 1000) State of Florida; Department of Management Services 0%- y: Linda H. South. Secret Contractor Name: C(6CO 51,64e-VOS ,IC (Seal) Street Address or P.O. Bo tit 1n)esf IR. rrutr\ lr City, State, Zip: 54.✓1 Jo5e._ , CA ci°513,4- Company: Cisco Systems, Inc. •:7u r-- �r Dana Giampetroni September 5,2008 By: Date Director of Finance. Public Sector Title Approved as to form and legality g / � by the Department General Counsel's Office: 4 „Jai,e Packet Page-1666- 10/22/2013 16.E.1. w " Ovik 1 !,,, ,,t;:,.:. •,., , ,,.., ,,I. .„-. ,c„,.. , „ ,R . .., ..„„ I: .. CISCO SYSTEMS, INC. BID SUBMISSION Dated: June 19, 2008 Responding to: ; „.1.: -,_, ',,:-- -,.::!,:-,,-.::.---- ,'"'''si-.•,:, .' '.; A 4' �z +,{r STATE OF FLORIDA INVITATION TON NEGOTIATE (ITN) for IT Hardware Networking Infrastructure ITN No. 17-250-000-Y Packet Page -1667- 10/22/2013 16.E.1. 61111111e CISCO SECTION I— INTRODUCTORY NOTE Following this page, Cisco has provided introductory materials. 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 2 Packet Page-1668- 10/22/2013 16.E.1 . CISCO INTRODUCTORY NOTE Cisco Systems, Inc. is extremely pleased to present this proposal for your evaluation and consideration. This proposal, including any attachments, pricing and technical information, includes certain Cisco confidential, trade secret and proprietary information. Accordingly, we have marked this proposal "Cisco Confidential" and request that it not be disclosed to any third party without first notifying Cisco and affording Cisco the opportunity, as allowed by law, to seek judicial protection from disclosure of such confidential, trade secret and proprietary information to a third party. This proposal is not to be used for other than your evaluation and consideration. Some information contained in this proposal may reference future technology and pricing for technology under development. All such information and related pricing is subject to change. Also, any descriptions, documentation or references to third party products in this proposal are provided for informational purposes only and shall not be considered a part of Cisco's proposal. Financial information about Cisco, including annual and quarterly reports, may be found at Cisco's Investor Relations home page, which provides a link to Cisco's most recent filings with the Security and Exchange Commission: http://investor.cisco.com/ireye/ir site.zhtml?ticker=csco&script=2100. Because Cisco is a public company and is required to disclose its financial status on a quarterly and annual basis, the reports filed with the SEC are provided in lieu of any requested credit and/or bank references. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 3 Packet Page -1669- 10/22/2013 16.E.1 . 81118111e CISCO SECTION II - LETTER OF TRANSMITTAL Following this page, Cisco has provided a signed letter of transmittal. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 4 Packet Page -1670- 10/22/2013 16.E.1 . sil1 . 1lIs CISCO Cisco Systems.inc. 170 West Tasman Drive San Jose.CA 95134 Phone_408 520-4000 Toil Free. 800 551;-038- Fax 408527-2022 Iutp./!vvw l�.cisemeom June 19, 2008 Mr. Mark Foss Purchasing Analyst, State Purchasing Department of Management Services 4050 Esplanade Way, Suite 360 Tallahassee, FL 32399-0950 Re: State of Florida Intent to Negotiate (ITN) for IT Hardware Networking Infrastructure ITN No. 17-250-000-Y Dear Mr. Foss: Cisco Systems, Inc. is pleased to submit our bid response to the above-referenced ITN. Enclosed you will find Cisco's detailed response in accordance with the ITN requirements. Cisco respectfully requests that the State of Florida DMS consider this response in its entirety, including all attachments and accompanying documentation. As requested by the State, Cisco's proposal shall remain valid for sixty (60) days from the date of opening and thereafter until the State receives our notice of withdrawal. Please note that submission is set forth inline with the originally published ITN document. Although not contained in this submission, this Cisco Bid Response also incorporates by reference and is responsive to the State of Florida's: a) subsequently published amendments; and b) published questions and answers modifying or clarifying the original ITN requirements. If selected by the State as the successful offeror, Cisco anticipates that the final terms and conditions (inclusive of all business terms and conditions) regarding the purchase of any products and services directly from Cisco pursuant to this ITN, shall not be binding upon either party until the parties have negotiated in good faith to reach a final and 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 5 Packet Page -1671- 10/22/2013 16.E.1. definitive written agreement executed and delivered by the appropriate representative of both parties based upon the State's requirements and the Cisco Response set forth in the following bid submissions. Should you have any questions relating to Cisco's response, please contact Denise Yaeger, Account Manager, at (408) 894-8885, or Stacie LeGrow, Esq., Corporate Counsel, Cisco Systems, Inc. at (919) 392-4033. Thank you for considering Cisco for this exciting opportunity. Sincerely, Dana Giampetroni Director, Finance Public Sector- Afsk 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 6 Packet Page -1672- 10/22/2013 16.E.1 . 61 ' 16111 , CISCO SECTION III — CISCO BID RESPONSE Beginning on the following page, Cisco's Bid Response is provided inline in blue text . under each of the State's ITN requirements. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 7 Packet Page -1673- 10/22/2013 16.E.1. t -4i7:2?‘;'::: INVITATION TO NEGOTIATE (ITN) FOR IT HARDWARE NETWORKING INFRASTRUCTURE , ITN No. 17-250-000-Y u ITN IssuE DATE: 5-6-2008 1 ELECTRONIC RESPONSES DUE: 6-19-2008 BY 2:00PM EASTERN TIME REFER ALL INQUIRES TO: MARK Foss PURCHASING ANALYST DIVISION OF STATE PURCHASING BUREAU OF TECHNOLOGY PURCHASING DEPARTMENT OF MANAGEMENT SERVICES 4050 ESPLANADE WAY,SUITE 360 TALLAHASSEE,FL 32399 elliellie 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 8 C ' 0 Packet Page-1674- 10/22/2013 16.E.1 . 1.0 INTRODUCTION 1.1 PURPOSE. 1.2 OVERVIEW L3 CONTACT 1.4 LOBBYING 1.5 EVENT TIMELINE 81111111s 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 9 CISCO Packet Page-1675- 10/22/2013 16.E.1 . The State of Florida, Department of Management Services, Division of State Purchasing invites qualified Respondents to submit proposals in accordance with these solicitation documents. 1.1 Purpose. This ITN shall establish a procurement vehicle for the purchase of"best-in-class" equipment (i.e., the best value IT equipment and related services while maintaining or exceeding current service and quality levels) for all State authorized purchasers. The purpose of this solicitation is to establish a thirty-six (36) month State Term Contract for the purchase of Information Technology Hardware in the following listed categories: Category 7 Description 1 Servers, Terminals, ThinClients 2 LAN /WAN Infrastructure Equipment 3 Firewalls, VPNs 4 Storage, Tape, Virtual Tape Infrastructure 5 UPS, Surge Suppression, Batteries The contract term is anticipated to begin prior to August 1, 2008. The State's MyFloridaMarketPlace eProcurement system (the "MFMP System", "MFMP") will be used to conduct this competitive event. The estimated annual spend on this contract is in excess of $105 million. This estimate is supplied as a guide for preparing responses and should not be construed as representing actual sales, nor a guarantee to the awardee(s). The State intends that the awarded respondent(s) in each Category shall furnish quality Information Technology (IT) products and related services at the lowest price available, in a timely, and efficient manner. Inside delivery locations will be Statewide, from border to border. Purchases from this Contract will be made by both State Agencies and Other Eligible Users (OEUs). Items excluded from this ITN and any contract resulting from this ITN are: • Telephony Equipment • PCs, Laptops, Monitors, and Printers (Production /Workstation) • Other office technology equipment (copiers, radios, facsimile machines, calculators, paper shredders, typewriters, scanners, multifunctional devices etc.) • IT professional and consulting services (except training included with purchase) • IT application and database software (unless it is integral to the operation of the equipment to be purchased and included at no additional charge). Cisco Response: Cisco acknowledges and complies on the assumption that: a) the Prime Contractor's mutual consent is required to renew beyond the original term, per the State's response to Q&A#5903050. • III , III6 HI .: 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 10 CISCO Packet Page-1676- 10/22/2013 16.E.1. 1.2 Overview Respondents may submit responses to more than one category. State Agencies and Others Eligible Users (OEUs) will have the opportunity to purchase items from a category, and purchase upgrades or downgrades based on options upon which respondents have quoted within that category. For example, if there is an Eligible Users who is purchasing an item within the Server Category for "Blades", but he/she needs a larger hard drive, that user would purchase the item (listed in that category) and select from various "upgrade options" for the hard drive. The "optional upgrade" would be purchased using the price discounts quoted in the "Pricing Spreadsheets" in Attachment 1. The State anticipates that the majority of purchases will fall within the scope of these five (5) categories as well as through selected equipment / service options that fall within each category As technology changes, the State expects to update the products within the categories periodically. We estimate that this may take place approximately every six (6) months to twelve (12) months. The awarded respondent(s)will be expected to support this effort and to maintain consistent price discounts on any new or replacement equipment throughout the life of the contract. If, in the opinion of the State, discount levels are not maintained (as original or better), the State, at its sole discretion, may terminate the Agreement with the Awardee. Cisco Response: Cisco acknowledges and complies. 1.3 Contact. The Procurement Official at the State of Florida, Department of Management Services - Division of State Purchasing is listed below. All inquiries and questions must be directed to only this person, unless otherwise identified in this ITN or changed by addendum to this ITN. Oral communications directly with department officers and employees concerning this ITN are prohibited. Respondents should only rely on written statements issued by the Procurement Official. The primary contact for this solicitation is: Mark Foss Lead Purchasing Analyst, IT Technology Team Department of Management Services 4050 Esplanade Way, Suite 360 Tallahassee, FL 32399-0950 Mark.foss @dms.myflorida.com I III 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 11 CISCO Packet Page-1677- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges and complies. 1.4 Lobbying In accordance with Section 216.347, Florida Statutes, and as provided herein, the Manufacturer (Contractor) may not lobby this Department, the legislature, the executive branch, or any other State Agency relating to any aspect of this ITN during the procurement process. Violation of this restriction can be cause for disqualification from the procurement process. Cisco Response: Cisco acknowledges and complies. 1.5 Event Timeline. The following timeline applies to this solicitation: Event;. Tme'(ED 1).„ Date ITN Release 2:00 PM 6-May-08 MyFloridaMarketPlace (MFMP) Training 2:00 PM 8-May-08 (Not Mandatory) Pre-Bid Conference (Not Mandatory) Room 152, Betty Easley Conference Center 2:00 PM 14-May-08 4075 Esplanade Way, Tallahassee, FL 32399 Deadline for Questions Submitted via the 2:00 PM 20-May-08 Q&A Board within MyFloridaMarketPlace Answers to Respondents Questions Posted 2:00 PM 29-May-08 ITN Submission Deadline 2:00 PM 19-Jun-08 Evaluation June 19 thru July 7-08 Evaluation Scoring Session 2:00 PM 7-Jul-08 Electronic Posting of Promotion to Stage 2 2:00 PM 8-Jul-08 (Pricing and Negotiation) Final Pricing and Negotiation (if required) July 8 thru July 22- 08 Posting of Intent to Award 2:00 PM 22-Jul-08 Contract Start Date 1-Aug-08 DO NOT RELY ON THE MYFLORIDAMARKETPLACE SOURCING TOOL'S TIME REMAINING CLOCK. THE OFFICIAL SOLICITATION CLOSING TIME SHALL BE AS REFLECTED IN THE TABLE ON THIS PAGE. The MyFloridaMarketPlace (MFMP) Sourcing Tool's time remaining clock is NOT the official submission date and time deadline, it is intended only to approximate the solicitation closing and may require periodic adjustments. II I 1e1I1e 5 0 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 12 Packet Page -1678- 10/22/2013 16.E.1 . IT IS STRONGLY RECOMMENDED THAT YOU SUBMIT YOUR BID AS EARLY AS POSSIBLE. YOU SHOULD ALLOW TIME TO RECEIVE ANY REQUESTED ASSISTANCE AND TO RECEIVE VERIFICATION OF YOUR SUBMITTAL; WAITING UNTIL THE LAST HOURS OF THE SOLICITATION COULD IMPACT THE TIMELY SUBMITTAL OF YOUR BID. Cisco Response: Cisco acknowledges and complies. . 11IiiIi , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 13 C 'ISCO 3 Packet Page -1679- 10/22/2013 16.E.1 . ofikk 2.0 GENERAL INSTRUCTIONS TO RESPONDENTS, PUR 1001 2.1 DEFINITIONS 2.2 GENERAL INSTRUCTIONS 2.3 ELECTRONIC SUBMISSION OF RESPONSES 2.4 TERMS AND CONDITIONS 2.5 QUESTIONS 2.6 CONFLICT OF INTEREST 2.7 CONVICTED VENDORS 2.8 DISCRIMINATORY VENDORS 2.9 RESPONDENTS REPRESENTATION AND AUTHORIZATIONS 2.10 MANUFACTURER'S NAME AND APPROVED EQUIVALENTS 2.11 PERFORMANCE QUALIFICATIONS 2.12 PUBLIC OPENING 2.13 ELECTRONIC POSTING OF NOTICE OF INTENDED AWARD 2.14 FIRM RESPONSE 2.15 CLARIFICATIONS/REVISIONS 2.16 MINOR IRREGULARITIES/RIGHT TO REJECT 2.17 CONTRACT FORMATION 2.18 CONTRACT OVERLAP 2.19 PUBLIC RECORDS 2.20 PROTESTS 2.21 LIMITATIONS ON VENDOR CONTACT DURING SOLICITATION PERIOD . 1116111e CISC ® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 14 Packet Page -1680- 10/22/2013 16.E.1. 2.1 Definitions. The definitions found in s. 60A-1.001, F.A.C. shall apply to this agreement. The following additional terms are also defined: a. "Buyer" means the entity that has released the solicitation. The "Buyer" may also be the "Customer" as defined in the PUR 1000 if that entity meets the definition of both terms. b. "Procurement Officer" means the Buyer's contracting personnel, as identified in the Introductory Materials. c. "Respondent" means the entity that submits materials to the Buyer in accordance with these Instructions. d. "Response" means the material submitted by the respondent in answering the solicitation. e. "Timeline" means the list of critical dates and actions included in the Introductory Materials. Cisco Response: Cisco acknowledges and complies. 2.2 General Instructions. Potential respondents to the solicitation are encouraged to carefully review all the materials contained herein and prepare responses accordingly. Cisco Response: Cisco acknowledges and complies. 2.3 Electronic Submission of Responses. Respondents are required to submit responses electronically. For this purpose, all references herein to signatures, signing requirements, or other required acknowledgments hereby include electronic signature by means of clicking the "Submit Response" button (or other similar symbol or process) attached to or logically associated with the response created by the respondent within MyFloridaMarketPlace. The respondent agrees that the action of electronically submitting its response constitutes: • an electronic signature on the response, generally; • an electronic signature on any form or section specifically calling for a signature; and • an affirmative agreement to any statement contained in the solicitation that requires a definite confirmation or acknowledgement. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) The ITN order of precedence stated in § 3.5, in combination with the requirements of § 3.7.1, and State Q&A # 5905127, 5905015, 5905008, , III III 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 15 CISCO Packet Page-1681- 10/22/2013 16.E1. 5904924, 5904868, 5904777, 5903239, 5903092, 5903078, 5901938, 5901903, and 5901826, permit the Bidder to submit certain assumptions, modifications and exceptions to the solicitation terms, subject to mutual negotiation prior to Contract award; and b) Therefore Cisco's "affirmative consent to any statement contained in the solicitation" is respectfully qualified by the Cisco Responses set forth in this submission. 2.4 Terms and Conditions. All responses are subject to the terms of the following sections of this solicitation, which, in case of conflict, shall have the order of precedence listed: • Technical Specifications • Special Conditions and Instructions • Instructions to Respondents (PUR 1001) • General Conditions (PUR 1000) and • Introductory Materials The Buyer objects to and shall not consider any additional terms or conditions submitted by a respondent, including any appearing in documents attached as part of a respondent's response. In submitting its response, a respondent 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 response, shall be grounds for rejecting a response. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) See Cisco Response to§2.3, in sub-paragraph (a), above; and b) The terms of the final, negotiated agreement between the Parties will be set forth in a separate "Contract" document in a form that is mutually acceptable to and executed by both Parties prior to award. 2.5 Questions. Respondents shall address all questions regarding this solicitation to the Procurement Officer. Questions must be submitted via the Q&A Board within MyFloridaMarketPlace and must be RECEIVED NO LATER THAN the time and date reflected on the Timeline. Questions shall be answered in accordance with the Timeline. All questions submitted shall be published and answered in a manner that all respondents will be able to view. Respondents shall not contact any other employee of the Buyer or the State for information with respect to this solicitation. Each respondent is responsible for monitoring the MyFloridaMarketPlace site for new or changing information. The Buyer shall not be bound by any verbal information or by any written information that is not contained within the solicitation documents or formally noticed and issued by the Buyer's contracting personnel. Questions to the Procurement Officer or to any Buyer personnel shall not constitute formal protest of the specifications or of the solicitation, a process addressed in paragraph 2.19 of these Instructions. � IIIsIII CISCO2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 16 Packet Page-1682- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges and complies. 2.6 Conflict of Interest. This solicitation is subject to chapter 112 of the Florida Statutes. Respondents shall disclose with their response the name of any officer, director, employee or other agent who is also an employee of the State. Respondents shall also disclose the name of any State employee who owns, directly or indirectly, an interest of five percent (5%) or more in the respondent or its affiliates. Cisco Response: Cisco acknowledges and complies. 2.7 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. Cisco Response: Cisco acknowledges and complies. 2.8 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; • submit a bid on a contract with a public entity for the construction or repair of a public building or public work; • submit bids on leases of real property to a public entity; • be awarded or perform work as a contractor, supplier, sub-contractor, or consultant under a contract with any public entity; or • transact business with any public entity. Cisco Response: �y 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 17 CISCO► Packet Page-1683- 10/22/2013 16.E.1. Cisco acknowledges and complies. 2.9 Respondent's Representation and Authorization. In submitting a response, each respondent understands, represents, and acknowledges the following (if the respondent cannot so certify to any of following, the respondent shall submit with its response a written explanation of why it cannot do so). a. The respondent is not currently under suspension or debarment by the State or any other governmental authority. Cisco Response: Cisco understands and acknowledges. b. To the best of the knowledge of the person signing the response, the respondent, its affiliates, subsidiaries, directors, officers, and employees 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. Cisco Response: Cisco understands and acknowledges. Please note that any litigation that may have a material impact on Cisco's on- going business operations is routinely disclosed in the normal course of business through Cisco's public filings with the Securities and Exchange t Commission (SEC). Our filings are available online at: http://investor.cisco.com/sec.cfm. c. Respondent currently has no delinquent obligations to the State, including a claim by the State for liquidated damages under any other contract. Cisco Response: Cisco understands and acknowledges. d. The submission 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 response. Cisco Response: Cisco understands and acknowledges. e. The prices and amounts have been arrived at independently and without consultation, communication, or agreement with any other respondent or potential respondent; neither the prices nor amounts, actual or approximate, have been disclosed to any respondent or potential respondent, and they will not be disclosed before the solicitation opening. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 18 CISCO Packet Page-1684- 10/22/2013 16.E.1. Cisco Response: Cisco understands and acknowledges. f. The respondent has fully informed the Buyer 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. Cisco Response: Cisco understands and acknowledges, to the extent such facts are reasonably known to Cisco. g. Neither the respondent 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: i. 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 ii. Has within a three-year period preceding this certification had one or more federal, state, or local government contracts terminated for cause or default. Cisco Response: Cisco understands and acknowledges. h. The product offered by the respondent will conform to the specifications without exception. Cisco Response: Cisco understands and acknowledges on the assumption that: a) See Cisco Response to §2.3, in sub-paragraph (a), above. i. The respondent has read and understands the Contract terms and conditions, and the submission is made in conformance with those terms and conditions. 81111111s C ' E o 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 19 Packet Page -1685- 10/22/2013 16.E.1 . Cisco Response: Aidok Cisco understands and acknowledges on the assumption that: a) See Cisco Response to §2.3, in sub-paragraph (a), above. j. If an award is made to the respondent, the respondent agrees that it intends to be legally bound to the Contract that is formed with the State. Cisco Response: Cisco acknowledges and complies on the assumption that: a) See Cisco Response to§2.4, in sub-paragraph (b), above. k. The respondent has made a diligent inquiry of its employees and agents responsible for preparing, approving, or submitting the response, 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 response. Cisco Response: Cisco understands and acknowledges. I. The respondent shall indemnify, defend, and hold harmless the Buyer and its employees against any cost, damage, or expense which may be incurred or be caused by any error in the respondent's preparation of its bid. Cisco Response: Cisco understands and acknowledges. m. All information provided by, and representations made by, the respondent are material and important and will be relied upon by the Buyer in awarding the Contract. Any misstatement shall be treated as fraudulent concealment from the Buyer 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. Cisco Response: Cisco understands and acknowledges. 2.10 Manufacturer's Name and Approved Equivalents. Unless otherwise specified, any manufacturers' names, trade names, brand names, information or catalog numbers listed in a specification are descriptive, not restrictive. With the Buyer's prior approval, the Contractor may provide any product that meets or exceeds the applicable specifications. The Contractor shall demonstrate comparability, including ' 1111111s C 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 20 Packet Page-1686- 10/22/2013 16.E.1. appropriate catalog materials, literature, specifications, test data, etc. The Buyer shall determine in its sole discretion whether a product is acceptable as an equivalent. Cisco Response: Cisco understands and acknowledges. 2.11 Performance Qualifications. The Buyer reserves the right to investigate or inspect at any time whether the product, qualifications, or facilities offered by Respondent meet the Contract requirements. Respondent shall at all times during the Contract term remain responsive and responsible. In determining Respondent's responsibility as a vendor, the agency shall consider all information or evidence which is gathered or comes to the attention of the agency which demonstrates the Respondent's capability to fully satisfy the requirements of the solicitation and the contract. Respondent must be prepared, if requested by the Buyer, to present evidence of experience, ability, and financial standing, as well as a statement as to plant, machinery, and capacity of the respondent for the production, distribution, and servicing of the product bid. If the Buyer 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 Buyer may reject the response or terminate the Contract. Respondent may be disqualified from receiving awards if respondent, or anyone in respondent'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 Buyer to make an investigation either before or after award of the Contract, but should the Buyer elect to do so, respondent is not relieved from fulfilling all Contract requirements. Cisco Response: Cisco understands and acknowledges on the assumptions that: a) the State will provide reasonable written notice to Cisco of any inspection of products, qualifications or facilities; b) any such inspection will be conducted in a manner that is not disruptive to Cisco's business; and c)the State will cover the costs of any such inspection. 2.12 Public Opening. Responses shall be opened on the date and at the location indicated on the Timeline. Respondents may, but are not required to, attend. The Buyer may choose not to announce prices or release other materials pursuant to s. 119.071(1) (b), Florida Statutes. Any person requiring a special accommodation because of a disability should contact the Procurement Officer at least five (5) workdays prior to the solicitation opening. If you are hearing or speech impaired, please contact the Buyer by using the Florida Relay Service at (800) 955- 8771 (TDD). 11111111e 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 21 CISCO Packet Page-1687- 10/22/2013 16.E.1 . Cisco Response: Cisco understands and acknowledges. Cisco does not request any special accommodation. 2.13 Electronic Posting of Notice of Intended Award. Based on the evaluation, on the date indicated on the Timeline the Buyer shall electronically post a notice of intended award at http://fcn.state.fl.us/owa vbs/owa/vbs www.main menu. If the notice of award is delayed, in lieu of posting the notice of intended award the Buyer shall post a notice of the delay and a revised date for posting the notice of intended award. Any person who is adversely affected by the decision shall file with the Buyer a notice of protest within 72 hours after the electronic posting. The Buyer shall not provide tabulations or notices of award by telephone. Cisco Response: Cisco understands and acknowledges. 2.14 Firm Response. The Buyer may make an award within sixty (60) days after the date of the opening, during which period responses shall remain firm and shall not be withdrawn. If award is not made within sixty (60) days, the response shall remain firm until either the Buyer awards the Contract or the Buyer receives from the respondent written notice that the response is withdrawn. Any response that expresses a shorter duration may, in the Buyer's sole discretion, be accepted or rejected. Cisco Response: Cisco understands and acknowledges. Cisco's bid response will be held firm and not withdrawn for the required minimum of sixty(60) days after the date of opening. 2.15 Clarifications/Revisions. Before award, the Buyer reserves the right to seek clarifications or request any information deemed necessary for proper evaluation of submissions from all respondents deemed eligible for Contract award. Failure to provide requested information may result in rejection of the response. Cisco Response: Cisco understands and acknowledges. 2.16 Minor Irregularities/Right to Reject. The Buyer reserves the right to accept or reject any and all bids, or separable portions thereof, and to waive any minor irregularity, technicality, or omission if the Buyer determines silisili , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 22 CISCO Packet Page-1688- 10/22/2013 16.E.1 . that doing so will serve the State's best interests. The Buyer may reject any response not submitted in the manner specified by the solicitation documents. Cisco Response: Cisco understands and acknowledges. 2.17 Contract Formation. The Buyer shall issue a notice of award, if any, to successful respondent(s), however, no contract shall be formed between respondent and the Buyer until the Buyer signs the Contract. The Buyer shall not be liable for any costs incurred by a respondent in preparing or producing its response or for any work performed before the Contract is effective. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) See Cisco Response to§2.4, in sub-paragraph (b), above. 2.18 Contract Overlap. Respondents shall identify any products covered by this solicitation that they are currently authorized to furnish under any state term contract. By entering into the Contract, a Contractor authorizes the Buyer to eliminate duplication between agreements in the manner the Buyer deems to be in its best interest. Cisco Response: Cisco understands and acknowledges. Overlapping product is as follows: All products on the current Cisco IT Hardware Contract No. 250-000-03-1 Cisco respectfully requests that the Buyer consult with Contractor in good faith as to the timing and scope of deletion(s) in order to ensure continuity of service for its Customers and activation of Contractor's Authorized Dealers (as defined at this ITN, Section 3.1) under this new award, should Cisco become eligible for award. 2.19 Public Records. Article 1, Section 24, Florida Constitution, guarantees every person access to all public records, and Section 119.011, Florida Statutes, provides a broad definition of public record. As such, all responses to a competitive solicitation are public records unless exempt by law. Any respondent claiming that its response contains information that is exempt from the public records law shall clearly segregate and mark that information and provide the specific statutory citation for such exemption. Cisco Response: Cisco understands and acknowledges. l 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 23 C ' ® Packet Page-1689- 10/22/2013 16.E.1 . To the maximum extent provided by applicable laws, the following information provided by Cisco in response to the State's ITN is subject to Copyright, Trade Secret, Proprietary Information and Confidentiality assertions that are claimed by Cisco : a) all Software Deliverables; b) Cisco third party Customer references and case studies, or any identifying information describing third party (non-Cisco) operations, network configurations or other identifying processes/data. Cisco asserts a confidentiality claim on behalf of such third party information owners. This information is provided for the State's internal bid evaluation purposes only and may be used for that purpose of contract award/approval without further permission of Cisco or such third party owner. Any further distribution, disclosure or publication requires the written consent of such third party owner; c) Information identifying Cisco or third party employees, technical experts including any non-public* identifying information including name, address, phone numbers and/or any other technical certifications or training specializations. Cisco asserts this information as trade secret the public release of which would do competitive harm to Cisco by divulging business assets in which Cisco has spent significant investment of capital in development of advanced training and technical expertise and expose Cisco to poaching of its most technically qualified personnel assets. This claim is only asserted to the extent that the information provided is not otherwise available in non-password protected areas of Cisco.com; c) Competitive Pricing Offered in Response to this Solicitation. Cisco asserts trade secret protection with respect to the entire price offering under this bid, since the package is non-standard and offers price discounts not generally available under our standard U.S. Global Price List; and d) All other content of Cisco's competitive bid response prior to final State Contract award and execution Cisco claims the entire contents of this submission as trade secret and confidential prior to contract award and execution. This submission contains information which was developed at considerable expense by Cisco and specifically tailored to the configurations and requirements of this ITN. The information is therefore not generally available or known to competitors or broadly available in the marketplace. If disclosed prior to award, the publication of the contents would cause serious injury to Cisco should a subsequent re-bid or re-issue of the requirements become necessary. This claim is made pursuant to 119.071 (1) (2) (a-c) solely until such time as a contract is executed by Cisco as a result of this submission. Cisco seeks procedural protections from the State under 815.045, Fla. Stat. against publication or disclosure of the foregoing other than as part of the internal evaluation process to the maximum extent provided by law for trade secret information of Cisco. Cisco requests prior written notice of any intended disclosure (voluntary) or request 11I1 . 1I1 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 24 C , O Packet Page-1690- 10/22/2013 16.E.1. for disclosure to afford Cisco all procedural rights and opportunity to defend against such disclosure. 2.20 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. Questions to the Procurement Officer shall not constitute formal notice of a protest. It is the Buyer's intent to ensure that specifications are written to obtain the best value for the State and that specifications are written to ensure competitiveness, fairness, necessity and reasonableness in the solicitation process. Section 120.57(3) (b), F.S. and Section 28-110.003, Fla. Admin. Code requires that a notice of protest of the solicitation documents shall be made within seventy-two hours after the posting of the solicitation. Section 120.57(3) (a), F.S. requires the following statement to be included in the solicitation: "Failure to file a protest within the time prescribed in section 120.57(3), Florida Statutes, shall constitute a waiver of proceedings under chapter 120, Florida Statutes." Section 28-110.005, Fla. Admin. Code requires the following statement to be included in the solicitation: "Failure to file a protest within the time prescribed in Section 120.57(3), Florida Statutes, or failure to post the bond or other security required by law within the time allowed for filing a bond shall constitute a waiver of proceedings under Chapter 120, Florida Statutes." Cisco Response: Cisco understands and acknowledges. 2.21 Limitation on Vendor Contact with Agency During Solicitation Period. Respondents to this solicitation or persons acting on their behalf may not contact, between the release of the solicitation and the end of the 72-hour period following the agency posting the notice of intended award, excluding Saturdays, Sundays, and state holidays, any employee or officer of the executive or legislative branch concerning any aspect of this solicitation, except in writing to the procurement officer or as provided in the solicitation documents. Violation of this provision may be grounds for rejecting a response. Cisco Response: Cisco understands and acknowledges. • iIisili . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 25 C1SCO Packet Page-1691- 10/22/2013 16.E.1. 3.0 SPECIAL INSTRUCTIONS TO RESPONDENTS 3.1 ADDITIONAL DEFINITIONS 3.2 SOURCING TOOL TRAINING 3.3 SOURCING TOOL TIPS 3.4 EMAIL NOTIFICATION 3.5 ORDER OF PRECEDENCE 3.6 MINIMUM QUALIFICATIONS 3.7 SUBMITTAL OF RESPONSE 3.8 ALTERNATE RESPONSES 3.9 AMENDMENTS TO THE ITN 3.10 INITIAL DETERMINATION OF RESPONSIVNESS 3.11 ORDERING INSTRUCTIONS/CONTACT INFORMATION 3.12 EVALUATION CRITERIA 3.13 BASIS FOR AWARD/PROMOTION 3.14 SPECIAL ACCOMODATION 3.15 ELIGIBLE EQUIPMENT 3.16 TECHNICAL DOCUMENTATION 3.17 ELECTRONIC POSTING OF RANKING OF RESPONDENTS 3.18 NEGOTIATIONS 3.19 STATE OBJECTIVES sIfIsI ' le CIS�, ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 26 Packet Page-1692- 10/22/2013 16.E.1. 3.1 Additional Definitions. The definitions ascribed in Section 2.1 shall apply to this Section. As used in this Section, the following terms shall have the meaning ascribed below: a. "Authorized Dealer" means an agent/reseller/dealer/subcontractor authorized by the Manufacturer, in writing, to provide equipment and/or services under the DIRECT SUPERVISION of the Manufacturer. Cisco Response: Cisco acknowledges and complies subject to the following assumptions: a. As clarified in State Q&A #5902008, 5902001, 5901987, 5901980, 5901973, 5901924, 5901917, 5901896, and 5901854, Cisco will select the number and types of entities that will be approved as Authorized Dealers to fulfill the obligations of this Contract throughout the contract term. b. Authorized Dealer(s)will be authorized by Cisco to directly: i. take and fulfill Customer orders, ii. bill and invoice Customers for payment, iii. take and receive payments on Cisco's behalf, iv. deliver to the State the required Contractor Sales Volume Reports based upon each Authorized Dealer(s)'sales, v. deliver to the State the required and vi. pay and remit to the State the State Transaction Fee applicable to each individual Authorized Dealer's sales, as required under the ITN. c. The term, "DIRECT SUPERVISION," is defined as: I. Cisco pre-qualifying such Authorized Dealer(s) to determine that each Authorized Dealer before being authorized is in good standing under its established Cisco corporate partner agreement(s) and to perform as a public sector subcontractor; and ii. Cisco ensuring by subcontract agreement that Authorized Dealer agrees to act in accordance with and fully comply with all requirements of this Prime Contract to the extent applicable to sales undertaken by Authorized Dealer under this award, including but not limited to requiring its Authorized Dealers at all times to meet or exceed the minimum contract discounts established by Cisco in response to this solicitation. d. The term, "DIRECT SUPERVISION," is not defined as, and Cisco expressly disclaims any responsibility for: i. direct physical supervisory oversight of the Authorized Dealer(s); 611161111 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 27 CISCO Packet Page-1693- 10/22/2013 16.E.1. ii. setting, overseeing or limiting the Authorized Dealers' ability to quote end Customers additional incremental discounts on a individual transaction-by-transaction basis. Notwithstanding the foregoing, Cisco remains responsible for fulfilling all of the terms and conditions of the Contract in the event of default by an Authorized Dealer under a Purchase Order. b. "Customer" means the State agency or Other Eligible User (OEU) that can order products or subscribe to services from this Contract. Cisco Response: Cisco acknowledges and complies. c. "Initial Pricing" means the pricing spreadsheet(s) in Attachment 1 that shall be submitted by the Respondent into the MFMP Sourcing Tool (see definition below) along with the original proposal submission. These spreadsheets shall contain all of the MSRP prices for EACH ITEM WITHIN A CATEGORY proposed by the Respondent; along with a discount percent (%) that will apply to items (product or service) within that proposed configuration and show a final "State of Florida Price" per item. Cisco Response: Cisco acknowledges and complies. d. "Green Products" are environmentally preferable products that meet one or more of the green labels / standards approved by the State of Florida (refer to http://dms.mvflorida.com/business operations/state purchasing/vendor information/ state contracts agreements and price lists/florida climate friendly products list for a listing of the State of Florida approved green labels / standards (e.g., Energy Star, EPEAT, Green Seal) that can be used to identify green products. Cisco Response: Cisco acknowledges and complies to the extent applicable to our offerings. Please see also the Cisco Response to§3.19.2, below. e. "Manufacturer" means the entity that holds the trademark in the identified brand name. THROUGHOUT THIS DOCUMENT, THE TERMS MANUFACTURER, RESPONDENT, AND CONTRACTOR, MAY BE INTERCHANGED. Cisco Response: Cisco acknowledges and complies. 011181 ' 11 CISCO 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 28 Packet Page-1694- 10/22/2013 16.E.1. f. "Manufacturer's Suggested Retail Price" (MSRP) means the most recently published undiscounted price. This "retail" (list) price is available to the "average" customer from the manufacturer. This price is normally shown on the vendor's website routinely accessed by the general public. Cisco Response: Cisco acknowledges and complies on the assumption that: a) See Cisco Response to§ 3.1 (c), above. 3.2 Sourcing Tool Training This solicitation will be conducted using the MyFloridaMarketPlace Sourcing Tool ("Sourcing Tool"). Training materials can be found at: http://marketplace.myflorida.com/vendor/vendor solicitation help.htm. Copy link and paste in to web browser to access site! Download and review the document titled RFP Event User Guide. a. For all technical questions about the Sourcing Tool, vendors should contact the MyFloridaMarketPlace Customer Service Desk at(866) FLA-EPRO or vendorhelp(@myfloridamarketplace.com. b. For additional information/assistance on using the Sourcing Tool, please visit the MyFloridaMarketPlace website at following link: https://marketplace.myflorida.com/vendor/vendor solicitation help.htm. This site includes: a. Solicitation User Guides b. OnDemand web-based Sourcing Tool training link c. WinZip FAQs d. Vendor FAQs Cisco Response: Cisco acknowledges and complies. 3.2.1 MFMP Sourcing Tool Training for Respondents An optional conference call training session on how to use the MyFloridaMarketPlace Sourcing Tool for this ITN is scheduled on the date indicated on the Timeline at 2:00PM EST. The Conference Call number is (888) 808-6959. Conference Code 4881086. Please go to: http://marketplace.myflorida.com/vendor/vendor solicitation/rfp event user ouide.pps and review the vendor training link and download the document titled Contractor Training_ITN.ppt. Please have this document open on your desktop while participating on the call. To participate in the conference call, please call in to the number provided approximately 1 minute before the scheduled time. � IIIIIIIe A 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 29 CISC Packet Page-1695- 10/22/2013 16.E.1. Additionally, an On-Demand web-based interactive training application to learn how to respond to an event using the MyFloridaMarketPlace sourcing tool is also available. This is another vehicle to receive training on how to use MyFloridaMarketPlace Sourcing tool if you cannot make the Optional training conference call or want additional guidance. The link is http://marketplace.myflorida.com/vendor/vendor training.htm click on Responding to Sourcing Event. Cisco Response: Cisco acknowledges and complies. 3.3 Sourcing Tool Tips When working in the Sourcing Tool, be aware of the thirty (30) minute time-out function (with a two (2) minute warning in the tool. This means that you should save your work (click the SAVE button) at intervals of less than twenty minutes to ensure your entries (since last saved) are not lost. Please note that clicking the SAVE button within the Sourcing Tool only saves your bid responses. The SAVE button does not transmit your bid response to the State. In order to transmit your bid response to the State, you must click the SUBMIT button on the SUMMARY page of the bid response. After clicking the SUBMIT button, it is your responsibility to check your submitted bid response within the Sourcing Tool to verify that your response is accurately and completely captured within the Sourcing Tool. You must do this while there is time remaining in the response period in case you discover an error and need to resubmit a revised bid response. To validate your bid response, you should do the following before the bidding period ends: a. Go to the "My Bids / My Responses" tab within Sourcing Tool after you submitted your bid response b. Click on the Bid ID number of your last submitted bid response c. Review entire bid response to make sure all responses are complete, accurate and as you intended to submit. Minimum areas to check are: ✓ Text boxes- Is your entire answer viewable? ✓ Yes/No questions- Is the displayed answer correct? ✓ All uploaded document files / scanned documents - Can you open attached document and clearly view entire content? ✓ Offline electronic backup copy sent to the State (if applicable) - Can you open attached document and clearly view entire content? Does content of this file match your bid response within the tool (e.g., not an earlier version or working copy)? ✓ Pricing Information - Are all prices you intended to submit visible and accurately captured within Sourcing Tool? IT IS STRONGLY RECOMMENDED THAT YOU SUBMIT YOUR BID AS EARLY AS POSSIBLE. YOU SHOULD ALLOW TIME TO RECEIVE ANY REQUESTED ASSISTANCE AND TO RECEIVE VERIFICATION OF YOUR SUBMITTAL; 811111110 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 30 C t S 0 Packet Page-1696- 10/22/2013 16.E.1. WAITING UNTIL THE LAST HOURS OF THE SOLICITATION COULD IMPACT THE TIMELY SUBMITTAL OF YOUR BID. DO NOT RELY ON THE "MYFLORIDAMARKETPLACE" SOURCING TOOL'S TIME REMAINING CLOCK. THE OFFICIAL SOLICITATION CLOSING TIME SHALL BE AS REFLECTED IN THE TIMELINE (SECTION 1.5) OF THIS ITN. The MyFloridaMarketPlace (MFMP) Sourcing Tool's time remaining clock is NOT the official submission date and time deadline, it is intended only to approximate the solicitation closing and may require periodic adjustments Cisco Response: Cisco acknowledges and complies. 3.4 Email Notification Respondents are reminded that the Sourcing Tool's email notifications are an option provided to respondents as a courtesy. The State of Florida is not under any obligation to provide, and does not guarantee that respondents will receive, email notifications concerning any posting, amendment or close of solicitations (ITNs). Vendors are responsible to check the Sourcing Tool and / or the Vendor Bid System for information and updates concerning solicitations. Cisco Response: Cisco acknowledges and complies. 3.5 Order of Precedence Qualified Respondents to this solicitation are encouraged to carefully review all materials contained herein and prepare responses accordingly. All responses are subject to the terms of the following sections of this ITN, which, in case of conflict, shall have the order of precedence listed: a. Technical Specifications b. Pricing Worksheets c. Special Instructions to Respondents d. Special Contract Conditions e. General Instructions to Respondents (PUR 1001) f. General Contract Conditions (PUR 1000) g. Introduction h. Attachments/Forms Cisco Response: Cisco acknowledges and complies. silisiIi1 C d 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 31 Packet Page-1697- 10/22/2013 16.E.1 . Alow 3.6 Minimum Qualifications to Respond The Department will accept Responses from responsible vendors that are in good standing with the State of Florida, meet the technical specifications, possess E-Rate eligibility where applicable; and possess the financial capability, experience, and personnel resources to provide equipment and services of the scope and breadth described in this ITN. Respondents not meeting the minimum qualifications below will be deemed non-responsive and will not be considered for promotion (advancement) to Stage Two of the evaluation, or any subsequent contract award. To be minimally qualified: a. The equipment proposed shall be an "Eligible Brand" as noted in each category / subcategory. "Eligible Brands" are those recognized by Gartner Group as technology leaders and are listed (by Gartner) in their "Magic Quadrants", Server (Scorecard) Evaluation Models (SEMs), or"MarketScopes" research documents. b. The Respondent must be fully capable of Electronic Invoicing through MyFloridaMarketPlace. See Attachment 2 - MyFloridaMarketPlace Electronic Invoicing Requirements for details. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Cisco is E-Rate eligible and meets the requirement. Additionally, Cisco's Authorized Dealer(s) will be E-Rate eligible. If Cisco receives an award, we intend that E-Rate business will be conducted primarily through those Authorized Dealer(s); and b) Contractor's individual Authorized Dealers are authorized by the Buyer to meet this requirement on Contractor's behalf in the Authorized Dealer's own name (and payee ID/FEIN) for billing and invoicing where these are required to be processed electronically. 3.6.1 E-Rate All Responses shall contain the E-rate provider identification number and provide evidence the Respondent is eligible within the Universal Service Fund (USF) program in order to sell E-Rate eligible equipment (where applicable). Respondents are required to take all appropriate action to maintain their eligibility as a provider within the USF program. (See HTTP://www.universalservice.org.) The Contractor shall assist the State with expertise on rules and processes related to Universal Service matters. The State will not hold Respondents responsible for a lapse of eligibility if there are circumstances beyond the Respondent's reasonable control. Respondents shall submit draft language accepting liability equivalent to the State's actual loss (liquidated damages) if their USF ineligibility is due to circumstances within their reasonable control. In the negotiation phase of this ITN, the Respondent will be required to certify acceptance of these liquidated damages in the event they become ineligible as a USF provider. CIS 2008—Cisco Systems, Inc. -Proprietary and Confidential-Trade Secret Page 32 Packet Page-1698- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges and complies on the assumptions that: a. Cisco is E-Rate eligible and meets the requirement. Additionally, Cisco's Authorized Dealer(s) will be E-Rate eligible. If Cisco receives an award, we intend that E-Rate business will be conducted primarily through those Authorized Dealer(s); Cisco's Service Provider Identification Number is 143004718. b. Cisco acknowledges the requirement to submit draft language accepting liability equivalent to the State's actual loss (liquidated damages) for USF ineligibility due to circumstances within the Contractor's reasonably control. Cisco respectfully requests that additional clarifications of this requirement be provided during the negotiation phase. 3.7 Submittal of Response Respondents shall submit their response (including initial pricing sheets) electronically via the Sourcing Tool. Pricing Spreadsheets are provided in Attachment 1 of this ITN. Cisco Response: Cisco acknowledges and complies. 3.7.1 Response Format/Instructions A Respondent shall, in a separate and clearly identified response paragraph(s), expressly condition or qualify its Response on acceptance or identify any proposed changes to the terms and conditions outlined in this ITN. To facilitate this process, the Respondent is required to review Sections 3, 5, and 6 on a provision by provision basis. The Respondent shall respond in these sections by inserting their response immediately below the text of each numbered provision and respond to each provision with one of the following conventions: a. Agreed Where the term is acceptable as stated. b. Modification Proposed Where Respondent is unable to accept the term as stated but will accept a modification of the term. Respondent must provide: (1) the reason for its inability to accept the term as stated, and (2) modified language which would be acceptable. c. Not Agreed Where the term is completely unacceptable to Respondent and no modification is possible. Respondent must state the reason such term is unacceptable. The Department reserves the right to modify, by addition or deletion, terms and conditions during the negotiation process. Respondents are reminded that the terms and conditions listed in Sections 2 and 4 will not be negotiated and are required language for all State of Florida Contracts. 0118111e 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 33 CISCO Packet Page-1699- 10/22/2013 16.E.1. CERTIFICATION OF ACCEPTANCE FOR THE TERMS AND CONDITIONS DETAILED IN SECTIONS 2 AND 4 IS TO BE DONE WITHIN THE TABLE IN SECTION 3.10 OF THIS ITN. Cisco Response: Cisco understands and complies subject to the following assumptions: a) The Department's right to modify, add or delete terms and conditions is subject to the mutual agreement of the Bidder; b) Terms in Sections 2 and 4 may be superseded by the terms in Sections 3 and 5 or may be otherwise modified by the State during the negotiation process per State Q&A#5904777; and c) See Cisco Response to§2.3, in sub-paragraph (a), above, and §2.4 (b). 3.7.2 Responses to Technical Specifications 1. Respondents are not required to respond to each and every "Category". In fact, the State expects that Respondents may choose to submit proposals and pricing for only one category. A Respondent may submit a proposal for as many categories as desired, provided they meet the minimum qualifications detailed for each category. Cisco Response: Cisco acknowledges and complies. 2. Within Section 6.0, the Respondent shall clearly state and justify any Exceptions, Exclusions & Assumptions (EEA), if any, under each numbered section. If there are no EEAs, then a statement shall be made to that effect. As an example, if there is an exception to Section 6.3.4 (MAINTENANCE SERVICE REPORTS), it must be so stated under the numbered Section (6.3.4) with a short description of the EEA taken. Cisco Response: Cisco acknowledges and complies. 3.7.3 Pricing and Equipment List Worksheet Instructions Respondents shall complete each tab within the pricing workbooks for each Category (or sub-category) they are proposing. All unit cost fields shall be populated for each item, category or sub-category submitted. On the worksheets, the Respondent shall enter a List Price, (MSRP) for each of the items they wish to offer to the State. They shall then identify a discount % (off of the MSRP) for each of the items they propose. A final State of Florida price will be calculated by the Pricing Spreadsheet. (THE FINAL DISCOUNT PERCENT [%] FOR EACH ITEM OR SERVICE PURCHASED WILL APPLY FOR THE LENGTH OF CONTRACT.) sllisille CCO 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 34 Packet Page-1700- 10/22/2013 16.E.1 . DO NOT RELY ON THE MYFLORIDAMARKETPLACE SOURCING TOOL'S TIME REMAINING CLOCK. THE OFFICIAL SOLICITATION CLOSING TIME SHALL BE AS REFLECTED IN SECTION 1 .5, TIMELINE. Cisco Response: Cisco acknowledges and complies. 3.8 Alternate Responses Only one response may be submitted for each Respondent. The Respondent may bid on multiple categories or sub-categories in which they provide an "Eligible Brand". The Department seeks each respondent's single-best response for EACH CATEGORY (or sub- category) proposed. Cisco Response: Cisco acknowledges and complies. 3.9 Amendments to the ITN The Department reserves the right to issue amendments to this ITN. Notice of any amendment will be posted within MyFloridaMarketPlace (MFMP) and the Vendor Bid System (VBS). Such notice will contain the appropriate details for identifying and/or reviewing the formal changes. Each respondent is responsible for monitoring these sites for new or changing information concerning this solicitation. Cisco Response: Cisco acknowledges and complies. 3.10 Initial Determination of Responsiveness The Department shall evaluate eligible ("responsible and responsive") responses. Responses that do not meet the minimum requirements of this solicitation; or fail to provide all required information, documents, or materials may be rejected as non-responsive. Respondents whose responses, past performance, or current status with the State do not reflect the capability, integrity or reliability to fully, and in good faith, perform the requirements of the Contract, may be rejected as non-responsible. The Department reserves the right to determine which responses meet the requirements of this solicitation, and which Respondents are responsive and responsible. This paragraph is in addition to, and shall not be construed to limit or override, any right or remedy available to the Department in, Section 2.0, PUR 1001, or Section 4.0 PUR 1000. Failure to comply with and acknowledge each of the requirements listed below may result in the response being deemed non-responsive and therefore the response may not receive further consideration in this ITN process. . 1118111s 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 35 CISCO Packet Page-1701- 10/22/2013 16.E.1. Please certify that your Response conforms to each of the following requirements by responding with either a "Yes" or "No" in the blocks and submit the completed WORD Document in the MyFloridaMarketPlace Sourcing Tool. Certifications YES NO 1. Does the Respondent certify acceptance and compliance with all of the Terms and Conditions detailed in Section 2 (PUR1001) of the ITN document? ✓* 2. Does the Respondent certify acceptance and compliance with all of the Terms and Conditions detailed in Section 4 (PUR1000) of the ITN document? ✓* 3. Has the Respondent completed all pricing worksheets with the requirements and instructions as dictated by Section 6.0 of the ITN document? ✓ 4. Has the Respondent certified its placement as an "Eligible Brand"for each Category submitted as detailed in Section 6 of the ITN Document? ✓ 5. Has Respondent submitted a Dunn and Bradstreet Supplier Qualifier Report per 3.12.2 (Financial Status)? ✓ 6. Does the Respondent certify compliance with the "General Requirements", and "Standard Support Levels" listed in Section 6.2 for each Category submitted for bid? ✓ 7. . Does the Respondent certify that it will provide"Optional Support" as listed in Section 6.2.2 for each Category submitted for bid? ✓ 8. Does the Respondent certify that it will accept the State's Purchasing Card (Visa) if presented for payment by an Agency or Other Eligible User? ✓ 9. Does the Respondent certify that the minimum discounts submitted for each Category will apply for the length of the contract? ✓ 10. Does the Respondent certify that they have included their E-rate provider identification number and will continue to provide evidence that they will remain eligible within the USF program as detailed in Section 3.6.1 if applicable? ✓ Cisco Response: * Cisco acknowledges and complies subject to the Cisco Response to § § 2 and 4 and, below. 3.11 Ordering Instructions/Contact Information On the Ordering Instructions Form (Attachment 3) of this ITN, respondents shall identify the person(s) responsible for answering questions about equipment, pricing and ordering procedures. In addition, they should identify the individual responsible for administration of the Contract. Cisco Response: Cisco acknowledges and complies. III1 , 1I1I CIS 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 36 Packet Page-1702- 10/22/2013 16.E.1. 3.12 Evaluation Criteria The Department shall review all responses to ensure responsiveness per Section 3.10 (above). Responses that are determined to be "responsible and responsive" by the Department will then be evaluated and scored. The list below represents the areas in which the eligible Responses will be evaluated and the associated maximum number of percentage points obtainable in each area. a. Technical 40 pts b. Financial Status 10 pts c. Pricing 50 pts These areas will be scored with each Response having the opportunity to achieve the maximum total point allocation for the respective category. The final total scores from the Technical, Financial Status, and References will be added together to determine the final Stage 1 score. Cisco Response: Cisco acknowledges and complies subject to the following assumptions: a) it is Cisco's understanding that references are not required under this ITN. However, if during Contract negotiation, the State desires references, Cisco would be happy to provide them at that time. 3.12.1 Technical Evaluators will independently evaluate and score the responses to the Technical Section (6) for each category. The evaluators will use the Evaluation Form (Attachment 4) and grade each item on a scale of zero (0) to five (5) for each category and sub-category. The evaluators' scores will then be averaged for each question to arrive at the final score per question. The average scores will then be summed for each Respondent to arrive at their final Technical points. Each item of equipment will be weighted equally within each category. NOTE: the technical evaluation portion will not consider any pricing submitted by the Respondent, or any reference to proposed, projected, or anticipated cost impacts to the State. Cisco Response: Cisco acknowledges and complies. 3.12.2 Financial Status Supplier Qualifier Report (SQR) a. The Department will assign evaluation points on the prospective Respondent's financial viability to perform the services outlined in this ITN. IIh uIh . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 37 CISCO Packet Page-1703- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges and complies. b. The Department requires submission of the prospective Contractor's Supplier Qualifier Report(SQR) prepared by Dun & Bradstreet (D&B). The Supplier Qualifier Report is a standard report detailing financial and operational capability. Cisco Response: Please refer to the following embedded report. ayuk. D&B Report.pdf c. The prospective Contractor shall request the SQR report from D&B at: https://sor.dnb.com/sor/isp/forms/SOF.isp?SORTAG 1=JQ37hS4r&SORTAG2=j58Gjk4x i Enter the ITN number in the text field entitled "Enter your RFP Number" and select submit. ii Enter your company's Duns Number, If you don't know your company's Duns number, you may use the search feature to find it. iii Confirm Registration iv Enter payment method and information and complete registration. The cost of the preparation of the D&B report shall be the responsibility of the Respondent. Once the process is complete, a copy must be given to the Department, and an identical report should be kept by the Respondent as verification. Cisco Response: Cisco acknowledges and complies. d. The SQR report shall be a part of the Respondents Response. It is the duty of the Respondent to ensure the timely submission of a D&B report that accurately reflects the proposing entity. If the Department cannot determine on the face of the documents that the SQR report is that of the proposing entity, then the Department will award zero points. Cisco Response: Cisco acknowledges and complies and has embedded the report at response (b), above. e. Respondents are advised to allow sufficient time before the proposal due date for the D&B processing. Respondents should allow a minimum of 10 business days for D&B to process. If the Department does not receive a SQR from D & B prior to the opening date of the solicitation as stated in the Event Timeline (Section 1.5), and a 111111111 0.04,4* C O 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 38 Packet Page-1704- 10/22/2013 16.E.1. SQR is submitted with the proposal, the Respondent shall be required to demonstrate that the SQR was requested by the Respondent after the posting date of the solicitation at MyFlorida.com and was requested for this solicitation. Cisco Response: Cisco acknowledges and complies. f. If the Respondent does not provide a D&B SQR report, or if one cannot be generated by D&B, the submission will receive a score of zero (0) (Highest Risk Rating) for financial status. The Department may request financial information from Respondents that are unable to provide a D&B SQR report. These may include (but not be limited to): P/L Statements, Balance Statements, and other corporate financial reports. The Department will use the following rating scale when evaluating the financial viability of the prospective Contractor: SQR Risk Points Score Assigned 1 Lowest Risk Rating 10.0 2 9.0 3 8.0 4 7.0 5 5.0 6 3.0 7 1.0 8 0.0 9 Highest Risk Rating 0.0 Cisco Response: Cisco acknowledges and complies. 3.12.3 Pricing Pricing is a VERY IMPORTANT COMPONENT of the contract award and will be evaluated as outline herein, and in accordance with the procedure described in Section 3.18.1 (Pricing / Negotiation / Final Award). Cisco Response: Cisco acknowledges and complies. sIllsIIi . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 39 CISCO Packet Page-1705- 10/22/2013 16.E.1 . Price Evaluation: Initial price scores shall be based on the initial spreadsheets submitted with the original proposal. The Department will use a scale of 0 to 50 points. The Respondent with the lowest total per item per category (sub-category) shall receive a score of 50 points. Each additional Respondent shall be awarded a percentage of the 50 points relative to the lowest total price per item, category, or sub-category. In this ITN, the State shall not consider any reference to proposed, projected or anticipated cost impacts to the State. The formula to calculate the points awarded is: X = Lowest Respondent Total Price per Item, Category, Sub-Category Y= Respondents Total Price Item, Category, Sub-Category Points Awarded =X/Y* 50 Pts Example: Respondent A offers a total cost of$150. Respondent B offers a total cost of$300. Respondent C offers a total cost of$600. 1. Respondent A shall receive 50 points. 2. Respondent B shall receive 25 points. Calculation: 150 divided by 300 equals .5 and .5 times 50 equals 25 points 3. Respondent C shall receive 12.5 points. Calculation: 150 divided by 600 equals .25 and .25 times 50 equals 12.5 points Cisco Response: Cisco acknowledges and complies. 3.13 Basis for Award/Promotion Stage 1 The Department shall evaluate and rank responsive, responsible Respondent(s) against all evaluation criteria set forth in Section 3.12. Based on the ranking, one or more Respondents may be advanced to Stage 2 "Negotiation". This decision for "advancement" or "promotion" to Stage 2 will be posted within the Sourcing Tool as well as publicly noticed on the Vendor Bid System. Staae 2 The Department intends to award this Contract to the Respondent(s) that offer the overall best value to the State as determined through this ITN process. The Department reserves the right to award to a single vendor, or to continue to award to multiple vendors for each category or sub-category. This award decision will be posted within the Sourcing Tool as well as publicly noticed on the Vendor Bid System. The Department reserves the right to accept or reject any and all Responses, 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. The Department reserves the right to end negotiations at any time and award the Contract to the Respondent(s) that represent the overall best value to the State. This paragraph is in SillSillS 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 40 CISCO Packet Page-1706- 10/22/2013 16.E.1. addition to, and shall not be construed to limit or override any right or remedy available to the Department in, Section 2.0, PUR 1001. Cisco Response: Cisco acknowledges and complies. 3.14 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). Cisco Response: Cisco acknowledges and complies and does not need a special accommodation. 3.15 Eligible Equipment The equipment proposed shall be an "Eligible Brand" as noted in each category / subcategory. "Eligible Brands" are those recognized by Gartner Group as technology leaders and are listed (by Gartner) in their "Magic Quadrants", Server (Scorecard) Evaluation Models (SEMs), or"MarketScopes"research documents. If no "Eligible Brands" are noted within a Category, the Department will determine that the equipment meets the remaining "responsive-responsible" criteria as outlined in Section 3.13 and technical scoring will be based upon meeting the Technical Specifications within the category and any other requirements within this ITN. Cisco Response: Cisco acknowledges and complies that all products shipped in response to new product orders comply with this requirement. 3.16 Technical Documentation Technical documentation, including printed technical literature, may be requested from any Respondent, at any time, before or after contract award. Failure to supply this technical documentation when requested may result in rejection of your response or termination of contract. Cisco Response: Cisco acknowledges and complies. 3.17 Electronic Posting of Ranking of Respondents Offers shall be opened at some time after the date and time indicated on the Event Timeline and thereafter evaluated. After evaluating the Responses, the Department shall electronically post the ranking for each Category (or sub-category) and list those advanced (promoted) to Stage 2 on the date indicated on the Event Timeline (Section 1.5). . iII . 1Ii . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 41 CISCO Packet Page-1707- 10/22/2013 16.E.1 . If the ranking or award is delayed, the Department shall post a notice of the delay and revise the Event Timeline. Any person who is adversely affected by the decision may file a notice of protest in accordance with Section 120 of the Florida Statutes. See paragraph 2.20 of the General Instructions (PUR 1001). The Department shall not reply to, or provide rankings or notices of award by telephone, email, or fax. Cisco Response: Cisco acknowledges and complies. 3.18 Negotiations The Department reserves the right to negotiate, either serially or concurrently, with any and all Respondents at any point in the solicitation process. The Department reserves the right to finalize the negotiations at any point and post an "Intent to Award" notice. Respondents should recognize the Department's right to finalize the negotiation process without the need to explicitly request an interim revised response, or a best and final offer. The Department reserves the right to award based on what offer is deemed to be the best value to the State. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) See Cisco Response to§2.4, in sub-paragraph (b), above. 3.18.1 Pricing/Negotiation/Final Award The final award decision for this ITN may be determined by the results of the evaluation outlined in Section 3.12.3 "Pricing" submitted by the vendor on the Pricing Workbooks (Attachment 1) submitted into the Sourcing Tool; Or, the State may elect to negotiate additional discounts with selected vendors advanced (promoted)to Stage 2. During the negotiation process, Respondents may be asked to resubmit pricing workbooks for each Category, sub-category, or item they are proposing As with the initial pricing spreadsheets, the Respondent shall enter a List Price, (MSRP) for each of the items they wish to offer to the State. They will then identify a discount % (off of the MSRP) for each of the items they propose. A final State of Florida price will be calculated by the Pricing Spreadsheet. (THE FINAL DISCOUNT PERCENT [%] FOR EACH ITEM OR SERVICE PURCHASED WILL APPLY FOR THE LENGTH OF CONTRACT.) Cisco Response: Cisco acknowledges and complies on the assumptions that: a) See Cisco Response to§2.4, in sub-paragraph (b), above. ellIsills 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 42 CISCO Packet Page-1708- 10/22/2013 16.E.1. 3.19 State Objectives. Within thirty (30) calendar days following award of the Contract, the successful Respondent shall submit plans addressing each of the State's five (5) objectives listed below, to the extent applicable to the items/services covered by this solicitation. Cisco Response: Cisco acknowledges and complies to submit plan(s) in each of the areas in § 3.20 within the stated timeframe after consultation with the State about the specifics of our compliance and requirements. 3.19.1 Diversity. The State of Florida is committed to supporting its diverse business industry and population through ensuring participation by minority- and women-owned business enterprises in the economic life of the state. The State of Florida Mentor Protégé Program connects minority- and women-owned businesses with private corporations for business development mentoring. We strongly encourage firms doing business with the State of Florida to consider this initiative. For more information on the Mentor Protégé Program, please contact the Office of Supplier Diversity at(850) 487-0915. The State is dedicated to fostering the continued development and economic growth of small, minority, and women-owned businesses. Participation by a diverse group of Vendors doing business with the State is central to this effort. To this end, it is vital that small, minority, and women-owned business enterprises participate in the State's procurement process as both Contractors and sub- contractors in this solicitation. Small, minority, and women-owned businesses are strongly encouraged to contribute to this solicitation. The Contractor shall submit documentation addressing diversity and describing the efforts being made to encourage the participation of small, minority, and women-owned businesses. Information on Certified Minority Business Enterprises (CMBE) is available from the Office of Supplier Diversity at: http://dms.myflorida.com/other programs/office of supplier diversity osd/. Quarterly Reports of revenue paid to W/MBE contractors (agents or subcontractors) as a result of any award shall be provided to DMS Purchasing by the Prime Contractor on an Agency by Agency (or other Eligible User) level. See Section 5.6. Cisco Response: Cisco acknowledges and complies subject to the following assumptions: a) Cisco will provide the required diversity documentation during the negotiation stage; and slilellis C t C O 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 43 Packet Page-1709- 10/22/2013 16.E.1. b) Contractor's Authorized Dealers will directly fulfill the quarterly report requirement. 3.19.2 Environmental Considerations. Florida Governor Charlie Crist signed Executive Order 07-126, titled "Leadership by Example: Immediate Actions to Reduce Greenhouse Gas Emissions from Florida State Government"; Executive Order 07-127, "Immediate Actions to Reduce Greenhouse Gas Emissions within Florida"; and Executive Order 07-128, "Florida Governor's Action Team on Energy and Climate Change." The State supports and encourages initiatives to protect and preserve our environment. The Prime Contractor shall submit as part of any response the Prime Contractor's plan to support the procurement of products and materials with recycled content, and the intent of Section 287.045, Florida Statutes. The Prime Contractor shall also provide a plan for reducing and or handling of any hazardous waste generated by Prime Contractor's company. Reference Rule 62-730.160, Florida Administrative Code. It is a requirement of the Florida Department of Environmental Protection that a generator of hazardous waste materials that exceeds a certain threshold must have a valid and current Hazardous Waste Generator Identification Number. This identification number shall be submitted as part of Prime Contractor's explanation of its company's hazardous waste plan and shall explain in detail its handling and disposal of this waste. Prime Contractor shall utilize equipment that is Energy Star or EPEAT Bronze (or higher) compliant wherever possible. Prime Contractor shall list all equipment that meets these criteria. Describe what efforts your company (as Contractor) will take to encourage the participation and support of these and other environmental programs. Cisco Response: Not agreed. Cisco is committed to responsible environmental practices throughout our business. We have innovative programs designed to increase the energy efficiency of our operations, reduce waste and protect the environment in communities where we work. We conform to many international standards and make protecting the environment a priority. Through ISO 14001 we demonstrate our commitment to pollution prevention, environmental regulatory compliance and continual improvement. Cisco Environmental Programs Cisco has implemented various programs to help minimize negative impacts and increase our positive impacts on the environment and achieve our environmental objectives. • Waste Reduction and Recycling—Uses the principles of reducing, reusing, and recycling to minimize waste destined for landfills. • Scrap Management—A program to exchange excess components, materials, and equipment of all types that uses the Internet as its primary communications vehicle. This program also provides resources for scrapping all items, when necessary, in an environmentally responsible manner. 61115111 , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 44 C 15 C © Packet Page-1710- 10/22/2013 16.E.1 . • Product Stewardship-This program includes Customer Product Take- back/WEEE Compliance, Restriction Substances (RoHS) compliance, and Design for Environment. This program manages Cisco product environmental from design to disposition. Including but not limited to: product recyclability, use of hazardous materials, energy conservation, and returning customer product to Cisco for appropriate management. We will be extending our business values and expectation to our suppliers through our manufacturing supplier code of conduct. • Hazardous Materials Management-ensure safe and proper management of hazardous materials and waste, including their handling, disposal, storage, and shipment. Also ensures compliance with company and legal requirements for the management of hazardous waste and materials. • Energy Management-Focuses on improving energy efficiency in building design and construction, energy conservation best practices in existing and future facilities, reducing energy costs through long-term price contracts, identifying opportunities in new programs offered by utility companies and by local, state, and national agencies, and on continuously raising awareness among Cisco employees. • Alternative Transportation- Provides Cisco employees with the information, resources, and incentives to help them choose an alternative method of commuting to Cisco sites. In September 2004 the U.S. Environmental Protection Agency ranked Cisco No. 3 among Fortune 500 companies as one of the best workplaces for commuters. With every new generation of networking equipment we develop, Cisco is challenged to increase product performance while reducing power consumption. Cisco engineering teams work to improve the energy efficiency of our products and implement strategies that help extend the life of our hardware products. During FY2006, we established an internal cross-functional working group to focus on design for energy efficiency covering: • Energy efficient product design • Industry standards and metrics that allow customers to select more energy efficient equipment • Energy efficient data center design Starting with our products, we are considering energy efficiency in all aspects of product design, such as: • Efficient power supplies to minimize energy losses while assuring reliability • Intelligent power distribution systems to improve efficiency • Standard-voltage line cards that eliminate the need for multiple electrical conversions • Cooling fans to function with temperature-specific speed controls Energy Efficiency Standards Several international industry and government organizations are creating energy- specific efficiency regulations and guidelines to be used in the development of electronics products. Cisco leaders believe our customers will continue to require oilioilio 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 45 CISCO Packet Page-1711- 10/22/2013 16.E.1 . more efficient products. They need information that can help them compare different products and make informed choices. At Cisco, we continue to work on the development of metrics that our customers can use to evaluate the energy efficiency of a range of networking equipment. During FY2006, Cisco participated in several programs: • U.S. EPA Eco Forum, focusing on the development of metrics for energy efficiency in networking equipment and data centers • Japan's Ministry of Economy, Trade, and Industry Router and Switch Technology Committee, developing energy efficiency standards for networking equipment • European Union Broadband Communication Code of Conduct working group, driving energy efficient design for network appliances at home and in small and medium-sized businesses • California Energy Commission Appliance Regulations, requiring external power supplies to meet Energy Star standards for energy efficiency External Power Supplies The U.S. Environmental Protection Agency calculates that the average American home has 5 to 10 external power supplies powering devices in their homes. Its research has also found an average of 30 to 50 percent of the electricity input to these devices is wasted through inefficiencies in the power supplies and given off as heat. The California Energy Commission has targeted these inefficiencies through its Appliance Efficiency Regulations, which uses aggressive standards derived from the EPA's Energy Star standards for single-voltage external power supplies. California Energy Commission (CEC)Appliance Efficiency Regulations Currently, only Cisco products with external power adapters are within the scope of these regulations. All Cisco external power adapters shipped with our products have met or exceed the energy efficiency requirement set forth by these State of California regulations. California Environmentally Preferred Products Guide Currently, there is no purchasing guide specific for networking products; however, our product design and development process has incorporated many generic eco design concepts such as: • Less Hazardous All Cisco products are EU RoHS compliant. Some Cisco products utilize lead-free solders. Cisco also participates in research and development of lead-free soldering technology that can be used in product that require high performance in product reliability.Also, Cisco products do not contain any hazardous substance that may come into contact with the users under normal condition of use. • Energy efficiency Most Cisco products are designed with environmental monitoring circuit so that the cooling fan can be adjusted according to the oil III . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 46 CISCO Packet Page-1712- 10/22/2013 16.E.1. environment, hence conserving power used for cooling.The internal power supplies used in Cisco products are also designed to be well above the industry average at 80-85% plus efficient. Each generation of Cisco products are also 1.5 to 2 time more energy efficient when comparing throughput vs. energy consumption. Some products also further consolidate several products with different function into one that further boost performance and energy efficiency. • Recycled content and Material efficiency Material diversity has been reduced. Cisco product packaging contain unspecified amount of recycled paper products that is best available in our supply chain. Cisco hardware products currently do not contain any recycled material as it is not feasible to do so due to performance constraint. Most Cisco products have adopted a modular design approach so that they are ease for repair and they can be upgrade with modular components to achieve longevity. Most of the material inside Cisco products are also can be re-use or recycled. • Air quality Cisco products do not emission any air pollutant. • Conserves Water Cisco products do not require any water to operate. • End of life management End of life Cisco products are not classified as hazard waste per California standard.Therefore, state hazard waste registration requirement is not applicable. As for all e-waste, Cisco encourages our customer to observe the local laws and regulation for recycling e-waste. Cisco also offers Product Take-back Service to qualified customers. For more information, please see www.cisco-returns.com Responsible Manufacturers Cisco's environmental policy can be found at: http://www.cisco.com/web/about/ac50/ac208/ac243/ac246/about cisco corporat e environmental policy.html. To view a copy of our ISO 14001 certification and a list of Cisco ISO14001 certified sites, please access the following hyperlink: http://www.cisco.com/web/aboutiac227/ac228/ac233/about cisco environment al management.html. Cisco is a member of Electronic Industry Citizenship Coalition (EICC)that drive improvement in electronic industry supply chain's corporate social responsibility and environmental standards. For more information about EICC, please see http://www.eicc.info/. I11141110 CI O 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 47 Packet Page-1713- 10/22/2013 16.E.1. For more information about design for environment, please see http://www.cisco.com/web/about/ac227/ac228/ac231/about cisco design for e nvironment.html. Following, Cisco has outlined its position and approach to a number of commonly referenced environmental initiatives and programs. California State Agency Buy Recycled Program (SABRC) This standard is not relevant to electronic and IT equipment. Cisco does offer refurbished product as an option. Electronic Product Environmental Assessment Tool (EPEAT) Currently, there is no assessment criteria for networking products under the EPEAT program. Therefore, it is not possible for Cisco to have its products to be rated. However, Cisco utilizes the same green design principle as those in EPEAT program. Energy Star At the moment, there are no existing Energy Star criteria for networking products making it impossible for Cisco to evaluate and certify our products to be Energy Star marked. However, all external power adapters used in Cisco products met or exceeded Energy Star specification version 1.0 for external power adapter. For additional information on Cisco's effort to achieve energy efficiency, please refer to the information provided regarding the California Environmentally Preferred Products Guide in the response to this requirement. EPA Comprehensive Procurement Guidelines (CPG) This standard is not relevant to IT/networking products. EPA Smart Way and Smart Way Elite This is vehicle procurement guide and is not relevant to Cisco products. EPA WaterSense This standard is not relevant to Cisco products. Cisco products do not require any water to operate. Forest Stewardship Council (FSC) This standard is not relevant to Cisco products as Cisco products do not contain any wood material except for TelePresence which comes with a wood tables. The wood tables shipped with TelePresence are made of composite wood material made from recycled wood products. No virgin wood material is used in any Cisco products. Green Seal This standard is not relevant to IT/networking products. Greenguard This standard is not relevant to IT/networking products. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 48 CISCO Packet Page-1714- 10/22/2013 16.E.1. MDBC's Cradle to Cradle Silver Certification (or higher) There is no relevant criteria for evaluation for IT/networking products. Therefore, Cisco products cannot be certified. Minnesota Green Guardian EPP Guide Please refer to the information provided regarding the California Environmentally Preferred Products Guide in the response to this requirement. NEMA Premium This standard is not relevant to IT/networking products. RoHS Yes. Cisco products are RoHS compliant. SCS (Scientific Cert. Sys.)/ NSF international This standard is not relevant to IT/networking products. Terra Choice/Ecoiogo This standard is not relevant to IT/networking products. US Federal Energy Management Program (FEMP) Please refer to the information provided regarding the Energy Star certification in the response to this requirement. USDA Organic Label This standard is not relevant to IT/networking products. Others Cisco is a member of Electronic Industry Citizenship Coalition (EICC) that drive improvement in electronic industry supply chain's corporate social responsibility and environmental standards. For more information about EICC, please see http://www.eicc.info/. 3.19.3 Certification of Drug-Free Workplace Program. The State supports and encourages initiatives to keep the workplaces of Florida's Suppliers and Prime Contractors drug free. Section 287.087 of the Florida Statutes provides that, where identical tie responses are received, preference shall be given to a response received from a Respondent that certifies it has implemented a drug-free workforce program. If applicable, Respondent shall certify that the Respondent has a drug-free workplace program using the "Certification of Drug-Free Workplace" as provided in Sourcing Tool for this solicitation. The Prime Contractor shall describe how it will address the implementation of a drug free workplace in offering the items of the solicitation. Certification shall be submitted (in the Sourcing Tool) using the form in Attachment 5 Cisco Response: Cisco acknowledges and complies. t 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 49 Packet Page-1715- 10/22/2013 16.E.1 . Cisco has provided a signed copy of the Certification of Drug-Free Workplace . form. Cisco has a "Drug-Free Workplace" policy that applies to corporate employees. Cisco complies to submit a "Drug-Free Workplace Program" as permitted by §3.19.3 within 30 days of award and fully supports the concept of the Drug Free Workplace. ioktot Attachment 5-B- Certification of Drug I 3.19.4 Products Available from the Blind or Other Handicapped (RESPECT). The State supports and encourages the gainful employment of citizens with disabilities. It is expressly understood and agreed that any articles that are the subject of, or required to carry out, this Contract shall be purchased from a nonprofit agency for the blind or for the severely handicapped that is qualified pursuant to Chapter 413, Florida Statutes, in the same manner and under the same procedures set forth in Section 413.036(1) and (2), Florida Statutes; and for purposes of this Contract the person, firm, or other business entity carrying out the provisions of this Contract shall be deemed to be substituted for the state agency insofar as dealings with such qualified nonprofit agency are concerned. Additional information about the designated nonprofit agency and the products it offers is available at http://www.respectofflorida.org. The Respondent shall describe how it will address the use of RESPECT in offering the items of the solicitation. Cisco Response: Cisco acknowledges and complies. Cisco looks forward to developing the required Plan in consultation with the State to fully understand the scope of this requirement. Cisco's standard Supplier Diversity program does not include the described business type as one of the disadvantaged diverse supplier categories and we do not believe that this requirement is applicable to the articles of delivery under this agreement. For information about Cisco's suppliers, please access the following hyperlink: http://www.cisco.com/web/about/ac227/ac111/cisco_and_suppliers/deflnitions.ht ml. 3.19.5 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE). The State supports and encourages the use of Florida correctional work programs. It is expressly understood and agreed that any articles which are the subject of, or required to carry out, this Contract shall be purchased from the corporation identified under � lil , iIle 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 50 CISCO Packet Page-1716- 10/22/2013 16.E.1. Chapter 946, F.S., in the same manner and under the same procedures set forth in Section 946.515(2), and (4), F.S.; and for purposes of this Contract the person, firm, or other business entity carrying out the provisions of this Contract shall be deemed to be substituted for this agency insofar as dealings with such corporation are concerned. Additional information about PRIDE and the products it offers is available at http://www.pridefl.com. The Prime Contractor shall describe how it will address the use of PRIDE in offering the items of the solicitation. Cisco Response: Cisco acknowledges and complies. Cisco looks forward to developing the required Plan in consultation with the State to fully understand the scope of this requirement. Cisco's standard Supplier Diversity program does not include the described business type as one of the disadvantaged diverse supplier categories and we do not believe that this requirement is applicable to the articles of delivery under this agreement. For information about Cisco's suppliers, please access the following hyperlink: http:t/www.cisco.com/web/about/ac227/ac111/cisco_and_suppiiers/definitions.ht ml. ' IIIIII 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 51 CISCO Packet Page-1717- 10/22/2013 16.E.1 . 4.0 GENERAL CONTRACT CONDITIONS, PUR 1000 4.1 DEFINITIONS 4.2 PURCHASE ORDERS 4.3 PRODUCT VERSION 4.4 PRICE CHANGES APPLICABLE ONLY TO TERM CONTRACTS 4.5 ADDITIONAL QUANTITIES 4.6 PACKAGING 4.7 INSPECTION AT CONTRACTOR'S SITE 4.8 SAFETY STANDARDS 4.9 AMERICANS WITH DISABILITIES ACT 4.10 LITERATURE 4.11 TRANSPORTATION AND DELIVERY 4.12 INSTALLATION 4.13 RISK OF LOSS 4.14 TRANSACTION FEE 4.15 INVOICING AND PAYMENT 4.16 TAXES 4.17 GOVERNMENTAL RESTRICTIONS 4.18 LOBBYING AND INTEGRITY 4.19 INDEMNIFICATION 4.20 LIMITATION OF LIABILITY 4.21 SUSPENSION OF WORK 4.22 TERMINATION FOR CONVENIENCE 4.23 TERMINATION FOR CAUSE 4.24 FORCE MAJEURE, NOTICE OF DELAY, AND NO DAMAGES FOR DELAY 4.25 CHANGES 4.26 RENEWAL 4.27 PURCHASE ORDER DURATION 4.28 ADVERTISING 4.29 ASSIGNMENT 4.30 ANTITRUST ASSIGNEMENT 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 52 CISCO Packet Page-1718- 10/22/2013 16.E.1. 4.31 DISPUTE RESOLUTION 4.32 EMPLOYEES, SUBCONTRACTORS, AND AGENTS 4.33 SECURITY AND CONFIDENTIALITY 4.34 CONTRACTOR EMPLOYEES, SUBCONTRACTORS, AND OTHER AGENTS 4.35 INSURANCE REQUIREMENTS 4.36 WARRANTY OF AUTHORITY 4.37 WARRANTY OF ABILITY TO PERFORM 4.38 NOTICES 4.39 LEASES AND INSTALLMENT PURCHASES 4.40 PRISON REHABILATIVE INDUSTRIES AND DIVERSIFIED ENTERPRISES, INC. (PRIDE). 4.41 PRODUCTS AVAILABLE FROM THE BLIND OR OTHER HANDICAPPED 4.42 MODIFICATION OF TERMS 4.43 COOPERATIVE PURCHASING 4.44. WAIVER 4.45. ANNUAL APPROTRIATIONS 4.46. EXECUTION IN COUNTERPARTS 4.47. SEVERABILITY silleIlls 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 53 C ' C ® Packet Page-1719- 10/22/2013 16.E.1. 4.1 Definitions. The definitions contained in s. 60A-1.001, F.A.C. shall apply to this agreement. The following additional terms are also defined: (a) "Contract" means the legally enforceable agreement that results from a successful solicitation. The parties to the Contract will be the Customer and Contractor. (b) "Customer" means the State agency or other entity identified in a contract as the party to receive commodities or contractual services pursuant to a contract or that orders commodities or contractual services via purchase order or other contractual instrument from the Contractor under the Contract. The "Customer" may also be the "Buyer" as defined in the PUR 1001 if it meets the definition of both terms. (c) "Product" means any deliverable under the Contract, which may include commodities, services, technology or software. (d) "Purchase order" means the form or format a Customer uses to make a purchase under the Contract (e.g., a formal written purchase order, electronic purchase order, procurement card, contract or other authorized means). Cisco Response: Cisco acknowledges and complies. 4.2 Purchase Orders. In contracts where commodities or services are ordered by the Customer via purchase order, Contractor shall not deliver or furnish products until a Customer transmits a purchase order. All purchase orders shall bear the Contract or solicitation number, shall be placed by the Customer directly with the Contractor, and shall be deemed to incorporate by reference the Contract and solicitation terms and conditions. Any discrepancy between the Contract terms and the terms stated on the Contractor's order form, confirmation, or acknowledgement shall be resolved in favor of terms most favorable to the Customer. A purchase order for services within the ambit of section 287.058(1) of the Florida Statutes shall be deemed to incorporate by reference the requirements of subparagraphs (a) through (f) thereof. Customers shall designate a contract manager and a contract administrator as required by subsections 287.057(15) and (16) of the Florida Statutes. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Neither party (Buyer or Contractor) will alter the terms of the final Contract without a formal executed Contract amendment signed by the Buyer and Contractor; and b) The terms of the Contract can not be modified by either Customer(s) or Authorized Dealer(s) by the placement of additional or modifying terms on an order form, purchase order, confirmation, statement of work or other � I I i . ili . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 54 CISCO Packet Page-1720- 10/22/2013 16.E.1 . acknowledgment., and such terms shall be of no force and effect against either the State or the Contractor. 4.3 Product Version. Purchase orders shall be deemed to reference a manufacturer's most recently release model or version of the product at the time of the order, unless the Customer specifically requests in writing an earlier model or version and the contractor is willing to provide such model or version. Cisco Response: Cisco acknowledges and complies. However, please note that Customer cannot return product to exchange the version ordered. 4.4 Price Changes Applicable only to Term Contracts. If this is a term contract for commodities or services, the following provisions apply. (a) Quantity Discounts. Contractors are urged to offer additional discounts for one time delivery of large single orders. Customers should seek to negotiate additional price concessions on quantity purchases of any products offered under the Contract. State Customers shall document their files accordingly. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) additional, transactionally based, one-time single order discounts may be offered at any time during the contract term at the discretion of an Authorized Dealer; b) will be mutually agreed upon by the Customer and an Authorized Dealer and apply only to the specific transaction for which they are quoted; and c) Other than requiring its Authorized Dealers to sell at or below the ceiling price set in its submission, Cisco will not otherwise restrict or control the additional discount(%) percent offered by Authorized Dealers. (b) Best Pricing Offer. During the Contract term, if the Customer becomes aware of better pricing offered by the Contractor for substantially the same or a smaller quantity of a product outside the Contract, but upon the same or similar terms of the Contract, then at the discretion of the Customer the price under the Contract shall be immediately reduced to the lower price. Cisco Response: Cisco acknowledges and respectfully cannot agree to this requirement and requests the opportunity to discuss the requirement during the negotiation phase based upon the State's response to QUA#5901903. eilisills CIS�,® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 55 Packet Page-1721- 10/22/2013 16.E.1. (c) Sales Promotions. In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, a Contractor may conduct sales promotions involving price reductions for a specified lesser period. A Contractor shall submit to the Contract Specialist documentation identifying the proposed (1) starting and ending dates of the promotion, (2) products involved, and (3) promotional prices compared to then- authorized prices. Promotional prices shall be available to all Customers. Upon approval, the Contractor shall provide conspicuous notice of the promotion. Cisco Response: Contractor acknowledges and complies on the following assumptions: a) See Cisco Response to§ 5.12 with respect to a mandatory price reduction; b) Special sales promotions involving price reductions can be made available by either Contractor or its individual Authorized Dealer(s), in their sole discretion, at any time during the Contract term and if made, are specific to orders placed with Contractor and/or its Authorized Dealer; c) Special offers and promotions are available to all Customer(s) who meet the criteria set forth in the special promotion (if any); and d) Promotional prices will be honored provided that a valid and binding order executed by the Customer is received by Contractor and/or its Authorized Dealer on or before the ending date of the offer period. (d) Trade-In. Customers may trade-in equipment when making purchases from the Contract. A trade-in shall be negotiated between the Customer and the Contractor. Customers are obligated to actively seek current fair market value when trading equipment, and to keep accurate records of the process. For State agencies, it may be necessary to provide documentation to the Department of Financial Services and to the agency property custodian pursuant to Chapter 273, F.S. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Trade - Ins are offered in accordance with manufacturer's standard trade in policies, CTMP, available at: www.cisco-returns.com/strp; and b) The obligation to keep (and/or forward to DFS) accurate records under this sub-paragraph (d) is a State Customer obligation. (e) Equitable Adjustment. The Customer may, in its sole discretion, make an equitable adjustment in the Contract terms or pricing if pricing or availability of supply is affected by extreme and unforeseen volatility in the marketplace, that is, by circumstances that satisfy all the following criteria: (1) the volatility is due to causes wholly beyond the Contractor's silisi ' ie C ' 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 56 Packet Page-1722- 10/22/2013 16.E.1. 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 loss. Cisco Response: Cisco acknowledges and complies on the assumption that: a) the Customer and Contract will mutually agree on the amount and nature of the adjustment prior to it becoming effective. 4.5 Additional Quantities. For a period not exceeding ninety (90) days from the date of solicitation award, the Customer reserves the right to acquire additional quantities up to the amount shown on the solicitation but not to exceed the threshold for Category Two at the prices submitted in the response to the solicitation. Cisco Response: Cisco acknowledges and complies on the assumption that: a) We interpret the term "solicitation award" to refer to an individual Customer transaction. 4.6 Packaging. Tangible product shall be securely and properly packed for shipment, storage, and stocking in appropriate, clearly labeled, shipping containers and according to accepted commercial practice, without extra charge for packing materials, cases, or other types of containers. All containers and packaging shall become and remain Customer's property. Cisco Response: Cisco acknowledges and complies. 4.7 Inspection at Contractor's Site. The Customer reserves the right to inspect, at any reasonable time with prior notice, the equipment or product or plant or other facilities of a Contractor to assess conformity with Contract requirements and to determine whether they are adequate and suitable for proper and effective Contract performance. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) as provided for in the State's response to Q&A#5901910, such inspection will be at Customer's sole cost and expense for travel/meals/lodging/transportation or other charges; iiiitiIii C ' 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 57 Packet Page-1723- 10/22/2013 16.E.1. b) the State provides Cisco with reasonable written notice of any such inspection and conducts the inspection in a way that creates no disruption to Cisco's business; and c) Customer complies with Contractor's security requirements as a condition of entry and access to the site. 4.8 Safety Standards. All manufactured items and fabricated assemblies subject to operation under pressure, operation by connection to an electric source, or operation involving connection to a manufactured, natural, or LP gas source shall be constructed and approved in a manner acceptable to the appropriate State inspector. Acceptability customarily requires, at a minimum, identification marking of the appropriate safety standard organization, where such approvals of listings have been established for the type of device offered and furnished, for example: the American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories and/or National Electrical Manufacturers' Association for electrically operated assemblies; and the American Gas Association for gas-operated assemblies. In addition, all items furnished shall meet all applicable requirements of the Occupational Safety and Health Act and state and federal requirements relating to clean air and water pollution. Cisco Response: Cisco acknowledges and complies. 4.9 Americans with Disabilities Act. Contractors should identify any products that may be used or adapted for use by visually, hearing, or other physically impaired individuals. Cisco Response: The following Voluntary Product Accessibility Templates(VPATs) are for the core Cisco products listed in this bid.VPATs correspond to US Section 508 of the U.S. Rehabilitation Act. For further accessibility details on any Cisco product, please contact the Cisco Accessibility Team at accessibility @cisco.com. The Cisco physical hardware products in this bid are categorized as back office equipment and exempt from accessibility as per 1194.3(f) of Section 508. 1194.3 (f) Products located in spaces frequented only by service personnel for maintenance, repair, or occasional monitoring of equipment are not required to comply with this part. Cisco ACE 4710 Appliance Cisco Aironet 1400 Wireless Access Point Command Line Interface (CLI) Cisco ASA 5500 Series Adaptive Security Appliance Cisco lOS Technology Cisco LWAPP WLAN Solution: comprising Cisco 2006 and 4400 WLAN Controllers; and Cisco Wireless Control System (WCS) tilleills 0%. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 58 CISCO Packet Page-1724- 10/22/2013 16.E.1. Cisco MDS 9000 Family-version 3.1.x Cisco Security Manager Enterprise Edition, version 3.1 Cisco Security Monitoring, Analysis and Response System (MARS) 4.2 Cisco Wide Area Application Services (WAAS)version 4.0.7 Cisco Wireless Control System, version 4.2 Cisco Wireless LAN Solution Engine (WLSE) 2.13 PIX Device Manager(PDM)Tool, version 3.0(4) I J—i VPAT-Cisco-WLSE-2-VPAT-Cisco-WCS-4-2 VPAT-Cisco-WAAS-4 VPAT-Cisco-Security-VPAT-CiscoPIX-Devic 13 Manager eManagerTool VPAT-CiscoMDS9000 VPAT-Cisco-MARS-4-VPAT-Cisco-LWAPP- VPAT-Cisco-IOS-12x VPAT-Cisco-ASA5500 -Family-3-1 2 WLAN-Solution -SeriesAdaptiveSecur VPAT-CiscoAironet VPAT-Cisco-ACE4710 VPAT-1400WirelessAc 4.10 Literature. Upon request, the Contractor shall furnish literature reasonably related to the product offered, for example, user manuals, price schedules, catalogs, descriptive brochures, etc. Cisco Response: Cisco acknowledges and complies on the assumption that: a) electronic or online versions of the literature will satisfy this requirement in order to further the State's and Cisco's mutual environmentally responsible"green" requirements. 4.11 Transportation and Delivery. Prices shall include all charges for packing, handling, freight, distribution, and inside delivery. Transportation of goods shall be FOB Destination to any point within thirty (30) days after the Customer places an Order. A Contractor, within five (5) days after receiving a purchase order, shall notify the Customer of any potential delivery delays. Evidence of inability or intentional delays shall be cause for Contract cancellation and Contractor suspension. Cisco Response: Cisco acknowledges and complies on the assumption that: a) Contractor's delivery obligation under § 4.11 is subject to the Contractor's STANDARD SHIPPING AND DELIVERY TERMS,* as described in Cisco's response in § 6.2.1 (a). 1III4IIi . C ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 59 Packet Page-1725- 10/22/2013 16.E.1. 4.12 Installation. Where installation is required, Contractor shall be responsible for placing and installing the product in the required locations at no additional charge, unless otherwise designated on the Contract or purchase order. Contractor's authorized product and price list shall clearly and separately identify any additional installation charges. All materials used in the installation shall be of good quality and shall be free of defects that would diminish the appearance of the product or render it structurally or operationally unsound. Installation includes the furnishing of any equipment, rigging, and materials required to install or replace the product in the proper location. Contractor shall protect the site from damage and shall repair damages or injury caused during installation by Contractor or its employees or agents. If any alteration, dismantling, excavation, etc., is required to achieve installation, the Contractor shall promptly restore the structure or site to its original condition. Contractor shall perform installation work so as to cause the least inconvenience and interference with Customers and with proper consideration of others on site. Upon completion of the installation, the location and surrounding area of work shall be left clean and in a neat and unobstructed condition, with everything in satisfactory repair and order. Cisco Response: Cisco acknowledges and complies on the assumptions set forth below in Cisco's response to§ 6.2.1 (a). 4.13 Risk of Loss. Matters of inspection and acceptance are addressed in s. 215.422, F.S. Until acceptance, risk of loss or damage shall remain with the Contractor. The Contractor shall be responsible for filing, processing, and collecting all damage claims. To assist the Contractor with damage claims, the Customer shall: record any evidence of visible damage on all copies of the delivering carrier's Bill of Lading; report damages to the carrier and the Contractor; and provide the Contractor with a copy of the carrier's Bill of Lading and damage inspection report. When a Customer rejects a product, Contractor shall remove it from the premises within ten days after notification or rejection. Upon rejection notification, the risk of loss of rejected or non-conforming product shall remain with the Contractor. Rejected product not removed by the Contractor within ten days shall be deemed abandoned by the Contractor, and the Customer shall have the right to dispose of it as its own property. Contractor shall reimburse the Customer for costs and expenses incurred in storing or effecting removal or disposition of rejected product. Cisco Response: Cisco acknowledges and complies subject to the assumptions that: a) For product shipped to Customer's site, Customer, its employees or agents are responsible for the damage occurring at Customer's site after delivery; and b) Customer will secure the equipment at Customer's site upon delivery against unauthorized access or theft. 811181 ' 1 . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 60 CISCO Packet Page-1726- 10/22/2013 16.E.1. 4.14 Transaction Fee. The State of Florida has instituted MyFloridaMarketPlace, a statewide eProcurement System ("System"). Pursuant to section 287.057(23), Florida Statutes (2002), all payments shall be assessed a Transaction Fee of one percent (1.0%), which the Contractor shall pay to the State, unless exempt pursuant to 60A-1.032, F.A.C. For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be automatically deducted from payments to the Contractor. If automatic deduction is not possible, the Contractor shall pay the Transaction Fee pursuant to Rule 60A-1.031(2), F.A.C. By submission of these reports and corresponding payments, Contractor certifies their correctness. All such reports and payments shall be subject to audit by the State or its designee. Contractor shall receive a credit for any Transaction Fee paid by the Contractor for the purchase of any item(s) if such item(s) are returned to the Contractor through no fault, act, or omission of the Contractor. Notwithstanding the foregoing, a Transaction Fee is non- refundable when an item is rejected or returned, or declined, due to the Contractor's failure to perform or comply with specifications or requirements of the agreement. Failure to comply with these requirements shall constitute grounds for declaring the Contractor in default and recovering reprocurement costs from the Contractor in addition to all outstanding fees. CONTRACTORS DELINQUENT IN PAYING TRANSACTION FEES MAY BE subject to being removed from the Department of management services' vendor list as provided in rule 60A-1.006, F.A.C. Cisco Response: Cisco acknowledges and complies on the assumption that: a) Contractor's Authorized Dealers will directly fulfill this requirement, consistent with Cisco Response to§ 3.6 (b), above. 4.15 Invoicing and Payment. Invoices shall contain the Contract number, purchase order number if applicable, and the appropriate vendor identification number. The State may require any other information from the Contractor that the State deems necessary to verify any purchase order placed under the Contract. At the State's option, Contractors may be required to invoice electronically pursuant to guidelines of the Department of Management Services. Current guidelines require that Contractor supply electronic invoices in lieu of paper-based invoices for those transactions processed through the system. Electronic invoices shall be submitted to the Customer through the Ariba Supplier Network (ASN) in one of the following mechanisms - EDI 810, cXML, or web-based invoice entry within the ASN. Payment shall be made in accordance with sections 215.422 and 287.0585 of the Florida Statutes, which govern time limits for payment of invoices. Invoices that must be returned to a Contractor due to preparation errors will result in a delay in payment. Contractors may call (850) 413-7269 Monday through Friday to inquire about the status of payments by 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 61 CISCO Packet Page-1727- 10/22/2013 16.E.1. State Agencies. The Customer is responsible for all payments under the Contract. A Customer's failure to pay, or delay in payment, shall not constitute a breach of the Contract and shall not relieve the Contractor of its obligations to the Department or to other Customers. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) See Cisco Response to§3.6 (b), above; b) Acceptance of equipment will occur no more than five (5) business days after delivery of equipment to the Customer address specified on the order document. The Customer's failure to notice Contractor of acceptance or rejection within that five (5) day period shall be automatically deemed to be acceptance as of the fifth business day after delivery; c) Customer's right of return is limited to return of product received in damaged condition due to shipping only; d) Payment will be made within thirty (30) days of acceptance (or such longer period as may be defined under Florida statute), or receipt of a correct invoice, whichever is later; and e) With respect to the State's right to require "any other information" from the Contractor that the State deems necessary to verify any purchase order, the information Contractor is required to produce will be limited to ordering, billing and shipping/delivery documents directly pertinent to transactions under this contract only. Contractor does not consent to a broader disclosure or State right to compel production of its non-public corporate records without further mutual consent of Contractor. 4.16 Taxes. The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees' wages. Any exceptions to this paragraph shall be explicitly noted by the Customer in the special contract conditions section of the solicitation or in the Contract or purchase order. Cisco Response: Cisco acknowledges and complies and has set forth its assumptions in the Cisco Response to§ 5.15. 4.17 Governmental Restrictions. If the Contractor believes that any governmental restrictions have been imposed that require alteration of the material, quality, workmanship or performance of the products offered under the Contract, the Contractor shall immediately notify the Customer in writing, 61116111e «# 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 62 CISCO Packet Page-1728- 10/22/2013 16.E.1. indicating the specific restriction. The Customer reserves the right and the complete discretion to accept any such alteration or to cancel the Contract at no further expense to the Customer. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) any cancellation applies prospective only and the parties' obligations under previously placed orders; b) the Contractor has a similar right to unilaterally cancel for convenience based upon such government restriction or in the event that Customer rejects Contractor's request. c) each party has the right to: (i) mutually agree to such alteration, (ii) mutually agree to delete the affected offering(s) from the scope of the Contract, and/or (iii) cancel the contract for convenience if none of the foregoing is acceptable to Contractor. 4.18 Lobbying and Integrity. Customers shall ensure compliance with Section 11.062, FS and Section 216.347, FS. 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 Customer's Inspector General, or other authorized State official, the Contractor shall provide any type of information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but shall not be limited to, the Contractor's business or financial records, documents, or files of any type or form that refer to or relate to the Contract. The Contractor shall retain such records for the longer of (1) three years after the expiration of the Contract or (2) the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://dlis.dos.state.fl.us/harm/genschedules/gensched.htm). The Contractor agrees to reimburse the State for the reasonable costs of investigation incurred by the Inspector General or other authorized State official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State which results in the suspension or debarment of the Contractor. Such costs shall include, but shall not be limited to: salaries of investigators, including overtime; travel and lodging IIIISIII CIS g,® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 63 Packet Page-1729- 10/22/2013 16.E.1 . 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. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) The administrative request relates to information regularly kept in the normal course of business that is directly related to establishing Cisco's compliance with the referenced statutes with respect to transactions under this Contract; b) Cisco has no obligation to create documentation in response to such requests; c) Cisco will provide reasonable access to such records; and d) If the information requested is not otherwise publicly available information contained in Contractor's published financial statements, the Parties will in good faith execute a commercially reasonable non-disclosure agreement with respect to such information prior to access being granted. 4.19 Indemnification. The Contractor shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless the State and Customers, and their officers, agents, and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Contractor, its agents, employees, partners, or subcontractors, provided, however, that the Contractor shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of the State or a Customer. Further, the Contractor shall fully indemnify, defend, and hold harmless the State and Customers from any suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret or intellectual property right, provided, however, that the foregoing obligation shall not apply to a Customer's misuse or modification of Contractor's products or a Customer's operation or use of Contractor's products in a manner not contemplated by the Contract or the purchase order. If any product is the subject of an infringement suit, or in the Contractor's opinion is likely to become the subject of such a suit, the Contractor may at its sole expense procure for the Customer the right to continue using the product or to modify it to become non-infringing. If the Contractor is not reasonably able to modify or otherwise secure the Customer the right to continue using the product, the Contractor shall remove the product and refund the Customer the amounts paid in excess of a reasonable rental for past use. The customer shall not be liable for any royalties. 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 64 CISCO Packet Page-1730- 10/22/2013 16.E.1. The Contractor's obligations under the preceding two paragraphs with respect to any legal action are contingent upon the State or Customer giving the Contractor(1)written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. The Contractor shall not be liable for any cost, expense, or compromise incurred or made by the State or Customer in any legal action without the Contractor's prior written consent, which shall not be unreasonably withheld. Cisco Response: Cisco acknowledges and complies subject to the Cisco Response in Section 6.9 (i). 4.20 Limitation of Liability. For all claims against the Contractor under any contract or purchase order, and regardless of the basis on which the claim is made, the Contractor's liability under a contract or purchase order for direct damages shall be limited to the greater of $100,000, the dollar amount of the contract or purchase order, or two times the charges rendered by the Contractor under the purchase order. This limitation shall not apply to claims arising under the Indemnity paragraph contain in this agreement. Unless otherwise specifically enumerated in the Contract or in the purchase order, no party shall be liable to another for special, indirect, punitive, or consequential damages, including lost data or records (unless the contract or purchase order requires the Contractor to back-up data or records), even if the party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. The State and Customer may, in addition to other remedies available to them at law or equity and upon notice to the Contractor, retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against them. The State may set off any liability or other obligation of the Contractor or its affiliates to the State against any payments due the Contractor under any contract with the State. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Customer and State's liability to Contractor for breach of the software license, export control laws or confidentiality provisions are considered direct damages under this agreement; and b) Cisco acknowledges and complies subject to the Cisco Response in Section 6.9 (i). 4.21 Suspension of Work. The Customer may in its sole discretion suspend any or all activities under the Contract or purchase order, at any time, when in the best interests of the State to do so. The Customer shall provide the Contractor written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 65 CISC Packet Page-1731- 10/22/2013 16.E.1. 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 Customer shall either (1) issue a notice authorizing resumption of work, at which time activity shall resume, or (2) terminate the Contract or purchase order. Suspension of work shall not entitle the Contractor to any additional compensation. Cisco Response: Cisco acknowledges and respectfully requests a modification of this requirement as follows: a) The right to issue a Suspension of Work order is limited to circumstances of non-appropriation and shall be applied prospectively only; b) A Suspension shall not be used to find a substituted source of supply; c) If the Customer subsequently terminates an order within the suspension period stated above, Contractor's sole responsibility and Customer's sole and exclusive remedy for fees paid covering a period subsequent to the termination date will be to receive a credit against future product/service orders equal to the unused portion of the fees; and e) Any resumption of work after a Suspension of Work order has issued with respect to SOW- based implementation work is subject to mutual agreement and adjustment to revised project schedules and then- availability of Contractor's previously assigned personnel. 4.22 Termination for Convenience. The Customer, by written notice to the Contractor, may terminate the Contract in whole or in part when the Customer determines in its sole discretion that it is in the State's interest to do so. The Contractor shall not furnish any product after it receives the notice of termination, except as necessary to complete the continued portion of the Contract, if any. The Contractor shall not be entitled to recover any cancellation charges or lost profits. Cisco Response: Cisco acknowledges and respectfully proposes a modification to this requirement. Customer evaluation and testing of equipment is made available and offered by Cisco via Contractor's established commercial programs. Customers are able to fully test and demonstrate our equipment prior to purchase through Customer's execution of a Cisco's standard "Demo Depot"or Try and Buy" program agreement as referenced in Cisco Response at § 6.9. These allow the Customer to consider and evaluate product before committing to a purchase. � I I I . 1I1 , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 66 C ' C o Packet Page-1732- 10/22/2013 16.E.1. Otherwise, all sales are final and equipment may not be returned or services cancelled at any time for convenience. Cisco requests a clarification and modification to the termination for convenience requirement as follows: a) The Buyer may terminate the Contract awarded pursuant to this ITN prospectively for convenience at any time upon sixty (60) days advance, written notice to the other, specifying the effective date of termination; b) Such termination for convenience by the Buyer shall apply prospectively only, and will not affect individual Customer orders that have been accepted by Contractor prior to the termination date specified in the notice. Previously placed orders remain in effect and binding in accordance with their terms notwithstanding a cancellation under a), above. c) Customers may terminate individual product and services orders previously placed for convenience prospectively only under the following circumstances: (i} Legislative non-appropriation of funds; (ii) With respect to statement of work (SOW) based deliverables, if any, Customer may issue a cancellation for convenience specifying a termination date no less than thirty (30) days subsequent to the date of notice. In such event, Contractor shall be compensated for all costs incurred by Contractor prior to the termination date for deliverables that have not previously been accepted and paid for by Customer, provided that the costs do not exceed the amount stated in the purchase order; and d) Customer may not terminate for convenience in order to obtain an alternate or substitute source of supply. 4.23 Termination for Cause. The Customer may terminate the Contract if the Contractor fails to (1) deliver the product within the time specified in the Contract or any extension, (2) maintain adequate progress, thus endangering performance of the Contract, (3) honor any term of the Contract, or (4) abide by any statutory, regulatory, or licensing requirement. Rule 60A-1.006(3), F.A.C., governs the procedure and consequences of default. The Contractor shall continue work on any work not terminated. Except for defaults of subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from events completely beyond the control, and without the fault or negligence, of the Contractor. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both the Contractor 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 67 CISCO Packet Page-1733- 10/22/2013 16.E.1 . and the subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to perform, unless the subcontracted products were obtainable from other sources in sufficient time for the Contractor to meet the required delivery schedule. If, after termination, it is determined that the Contractor was not in default, or that the default was excusable, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Customer. The rights and remedies of the Customer in this clause are in addition to any other rights and remedies provided by law or under the Contract. Cisco Response: Cisco acknowledges and respectfully takes exception to the benchmarks stated in this requirement and requests that the parties mutually agree to define the events of default in the final Contract. Among the issues that Cisco would like the parties to further clarify during negotiations are: a) Materiality threshold for declaring default; b) Customer providing prior written notice and opportunity for Contractor to cure; c) Objective definitions established for each element of default; and d) Obligations that survive upon termination, e.g., compliance with software license and export controls. Cisco has presented proposed language to address its issues in the Cisco Response EEAs at§ 6.9. 4.24 Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Contractor's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay the Contractor believes is excusable, the Contractor shall notify the Customer in writing of the delay or potential delay and describe the cause of the delay either (1) within ten (10) days after the cause that creates or will create the delay first arose, if the Contractor could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five (5) days after the date the Contractor first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE CONTRACTOR'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against the Customer. The Contractor shall not be entitled to an increase in the Contract price or payment of any kind from the Customer for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If � IIIIIII , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 68 CISCO Packet Page-1734- 10/22/2013 16.E.1. performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall perform at no increased cost, unless the Customer determines, in its sole discretion, that the delay will significantly impair the value of the Contract to the State or to Customers, in which case the Customer may (1) accept allocated performance or deliveries from the Contractor, provided that the Contractor grants preferential treatment to Customers with respect to products subjected to allocation, or (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the products that are the subject of the delay, which purchases may be deducted from the Contract quantity, or(3) terminate the Contract in whole or in part. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) The Parties can, in good faith, negotiate a longer period of time for such notice; b) The sentence beginning "No claim for damages..." does not apply to Customer delays in giving notice of a potential IPR claim giving rise to the Contractor's indemnity obligation; and c) If Contractor, in its sole discretion, that its ability to perform is adversely impacted by such Force Majeure delay or any delay attributed to Customer, Contractor has the option to terminate the contract for convenience with no further obligation to the State. In such event, the State will pay Contractor for costs incurred on work in progress to the date of the delay In no event will such payment exceed the original amount set forth on the order for the deliverable. 4.25 Changes. The Customer may unilaterally require, by written order, changes altering, adding to, or deducting from the Contract specifications, provided that such changes are within the general scope of the Contract. The Customer may make an equitable adjustment in the Contract price or delivery date if the change affects the cost or time of performance. Such equitable adjustments require the written consent of the Contractor, which shall not be unreasonably withheld. If unusual quantity requirements arise, the Customer may solicit separate bids to satisfy them. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Any such change under this § 4.25 requires the mutual consent of the Contractor, and Contractor unilaterally may adjust shipping dates as a result of such change; b) Changes to previously placed orders must be made at least ten (10) days in advance of the scheduled shipping date, 011181110 1 S ® 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 69 Packet Page-1735- 10/22/2013 16.E.1. c) Such change under this paragraph constitutes a non-material change in requirements; and d) cannot be used (e.g., by deletion of work) to effect a termination for convenience otherwise prohibited under the terms of the final Contract. 4.26 Renewal. Upon mutual agreement, the Customer and the Contractor may renew the Contract, in whole or in part, for a period that may not exceed 3 years or the term of the contract, whichever period is longer. Any renewal shall specify the renewal price, as set forth in the solicitation response. The renewal must be in writing and signed by both parties, and is contingent upon satisfactory performance evaluations and subject to availability of funds. Cisco Response: Cisco acknowledges and complies. 4.27 Purchase Order Duration. Purchase orders issued pursuant to a state term or agency contract must be received by the Contractor no later than close of business on the last day of the contract's term to be considered timely. The Contractor is obliged to fill those orders in accordance with the contract's terms and conditions. Purchase orders received by the contractor after close of business on the last day of the state term or agency contract's term shall be considered void. Purchase orders for a one-time delivery of commodities or performance of contractual services shall be valid through the performance by the Contractor, and all terms and conditions of the state term or agency contract shall apply to the single delivery/performance, and shall survive the termination of the Contract. Contractors are required to accept purchase orders specifying delivery schedules exceeding the contracted schedule even when such extended delivery will occur after expiration of the state term or agency contract. For example, if a state term contract calls for delivery 30 days after receipt of order (ARO), and an order specifies delivery will occur both in excess of 30 days ARO and after expiration of the state term contract, the Contractor will accept the order. However, if the Contractor expressly and in writing notifies the ordering office within ten (10) calendar days of receipt of the purchase order that Contractor will not accept the extended delivery terms beyond the expiration of the state term contract, then the purchase order will either be amended in writing by the ordering entity within ten (10) calendar days of receipt of the contractor's notice to reflect the state term contract delivery schedule, or it shall be considered withdrawn. The duration of purchase orders for recurring deliveries of commodities or performance of services shall not exceed the expiration of the state term or agency contract by more than twelve months. However, if an extended pricing plan offered in the state term or agency contract is selected by the ordering entity, the contract terms on pricing plans and � I I IsiIl , C2008—Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 70 Packet Page-1736- 10/22/2013 16.E.1. renewals shall govern the maximum duration of purchase orders reflecting such pricing plans and renewals. Timely purchase orders shall be valid through their specified term and performance by the Contractor, and all terms and conditions of the state term or agency contract shall apply to the recurring delivery/performance as provided herein, and shall survive the termination of the Contract. Ordering offices shall not renew a purchase order issued pursuant to a state term or agency contract if the underlying contract expires prior to the effective date of the renewal. Cisco Response: Cisco acknowledges and complies subject to Cisco's response in Section 6.9 (n). 4.28 Advertising. Subject to Chapter 119, Florida Statutes, the Contractor shall not publicly disseminate any information concerning the Contract without prior written approval from the Customer, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the Customer or the State as a reference, or otherwise linking the Contractor's name and either a description of the Contract or the name of the State or the Customer in any material published, either in print or electronically, to any entity that is not a party to Contract, except potential or actual authorized distributors, dealers, resellers, or service representative. Cisco Response: Cisco acknowledges and complies. 4.29 Assignment. The Contractor shall not sell, assign or transfer any of its rights, duties or obligations under the Contract, or under any purchase order issued pursuant to the Contract, without the prior written consent of the Customer. In the event of any assignment, the Contractor remains secondarily liable for performance of the contract, unless the Customer expressly waives such secondary liability. The Customer may assign the Contract with prior written notice to Contractor of its intent to do so. Cisco Response: Cisco acknowledges and complies on the assumption that this requirement applies equally to the State and the Contractor. Cisco will request State consent to the following as a condition of contract award and execution: a) Cisco has the right to assign all or part of this Contract as part of a merger, corporate reorganization, or sale of assets or to a majority- owned or majority-controlled subsidiary or affiliate provided that such illhills C d 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 71 Packet Page-1737- 10/22/2013 16.E.1. entity complies to be bound by and assume subject to all the terms of this Contract; b) Cisco has the unilateral right to subcontract its obligations under the Contract to third parties provided that Cisco remains responsible for the performance of such services by subcontractors, such subcontract to allow Authorized Dealers the right to, e.g., receive orders, deliver Products or services, process e-Rate transactions, invoice Customer and receive payments from the State and/or Customer under their own FEIN and e-Rate transaction numbers; and c) Contractor has the right to assign the right to receive payments due under the Contract at any time on prior notice to the State, provided that Contractor provides identifying information regarding the payee. 4.30 Antitrust Assignment. The Contractor and the State of Florida recognize that in actual economic practice, overcharges resulting from antitrust violations are in fact usually borne by the State of Florida. Therefore, the contractor hereby assigns to the State of Florida any and all claims for such overcharges as to goods, materials or services purchased in connection with the Contract. Cisco Response: Cisco acknowledges and complies. 4.31 Dispute Resolution. Any dispute concerning performance of the Contract shall be decided by the Customer's designated contract manager, who shall reduce the decision to writing and serve a copy on the Contractor. The decision shall be final and conclusive unless within twenty one (21) days from the date of receipt, the Contractor files with the Customer a petition for administrative hearing. The Customer's decision on the petition shall be final, subject to the Contractor's right to review pursuant to Chapter 120 of the Florida Statutes. Exhaustion of administrative remedies is an absolute condition precedent to the Contractor's ability to pursue any other form of dispute resolution; provided, however, that the parties may employ the alternative dispute resolution procedures outlined in Chapter 120. Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply and the parties waive any right to jury trial. Cisco Response: Cisco acknowledges and complies on the assumption that any use of alternative dispute resolution requires Contractor's mutual consent. 1 ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 72 Packet Page-1738- 10/22/2013 16.E.1. 4.32 Employees, Subcontractors, and Agents. All Contractor employees, subcontractors, or agents performing work under the Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Contractor shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under the Contract must comply with all security and administrative requirements of the Customer and shall comply with all controlling laws and regulations relevant to the services they are providing under the Contract. The State may conduct, and the Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non- compliance with a Customer's security or other requirements. Such approval shall not relieve the Contractor of its obligation to perform all work in compliance with the Contract. The State may reject and bar from any facility for cause any of the Contractor's employees, subcontractors, or agents. Cisco Response: Cisco acknowledges and complies subject to the assumptions that: a) Customer will provide Cisco with a copy of its published requirements in advance; b) The background check will be: i) non-invasive; and ii) performed at the State's sole cost and expense; and c) Cisco is not obligated to force any employee, subcontractor or agent to submit to the check, and will use its best efforts to identify alternate personnel in the event that an employee does not consent. 4.33 Security and Confidentiality. The Contractor shall comply fully with all security procedures of the United States, State of Florida and Customer in performance of the Contract. The Contractor shall not divulge to third parties any confidential information obtained by the Contractor or its agents, distributors, resellers, subcontractors, officers or employees in the 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. Cisco Response: oiltolllo 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 73 CISCO Packet Page-1739- 10/22/2013 16.E.1. Cisco acknowledges and complies on the assumptions that: a) Security procedures are identified and provided in writing to the Contractor or its Authorized Dealer and do not materially increase Contractor's cost or time for performance; b) "Confidential Information" will be conspicuously identified as such upon disclosure; and c) No warranties are stated or are given by either party under this paragraph. 4.34 Contractor Employees, Subcontractors, and Other Agents. The Customer and the State shall take all actions necessary to ensure that Contractor's employees, subcontractors and other agents are not employees of the State of Florida. Such actions include, but are not limited to, ensuring that Contractor's employees, subcontractors, and other agents receive benefits and necessary insurance (health, workers' compensations, and unemployment) from an employer other than the State of Florida. Cisco Response: Cisco acknowledges and complies. 4.35 Insurance Requirements. During the Contract term, the Contractor at its sole expense shall provide commercial insurance of such a type and with such terms and limits as may be reasonably associated with the Contract. Providing and maintaining adequate insurance coverage is a material obligation of the Contractor. Upon request, the Contractor shall provide certificate of insurance. The limits of coverage under each policy maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract. All insurance policies shall be through insurers authorized or eligible to write policies in Florida. Cisco Response: Cisco acknowledges and proposes a modification of this requirement: a) Cisco has adequate financial resources to pay claims; b) Further, Cisco reserves the right, in its sole discretion, to determine coverage amounts, SIRs, and deductibles; and c) Cisco respectfully requests modification of the requirement to state, "During the Contract Term, Contractor at its sole expense shall provide commercial insurance of such types and with such terms and limits as Contractor deems reasonably associated with the Contract. Upon request, the Contractor shall provide certificate of insurance. The limits of coverage under each policy 11111111i CCO 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 74 Packet Page-1740- 10/22/2013 16.E.1. maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract." 4.36 Warranty of Authority. Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective party to the Contract. Cisco Response: Cisco acknowledges and complies. 4.37 Warranty of Ability to Perform. The Contractor warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes, or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify the Customer in writing if its ability to perform is compromised in any manner during the term of the Contract. Cisco Response: Cisco acknowledges and complies. 4.38 Notices. All notices required under the Contract shall be delivered by certified mail, return receipt requested, by reputable air courier service, or by personal delivery to the agency designee identified in the original solicitation, or as otherwise identified by the Customer. Notices to the Contractor shall be delivered to the person who signs the Contract. Either designated recipient may notify the other, in writing, if someone else is designated to receive notice. Cisco Response: Cisco acknowledges and complies on the assumption that notices will be additionally delivered and addressed to Cisco legal counsel. 4.39 Leases and Installment Purchases. Prior approval of the Chief Financial Officer (as defined in Section 17.001, F.S.) is required for State agencies to enter into or to extend any lease or installment-purchase agreement in excess of the Category Two amount established by section 287.017 of the Florida Statutes. Cisco Response: Cisco acknowledges this requirement; however, as indicated in the State's response to CAA#5904861, Cisco believes that this requirement is inapplicable to this ITN and the resulting Contract. 6111 . 111i S C 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 75 Packet Page-1741- 10/22/2013 16.E.1 . 4.40 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE). Aft Section 946.515(2), F.S. requires the following statement to be included in the solicitation: "It is expressly understood and agreed that any articles which are the subject of, or required to carry out, the Contract shall be purchased from the corporation identified under Chapter 946 of the Florida Statutes (PRIDE) in the same manner and under the same procedures set forth in section 946.515(2) and (4) of the Florida Statutes; and for purposes of the Contract the person, firm, or other business entity carrying out the provisions of the Contract shall be deemed to be substituted for the agency insofar as dealings with such corporation are concerned." Additional information about PRIDE and the products it offers is available at http://www.pridefl.com. Cisco Response: Cisco acknowledges this requirement; however, Cisco believes that no articles that are the subject of or being acquired under this contract are subject to availability by or through PRIDE. Cisco's Supplier Diversity program does not include any prison industries program or the described business type as one of the disadvantaged diverse supplier categories we traditionally support. For information about Cisco's suppliers, please access the following hyperlink: http://www.cisco.com/web/about/ac227/ac111/cisco_and_suppliers/definitions.ht ml. 4.41 Products Available from the Blind or Other Handicapped. Section 413.036(3), F.S. requires the following statement to be included in the solicitation: "It is expressly understood and agreed that any articles that are the subject of, or required to carry out, this contract shall be purchased from a nonprofit agency for the Blind or for the Severely Handicapped that is qualified pursuant to Chapter 413, Florida Statutes, in the same manner and under the same procedures set forth in section 413.036(1) and (2), Florida Statutes; and for purposes of this contract the person, firm, or other business entity carrying out the provisions of this contract shall be deemed to be substituted for the State agency insofar as dealings with such qualified nonprofit agency are concerned." Additional information about the designated nonprofit agency and the products it offers is available at http://www.respectofflorida.org. Cisco Response: Cisco acknowledges this requirement; however, Cisco believes that no articles that are the subject of or being acquired under this contract are subject to availability by or through this type of non-profit entity. Cisco's Supplier Diversity program does not include the described business type as one of the disadvantaged diverse supplier categories. For information about Cisco's suppliers, please access the following hyperlink: http://www.cisco.com/web/about/ac227/ac111/cisco_and_suppliers/definitions.ht ml 1 1 1 6 11 1 e " C d 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 76 Packet Page-1742- 10/22/2013 16.E.1. 4.42 Modification of Terms. The Contract contains all the terms and conditions agreed upon by the parties, which terms and conditions shall govern all transactions between the Customer and the Contractor. The Contract may only be modified or amended upon mutual written agreement of the Customer and the Contractor. No oral agreements or representations shall be valid or binding upon the Customer or the Contractor. No alteration or modification of the Contract terms, including substitution of product, shall be valid or binding against the Customer. The Contractor may not unilaterally modify the terms of the Contract by affixing additional terms to product upon delivery (e.g., attachment or inclusion of standard preprinted forms, product literature, "shrink wrap" terms accompanying or affixed to a product, whether written or electronic) or by incorporating such terms onto the Contractor's order or fiscal forms or other documents forwarded by the Contractor for payment. The Customer's acceptance of product or processing of documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the proposed modification to terms and conditions. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Neither party (Buyer, Customer or Contractor) can alter the terms of the Contract as a result of this ITN without a formal executed Contract amendment signed by the Buyer and Contractor; b) The terms of the "Contract" defined at § 4.1 (i.e., the transactional agreement between the Customer and Contractor) may only contain such additional terms as expressly allowed under the terms of the resulting Contract between Buyer and Cisco, e.g., additional price discounts; c) The terms of the Contract between Buyer and Contractor cannot be added to, altered or modified at the transactional level by either Customer's or Authorized Dealer's placing of additional or modifying terms on an order form, purchase order, confirmation, statement of work , acknowledgment or"Contract" as defined in §4.1; and d) Any attempt to add such terms, even if the underlying document on which they are written is processed for approval by either party, shall be of no force and effect against the Buyer, Customer or Contractor. 4.43 Cooperative Purchasing. Pursuant to their own governing laws, and subject to the agreement of the Contractor, other entities may be permitted to make purchases at the terms and conditions contained herein. Non-Customer purchases are independent of the agreement between Customer and Contractor, and Customer shall not be a party to any transaction between the Contractor and any other purchaser. • iiisilis C 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 77 Packet Page-1743- 10/22/2013 16.E.1. State agencies wishing to make purchases from this agreement are required to follow the provisions of s. 287.042(16) (a), F.S. This statute requires the Department of Management Services to determine that the requestor's use of the contract is cost-effective and in the best interest of the State. Cisco Response: Cisco acknowledges and complies subject to the assumptions that: a) the obligation to obtain DMS approval for state agency purchases will be fulfilled solely by State Customers prior to placing or signing an order under this Contract; and b) the parties will clarify during negotiation if non-Customer purchases are subject to reporting and one (1%)transaction fee. 4.44. Waiver. The delay or failure by the Customer to exercise or enforce any of its rights under this Contract shall not constitute or be deemed a waiver of the Customer's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. Cisco Response: Cisco acknowledges and complies on the assumption that: a) the terms of this section apply mutually to the Contractor with respect to enforcement of Contractor's rights. 4.45.Annual Appropriations. The State's performance and obligation to pay under this contract are contingent upon an annual appropriation by the Legislature. Cisco Response: Cisco acknowledges and complies. 4.46. Execution in Counterparts. The Contract may be executed in counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Cisco Response: Cisco acknowledges and complies on the assumption that: a) See Cisco Response to§2.4, in sub-paragraph (b), above. 61116111e 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 78 CISCO Packet Page-1744- 10/22/2013 16.E.1 . 4.47. Severability. If a court deems any provision of the Contract void or unenforceable, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable and all other provisions shall remain in full force and effect. Cisco Response: Cisco acknowledges and complies. 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 79 CISCO Packet Page-1745- 10/22/2013 16.E.1. 5.0 SPECIAL CONTRACT CONDITIONS 5.1 ADDITIONAL DEFINITIONS 5.2 PURCHASING CARD PROGRAM 5.3 INSTRUCTIONS AND MAINTENANCE MANUAL 5.4 CONTRACT REQUIREMENTS 5.5 DELIVERY 5.6 CONTRACT REPORTING REQUIREMENTS 5.7 BUSINESS REVIEW MEETINGS 5.8 CONTRACTOR'S STATE CONTRACT WEBPAGE 5.9 ELECTRONIC INVOICING/BILLING 5.10 REQUESTS FOR QUOTES 5.11 RISK OF LOSS/PAYMENTS/FEES 5.12 PRICE REDUCTION 5.13 ADDITIONAL HARDWARE AND SERVICES 5.14 STATE OF FLORIDA CONSOLIDATED EQUIPMENT FINANCING PROGRAM (CEFP) elf Islile 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 80 CISCO Packet Page-1746- 10/22/2013 16.E.1. 5.1 Additional Definitions a. "CWMBE" means a Certified Woman or Minority Business Enterprise as certified by the Florida Office of Supplier Diversity. b. "MFMP" means MyFloridaMarketPlace the State's e-Procurement system. c. "MFMP Service Provider" means the third party company operating the State's e- Procurement system, MyFloridaMarketPlace. Cisco Response: Cisco acknowledges and complies. 5.2 Purchasing Card Program The State of Florida has implemented a purchasing card program, using the Visa platform. Vendors may receive payment from state agencies by the State's Purchasing Card in the same manner as any other Visa purchases. PCard -Visa acceptance for purchase is a mandatory requirement for this solicitation, but is not the exclusive method of payment. If the State changes its PCard platform during the term of Contract resulting from this ITN, the awardee shall make any necessary changes to accommodate the State's new PCard platform within 30 days of notification of such change. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Contractor's Authorized Dealers can also fulfill this requirement and accept this method of payment on behalf of Contractor. b) If changes to accommodate the State's revised PCard platform cannot reasonably be made within 30 days of notification of change, the State will give the Contractor and its Authorized Dealers a reasonable number of additional days during which such changes can be made. c) The State will bear any additional costs necessary to enable the Contractor or its Authorized Dealers to comply with the State's revisions to the PCard platform. 5.3 Instructions and Maintenance Manual At the time of the delivery, the Contractor or Reseller shall be required to furnish the Customer at least one (1) instruction manual and one (1) maintenance manual for each system ordered. Bulletins, revisions, and corrections shall be provided for each system purchased, as they are issued by the manufacturer. Each instruction and maintenance manual shall contain definitions of terms, definition of equipment, equipment capabilities, • iiisIlis ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 81 CISC Packet Page-1747- 10/22/2013 16.E.1. ANek technical descriptions of equipment operations, description of malfunction identifications, trouble shooting procedures and detailed schematic and use instructions. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) documentation may be made available electronically by download from the cisco.com website to promote the parties' mutual "Green Initiative"goals; and b) the specific descriptions of content set forth in this § 5.3 are intended as illustrative and the State will accept the manufacturer's standard product literature and Contractor is not under any obligation to develop non-standard documentation to comply with this requirement. 5.4 Contract Requirements Respondent shall have a single point of contact for contract support. This individual may support multiple Customers and shall respond to calls and/or emails within twenty-four(24) hours. Customer support contact information shall be provided on the Ordering Instructions Form (ATTACHMENT 3) Respondent shall provide toll-free customer service phone support from 7:00 AM (EST) to 6:00 PM (EST) Monday through Friday, except for Federal and State holidays. TDD (Telecommunication Device for the Deaf) access must be made available during the above service operating hours. Respondent shall provide an after-hours contact number for use by Customers for emergencies after standard customer service operating hours. Cisco Response: Cisco acknowledges and complies. The Prime Contractor's contact point is: Denise Yaeger Cisco Systems, Inc. 1625 Summit Lake Dr. Suite 223 Tallahassee, Florida 32317 Email: dyaeger @cisco.com Phone: (850) 219-8226 Fax: (850)219- 8296 8111 . 111s 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 82 C ' `0 Packet Page-1748- 10/22/2013 16.E.1 . Customer Service Numbers: • For SMARTnet on Purchased Equipment Only 1-800-553-2447 (Available 24/7) 5.4.1 Factory Service Requirements The Respondent agrees to maintain at least one factory-authorized service station and/or servicing dealer within the State of Florida to perform warranty repairs and adjustments throughout the Contract Term. Respondent must complete the Ordering Instructions Form included in Attachment 3 of this ITN, and must update that document throughout the Contract Term. The Contractor shall promptly notify the Department of any changes thereto, however the Parties expressly agree that changes to the Service Representative List are not Contract Amendments and do not require a formal written agreement. This arrangement shall not relieve the Contractor of its duty to maintain at least one (1) authorized service location within the State of Florida. The Contractor may offer the State Agencies and Eligible Users "after warranty" service agreements for the maintenance and repair of goods after the initial warranty expires. The Contractor shall provide pricing for this additional service as a separate item on the pricing spreadsheets in Attachment 1 of this ITN. Cisco Response: Cisco acknowledges and complies on the assumption that: a) based on the State's response to Q&A # 5904244, Contractor's Authorized Dealer present in the State shall satisfy Cisco's requirement of maintaining at least one (1) authorized service location within the State of Florida. 5.4.2 Standard Support Levels. Contractors shall provide the following levels of support under the Contract: a. Inside delivery, with buyer set-up and installation. Cisco Response: Cisco acknowledges and complies. b. Minimum 1-year warranty for parts coverage and support Cisco Response: Cisco acknowledges and complies. c. Maximum two (2) business days repair time, or replace with comparable equipment (replace with new equipment during the warranty period) IsII 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 83 CISCO Packet Page-1749- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges and complies. d. Toll free telephone support and information. (Minimum: Business days 8:00 a.m. to 6:00 p.m., Eastern Time). Cisco Response: Cisco acknowledges and complies. e. Service response time minimum of 8 hours after receipt of problem call. Cisco Response: Cisco acknowledges and complies. f. Access to all software or firmware updates installed or bundled with the product for the term of the full warranty Cisco Response: Cisco acknowledges and complies. g. 30-day money back guarantee, return to vendor, with no restocking fee or comparable charge Cisco Response: Cisco respectfully takes exception to this requirement and requests that appropriate terms be discussed during Contract negotiation. Optional Support that may be offered on particular purchases: a. Dealer set-up and installation (unless required by Manufacture for "Certification" prior to initiation of support) Cisco Response: Cisco acknowledges and complies. Pricing will be determined based on the applicable scope of work. b. Warranty upgrades may be purchased at time of purchase or any time afterwards during the product life cycle. Cisco Response: Cisco acknowledges and complies. Pricing will be determined based on the applicable scope of work. C 2008-Cisco Systems, Inc. -Proprietary and Confidential-Trade Secret Page 84 Packet Page-1750- 10/22/2013 16.E.1. c. Warranty service response upgrades; e.g., on site, 4 hour response, or next business day. Cisco Response: Cisco acknowledges and complies. Cisco offers a wide variety of comprehensive support options that meet and exceed those outlined in this requirement. Cisco has proposed pricing for some of these options in Attachment 1 of this response. Cisco will be pleased to provide pricing for additional support options at the State's request. Optional support levels resulting in increased cost to Customers shall be clearly and separately identified on the Contractor's authorized product and price list submitted on the pricing spreadsheets in Attachment 1. 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. Cisco Response: Cisco acknowledges and complies, subject to the following assumptions: • Cisco offers a wide variety of comprehensive support options that meet and exceed those outlined in this requirement. Cisco has proposed pricing for some of these options in Attachment 1 of this response. Cisco will be pleased to provide pricing for additional support options at the State's request. • Any maintenance or support purchased from a party other than Cisco would be from an Authorized Cisco Dealer. 5.5 Delivery Prices bid shall include inside delivery to the ordering agency within 30 days after receipt of purchase order. Cisco Response: Cisco acknowledges and complies on the assumption that: a) Contractor's delivery obligation under § 5.5 is subject to the Contractor's STANDARD SHIPPING AND DELIVERY TERMS,* as described in Cisco's response in § 6.2.1 (a). 5.6 Contract Reporting Requirements The following data must be reported to the Department on a quarterly (January, April, July, and October) contract basis. Report shall include: a. Prime Contractor's Name b. Reporting Period (Q1, Q2, Q3, Q4) • lii . i ' le 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 85 C ' ® Packet Page-1751- 10/22/2013 16.E.1. c. Total dollar value of purchases, leases or rentals per quarter separated by State Agency and Eligible User totals, and separated by purchase order and p-card order total dollar values. d. Total dollar volume per quarter by configuration group. e. Excel report itemizing total purchases, leases or rentals for period that includes columns for the following information: manufacturer's name, agency name, product number, item description, product group number, identify lease or purchase, quantity, manufacturer list price, percentage discount taken and final purchase price or lease/ rental total. f. Report will emphasize where the most significant purchase volumes are by product group. Failure to provide quarterly reports, including reporting no sales, leases, or rentals, within thirty (30) calendar days following the end of each quarter (January, April, July and October) may result in the Prime Contractor being found in default and cancellation of the contract by the Department. Contractor shall report (on a quarterly basis) to the Department, the total spending with certified and other minority business enterprises directly related to transactions under this contract. Reports shall include the period covered, the name, minority code and Federal Employer Identification Number of each CWMBE utilized during the period, commodities and services provided by the CWMBE, and the amount paid to each minority Contractor or sub-contractor on behalf of each purchasing agency or eligible user ordering under the terms of this contract. Submission of the quarterly sales reports are the responsibility of the Contractor without prompting or notification by the Department. The Contractor shall submit the completed quarterly reports by email to the Department. Cisco Response: Cisco acknowledges and complies on the assumptions that: a) Contractor will submit the required reports directly from Cisco's Authorized Dealers, as clarified by the State's response to Q&A# 5901987; b) Contractor will be afforded notice and an opportunity to cure any deficiency under this paragraph prior to being declared default; and c) Contractor's failure to comply with this paragraph must be material and substantial. d) With respect to any requirements in this § 5.6 to report on leased or rented equipment, Cisco acknowledges the requirements, however, as indicated in the State's response to Q&A#5904861, Cisco believes that such requirements are inapplicable to this ITN and the resulting Contract. olliollie CIS 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 86 Packet Page-1752- 10/22/2013 16.E.1. 5.7 Business Review Meetings In order to maintain the partnership between the Department and the Prime Contractor, monthly, (or minimally each quarter), the Department may request a business review meeting. The business review meeting may involve, but not be limited to, the following: a. Review of Contractor performance b. Review of minimum required reports • c. Review of continuous improvement plans The Department encourages Contractors to identify opportunities to lower costs. Cisco Response: Cisco acknowledges and complies. 5.8 Contractor's State Contract Webpage The Contract resulting from this solicitation will become a public document. DMS has a website used to display State Term Contracts and product information to eligible users and other interested entities. The Awardee(s) shall, within thirty (30) days after the date of award listed on the Certification of Contract document, develop and maintain their own State of Florida web page to post approved and required Contract information, which shall include pricing, percentage discounts, terms, catalogs, ordering instructions, descriptive information, list of products that meet the State of Florida's approved green product labels / standards, and product pictures. The State Contract web page must maintain compatibility with the browser software being used by DMS, currently Internet Explorer 6.0. The Universal Resource Locator (URL) for the State Contract web page must be listed in the space provided on the Ordering Instructions page of the solicitation. Prime Contractor is responsible for any and all costs associated with providing this information to the State. The web site must have the following required items: a. Accurate Contract pricing and items; b. Detailed item descriptions, model numbers, etc. c. Robust search engine capabilities; d. Information to access product literature of awarded items; e. Links to the vendor's home page, the history of the company, etc.; f. Additional links to access technical product literature of awarded items; g. Authorized servicing dealers with current contact information; h. Offer as many photos as possible of awarded products; i. List of products that meet the State of Florida's approved green product labels / standards; j. When possible, provide indicators of recycled product and minority manufactured products; and k. URL for the State Contract web page must be supplied to the Department within 30 days of Contract award. ' illelll ' 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 87 CISCO Packet Page-1753- 10/22/2013 16.E.1. Continued disruption of service or inadequate access may be grounds for termination and removal from the Contract, subject to Section 4.23. Contractors should note that the US Federal Trade Commission's Guides to the Use of Environmental Marketing Claims (Green Guides) regulate how companies label and advertise using environmental claims / terms. (available at httr://www.ftc.oov/bcp/Qrnrule/guides980427.htm) 16 C.F.R. Part 260 for details. It is the Prime Contractor's responsibility to accurately identify their products that meet the State of Florida's approved green product labels/standards (e.g., Energy Star, Green Seal) in their electronic catalog, punch-out site and on State Contract web page. Failure to accurately represent green products shall be cause for termination upon notice by the Department. Cisco Response: Cisco acknowledges and complies with these requirements. With respect to the green product label requirements for the electronic catalog, please note that at the moment, there are no existing Energy Star criteria for networking products. However, all external power adapters used in Cisco products met or exceeded Energy Star specification version 1.0 for external power adapter. 5.9 Electronic Invoicing/Billing Equipment purchased on this State Term Contract shall be DIRECT BILLED by the Contractor (or authorized dealer). State Agencies shall be electronically billed through the MyFloridaMarketPlace (MFMP) system wherever able. See Attachment 2 for MFMP Invoicing Requirements. All other Eligible Users should be electronically direct billed whenever possible. At a minimum, each invoice shall provide the following information: a. Service order numbers b. Account numbers c. Bill date d. Install date e. Bill remittance address f. Adjustments (detailed information on all adjustments within the bill must be provided) g. Sub-total of current charges h. Net amount due i. Customer name Before orders may be completed and invoicing from contractors or sub-contractors may begin, a test must be successfully conducted using the billing data transmitted from the contractor or sub-contractor to create an end-user invoice. Over the life of the contract, changes to billing formats or data elements required by the State may occur. Contractors and sub-contractors will be required to adhere to these changes for all billing purposes. IA I Iii I Is 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 88 CISCO Packet Page-1754- 10/22/2013 16.E.1 . Cisco Response: Cisco acknowledges and complies. Notwithstanding the foregoing, Cisco's response to this ITN is based upon the assumptions that Contractor's individual Authorized Dealers are: a) Authorized by the terms of this solicitation to receive orders, invoice and receive payment(in the name of Authorized Dealer as named payee) for all transactions under this Contract; b) Electronically enabled by the State to utilize the statewide e- Procurement System in the Authorized Dealer's own name (and payee ID/FEIN) for receipt of purchase orders and submission of invoices where these are required to be processed electronically; c) Able to satisfy the State's Transaction Fee requirement on behalf of Contractor by an automatic withholding of the Transaction Fee from direct payments due to such Authorized Dealers with respect to payments processed through FLAIR; d) Authorized to deliver and separately remit the required reports (including the 1% Transaction Fee for non-FLAIR transactions) directly to the State on Contractor's behalf for transactions not processed within FLAIR; and e) Please note that Cisco's price does not include any additional programming or work to establish sufficient interfaces to and from the State's online system and or through MFMP to enable Authorized Dealers to meet the online invoice and billing requirements, and Cisco will furnish the State with a link to our content site as currently being done under the IT Hardware contract with the State. 5.10 Requests for Quotes. Although not required, CUSTOMERS MAY COMPETITIVELY SET THE PRICE FOR ANY PURCHASE BY INITIATING A REQUEST FOR QUOTES ("RFQ") among the awardees within a Category. An RFQ is an oral or written request for written pricing or service information from a Contractor, for products available under the Contract from the Contractor. When the RFQ process is used, Customers should create and maintain written records of oral and written requests, and written quotes received. Where the RFQ process is used, quotes should be in writing but otherwise informal, and need not be received or posted publicly or at a particular time or place. The RFQ process is not mandatory under this Contract but may be used solely at the Customer's discretion. Cisco Response: tilisili , ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 89 CISC Packet Page-1755- 10/22/2013 16.E.1 . Cisco acknowledges and complies on the assumption that: a) Contractor's individual Authorized Dealer(s) may respond to Customer RFQs. 5.11 Risk of Loss/Payments/Fees a. Equipment Risk of Loss or Damage The State shall be relieved from risks of loss or damage to all equipment during the period of transportation, and installation of the equipment. Cisco Response: Cisco acknowledges and complies subject to the assumption that: a) the damage is not caused by or due to acts or omissions of Customer, its employees or agents after delivery and prior to acceptance. b. Payments Payment for equipment will be processed upon the satisfactory completion of delivery, installation, training, acceptance, and correct invoicing. Cisco Response: Cisco acknowledges and complies with this requirement subject to the Cisco Response at§ 5.5. c. Other Fees & Charges Contractor, and all sub-contractors shall not charge any additional fees, including but not limited to, property taxes, delivery charges, pick-up charges, fuel surcharges, etc. Cisco Response: Cisco acknowledges and complies. 5.12 Price Reduction The pricing shall not increase during the term of this contract. After a twelve (12) month period, justifiable requests for a price decreases may be requested by DMS. Minimum price decreases shall be based upon the Producer Price Index (PPI) for Industry: Computer and Peripheral Equipment Manufacturers, as published by the U.S. Bureau of Labor Statistics. Any (minimum) price decreases shall be based on the PPI (Series ID PCU-3341) The last published non-preliminary Producer Price Index for the month prior to award/anniversary date of the contract will be the baseline for the beginning (old) PPI Index. The most recent published Producer Price Index prior to the contract year to be priced will establish the reference data for the new PPI Index. 6111 . 111s CIS�,® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 90 Packet Page-1756- 10/22/2013 16.E.1 . Any de-escalation formula will be based on the change in the PPI Series ID PCU3341. The formula is calculated by dividing the New PPI Index by the Old PPI Index to identify the Price Reduction Rate. The Old Price is multiplied by the Price Reduction Rate to determine the New Price. This formula applies after Year 1 of the contract and on each subsequent anniversary of the contract effective date. Details on how this PPI has historically performed can be found at the Bureau of Labor Statistics web site and following the below steps: a. Go to BLS website: http://www.bls.gov/ppi/ b. Navigate to the"Get Detailed PPI Statistics" section c. Select"Create Customized Tables (one screen)" d. Click on the link titled "Industry Data" e. Type "334" in the "Select An Industry" box for the Computer & Peripheral Equipment Manufacturing category and hit the adjacent"Find" button. f. Select "3341" in the "Select One or More Products" box and hit the adjacent "Find" button. A table similar to the one shown will be created. g. Series Id: PCU3341--3341-- ,Industry: Computer & peripheral equipment mfg ;Product: Computer & peripheral equipment mfg Base Date: 0612 Year I Jan Feb I Mar I Apr May Jun Jul Aug Sep Oct I Nov Dec Annual 1998 204.4 201.3 199.1 195.2 193.5 192.5 190.9 187.5 186.8 184.7`183.6 181.1 191.7 1999 178.6 177.9 177.2 175.3 175.1 174.8 171.2 169.8 169.5?168.6 168.2 167.2 172.8 2000 165.4 1165.0 164.3 163.0 162.1 161.6 161.8 161.0 160.9 160.91160.5 159.4 162.2 2001 158.4 157.0 155.7 155.61 154.9 153.9 153.3 150.5'150.4 149.8`149.0 148.4 153.1 2002 146.4 1144.7 143.8 143.2 142.8 141.6"139.2 136.9 136.1 134.7'132.9'132.1 139.5 2003 130.3 127.8 126.3 126.1 125.0;124.5 123.5 122.5 122.4 120.7'119.7 118.6 123.9 2004 118.2 117.8 117.4 117.2,116.8.115.7[115.5 114.7.113.9113.6',111.7'111.7 115.4 2005 110.5 110.2 109.5 109.2 108.3:108.01107.5 107.3 106.41105.9,105.6 104.9 107.8 2006 104.7 104.2 104.0 103.2 102.81 102.1 101.7 101.1 100.61100.3 100.1 100.0 102.1 2007 199.2 98.7 '97.9 197.5 96.2 95.1 193.9 92.3 91.7 91.0 90.2 89.5(P)[94.3(P) 2008 P88.2(P)187.8(P))87.3(P)1 r P : Preliminary. All indexes are subject to revision four months after original publication. Example: Feb 2004 is the start date of the contract Old PPI: Feb. 2004 PPI for Computer and Peripheral Equipment= 117.8 New PPI: Feb. 2005 PPI for Computer and Peripheral Equipment= 110.2 Original Discount is 35% Price Reduction Formula: New PPI /Old PPI = Price Reduction Rate (rounded to four decimal points) 1 ! 116111 , t 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 91 Packet Page-1757- 10/22/2013 16.E.1. "Old Price Discount %" _ "Price Reduction Rate" = New Price Discount % (rounded to two decimal points) Calculation: 110.2 = 117.8 = .9354 which equates to a Price Reduction Rate of 93.57% 35% _ 93.57% = 37.40 % New Price Discount Percent Cisco Response: Cisco understands and respectfully takes exception to this requirement. Cisco requests the opportunity to discuss this issue in more detail during negotiations to achieve the State's objectives of ensuring a competitive price. Cisco understands that competitive prices are a critical component of Customer satisfaction and is particularly important in the current budget environment. We believe, however, that our fulfillment model through Authorized Dealers provides Customers with equivalent or better pricing protection to ensure competitive rates throughout the life of the Contract. Customers will be able to foster pricing that is directly responsive to market factors for every transaction and not just on annual benchmark anniversary dates. The automatic PPI price index referenced relates primarily to the costs of equipment manufacture. As such, an automatic decrease based upon fluctuations in the index is not appropriately applied to pricing offered in response to this solicitation because the pricing is inclusive of and bundles together substantial additional "soft" costs (e.g., first year's maintenance). To the extent Contractor must factor in and be responsive to wage and salary pricing pressure generally in the global marketplace in order to retain our level of expert workforce, Cisco cannot agree to apply a manufacturing index or any automatic decrease mechanism. Also, the automatic annual price decrease requested by the State would essentially change the character of all sales under this Contract to an annual transaction basis since the price for future years (e.g., SMARTnet maintenance agreements) of multi-year contracts cannot be determined. 5.13 Additional Hardware and Services. Contractors may offer and the State may purchase equipment or services as detailed on the Pricing Spreadsheets in Attachment 1. When additional equipment or services are proposed, a Product Change Form (Attachment 6) must be submitted to the Department. DMS MUST APPROVE ANY EQUIPMENT, FEATURE, OR SERVICE PRIOR TO ADDITION TO THE CONTRACT. ANY ADDITIONAL EQUIPMENT, FEATURE OR SERVICE MUST BE INTEGRAL TO THE FUNCTIONALITY OF EACH CONFIGURATION. Percentage discounts for purchases for equipment must be consistent across all types / models of equipment and associated services within the identified Category. For example, if a 45% discount (off MSRP) is proposed for items within a category, then that same EIIIII � IS 1 ® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 92 Packet Page -1758- 10/22/2013 16.E.1 . percentage should apply to all types and models of equipment (and services) available within that category (or minimally within that sub-category). The ability to add equipment and services at a pre-determined (discounted) price is for the convenience and benefit of the Customer. The intent of this option is to promote "one-stop shopping"for the customer and to facilitate normal growth. The Department reserves the right to prohibit the sale of any and all additional products and services. Abuse of this additional hardware, software, and services option to complete transactions for unauthorized commodities or services may be prosecuted under s. 858.22 F.S. or other applicable laws. Cisco Response: Cisco acknowledges and complies. The State has a listing via its access to the Cisco U.S. Global Pricelist of Cisco's related products and services. Cisco requests that the parties discuss and finalize in detail the method of upload or link to these offerings via the web during the negotiation process. 5.14 State of Florida Consolidated Equipment Financing Program (CEFP) Financing is available to state agencies and state universities through the Department of Financial Services for most types of purchases of $30,000 in value and higher. For further details, go to http://fldfs.com/aadir/cefp/ Cisco Response: Cisco acknowledges and complies subject to the Cisco Response at§§ 4.14 and 4.15, which is incorporated by reference here. Additionally, Cisco would like to present an additional option to CEFP (as described above), Cisco is pleased to offer a similar tax-exempt financing program that can provide the State competitive financing rates and more flexibility than what is allowed under the CEFP ("Cisco Program"). Some of the benefits of the Cisco Program over the CEFP are: a) lower interest rates then what is provided under the CEFP. The lower interest rates will provide for additional savings resulting in total lower cost of ownership to the State. b) financing of not only Cisco products but also we are able to include financing for multiple years of SMARTnet (maintenance) contracts. Including the multiple year maintenance contracts will sillslll . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 93 CISCO Packet Page -1759- 10/22/2013 16.E.1 . provide significant savings for the State by locking the contract price over the full term of the financing thus eliminating any future year-to-year maintenance contract price increases. c) financing of installation costs, training costs and any third party products and services. This will allow for a full service financing resource provided at attractive tax-exempt financing rates. d) flexibility and easy upgrades, add-on and changes during the term of the financing. e) Cisco will agree to use the terms and conditions of the CEFP program as the terms and conditions for the alternative 'or equal' tax exempt financing. 5.15 Taxes (ADDED) Cisco Response: As requested, the Contractor provides the following in modification to§4.16: a) Customer will not be responsible for directly paying any personal property taxes levied on the Contractor or for any taxes levied on Contractor's employees'wages. sIIhiII . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 94 CISCO Packet Page -1760- 10/22/2013 16.E.1. 6.0 TECHNICAL SPECIFICATIONS 6.1 CATEGORIES, ASSOCIATED PRODUCTS 6.2 GENERAL REQUIREMENTS 6.3 CATEGORY 1 - SERVERS/TERMINALS/THINCLIENTS 6.4 CATEGORY 2 - LAN /WAN INFRASTRUCTURE EQUIPMENT 6.5 CATEGORY 3 - FIREWALLSNPNS 6.6 CATEGORY 4- STORAGE, TAPE, AND VIRTUAL TAPE INFRASTRUCTURE 6.7 CATEGORY 5- UNINTERRUPTIBLE POWER SYSTEMS AND BATTERIES olltslll , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 95 CISCO Packet Page-1761- 10/22/2013 16.E.1 . 6.1 Categories, Associated Products The Contract shall include hardware products grouped within the following categories: Category 4 N Description 1 Servers, Terminals, ThinClients 2 LAN/WAN Infrastructure Equipment 3 Firewalls, VPNs 4 Storage, Tape, Virtual Tape Infrastructure 5 UPS, Surge Suppression, Batteries Respondents may submit bids for any Category (or sub-category) in which they supply equipment listed as an "Eligible Brand". Contract awards may be made to one or more vendors in each category (or subcategory) as determined by the Department to be in the best interest of the State. Cisco Response: Cisco acknowledges and complies. 6.1.1 Associated Products During the term of the Contract, successful vendors (Contractors) may offer additional Adak hardware components or services normally associated with the product category, or subcategory, they are authorized (upon contract award) to offer, provided: 1. they shall do so at the same or greater percentage price discount offered for the items bid within that category or subcategory; and 2. the product does not fall within another category that the Contractor is not authorized (via contract award)to offer; and 3. the additional products and services have been approved by the Department via a Product/Service Form and routine approval process. These "Normally Associated" items may only be purchased in conjunction with an authorized contract hardware purchase. For example, a Contractor authorized to offer Servers shall be able to provide optional CD-ROM drives, CPU upgrades, and other standard system components. In this example, the Contractor shall not offer "Firewalls" unless specifically authorized to do so either as a successful awardee of that (Firewall) category. Contractors may also offer at the same or greater percentage price discount and either installed or uninstalled at the Customer's option, the software necessary to operate the authorized hardware (i.e. operating systems, productivity suites, communications, etc.) Contractors may also install pre-configured software loads provided by the Customer. These additional hardware and software options are for the convenience and benefit of Customers and Contractors. The intent of these options is to promote "one-stop shopping" 1 ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 96 Packet Page-1762- 10/22/2013 16.E.1. for both basic and enhanced systems. The Department reserves the right to prohibit the sale of any and all additional products, and to terminate the Contract with the Contractor (Vendor) if the Department determines, in its sole discretion, that the Contractor is abusing these options to sell products it is not authorized to offer. In any "bundled offering," Customers are encouraged to review pricing carefully, to purchase products that meet their needs at the lowest net delivered costs, and to report any problems to the Contract Administrator. The Department reserves the right to increase or decrease the number of authorized hardware categories and subcategories as markets change and new technologies emerge. Cisco Response: Cisco acknowledges and complies. 6.2 General Requirements Respondents shall submit pricing for each category (or subcategory) on the price sheets included in Attachment 1. Each product or service must be bid with prices that include (AT NO EXTRA CHARGE) all of the items in Section 6.2.1 below. Respondents shall submit pricing for "Optional Support" listed below in Section 6.2.2 (in each category or subcategory) or clearly identify that these are included (at no charge) in the pricing spreadsheets for each category or subcategory in Attachment 1. Respondents shall submit pricing for any "Category Specific Requirements" or "Category Specific Optional Support" as outlined in each category in the pricing spreadsheets for each category or subcategory in Attachment 1. Cisco Response: Cisco acknowledges and complies. 6.2.1 Standard Support Level for devices in ALL CATEGORIES includes: a. Inside delivery, with buyer set-up and installation. Cisco Response: Cisco acknowledges and complies and respectfully requests modification based on the assumption that the following terms shall govern delivery and shipping of the product: CISCO STANDARD MANUFACTURING SHIPPING AND DELIVERY TERMS "After receipt and acceptance by Cisco of Customer's Purchase Order(s), Cisco will use commercially reasonable efforts to ship eilieilie 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 97 CISCO Packet Page-1763- 10/22/2013 16.E.1 . all direct purchase orders designated for shipment to U.S. locations within thirty (30) days for all equipment. Scheduled Ship Dates Cisco will communicate scheduled shipping dates in the order acknowledgement and/or on Cisco.com within three (3) business days after receipt of an electronic Purchase Order on Cisco.com, provided, however, that in the event such notification is not received in this time period, Customer shall notify Cisco of the non-receipt, and Cisco's sole obligation with respect to such non-receipt shall be to promptly provide the information to the Customer after such notification. impacts on Lead Times Circumstances affecting normal lead time include, but are not limited to: (i) new products purchased within the first three (3) months of release of the product which are subject to Cisco's then current published lead-times, (ii) subsequent order modification(s); (iii) third-party stand-alone products which are not a component of equipment resold by Cisco, (iv) end-of-life products where the termination of the product has been announced by Cisco, (v) products which have been line-stopped due to software discrepancies, reconfiguration, industry-wide product shortages, or alleged infringement claims, or (vi) situations where government rated orders create delays in lead-times. Delay Notification If Cisco has reason to believe that the actual shipment date will occur later than the original shipment date acknowledged by Cisco for reasons caused by Cisco, Cisco shall use commercially reasonable efforts to promptly provide additional information to Customer including by electronic posting of the expected period of delay and, upon request, of the steps available, if any, to minimize the delay. Notwithstanding the foregoing, at any time when Customer states "expedite" on a Purchase Order or otherwise communicates to Cisco that a purchase order is to be expedited, Cisco shall use all commercially reasonable efforts to ensure the earliest possible delivery of such products. Remedies If the extended delivery date is anticipated to be more than thirty (30) calendar days beyond the originally scheduled delivery ell ieiIie ,. CISCO2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 98 Packet Page-1764- 10/22/2013 16.E.1 . date, the parties will work in good faith to resolve any ordering issues pursuant to the order escalation process. In the event that the parties cannot resolve the ordering issues, the Customer's sole and exclusive remedy for delay in shipment will be to cancel the order, provided that such order cancellation notice is received by Cisco at least ten (10) business days prior to the then-current scheduled shipping date. Contractor is not liable for damage or penalty for delay in delivery or for failure to give notice of delay. Other than the foregoing, Contractor shall not have any liability nor be deemed in default under this agreement in connection with Product shipment. Cisco further clarifies new product ordered is not returnable for refund. All sales are final. Except as provided in Contractor's Limited Warranty, Cisco only permits the return of un-opened products due to Cisco's shipping or order processing error, or damage in transit prior to the acceptance date. No other returns are authorized under this Contract. No other returns are authorized under this Contract. Warranty returns will not be subject to any restocking charges. " b) Contractor's standard commercial notification methods described in paragraph a), above, satisfy the State's delay-in-schedule shipping notice requirements under§4.11, above; c) Contractor's standard manufacturing impacts on lead time cycles for individual product lines, as described in paragraph (a), above, do not constitute "inability" or "intentional delays" for which the Contractor may be deemed in breach pursuant to§4.11, above; d) "Installation" is defined as Contractor's completion of standard installation and basic software configuration services only, and does not include responsibility for site readiness, as defined in (f) below, or where Customer's unique requirements include the need for advanced or custom programming, which shall be done pursuant to a separate Statement-Of-Work mutually executed by the Customer and Contractor under the Contract; e) The installation timeframes set forth under this § 5.5 and § 4.11 commence upon Customer's "Site Readiness", not receipt of purchase order; f) "Site Readiness" is defined as all of the following items being completed: (i) A site readiness assessment will be completed by the Contractor for no additional charge; III IIIe 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 99 CISCO Packet Page-1765- 10/22/2013 16.E.1. (ii) A design and implementation plan (if any) specific to the Customer's location(s) that adheres to industry best practices, e.g., system redundancy, has been finalized by mutual agreement of the Customer and Contractor, and has been approved by SUNCOM, (iii) The Customer has implemented the site readiness plan; (iv) An executed Purchase Order (PO) or CSA (approved by SUNCOM) has been received by Contractor; and a statement of work (SOW) has been signed by the Customer and Contractor; and (v) Product has been delivered to Customer's location. g) For larger project scopes, the Customer and the Contractor will mutually agree to a phased installation approach for the Configuration. The parties will mutually negotiate the installation plan which shall be reduced to writing and approved by SUNCOM prior to becoming effective; and h) With respect to the phased installation plan, for each discrete phase a certificate of acceptance will be separately issued by the Customer upon acceptance of the Phase. b. Minimum 1-year warranty for parts coverage and support Cisco Response: Cisco acknowledges and complies. c. Maximum two (2) business days repair time, or replace with comparable equipment (replace with new equipment during the warranty period) Cisco Response: Cisco acknowledges and complies. d. Toll free telephone support and information. Cisco Response: Cisco acknowledges and complies. e. (Minimum: Business days 8:00 a.m. to 6:00 p.m., Eastern Time). CISCO2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 100 Packet Page-1766- 10/22/2013 16.E.1 . Cisco Response: Cisco acknowledges and complies. f. Service response time minimum of 8 hours after receipt of problem call. Cisco Response: Cisco acknowledges and complies. g. Access to all software or firmware updates installed or bundled with the product for the term of the full warranty Cisco Response: Cisco acknowledges and complies. h. 30-day money back guarantee, return to vendor, with no restocking fee or comparable charge Cisco Response: Cisco respectfully takes exception to this requirement and requests that appropriate terms be discussed during Contract negotiation. 6.2.2 Optional Support for devices in ALL CATEGORIES includes: a. Dealer set-up and installation (unless required by Manufacture for "Certification" prior to initiation of support) Cisco Response: Cisco acknowledges and complies. Pricing will be determined based on the applicable scope of work. b. Warranty upgrades may be purchased at time of purchase or any time afterwards during the product life cycle. Cisco Response: Cisco acknowledges and complies. Pricing will be determined based on the applicable scope of work. c. Warranty service response upgrades; e.g., on site, 4 hour response, or next business day. Cisco Response: s I [ sl is 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 101 CISCO Packet Page-1767- 10/22/2013 16.E.1. Cisco acknowledges and complies. Cisco offers a wide variety of comprehensive support options that meet and exceed those outlined in this requirement. Cisco has proposed pricing for some of these options in Attachment 1 of this response. Cisco will be pleased to provide pricing for additional support options at the State's request. 6.2.3 Eligible Brands/Completeness of Line Only "eligible brands" as noted in each category / subcategory will be evaluated and considered for award. "Eligible Brands" are those recognized by Gartner Group as technology leaders within each category and are listed (by Gartner) in their "Magic Quadrants", Server Evaluation Models(SEMs), "MarketScopes", or other research documents. "Completeness of Line" means that a Vendor's offering is mature, and feature rich. The product offerings (items) demonstrate strength in specific areas and have easy adaptability to other areas (or applications) within the category or sub- category. Cisco Response: Cisco acknowledges and complies. 6.3 CATEGORY 1 Servers/Terminals/ThinClients Eligible Brands in this Category are those recognized by Gartner Group as technology leaders in their Server Evaluation Models (SEMs) research documents. They are: Apple, Bull, Dell, Egenera, Fujitsu, HP, IBM, MPC/Gateway, NEC, Rackable Systems, SGI, Stratus, SUN, UNISYS, and Verari. Cisco Response: Cisco has not proposed products in response to this category of the ITN. 6.3.1 Equipment Specifications and Sub-Categories a. There must be a single discount rate applied to each server category and this rate must apply to the all standard configuration components that include all internal boards, components and peripherals as well as the keyboard and mouse. b. The categories shall be defined as "entry", "mid-tier" and "enterprise" class servers. Vendors are free to define which server belongs to which category. However, such information must be readily available on the vendor's web site. Any equipment listed under multiple categories shall be considered as being priced under the category with the largest discount. c. External peripherals, such as disk drives, tape drives, modems, CD ROM drives, may be separately priced, but any of these components added internally into a server unit configuration will be considered under that configuration's single unit rate. d. All internal components and peripheral attachments of the devices listed must be covered under original equipment manufacturer warranty, and such coverage will be assumed to be included in the Contractor's unit bid rates. � III , III 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 102 CISCO Packet Page-1768- 10/22/2013 16.E.1 . e. External peripherals and internal components purchased separately from a server configuration must be priced under the category with the largest discount under which those components could be sold. f. Software bundled with the server may be included with the bid if normally bundled with the Server hardware without an extra charge. Cisco Response: Cisco has not proposed products in response to this category of the ITN. 6.3.2 Category Specific Standard Support Level Requirements (in addition to those listed in Section 6.1.1 above) for Servers, internal components and peripheral devices include: a. If Contractor fails to meet the maintenance response performance requirements, the User reserves the right to invoke a credit or "chargeback" based upon the cost of the item. This credit (chargeback) will be negotiated between both parties at the time of occurrence. b. On-site maintenance and support or wall-to-wall support agreements are not covered under the terms of the hardware ITN and may not be included. Cisco Response: Cisco has not proposed products in response to this category of the ITN. 6.3.3 Category Specific Optional Support Requirements (to be priced for evaluation in addition to those outlined in Section 6.1.2 above) includes: a. Maintenance service billing based on Time and Materials basis. Time and Materials based billing must be inclusive of all travel charges. b. Dedicated Technical Account Manager that monitors and addresses various issues that may arise. Cisco Response: Cisco has not proposed products in response to this category of the ITN. 6.3.4 Maintenance Service Reports a. The Authorized User reserves the option to require the Contractor to furnish the Authorized User with maintenance service reports for all maintenance requests. b. These maintenance service reports should be supplied upon completion of maintenance whenever it is performed on the specified equipment. c. The maintenance service reports shall include, as a minimum, the following data for each request for service: 1. Date and time notified 2. Date and time of arrival 3. Description of malfunction reported 4. Diagnosis of failure and work performed 5. Date and time failure was corrected 6. Charges for the service, if applicable 7. Name of person performing the service 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 103 CISCO Packet Page-1769- 10/22/2013 16.E.1. 8. MTTA (Mean Time to Arrive) 9. MTTR (Mean Time to Repair/Restore) Cisco Response: Cisco has not proposed products in response to this category of the ITN. 6.4 CATEGORY 2 LAN/WAN Infrastructure Equipment 6.4.1 Wired LAN Equipment Eligible production systems which may be bid shall be technology leaders as listed in the Gartner Magic Quadrant for Campus LAN (Global), 2008 published on March 26, 2008. They are: 3Com, Alcatel-Lucent, Cisco, Enterasys Networks, Extreme Networks, Force 10 Networks, Foundry Networks, HP Procurve, and Nortel Networks Cisco Response: Cisco acknowledges and complies. 6.4.2 Wireless LAN Equipment Eligible production systems which may be bid shall be technology leaders as listed in the Gartner Magic Quadrant for Wireless LAN Infrastructure, 2007 published on December 20, 2007. They are: 3Com, Alcatel-Lucent, Aruba Networks, Bluesocket, Cisco, Colubris Networks, Enterasys Networks, Extreme Networks, Extralcom, Foundry Networks, HP- Procurve, Motorola, Trapeze Networks, and Xirrus Cisco Response: Cisco acknowledges and complies. 6.4.3 WAN Optimization Controllers Eligible production systems which may be bid shall be technology leaders as listed in the Gartner Magic Quadrant for WAN Optimization Controllers, 2007 published on December 14, 2007. They are: Blue Coat Systems, Certeon, Cisco Systems, Citrix Systems, Exinda Networks, Expand Networks, F5 Networks, Intelligent Compression Technologies, Ipanema Technologies, Juniper Networks, Packeteer, Riverbed Technology, Silver Peak Systems, and Stampede Technologies. Cisco Response: Cisco acknowledges and complies. CISC ® 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 104 Packet Page-1770- 10/22/2013 16.E.1. 6.4.3.1 Other Requirements (WAN Optimization Controllers) WAN Optimization products offered under this contract must include a hardware based appliance or device. Products including VOIP, Telephony services, traditional routing, switching or firewall capabilities are excluded from the WAN Optimization category. Additional Control Center based software products may not be bid in conjunction with the WAN Optimization product. Such products may be included with the bid if normally bundled with the WAN Optimization hardware without an extra charge. Cisco Response: Cisco acknowledges and complies. Awards will be made to responsive bidders offering the lowest net delivered prices for the most complete line of devices in each category of Wired LAN, Wireless LAN, and WAN Optimization devices. Successful vendors in each category may offer support products which may be needed for connectivity or operation where installed. Such products shall be offered under the same pricing schedule (discounts, etc.) as the devices bid, and awarded in each category. A product price list shall be submitted with each Vendor's bid showing list cost, applicable discount, and the final State of Florida Price for each product or service offered. Use Attachment 1 to submit product pricing Cisco Response: Cisco acknowledges and complies. 6.5 CATEGORY 3 Firewalls/VPNs Eligible Production Systems which may be bid shall be those listed by Gartner Group in their Magic Quadrant for Enterprise Network Firewalls, 2h07, published 13 September 2007. Those approved to bid are: Juniper Networks, CheckPoint Software Technologies, Fortinet, Cicso, SonicWALL, Stonesoft, NETASQ, phion, WatchGuard Technologies, Astaro, and Secure Computing. Awards will be made to responsive bidders offering the lowest net delivered prices for the most complete line Firewalls. Vendors who bid and are awarded a contract in the "firewalls category" may offer support products and maintenance contracts as needed. Such products shall be offered under the same pricing schedule (cost plus/minus basis to the manufacturer's price list to that manufacturer's largest volume dealers/resellers) as the Firewalls bid. A product price list shall be submitted with the bid showing list cost, applicable discount, and the final State of Florida Price. Cisco Response: Cisco acknowledges and complies. 611161 ` 1s 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 105 CISCO Packet Page -1771- 10/22/2013 16.E.1. 6.5.1 Product Tiers Products will be available to support a variety of applications and office sizes based on the following Tiers: a. Small to midsized offices b. Enterprise Systems c. Large Enterprises Cisco Response: Cisco acknowledges and complies. 6.5.2 Category Requirements 6.5.2.1 General Requirements a. purpose-built software and appliances for securing corporate networks b. support for virtual private networks c. support for virtual firewall platforms (virtual private servers) d. a management and reporting capability that is designed for complex and high- volume environments, such as multitier administration and rules/policy minimization e. having a good track record of avoiding vulnerabilities in their security products f. be able to handle high throughput with minimal performance loss g. manageable through a graphical user interface and a command line interface. Ask h. Granular security with the ability to define permissions to users based on access requirements. i. The ability to use standard external authentication mechanisms. Examples of these are certificates, RADIUS, Microsoft Active Directory and LDAP. j. The vendor will supply frequent software and firmware updates as well as frequent and automatic virus pattern updates and intrusion detection updates. k. Products are available with multiple physical and logical interfaces I. Products are available with integrated network switches. m. The ability to control various types of traffic between interfaces using polices or rules. n. The ability to act as a DHCP server or to forward DHCP requests to a remote DHCP server. o. Products will have the ability to log traffic, access, attacks, etc. p. The product should have the ability to upload log data to external syslog servers. q. Products should have the ability to analyze traffic for viruses, malware and other malicious traffic. r. Products should support modern data types (protocols) such as VolP, Video Conferencing, etc. s. a mix of products are available to support a variety of applications including small to midsized offices, enterprise systems and large enterprises. As a response to the requirements (a-s above) the State requires the Respondent to use the Spreadsheets in Attachment 1 showing the equipment (product, item) proposed 61111111s 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 106 C ' S ® Packet Page-1772- 10/22/2013 16.E.1. MSRP price, State of Florida Discount, and final State of Florida Price. In addition, Respondents shall make an easily identifiable notation on which of the requirements are NOT MET within this category depending upon equipment (product, item) size, intended use, etc. Cisco Response: Cisco acknowledges and complies subject to the following assumptions: • Section: 6.5.2.c. : All Cisco ASA-5500 Series Firewalls support Virtual firewall (Firewall Contexts) except for the small office ASA, the ASA 5505. The Virtual Firewall Feature is usually utilized in Medium to Large Firewall deployments and not in the Small/Home Office environments. If this feature is needed, an ASA 5510 can be utilized instead of the ASA 5505. • Section: 6.5.2.d.: Cisco Firewall and VPN products provide management and reporting facilities, via CLI and Web-based GUI. For larger scale developments, longer term reporting, and multi-device event correlation, this requirement is typically augmented by following separate applications: Cisco Security Manager (command and control) and Cisco Security MARS (reporting). For large deployments that produce high volumes of data and rule sets, additional products may be needed to support traffic reporting. • Section: 6.5.2.1.: Support for an integrated switch is usually only for small/home office type of environments. The ASA 5505 has an integrated switch. The medium to large (5510, 5520, 5540, 5550, and 5580) ASA firewalls ports can be configured to act like a switch (i.e. allow traffic to flow between the interfaces), and are typically connected to the campus switching infrastructure. • Section: 6.5.2.q.: The ASA has two different mechanisms for detecting malicious traffic. The first method, supported by all ASAs, is provided via the inspection engines. These inspection engines for protocols (i.e. HTTP, SMTP, and DNS) are utilized to prevent malicious activity to traverse over those protocols. The second mechanism is to use a Security Service Module (SSM) within the ASA. These SSM modules enhance security by going deeper into the packet to identify known and unknown exploits or viruses. The SSMs are only available on the ASA 5510, 5520, and 5540. 6.6 CATEGORY 4 Storage, Tape, and Virtual Tape Infrastructure: Eligible production systems which may be bid shall be those listed by Gartner Group in their Magic Quadrant for Storage Resource Management and San Management Software, 2007, published 19 March 2007; the Gartner Magic Quadrant for mid Range Disk Arrays, 2h07, published 12 January 81111111s ® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 107 CISC Packet Page -1773- 10/22/2013 16.E.1. 2008; or in the Gartner "MarketScope" for High-End Enterprise Disk Arrays, 2007, published 29 Aloott August 2007. Approved to bid are: 3PAR, Akorri, BlueArc, Brocade, CA, Compellent, DataDirect Networks, Dell, Dot Hill, EqualLogic, Fujitsu, Hitachi, HP, IBM, Intransa, Left Hand Networks, Network Appliance, Nexsan Technologies, Northern Parklife, NTP Software, Onaro, Pillar Data Systems, SGI, SUN, Tek-Tools, TeraCloud, Teradata, and Xiotech. Awards will be made to responsive bidders offering the lowest net delivered prices and the most complete solutions. Vendors who bid and are awarded for Storage, Tape, and Virtual Tape Infrastructure (including SAN) may offer support products, which may be needed for connectivity or operation. Such products shall be offered under the same pricing schedule as would be offered to the Respondents (manufacturer's) largest volume customers. The products price list shall be included and submitted with the bid. It is permissible to add additional infrastructure components, Disc Array Enclosures (DAE's) or Just a Bunch of Discs (JBOD's) for expansion of existing Storage, or as apart of any new storage infrastructure as needed or required. Prices for these expansions shall be specified in the price sheets in Attachment 1. Cisco Response: Cisco acknowledges and complies, subject to the following: The following image outlines that Cisco is a Leader in the Gartner Magic Quadrant for Storage Area Network (SAN) FC switches, a subset of this category. Cisco has provided the following Gartner Magic Quadrant. Cisco believes these SAN products should be included in this category;to this end, Cisco has included part numbers and pricing for SAN switches in Attachment 1 of this response. 1IIii Is CIS�, 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 108 Packet Page-1774- 10/22/2013 16.E.1. EL . .,... l r, L e.mks I 2004: Cisco challenges 2005: Cisco leads! Fprse 1.Magic Quadrant for Storage Area Network(SAN)FC Switches 1N04 Figure 1.Magic Quadrant for SAN Fibre Channel Switches,2005 Chakengeta Leaders *S challengers iaaders ca •Brocade A MODATA• Emerging Players: 1 C ystems Ciro• •asocial Ability to , Brocade Connnurscttons SSatemse y •Maxxan 1 ,r Execute •CFlT/Inrenge •Others? McDats OLogic z. As of May 2001 ,• '.. Niche Players Visionaries Completeness of Vision ! eEmutet swede:Wrbere.sOO Mcy2060 hr flaglc Quadrant is cri011.11 C.Deeei 1 zr'006 bf Gadne.Inc and Is reused met permission mlr ch purrer,ssro^shorld not hr tl .mad• be an endorsement of any company or prod ct depicted ur tl,rirshird t l he Man.Qua dtanl is G t er Inds niche prayers visionaries opinion and is nn,nalyllca 1,0m•dender or a marketpla.-3t and is sp c fn time perod.It m=asures ve ecru against dm,trm dm, : d^freed cites for a m 5etplare.The cnnepfeHar ns Cr'vtsae; p05liOning o1 vendors anth Magic Qun tie ii Is breed on fie complex interplay of man,factors.Danner does not advisee nterpes s to saran only those firms in the AA or tinsmiths.,20& Leaders'quadrant_In r ern srt rations.toms m the Visionary Challenger.or If the Source.Oarbrn lD:x•berMOSI Player quadrants may he too right matrnes f a r an enterprise's requ, cnts. - - Well-informrd vender sr leOLOn decisions should rely on more the^aVague Quadrant.Gartner research Is Intended to be one of many mfonnation sources including other published Information and direct anal;sl Interaction Queer Inc expressl,r disolalms all warranties express orimplied of f nness of this research for r particular purpose. 6.6.1 Category Specific Standard Support Level Requirements for Storage, Tape, and Virtual Tape Infrastructure will include: a. Inside delivery,with buyer set-up and installation-Note: If dealer setup and install is required by the vendor in any capacity it must be included as part of the standard support level. b. Minimum 3 year exact or comparable replacement if no exact replacement is available and repair warranty for all components. Replacement and repair parts MUST be new parts and not refurbished. c. Hard disk replacements do not require returning faulty disks, as they may contain sensitive and confidential state data and tapes that may be stuck in tape drives must be removed by the technicians supplied by the vendor before tape drive hardware can be returned to the vendor as the tapes also hold confidential information. d. Service response time of 4 hours after receipt of call including part delivery and onsite technician if needed or required. e. A maximum two business days repair time, on site and/or after receipt of equipment at repair facility. If unable to comply with in the repair window replacements with exact or comparable equipment should occur immediately. Replacement and repair parts MUST be new parts and not refurbished. f. Toll free telephone support and information 24/7/365 days a year. g. 60-day money back guarantee, return to vendor with vendor paid shipping, with no restocking fee or comparable charge. Replacements for damaged equipment 6I1lel110 CISCO 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 109 Packet Page 4775- 10/22/2013 16.E.1 . (received upon delivery) will be shipped within 2 business days. Vendor will be responsible for any costs including shipping to return damaged hardware or receive replacement hardware. h. Automated Email/Modem connectivity for fault notification. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.2 Category Specific Optional Support Requirements which may be bid under the Standard Support Level includes: a. Dealer set-up and installation - If this is required by the dealer to certify the operation, technical, or non technical support of equipment then it MUST be included in the standard support level. b. Warranty upgrade, (beyond 3 years) to the End of Life of the hardware. Warranty upgrade may be purchased at time of purchase or at any time during the warranty period. Storage Components can in some case span generations of hardware. Warranty extensions to these parts would then inherit the support time frames of the upgraded core hardware. c. Warranty service response upgrade;e.g., on site 2 hour response. d. Yearly health checks should be considered as possible additions to the standard support level. e. A dedicated Technical Account Manager that monitors and addresses various issues that may arise. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.3 Category Requirements 6.6.3.1 Storage Enterprise Tier: a. Storage Devices must support RAID 0, 1, 3, 5, 6, 10, 50, 60 b. Must have redundant paths to devices. c. Must have redundant power supplies or N+1 configuration. d. Must have modular power 110-220. e. Redundancy in Storage Processors. f. Hot firmware upgrades. g. Ability to do data in place upgrades. h. Automatic Cache protection, (such as Cache De-staging to Disk.) i. Replication and Snapshot capabilities within Array. ill I , III . 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 110 C ' C ® Packet Page-1776- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.3.2 Storage Mid Tier: a. Storage Devices must support RAID 0, 1, 5, 10 b. Must have redundant paths to devices. c. Must have redundant power supplies or N+1 configuration. d. Must have modular power 110-220. e. Redundancy in Storage Processors. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.3.3 Storage Entry Tier: a. Must have redundant power supplies or N+1 configuration. b. Must have modular power 110-220. c. Must run off of a dedicated RAID Card if Direct Attach Storage (DAS) attached to Network Attached Storage (NAS). Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.3.4 Enterprise Tier Tape Devices: a. Tape and Virtual Tape devices must support encryption. b. Tape and Virtual Tape devices must support several Backup Applications: BackupExec, CommVault Galaxy, Legato Networker, NetBackup, etc. c. Must have N+1 power configuration d. Must have modular power 110-220. e. Must have redundant paths to hardware. f. Must have automatic email fault notification. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.6.3.5 Mid and Entry Tape Devices a. Tape and Virtual Tape devices must support encryption. Tape or Software b. Tape and Virtual Tape devices must support several Backup Applications: BackupExec, CommVault Galaxy, Legato Networker, NetBackup, etc. c. Must have Modular power 110-220 811l ® I1le 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 111 CISCO Packet Page-1777- 10/22/2013 16.E.1. Cisco Response: Cisco acknowledges the requirement. However, these requirements are not applicable to SAN switches; consequently, Cisco has not provided responses for this category. 6.7 CATEGORY 5 Uninterruptible Power Systems and Batteries Awards will be made to responsive bidders offering the lowest net delivered prices for the most complete line of uninterruptible power systems, surge protectors, and batteries. Vendors who bid and are awarded uninterruptible power supplies may offer support products, which may be needed for connectivity or operation where installed. Such products shall be offered under the same pricing schedule as would be offered to the Respondents (manufacturer's) largest volume customers. The products price list shall be submitted with the bid. Cisco Response: Cisco acknowledges the requirement. However, Cisco has not proposed products in response to this category of the ITN. 6.7.1 Category Specific Standard Support Level Requirements for Uninterruptible Power Systems include: a. Minimum 2-year replacement or repair warranty (or manufacturer standard warranty if greater than 2-years), with return-to-factory,service center, or vendor. b. Service response time of 4 hours after receipt of call c. Maximum two(2) business days repair time, after receipt at repair facility, or replace with Comparable equipment (replace with new equipment only during warranty period). Cisco Response: Cisco acknowledges the requirement. However, Cisco has not proposed products in response to this category of the ITN. 6.7.2 Category Specific Optional Support Requirements which may be bid under the Standard Support Level includes: a. Warranty upgrade, beyond year 2 (to 5-years or beyond). Warranty upgrade may be purchased at time of UPS purchase or at anytime during the warranty period. b. Warranty service response upgrade; e.g., on site, 2 hour response, or next business day. Cisco Response: Cisco acknowledges the requirement. However, Cisco has not proposed products in response to this category of the ITN. .ter.;. of loillo 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 112 CISCO Packet Page-1778- 10/22/2013 16.E.1. 6.7.3 Category Requirements a. Provides power capacity and run time for connected equipment that require battery back-up while providing surge only protection for less critical equipment b. Able to correct low and high voltage conditions without using the battery. c. Provides protection of connected equipment from power surges on the data lines. d. Protects connected loads from surges, spikes, lightning, and other power disturbances. e. Provides notification of changing utility power and UPS conditions. f. Unit must automatically start up the connected equipment upon the return of utility power. g. Unit must provide options for rack mount or stand alone to meet facility requirements h. Unit must be a true online sine wave system i. Unit shall support 3-Phase In j. Unit must provide battery self-test to ensure early detection of a battery that needs to be replaced. k. Unit must support hot-swappable battery modules where applicable. I. Unit must have system and power status visual indicators. m. Unit must provide temporary battery power when the utility power is out. n. Unit must ensure clean, uninterrupted power to protected equipment while batteries are being replaced o. Unit must provide a quick recovery from overload events. p. Unit must protect equipment with input transformer blocks without blocking access to other receptacles. q. Unit must provide the ability to adapt the UPS for optimal performance in specific power environments or generator applications. r. Unit must provide for maximum useful battery life by widening the input voltage window or tightening the output voltage regulation. s. The UPS solution shall have built-in maintenance bypass mechanism t. The UPS solution shall have built-in surge suppression capability u. The UPS solution shall provide a modular growth design with N+1 redundancy. As a response to these requirements (a-u above), the State requires the Respondent to supply a matrix showing the equipment (product, item) proposed, MSRP price, State of Florida Discount, final State of Florida Price. In addition, Respondents shall provide simple notation on which of the requirements are NOT MET depending upon equipment (product, item), size, intended use, etc. Cisco Response: Cisco acknowledges the requirement. However, Cisco has not proposed products in response to this category of the ITN. • ili ® ilis 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 113 CISCO Packet Page-1779- 10/22/2013 16.E.1 . 6.7.4 Battery Capacity Aokew At a minimum, the Respondent shall quote a system with sufficient battery capacity to provide a run time of fifteen (15) minutes at 100% load and thirty (30) minutes, or more, at a 50% load or match the facility's current capacity levels. Cisco Response: Cisco acknowledges the requirement. However, Cisco has not proposed products in response to this category of the ITN. 6.8 Software License. Cisco Response: Cisco respectfully takes exception to the Software License terms offered by the State in Addendum No. 3, Section 6.8 and asks the State to consider Cisco's response set forth in Section 6.9 (d) in place of the State's proposed licensing terms. 6.9 "CONTRACTOR'S MISCELLANEOUS/GENERAL EEAs" a) DEMONSTRATION OR EVALUATION EQUIPMENT Contractor complies to make available demonstration or evaluation Equipment to Purchaser upon request pursuant to the terms of Contractor's standard, "Cisco Demo Loaner Contract"and "Try and Buy Contract' programs. The terms of such programs are available via the web at www.cisco.com b) PRICES Notwithstanding anything contained in the ITN or Cisco Response to the contrary: (I) To the extent that prices quoted in this offering reflect straight purchase MSRP (e.g., SMARTnet and UCSS), prices are those specified in Cisco's then-current U.S. Global Price List at time of order, less the applicable firm discounts ("Price Discounts") as shown in this bid response. (ii) Cisco reserves the unilateral right to change its U.S. List prices for the Products or for Services at any time and shall announce such price changes by issuance of a revised Price List (including via electronic posting) or other announcement of price change. Purchase Orders received before the date of price change announcement(s) to Cisco's U.S. Global Price List and those received within thirty (30) days thereafter, which specify a delivery date within ninety (90) days of the date of III I CISC 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 114 Packet Page-1780- 10/22/2013 16.E.1 . announcement, will be invoiced to Customer without regard to the price change, provided however, price decreases will be effective for all Purchase Orders accepted by Cisco after the date of issuance or announcement of revised prices. (iv) All stated prices are exclusive of any taxes, fees and duties or other similar amounts, however designated, and including without limitation value added, sales and withholding taxes which are levied or based upon such prices, charges or upon this Contract. Customer will furnish proof of its tax-exempt status upon request. Contractor will pay all other taxes based on Contractor's income or gross receipts, or personal property taxes levied or assessed on Contractor's personal property. In the event that the Customer is exempt from property and sales taxes, it will not be charged same. c) ORDERS (i) All Purchase Orders are subject to Contractor's reasonable acceptance (including performing any related commercial payment history checks). Contractor shall use commercially reasonable efforts to accept or reject orders in writing within ten (10) days from receipt, or within three (3) Business Days, if orders are placed electronically. (ii) Per the Cisco response to § 5.5, Customer may defer Product shipment up to thirty (30) days from the originally scheduled shipping date, provided written notice is received by Contractor at least ten (10) days before the originally scheduled shipping date. Cancelled orders, rescheduled deliveries or Product configuration changes made by Customer less than ten (10) days before the original shipping date are subject to Contractor's acceptance and a charge of fifteen percent (15%) of the total invoice amount relating to the affected Product(s). Contractor reserves the right to reschedule delivery due to configuration changes made within ten (10) days of scheduled shipment. No cancellation shall be accepted by Cisco where Products are purchased with implementation Services, including but not limited to design, customization or installation Services, except as may be set forth in the Contract or Statement of Work under which the Services are to be rendered. d) SOFTWARE LICENSE (i) License. Conditioned upon compliance with the terms and conditions of the license granted herein, Cisco grants to Customer a 61111111s 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 115 CISCO Packet Page-1781- 10/22/2013 16.E.1 . nonexclusive and nontransferable license to use for Customer's internal business purposes the Software and the Documentation for which Customer has paid the required license fees. Customer's license to use the Software shall be limited to, and Customer shall not use the Software in excess of, a single hardware chassis or card or that number of agent(s), concurrent users, sessions, IP addresses, port(s), seat(s), server(s) or site(s), as set forth in the applicable Purchase Order which has been accepted by Cisco and for which Customer has paid to Cisco the required license fee. Unless otherwise expressly provided in the Documentation, Customer shall use the Software solely as embedded in, for execution on, or (where the applicable documentation permits installation on non-Cisco equipment) for communication with Cisco equipment owned or leased by Customer and used for Customer's internal business purposes. NOTE: For evaluation or beta copies for which Cisco does not charge a license fee, the above requirement to pay license fees does not apply. (ii) General Limitations. This is a license, not a transfer of title, to the Software and Documentation, and Cisco retains ownership of all copies of the Software and Documentation. Customer acknowledges that the Software and Documentation contain trade secrets of Cisco, its suppliers or licensors, including but not limited to the specific internal design and structure of individual programs and associated interface information. Accordingly, except as otherwise expressly provided under this Contract, Customer shall have no right, and Customer specifically agrees not to: 1. transfer, assign or sublicense its license rights to any other person or entity, or use the Software on unauthorized or secondhand Cisco equipment, and Customer acknowledges that any attempted transfer, assignment, sublicense or use shall be void; 2. except as approved in writing by Cisco, make error corrections to or otherwise modify or adapt the Software or create derivative works based upon the Software, or permit third parties to do the same; 3. reverse engineer or decompile, decrypt, disassemble or otherwise reduce the Software to human-readable form, except to the extent otherwise expressly permitted under applicable law notwithstanding this restriction; 4. use or permit the Software (other than embedded in the Product) to be used to perform services for third parties, elliellle 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 116 CISCO Packet Page-1782- 10/22/2013 16.E.1. whether on a service bureau or time sharing basis or otherwise, without the express written authorization of Cisco; or 5. except and to the extent expressly required by a Customer's applicable records laws or final court order (provided that the Customer provides: (1) prior written notice to Cisco of such obligation and (2) the opportunity to oppose such disclosure, provision or otherwise making available), disclose, provide, or otherwise make available trade secrets contained within the Software and Documentation in any form to any third party without the prior written consent of Cisco. Customer shall implement reasonable security measures to protect such trade secrets. To the extent required by law, and at Customer's written request, Cisco shall provide Customer with the interface information needed to achieve interoperability between the Software and another independently created program, on payment of Cisco's applicable fee, if any. Customer shall observe strict obligations of confidentiality with respect to such information and shall use such information in compliance with any applicable terms and conditions upon which Cisco makes such information available. (iii) Software, upgrades/updates and Additional Copies. UNLESS AS OTHERWISE PROVIDED IN THIS CONTRACT: (1) CUSTOMER HAS NO LICENSE OR RIGHT TO USE ANY ADDITIONAL COPIES OR UPGRADES UNLESS CUSTOMER, AT THE TIME OF ACQUIRING SUCH COPY OR UPGRADE, ALREADY HOLDS A VALID LICENSE TO THE ORIGINAL SOFTWARE AND HAS PAID THE APPLICABLE FEE FOR THE UPGRADE OR ADDITIONAL COPIES; (2) USE OF UPGRADES IS LIMITED TO CISCO EQUIPMENT FOR WHICH CUSTOMER IS THE ORIGINAL END USER PURCHASER OR LESSEE OR WHO OTHERWISE HOLDS A VALID LICENSE TO USE THE SOFTWARE WHICH IS BEING UPGRADED; AND (3) THE MAKING AND USE OF ADDITIONAL COPIES IS LIMITED TO NECESSARY BACKUP PURPOSES ONLY. (iv) Proprietary Notices. Customer agrees to maintain and reproduce all copyright and other proprietary notices on all copies, in any form, of the Software in the same form and manner that such copyright and other proprietary notices are included on the Software. Except as expressly authorized in this Contract, Customer shall not e $ Ilel ' le IS CO 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 117 Packet Page-1783- 10/22/2013 16.E.1. make any copies or duplicates of any Software without the prior Agorog written permission of Cisco. (v) Term and Termination of License. This license granted herein shall remain effective until terminated. Customer may terminate the license at any time by destroying all copies of Software and any Documentation except as to the minimum number of copies required by law to keep for archival records purposes only. Customer's rights under this license will terminate immediately if Customer fails to comply with any material provision of this license and Cisco will give Customer notice of such non-compliance. Upon termination, Customer shall destroy all copies of Software and Documentation in its possession or control. (vi) Customer Records. Customer grants to Cisco and its independent accountants the right to examine Customer's books, records and accounts during Customer's normal business hours to verify compliance with this license. in the event such audit discloses non- compliance with this license, Customer shall promptly pay to Cisco the appropriate license fees, plus the reasonable cost of conducting the audit. In all other circumstances, the audit fees shall be paid by Cisco. e) CONFIDENTIAL INFORMATION (i) Definitions. 1. Customer "Confidential Information" includes information regarding Customer's network operations, technical architecture, operations and plans and security data. 2. Cisco "Confidential Information" includes information regarding Cisco's hardware, software and service products, technical, financial and marketing data, and information posted on password protected areas on Cisco.com. (ii) information (other than that on Cisco.com) disclosed by the disclosing party in written or other tangible form will be considered Confidential Information only if it is clearly marked "Confidential," "Proprietary" or with a similar legend, which wording the parties hereby agree constitutes acceptable and equivalent marking and protective notice to satisfy and invoke initial protection of the local Freedom of Information Laws applicable to a Customer. (iii) Information disclosed orally shall only be considered Confidential Information if: (i) identified as confidential, proprietary or the like at the time of disclosure, and (ii) confirmed in writing within thirty (30) days of disclosure. silisili ' C 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 118 Packet Page-1784- 10/22/2013 16.E.1 . (iv) Confidential Information disclosed to the receiving party by any Affiliate or agent of the disclosing party is subject to this Section. (v) The receiving party may use the Confidential Information solely in furtherance of the objectives of the Contract. (vii) Except as set forth in below, neither party shall disclose the Confidential Information to any third party. (ix) The receiving party may disclose Confidential Information to its employees, subcontractors or affiliates' employees and subcontractors only: (a) on a "need to know" basis, (b) consistent with the objectives of the Contract, and (c) pursuant to separate written non-disclosure terms that contractually obligate such employees and subcontractors to maintain the confidentiality of the Confidential Information. (x) Notwithstanding any other provision in this Contract, the receiving party shall have no obligation with respect to information which: 1. was rightfully in possession of or known to the receiving party without any obligation of confidentiality prior to receiving it from the disclosing party; 2. is, or subsequently becomes, legally and publicly available without breach of this Section; 3. is rightfully obtained by the receiving party from a source other than the Disclosing Party without any obligation of confidentiality; 4. is developed by or for the receiving party without use of the Confidential Information and such independent development can be shown by documentary evidence; 5. is disclosed by the receiving party pursuant to a valid order issued by a court or government agency, provided that the receiving party provides (1) prior written notice to the disclosing party of such obligation and (2) the opportunity to oppose such disclosure. (xi) Upon written notification by the disclosing party, the receiving party shall (i) cease using the Confidential Information and (ii) if requested to do so, and to the extent permitted by Customer's applicable records laws, either return it to the disclosing party or destroy it, along with all copies, notes or extracts thereof and certify to its destruction within fifteen (15) days of receipt of such notice. (xii) Each party shall retain all right, title and interest to its own Confidential information. By conveying Confidential Information, the disclosing party does not grant any license under any trademark, patent or copyright, or application for • 111111h 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 119 CISCO Packet Page-1785- 10/22/2013 16.E.1. same, which is now or thereafter may be obtained by such agovo party. (xiii) The receiving party shall not reverse-engineer, decompile, or disassemble any software or remove, overprint or deface any notice of copyright, trademark, logo, legend, or other notices of ownership from any originals or copies of Confidential Information disclosed to it. (xiv) EXCEPT AS TO THE EXPRESS WARRANTIES PROVIDED ELSEWHERE IN THIS SECTION, CONFIDENTIAL INFORMATION IS PROVIDED "AS IS" WITH ALL FAULTS AND IN NO EVENT, SHALL THE DISCLOSING PARTY BE LIABLE FOR THE ACCURACY OR COMPLETENESS OF THE CONFIDENTIAL INFORMATION. (xv) Notwithstanding termination of the Contract, the obligations of the receiving party with respect to Confidential Information received prior to termination shall continue for five (5) years from the date the Confidential Information was received. (xvi) In the event of any threatened or actual breach of any of the obligations hereunder, a disclosing party may seek injunctive relief, in addition to any other available legal or equitable remedies. (xvii) Customer agrees that aspects of the Software and associated documentation, including the specific design and structure of Amok individual programs, constitute trade secrets and/or copyrighted material of Cisco. Customer shall not: disclose, provide, or otherwise make available, such trade secrets or copyrighted material, in any form to any third party, without the prior written consent of Cisco. Customer shall implement reasonable security measures to protect such trade secrets and copyrighted material. Title to Software and documentation shall remain solely with Cisco. (xviii) Accordingly, the Software and Associated documentation shall not be disclosed to any third party without first notifying Cisco and affording Cisco the opportunity, as allowed by law, to seek judicial protection from disclosure of such confidential, trade secret and proprietary information to a third party. f) PRODUCT CHANGES Notwithstanding anything contained in the Contract to the contrary, modifications which Cisco deems necessary to comply with specifications, changed safety standards or governmental regulations, to make the Product non-infringing with respect to any patent, copyright or other proprietary interest, or to otherwise improve the Product may be made at any time by Cisco without prior notice to or consent of the State and/or Customer and such altered Product shall 81111111e CISC® 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 120 Packet Page-1786- 10/22/2013 16.E.1. be deemed fully conforming. Cisco shall employ commercially reasonable efforts to announce, including by electronic posting, Product discontinuance or changes other than those set forth in the previous sentence in accordance with Cisco's End of Life Policy which is found at the following URL: http://www.cisco.com/en/US/products/products end-of-life policy.html. Customer may make a last-time purchase of such Products as set forth in such policy. g) ATTORNEYS' FEES Notwithstanding anything contained in the Contract to the contrary, in any suit or proceeding related to the Contract, the prevailing party will have the right to recover from the other its reasonable costs, fees and expenses of attorneys incurred in connection with the suit or proceeding, including any reasonable appeal costs, fees and expenses. This provision shall be severable from other provisions of the Contract, and shall survive and not be merged into any such judgment unless such fees are expressly merged into such judgment. h) EXPORT, RE-EXPORT, TRANSFER & USE CONTROLS Notwithstanding anything contained in the Contract to the contrary, the Products and technology or direct products thereof (hereafter referred to as "Products and Technology"), supplied by Contractor under the Contract are subject to export controls under the laws and regulations of the United States. Customer shall comply with such laws and regulations governing use, export, re-export, and transfer of Cisco Products and Technology and will obtain all required U.S. and local authorizations, permits, or licenses. Cisco, and Customer each agree to provide the other information, support documents, and assistance, as may reasonably be required by the other, in connection with securing such authorizations or licenses. Each Customer's obligations under this clause shall survive the expiration or termination of the Contract. Detailed information regarding compliance with U.S. use, export, re-export, and transfer laws may be located at the following URL: htto://www.cisco.com/wwl/export/comoliance provision.html. i) INTELLECTUAL PROPERTY INFRINGEMENT a) Cisco will have the obligation and right to defend any claim, action, suit or proceeding ("IPR Claim") brought against Customer so far as it is based on a claim that any Product supplied under the Contract infringes Third Party IPR (as defined below). Cisco will indemnify Customer against any final judgment entered in respect of such an IPR Claim by a court of competent jurisdiction and � 111I111 , 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 121 CISCO Packet Page-1787- 10/22/2013 16.E.1 . against any settlements arising out of such an IPR Claim. Cisco's obligations to defend the IPR Claim and indemnify the Customer are conditional upon: 1. Customer notifying Cisco promptly in writing of the IPR Claim or threat thereof; 2. Customer giving Cisco full and exclusive authority for the conduct of the defense and settlement of the IPR Claim and any subsequent appeal; and 3. Customer giving Cisco all information and assistance reasonably requested by Cisco in connection with the conduct of the defense and settlement of the IPR Claim and any subsequent appeal. b) For the purposes of the Contract Third Party IPR means a United States copyright existing as at the date of Purchase or a United States patent issued as at the date of Purchase Order. c) If an IPR Claim has been made, or in Cisco's reasonable opinion is likely to be commenced, Customer agrees to permit Cisco, at its option and expense, either to: (a) procure for Customer the right to continue using the Product; (b) replace or modify the Customer so that it becomes non-infringing; or (c) immediately terminate both parties' respective rights and obligations under the Contract with regard to the Product, in which case Customer will return the Product to Cisco and Cisco will refund to Customer the price originally paid by Customer to Cisco for the Product, as depreciated or amortized by an equal annual amount over three years from date of original shipment. d) Notwithstanding the foregoing, Cisco has no liability for, and Customer will defend and indemnify Cisco against, any IPR Claim arising from: 1. the combination, operation, or use of a Product supplied under the Contract with any product, device, or software not supplied by Cisco; 2. the amount or duration of use which Customer makes of the Product, revenue earned by Customer from services it provides which utilize the Product, or services offered by Customer to external or internal Customers; 3. the alteration or modification of any Product supplied under the Contract from and after the date such Product is so supplied and such alteration or modification is not made by Cisco; 4. Cisco's compliance with Customer's designs, specifications, or instructions; or 5. Customer's use of the Product after Cisco has informed Customer of modifications or changes in the Product . 111 . 111 . S 2008-Cisco Systems, Inc.-Proprietary and Confidential-Trade Secret Page 122 Packet Page-1788- 10/22/2013 16.E.1. required to avoid such an IPR Claim if the alleged infringement would have been avoided by implementation of Cisco's recommended modifications or changes. e) THIS SECTION STATES THE ENTIRE OBLIGATION OF CISCO AND ITS SUPPLIERS, AND THE EXCLUSIVE REMEDY OF PURCHASER, IN RESPECT OF ANY INFRINGEMENT OR ALLEGED INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS OR PROPRIETARY RIGHTS. THIS INDEMNITY OBLIGATION AND REMEDY ARE GIVEN TO PURCHASER SOLELY FOR ITS BENEFIT AND IN LIEU OF, AND CISCO DISCLAIMS, ALL WARRANTIES, CONDITIONS AND OTHER TERMS OF NON-INFRINGEMENT WITH RESPECT TO ANY PRODUCT. j) LIMITED WARRANTY All Products are sold with Cisco's standard limited warranty listed below: i) Hardware. Cisco warrants that from the date of shipment by Cisco to Customer, and continuing for a period of the longer of (a) ninety (90) days or (b) the period set forth in the Warranty Card accompanying the Product, the Hardware will be free from defects in material and workmanship, under normal use. This limited warranty extends only to the original user of the Product. Customer's sole and exclusive remedy and the entire liability of Cisco and its suppliers under this limited warranty will be, at Cisco's or its service center's option, shipment of a replacement within the period and according to the replacement process described in the Warranty Card, or a refund of the purchase price, if the Hardware is returned to the party supplying it to Customer, if different than Cisco, freight and insurance prepaid. Cisco replacement parts, used in Hardware repair, may be new or equivalent to new. Cisco's obligations hereunder are conditioned upon the returned of affected Products, in accordance with Cisco's then-current Return Material Authorization (RMA) procedures. ii) Software. Cisco warrants that from the date of delivery by Cisco to Customer (but in case of resale by a Cisco reseller, commencing not more than ninety (90) days after original shipment by Cisco), and continuing for a period of the longer of (a) ninety (90) days or (b) the period set forth in the Warranty Card accompanying the Product (if any): (a) the media on which the Software is furnished will be free of defects in materials and workmanship, under normal use; and (b) the Software substantially conforms to its published specifications. The date of shipment of a Product by Cisco is set forth on the packaging material in which the Product is shipped. Except for ellhIlls 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 123 CISCO Packet Page-1789- 10/22/2013 16.E.1. the foregoing, the Software is provided AS IS. This limited warranty extends only to the Customer who is the original licensee. Customer's sole and exclusive remedy and the entire liability of Cisco and its suppliers under this limited warranty will be, at Cisco or its service center's option, repair, replacement, or refund of the Software if reported (or, upon request, returned) to the party supplying the Software to Customer, if different than Cisco. In no event, does Cisco warrant that the Software is error free or that Customer will be able to operate the Software without problems or interruptions. In addition, due to the continual development of new techniques for intruding upon and attacking networks, Cisco does not warrant that the Software or any equipment, system or network on which the Software is used will be free of vulnerability to intrusion or attack. iii) Restrictions. This warranty does not apply if the Product(a) has been altered, except by Cisco, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by Cisco, (c) has been subjected to abnormal physical or electrical stress, misuse, negligence, or accident; or (d) is sold or, in the case of Software, licensed, for beta, evaluation, testing or demonstration purposes for which Cisco does not receive a payment of purchase price or license fee. iv). DISCLAIMER OF WARRANTY. EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, SATISFACTORY QUALITY OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW. TO THE EXTENT AN IMPLIED WARRANTY CANNOT BE EXCLUDED, SUCH WARRANTY IS LIMITED IN DURATION TO THE WARRANTY PERIOD. This disclaimer shall apply even if the above-stated warranty fails of its essential purpose. v) The above warranty DOES NOT apply to any beta software, any software made available for testing or demonstration purposes, any temporary software modules or any software for which Cisco does not receive a license fee. All such software is provided AS IS without any warranty whatsoever. k) PAYMENT IS 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 124 Packet Page-1790- 10/22/2013 16.E.1 . Upon and subject to credit approval by Contractor and unless otherwise required by State law, payment is net thirty (30) days from invoice date or as otherwise required by Florida law and shall be made in U.S. currency. Invoices for Products ordered without Contractor implementation services shall be rendered by Contractor on or after the date of delivery of such Products to the Purchaser. If, at any time, Purchaser is delinquent in payment, or is otherwise in breach of the Contract, Cisco may, without prejudice to other rights, withhold shipment (including partial shipments) of any order or require Purchaser to prepay for further shipments. Any sum not paid by Purchaser, when due shall bear interest until paid at the maximum legal rate for late payments by the State or Customer. Customer grants Contractor a security interest in Products purchased under this Contract to secure payment for those Products purchased which security interest shall expire upon full payment in accordance with the terms. If requested by Contractor, Customer agrees to execute financing statements to perfect this security interest if allowed by law. Payments may be made via a State or political subdivision "Purchasing Card"to Authorized Dealers under this Contract. I) AUDIT OF RECORDS Contractor shall maintain complete, accurate and truthful records of purchases and amounts billable to and payments made by Customer hereunder directly through Contractor in accordance with generally accepted accounting principles and practices for audit purposes only. Contractor shall retain such records for at least a period of three (3) years from the date of termination of the Contract or longer if expressly required by the laws of Florida. The State and/or Customer (if not the State) will give Contractor thirty (30) days advance written notice to perform an audit of Contractor's records, identified above, as it pertains only to such Customer's Purchaser(s). Except for compelling circumstances, Customer's audits are limited to a commercially reasonable frequency, and such audit will be conducted during Contractor's normal business hours and shall not unduly interrupt or interfere with Contractor's normal business operations, and provided further that in the event that such audit is conducted by a third party, such third party shall be acceptable to Contractor and, prior to conducting such audit, to the extent permitted by law, execute a confidentiality Contract for the benefit of Contractor in a form reasonably satisfactory to Contractor. In the event that the audit discovers an overpayment in excess of 5% (five percent) of the amount actually paid, Contractor shall pay the costs of the audit. In all other circumstances, the audit fees shall be paid by the Participating State. Contractor shall require that any Subcontractor will also maintain their records and agree to abide by this Section. 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 125 CISCO Packet Page-1791- 10/22/2013 16.E.1. m) TERMINATION FOR DEFAULT (I) Contract Award As a Result of This ITN: The Buyer or Cisco may terminate the Contract resulting from ITN Contract award if either party materially breaches the terms of this Contract as follows: (a) immediately upon providing written notice to the breaching party if the breach is not capable of being cured, and (b) sixty (60) calendar days after providing written notice to the breaching party if the breaching party otherwise fails to cure a material breach within such sixty (60) calendar day period or commence cure within such sixty (60) calendar day period or diligently pursue completion of such cure. Notwithstanding the foregoing, the Contract may be terminated immediately by Contractor for cause in the event of Customer's breach of the Software License, Export Restrictions, or Confidential Information. The cure periods stated in the above paragraph shall not apply to any failure(s) to perform that result from the willful or negligent acts or omissions of the aggrieved party. (ii) Customer Contract: The Customer or Cisco may terminate a Contract, as defined in section § 4.1, if either party materially breaches the terms of this Contract as follows: (a) immediately upon providing written notice to the breaching party if the breach is not capable of being cured, and (b) sixty (60) calendar days after providing written notice to the breaching party if the breaching party otherwise fails to cure a material breach within such sixty (60) calendar day period or commence cure within such sixty (60) calendar day period or diligently pursue completion of such cure. Notwithstanding the foregoing, the Contract may be terminated immediately by Contractor for cause in the event of Customer's breach of the Software License, Export Restrictions, or Confidential Information. The cure periods stated in the above paragraph shall not apply to any failure(s) to perform that result from the willful or negligent acts or omissions of the aggrieved party. n) RIGHTS ON TERMINATION (i) Upon termination or expiration of the Contract, (a) Cisco reserves the right to cease all further delivery of Product or Services, (b) all outstanding invoices become due and payable within thirty (30) days of termination, and (c) all rights and silirrili , CISCO 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 126 Packet Page-1792- 10/22/2013 16.E.1. licenses of Customer under this Contract shall terminate, subject to the terms of sub-paragraph (ii), below. If Cisco agrees to complete delivery of any further Products or Services due against any existing accepted Purchase Orders then Customer shall pay for such Products or Services in advance within thirty (30) days. (ii) Except for a termination of this Contract resulting from Customer's breach of Proprietary Rights and Software Licensing, Confidential Information, or Export, Re-Export, Transfer & Use Controls, upon termination or expiration of this Contract Customer may continue to use, in accordance with the terms and conditions of the Contract, Products provided to it by Cisco prior to the date of termination or expiration provided payment has been made in full for such Products. (iii) Upon termination or expiration of the Contract, Customer shall immediately return to Cisco all Confidential Information (including all copies thereof) then in Customer's possession, custody or control (except that customer may retain one archival copy for records retention purposes only as required by law); provided that, except for a termination resulting from Customer's breach of Proprietary Rights and Software Licensing, Confidential Information, or Export Restrictions) Customer may retain a sufficient amount of such Confidential Information and material to operate its installed base of Products. (iv) In the event of any termination pursuant to this section, and unless otherwise required by law or court of competent jurisdiction, Customer shall remain obligated to comply in perpetuity with the provisions of Software License, Export Restrictions, or Confidential Information for purchased product. (v) The parties agree that if Customer places a firm Order prior to the expiration or termination of the Contract, which by its terms would extend no more than 12 months beyond the expiration or termination of the Contract, and Contractor has accepted such Purchase Order(s) prior to the expiration or termination of the Contract, then any such Purchase Order(s) (i) shall remain in effect and be governed by the terms and conditions of the Contract, and (ii) shall survive expiration of the Contract in accordance with the terms herein but will not be considered an extension of the term of the Contract nor a renewal thereof. No orders placed after expiration or termination of the Contract shall be valid. o) CISCO SERVICES OFFERINGS • 116111s 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 127 CISCO Packet Page-1793- 10/22/2013 16.E.1. Cisco is making this submission on the condition that, prior to Contract Ao low award, the Parties will negotiate and mutually agree to an Addendum to the Contract that results from this ITN, which describes the terms and conditions for purchases by Customers of Cisco Maintenance offered within the scope of the Contract (excluding Vendor Managed Services). The Addendum will define the terms of the Contractor's standard commercial maintenance offerings which Customers may purchase upon issuance of a purchase order. Cisco will provide such maintenance services for products and Customer will be entitled to receive Services for which (i) the applicable Services fees have been paid, (ii) a valid Software license has been granted, and (iii) Customer provides information requested by Cisco such as valid serial numbers, site location, contract number, and Product type. Terms and conditions covering Smart Net 8X5 Maintenance Services may be found at http://www.cisco.com/legal/Smartnet_Onsite_Exhibit.pdf. si isifie 2008—Cisco Systems, Inc.—Proprietary and Confidential—Trade Secret Page 128 CISCO Packet Page-1794- 10/22/2013 16.E.1 . 7.0 ATTACHMENTS ATTACHMENT 1 PRICING SPREADSHEETS ATTACHMENT 2 ELECTRONIC INVOICING REQUIREMENTS MyFloridaMarketPlace (MFMP) ATTACHMENT 3 ORDERING INSTRUCTIONS FORM ATTACHMENT 4 EVALUATION FORM ATTACHMENT 5 CERTIFICATION OF DRUG-FREE WORKPLACE PROGRAM. ATTACHMENT 6 PRODUCT UPDATE FORM rl ` ' S ' ' l , CISCO 2008—Cisco Systems, Inc. —Proprietary and Confidential—Trade Secret Page 129 Packet Page-1795-