HomeMy WebLinkAboutTHINKCP Technologies - Purchase Agreement - 4-24-2023UUI.UJ I I�f. I I I -I IV wupt:: I U. Uum I r /-VF1- I UL 1-'i IJU I -/100V-V UCriJDrJU I LG
COOPERATIVE PURCHASE AGREEMENT
THIS AGREEMENT is made and entered into on April 24,2023
by and between CITY OF FRESNO, a California municipal corporation
H.CO. COMPUTER PRODUCTS, a California corporation dba
TECHNOLOGIES (Vendor).
AGREEMENT
(City), and
THINKCP
NOW, THEREFORE, in consideration of the foregoing and of the covenants,
conditions, and promises hereinafter contained to be kept and performed by the
respective parties, it is mutually agreed as follows:
1. The Charter for the City allows for cooperative purchase agreements for
materials, supplies, and equipment. The City may use another government
agency's agreement, as an exception to the competitive bid process. The
parties agree that the Vendor has entered into a Master Procurement
Agreement with the County of Fresno Internal Services Department (Original
Government Contract) which is attached hereto as Exhibit A and is
incorporated herein by reference.
2. Vendor's Obligation: The Vendor shall provide those services and products
as described in the Original Government Contract, subject to all the terms and
conditions contained or incorporated herein.
3. Cit 's Obligation- The City shall make to the Vendor those payments as
described in any itemized invoice resulting from orders placed under the
Original Government Contract subject to all the terms and conditions
contained or incorporated herein.
4. Notwithstanding the requirements that the Original Government Contract is
fully binding on the parties, the parties have agreed to modify certain non-
material provisions of the Original Government Contract as applied to this
Cooperative Purchase Agreement (Agreement) between the Vendor and the
City, as follows:
a) City's Insurance and Indemnity provisions attached as Exhibit B
b) Address change for the City: Notwithstanding the address and contract
information for the government entity as set out in the Original
Government Contract, the Vendor agrees that notices and invoices will
be sent to:
City of Fresno
Attention: Anita Luera
1626 E Street
Fresno, CA 93706
Phone: (559) 621-1625
c) Notwithstanding anything in Exhibits A and B to the contrary, this
Agreement shall be governed by, and construed and enforced in
Page: 1 of 3
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accordance with, the laws of the State of California, excluding
however, any conflict of laws rule which would apply the law of another
jurisdiction.
Venue for purposes of the filing of any action regarding the
enforcement or interpretation of this Agreement and any rights and
duties hereunder shall be Fresno County, California.
d) All other provisions in the Original Government Contract are fully
binding on the parties and will represent the Agreement between the
City and the Vendor.
5. The City Manager, or designee, is hereby authorized and directed to execute
and implement this Agreement.
[Signatures follow on the next page.]
Page: 2 of 3
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IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, the day and year first above written.
CITY OF FRESNO,
a California municipal corporation
B:
Bryon l4forn, CISSP, PMP
Director
Information Services Department
APPROVED AS TO FORM:
ANDREW JANZ
City fnWedby:
W"
By: 6 A.Iti.JhV', C,Otu,I 4/24/2023
Brandon M. Collet Date
Supervising Deputy City Attorney
ATTEST:
TODD STERMER, CMC
City Signed by:
�lirt.A M- i�bUY' 4/24/2023
By: iars���acdF±
Deputy Date
Tina M Your
Addresses:
CITY:
City of Fresno
Attention: Anita Luera,
Supervising Engineering Technician
1626 E Street
Fresno, CA 93706
Phone: (559) 621-1625
Facsimile: (559) 498-4126
E-mail: anita.luera@fresno.gov
Page: 3 of 3
H.CO. COMPUTER PRODUCTS,
a Califon r:-pemtion dba THINKCP
VLL� By: 4/19/2023
Name:
Bill Hojreh
Title: SALES MANAGER
(If corporation or LLC., Board
Chair, Pres. or Vice Pres.)
OocuStgned by:
RJk 4/19/2023
By:
Name: Sye Hojreh
Title: vice President
(If corporation or LLC., CFO,
Treasurer, Secretary or Assistant
Secretary)
CONSULTANT:
H.CO. COMPUTER PRODUCTS,
dba THINKCP
Attention: Bill Hojreh,
President
16812 Hale Avenue,
Irvine, CA 92606
Phone: (800) 726-2477 X104
Facsimile: (949) 833-3389
E-mail: bill@thinkcp.com
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EXHIBIT A
t
O� � 5 O
�FRE`'�
County of Fresno
INTERNAL SERVICES DEPARTMENT
Facilities - Fleet - Graphics • Purchasing • Security - Technology
MASTER PROCUREMENT AGREEMENT
Agreement Number P-21-039
March 3. 2021
The County of Fresno (County) hereby contracts with various vendors (Contractors) to provide Hardware,
Software, and Miscellaneous IT Products in accordance with the text of this agreement and the vendor's
corresponding Attachment, by this reference made a part hereof.
TERM: This Agreement shall become effective March 7, 2021 and shall remain in effect through March 6,
2024.
EXTENSION: This Agreement may be extended for two (2) additional one (1) year periods by the mutual
written consent of all parties.
MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County
reserves the right to increase or decrease orders or quantities.
ORDERS: Orders will be placed on an as -needed basis by Internal Services -IT Division and the Sheriff's
Office under this contract.
PRICES: Prices shall be firm for the contract period. Any pricing changes which may take place during the
life of the contract must be submitted in writing to the County of Fresno Purchasing Manager and received no
less than thirty (30) days prior to becoming effective.
MAXIMUM: In no event shall services performed and/or fees paid under this Master Agreement be in excess
of Twenty -Three Million Five Hundred Thousand Dollars ($23,500,000.00).
ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as
deemed necessary. Such additions shall be made in writing and signed by both parties.
DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be
delivered complete as specified. All orders placed before Agreement expiration shall be honored under the
terms and conditions of this Agreement.
DEFAULT: In case of default by Contractor, the County may procure the articles/services from another
source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any
other legal means available to the County. The prices paid by County shall be considered the prevailing
market price at the time such purchase is made. Inspection of deliveries or offers for delivery, which do not
meet specifications, will be at the expense of Contractor.
INVOICING: An itemized invoice in duplicate shall be mailed to requesting County department in
accordance with invoicing instructions included in each order referencing this Agreement. The Agreement
number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days.
INVOICE TERMS: Net forty-five (45) days from the receipt of invoice.
333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110
* The County of Fresno is an Equal Employment Opportunity Employer *
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
Page 2
TERMINATION: The County reserves the right to terminate this Agreement upon thirty (30) days written
notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory
services or supplies provided to the date of termination.
LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they
be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel
engaged in service covered by this Agreement.
AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased
goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible
condition all books, documents, papers, data files and other records related to its performance under this
contract. Such records shall be complete and available to Fresno County, the State of California, the federal
government or their duly authorized representatives for the purpose of audit, examination, or copying during
the term of the contract and for a period of at least three years following the County's final payment under the
contract or until conclusion of any pending matter (e.g., litigation or audit), whichever is later. Such records
must be retained in the manner described above until all pending matters are closed.
LIABILITY: The Contractor agrees to:
Pay all claims for damage to property in any manner arising from Contractor's operations under this
Agreement.
Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and
employees from any and all claims for damage or other liability, including costs, expenses (including
attorney's fees and costs), causes of action, claims or judgments resulting out of or in any way connected
with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this
Agreement, and from any and all costs and expenses (including attorney's fees and costs), damages,
liabilities, claims, and losses occurring or resulting to any person, firm or corporation who may be injured or
damaged by the performance, or failure to perform, of Contractor, its officers, agents, or employees under
this Agreement.
INSURANCE: Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any
third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following
insurance policies or a program of self-insurance, including but not limited to, an insurance pooling
arrangement or Joint Powers Agreement (JPA) throughout the term of the Agreement:
A. Commercial General Liability: Commercial General Liability Insurance with limits of not less than Two
Million Dollars ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars
($4,000,000.00). This policy shall be issued on a per occurrence basis. County may require specific
coverage including completed operations, product liability, contractual liability, Explosion -Collapse -
Underground, fire legal liability or any other liability insurance deemed necessary because of the nature
of the contract.
B. Automobile Liability: Comprehensive Automobile Liability Insurance with limits of not less than One
Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should
include any auto used in connection with this Agreement.
C. Professional Liability: If Contractor employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W.,
M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate.
D. Worker's Compensation: A policy of Worker's Compensation insurance as may be required by the
California Labor Code.
Additional Requirements Relating to insurance:
Contractor shall obtain endorsements to the Commercial General Liability insurance naming the County of
Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only
insofar as the operations under this Agreement are concerned. Such coverage for additional insured shall
apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers,
agents and employees shall be excess only and not contributing with insurance provided under Contractor's
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
Page 3
policies herein. This insurance shall not be cancelled or changed without a minimum of thirty (30) days
advance written notice given to County.
Contractor hereby waives its right to recover from County, its officers, agents, and employees any amounts
paid by the policy of worker's compensation insurance required by this Agreement. Contractor is solely
responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of
subrogation, but Contractor's waiver of subrogation under this paragraph is effective whether or not
Contractor obtains such an endorsement.
Within Thirty (30) days from the date Contractor signs and executes this Agreement, Contractor shall provide
certificates of insurance and endorsement as stated above for all of the foregoing policies, as required
herein, to the County of Fresno, ISD-IT, 333 W. Pontiac Ave, Clovis, CA 93612, stating that such
insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents
and employees will not be responsible for any premiums on the policies; that such Commercial General
Liability insurance names the County of Fresno, its officers, agents and employees, individually and
collectively, as additional insured, but only insofar as the operations under this Agreement are concerned;
that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-
insurance, maintained by County, its officers, agents and employees, shall be excess only and not
contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be
cancelled or changed without a minimum of thirty (30) days advance, written notice given to County.
In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, the County
may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of
such event.
All policies shall be with admitted insurers licensed to do business in the State of California. Insurance
purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or
better.
COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish
proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence.
INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed by Contractor
under this Agreement, it is mutually understood and agreed that Contractor, including any and all of
Contractor's officers, agents, and employees will at all times be acting and performing as an independent
contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee, joint
venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise
or direct the manner or method by which Contractor shall perform its work and function. However, County
shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations
in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable
provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over
matters the subject thereof.
Because of its status as an independent contractor, Contractor shall have absolutely no right to employment
rights and benefits available to County employees. Contractor shall be solely liable and responsible for
providing to, or on behalf of, its employees all legally -required employee benefits. In addition, Contractor
shall be solely responsible and save County harmless from all matters relating to payment of Contractor's
employees, including compliance with Social Security, withholding, and all other regulations governing such
matters. It is acknowledged that during the term of this Agreement, Contractor may be providing services to
others unrelated to the County or to this Agreement.
NON -ASSIGNMENT: Neither party shall assign, transfer or sub -contract this Agreement nor their rights or
duties under this Agreement without the written consent of the other party.
AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractors and the County
with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments,
writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature
whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set
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PROCUREMENT AGREEMENT NUMBER: P-21-039 Page 4
March 3, 2021
forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both
parties.
INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this
Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1) the
text of this Agreement and (2) the vendor's corresponding Attachment.
GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the
State of California. Venue for any action shall only be in County of Fresno.
ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic
signature as provided in this section.
A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement
to represent their signature, including but not limited to (1) a digital signature; (2) a faxed version of an
original handwritten signature; or (3) an electronically scanned and transmitted (for example by PDF
document) of a handwritten signature.
B. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid
original handwritten signature of the person signing this Agreement for all purposes, including but not
limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and
effect as the valid original handwritten signature of that person.
C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in
the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section
1633.1).
D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of
Government Code section 16.5, subdivision (a), paragraphs (1) through (5), and agrees that each other
party may rely upon that representation.
This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means
and either party may sign this Agreement with an original handwritten signature.
Please acknowledge your acceptance by returning your corresponding signature page of this Agreement
to my office via email.
Please refer any inquiries in this matter to Heather Stevens, Purchasing Technician, at 559-600-7115 or
heasteve ns(& FresnoCountyCA.gov.
FOR THE COUNTY OF FRESNO
Digitally signed by Gary Cornuelle
Gary CornUelle Date: 2021.03.03 11:41:40 -08'00'
Gary E. Cornuelle
Purchasing Manager
333 W. Pontiac Way
Clovis, CA 93612
GEC:HS
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
Company: CDW Government LLC
Type of Entity:
❑ Individual
❑ Sole Proprietorship
❑ Corporation
200 N. Milwaukee Avenue
Address
847-465-6000
TELEPHONE NUMBER
FAX NUMBER
Page 5
❑■ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
Vernon Hills IL 60061
City State Zip
psp@cdwg.com
E-MAIL ADDRESS
Print Name &
Title: Dario Bertocchi Director, Program SaINnt Name & Title:
,lwy� a6 to AIL.-.-
Signature: Dario Be/tocthi il.l a•/ 10,202117:37 ED is Signature:
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
Company: Graybar Electric Company
Type of Entity:
❑ Individual
❑ Sole Proprietorship
❑■ Corporation
6781 N. Palm Ave, Suite 101
Address
559-489-3106
TELEPHONE NUMBER
Print Name &
Title:
FAX NUMBER
Page 6
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
Fresno CA 93704
City State Zip
jason.ghent@graybar.com
E-MAIL ADDRESS
Najam Chohan - Director Finance Print Name & Title:
DgIW ly sign.d by Naj— Cb°b°n
Na am Chohan�.
Signature: Signature:
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
Company. HP Inc.
Type of Entity:
❑ Individual
❑ Sole Proprietorship
I] Corporation
d r.nd Dnric Hill Rnarl
Qr1(1 QQQ q(17d AAA 7nA 799A
TELEPHONE NUMBER
Print Name &
Title:
Signature:
FAX NUMBER
Page 7
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
Palo Alto CA 94304
City State Zip
rick.mendoza@hp.com
E-MAIL ADDRESS
Rick Mendoza Contract Administrator
Print Name &Title:
Signature: _
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
Company: Insight Public Sector, Inc.
Type of Entity:
❑ Individual
❑ Sole Proprietorship
A Corporation
6820 S. Harl Ave.
Address
480-409-6775
TELEPHONE NUMBER
Page 8
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
Tempe AZ 85283
City State Zip
480-760-8532 christopher.robertson@insight.com
FAX NUMBER E-MAIL ADDRESS
Print Name & Scott Friedlander, President
Title: Print Name & Title:
Signature: Scott friedlandcv ldara.2o2116;54EST) Signature:
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
jr
Company: MaIIObOrO
Type of Entity:
❑ Individual
le Proprietorship
Corporation
4 3 9 E 3)FCATER Avg
Address
_may- 3i-
TELEPHONE NUMBER FAX NUMBER
Page 9
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
C 6?3 71
C;ty State Zip,
E-MAIL ADDRESS
Print Name & L AP `? R� j eCAI %
Title: Print Name & Title: . / ���
/-/9 `�
l q e4 Su R F)q
Signature: %ram [ Signature: C
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PROCUREMENT AGREEMENT NUMBER: P-21-039 Page 10
March 3, 2021
CONTRACTOR TO COMPLETE:
Panasonic System Solutions Company of North America, Division of Panasonic Corporation of North America
Company:
Type of Entity-
❑ Individual ❑ Limited Liability Company
❑ Sole Proprietorship ❑ Limited Liability Partnership
0 Corporation ❑ General Partnership
Two Riverfront Plaza
Address
201-348-7000
TELEPHONE NUMBER FAX NUMBER
Print Name & Title: Faisal Pandit
Newark
NJ 07102
City State Zip
contracts(dus. panasonic.com
E-MAIL ADDRESS
Print Name & Title: Rick Elliott
A/ aI 9Z & dit 6Z1tt-
Signature: M N[so I Pa rxlil(Mar 30. 2021 EA 41 C DT I Signature.
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
CUI Ir,+err»+inn l r nrr►
Company: v
Type of Entity:
❑ Individual
❑ Sole Proprietorship
ru-1 Corporation
408-232-0855
TELEPHONE NUMBER
Print Name &
Title:
Signature,:
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
888-764-8889
FAX NUMBER
Elisabeth Arnold - Lead Contracts Specialist Print Name & Title:
qh,sJ-k Ckw&b,(- Signature.
Page 11
Debbie—Bieber@SHI.com
E-MAIL ADDRESS
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PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
CONTRACTOR TO COMPLETE:
Company: ThinkCP
Type of Entity:
❑ Individual
❑ Sole Proprietorship
!M Corporation
❑ Limited Liability Company
❑ Limited Liability Partnership
❑ General Partnership
Page 12
16812 HALE AVE IRVINE CA 92606
Address City stow zip
800-726-2477 X 104 949-833-3389 BILL@THI NKCP. COM
TELEpmoNE NUMBER Fax NUMBER E-MAIL ADDRESS
Print Name & BILL HOJREH PRESIDENT MARK
Title: Print Name & Title:
Signature:f '
ACCOUNTING USE ONLY
ORG No.: 8905, 31112425
Account No.: 7308
Requisition No.: 8905210567, 8905210569,
3111217243,3111217270
(2/2021)
H CFO
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PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 1 of 8
March 3, 2021
CDW-G
ATTACHMENT 'A "
CDW-G Pricing Based off Omnia Partners Contract
Contract Number: 2018011 (the "Underlying Agreement")
Expires: 2/28/2023
Solicitation by: City of Mesa, AZ
Link to Contract Information and Documents:
htt s:/1 ublic.omnia artners.com/su Hers/cdw- /contract -documentation
Link to Pricing:
htt s:/! ublic.omnia artners.com/fileadminl ublic-sector/su hers/A-D/CDW-
G/Contract ❑ocuments/2018011-01/CDW-G Pricinq.pdf
The County of Fresno accepts the following changes to the Procurement Agreement:
TERMINATION: The County reserves the right to terminate this Agreement upon thirty (30) days written
notice to the Contractor, as further described in the Underlying Agreement. In the event of such
termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of
termination.
AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the
purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good
and legible condition all books, documents, papers, data files and other records related to its performance
under this contract, as more specifically described in Section 13 of the Underlying Agreement. Such
records shall be complete and available to Fresno County, the State of California, the federal government
or their duly authorized representatives for the purpose of audit, examination, or copying during the term
of the contract and for a period of at least three years following the County's final payment under the
contract or until conclusion of any pending matter (e.g., litigation or audit), whichever is later. Such
records must be retained in the manner described above until all pending matters are closed.
DEFAULT: In case of default by Contractor, the County's remedies shall be governed by Sections 16
and 17 of the Underlying Agreement, and not by any language contained in this Agreement.
LIABILITY: The liability language in this Agreement is struck; Contractor's indemnification obligations
shall be in accordance with the agreed -upon terms of the Section 24 of the Underlying Agreement.
Notwithstanding the Term of this Agreement or any Extensions thereto, except for those obligations which
explicitly survive termination, Contractor's rights and obligations under this Agreement and this
Attachment shall terminate as of the expiration date set forth above.
G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT PRODUCTS - EDITED
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PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 2 of 8
March 3, 2021
GRA YBAR
A TTACHMENT 'A "
Graybar Electric Company, Inc. Pricing Based off Omnia Partners Contract
Contract Number:
EV2370
Expires:
1 /31 /2023
Fully extended:
1 /31 /2029
Solicitation by:
City of Kansas City, MO
Link to Contract Information and Documents:
htt s:ll ublic.omnia artners.com/su liersl ra bar/contract-documentation
Link to Pricing:
htti2s://Public.omniapartners.com/suppliers/ra barl ricin -shi in
G:\PUBLIC\CONTRAcrs & EXTRACT5\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT ITEMS.DOCX
L/UUU01y1] CI IVCIUp, ILJ. LIUF I /Ly/1-IUL I-'41+V I-r1000-yVCNJDrJU ILL
PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 3 of 8
March 3, 2021
HP, INC.
ATTACHMENT 'A'•
HP, Inc. Pricing Based off Omnia Partners Contract
Contract Number: R160203
Expires: 7/31 /2021
Solicitation by: Region 4 Education Services Center - TX
Link to Contract Information and Documents:
htts:/I ublic.omnia artners.com/su liers/h -inc/contract-documentation
Link to Pricing:
htt sill ublic.omnia artners.com/fileadminl ublic-sector/su liers/E-
J/HP Inc/Contract DocumentslR160203/R160203- Price List 12-5-19 df
This Master Procurement Agreement is subject to the Terms and Conditions (including but not limited to
as it relates to Pricing) of, and is coterminous with, HP Omnia Partners Contract R160203.
Notwithstanding template language to the contrary in the Master Procurement Agreement, it is the
Parties' intent that the terms of this Attachment shall supersede those in the Master Procurement
Agreement. The Parties hereby amend the Master Procurement Agreement as follows:
Inconsistencies: In the event of any inconsistency in interpreting the documents which constitute this
Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1)
this Attachment, (2) the Master Procurement Agreement, and (3) HP Ornma Partners Contract R160203.
Insurance: HP's General Liability insurance does not contain an aggregate limit.
Default: The Parties' remedies in the event of default are in accordance with OMNIA Contract Article 5.2
Termination for Cause.
Termination: The Parties' rights to terminate this Agreement are in accordance with OMNIA Contract
Article 5 Termination of Contract.
Audits and Retention: Contractor's obligations with regards to the retention of records related to this
Agreement and the County's rights to audit such records are in accordance with OMNIA Contract Article
10.1 Audit Rights.
Liability: Contractor's liability to the County under this Agreement shall be limited in accordance with
OMNIA Contract Attachment 7 Additional Terms and Conditions Section 15 Limitation of Liability.
Contractor's indemnification obligations shall be in accordance with OMNIA Contract Article 13.3
Indemnity, except that indemnification obligations with regards to Intellectual Property Rights Infringement
shall be in accordance with OMNIA Contract Attachment 7 Additional Terms and Conditions Section 12
Intellectual Property Rights Infringement Indemnification.
G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT PRODUCTS
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L/UUU01yjI CI IVCIUFIC IL1. L1.7CIlL,IH-IUL 1-'4lJV!-M000-5L1C/1JDrJL1 ILG
PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 4 of 8
March 3, 2021
INSIGHT
A TTACHMENT 'A "
Insight Public Sector, Inc. Pricing Based off Omnia Partners Contract
Contract Number: 4400006644
Expires: 4/30/2023
Solicitation by: Fairfax County, VA
Link to Contract Information and Documents:
httsill ublic.omnia artners.com/su liers/insi ht- ublic-sector-inc/contract-documentation
Link to Pricing:
https://www.ips.insi.ght.com/contenttd2m/insight/en US/i s/us-communities/01-
I nsiq htO M N I A4400006644 Prod u ctDiscou ntsV4. Of
G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT PRODUCTS
CORRECTED INSIGHT.DOCX
LlUUU01Y1I CIIVCIUpt; IU. Wur- I / Lt7h1- IUL 1-1%-,LI!-F1000-y L/Cr10DrJL/ IGL
PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 5 of 8
March 3, 2021
MALIOBORO
A TTACHMENT 'A "
Items below at a discount of 5% - 25% off regular pricing:
• Polywell Computers Inc. customize servers
• Security video camera
• ExacgVision security IP camera licenses
• Computer parts (power supply, switches, hard drive, memory, video card, network card.)
• Fujitsu Scanners
• Toshiba Startup UPS systems, software, Toshiba onsite service
• POE
• Computer Accessories
G:\PUBLIC\CONTRACTS & EXTRACT5\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT ITEMS.D000
L/UI:U0I{J.1I CI Ivt IluyC IL/. U:/C I I L.7M- I UL 1-1+%,Ll/-M00U'y L/CMJDr JL/ ILL
PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 6 of 8
March 3, 2021
PANASONX
A TTACHMENT 'A "
Panasonic. Pricing Based off Omnia Partners Contract
Contract Number: 171725
Expires: 10/9/2021
Solicitation by: City of Tucson, AZ
Link to Contract Information and Documents:
htts:/1 ublic.omnia artners.com/su liers/ anasonic/contract-documentation
Link to Pricing:
htt sill ublic.ornnia artners.com/fiileadminl ublic-sector/su liers/O-
S/Panasonic/Contract Documents/171725-
01/Panasonic National IPA Master Price List 02.04.2021. df
Contractor (Panasonic) will fulfill sales and delivery of products/services through its distributors
and Authorized Resellers.
The County of Fresno accepts the following paragraph to replace the insurance paragraph
located on page 2 of this Procurement Agreement:
INSURANCE: CONTRACTOR, at its sole expense, shall maintain in full force and effect, the
following insurance policies or a program of self-insurance, including but not limited to, an
insurance pooling arrangement or Joint Powers Agreement (JPA) throughout the term of the
Agreement
G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT PRODUCTS - EDITED
HP INSIGHT PANASONIC.DOOC
LIVL;u,D1y. I I CI IvC-,upu ILI. u=- I / zum- I VL ILL
PROCUREMENT AGREEMENT NUMBER: P-21-039 Attachment Page 7 of 8
March 3, 2021
5HI
A TTACHMENT 'A "
SHI Pricing Based off Omnia Partners Contract
Contract Number: 2018011
Expires: 2/28/2023
Solicitation by: City of Mesa, AZ
Link to Contract Information and Documents:
htt s:/1 ublic.omnia artners.com/su liers/shi/contract-documentation
Link to Pricing:
htt s:// ublic.omnia artners.com/fileadmin/ ublic-sector/su liers/O-
S/SHI/Contract Documents/2018011/SHI Updated Pricinq.pdf
County approved edits to Procurement Agreement Terms
LIABILITY: The Contractor agrees to:
Pay all claims for damage to property in any manner arising from Contractor's operations
under this Agreement.
Indemnify, save and hold harmless, and at County's request defend the County, its officers,
agents and employees from any and all claims for damage or other liability, including costs,
expenses (including attorney's fees and costs), causes of action, claims or judgments
resulting out of or in any way connected with Contractor's performance or failure to perform
by Contractor, its agents, officers or employees under this Agreement.
G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-039 MASTER IT\P-21-039 MASTER AGREEMENT FOR IT PRODUCTS - EDITED
HP INSIGHT PANASONIC SHI.DOCX
VUUU01 II CI Ivulupu 1L1. LR7C I/L7/1- VG �-VIiUl-M000-.7UGMJ�rJU �cL
PROCUREMENT AGREEMENT NUMBER: P-21-039
March 3, 2021
THINK cP
A TTACHMENT "A "
All Software and Licensing
All Hardware
(Computers, Laptops, printers, Scanners, etc.)
All Components
(Spare Parts, Hard drives, memory, etc.)
All Other Items
Attachment Page 8 of 8
List price or up to 5% below list price
5% - 25% off list price
5% - 25% off list price
5% - 25% off list price
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VUI:UJl II CI IV CIUFIC IV. VyC I /GU/i-IUL I-'FI..V I-I1000-yVC.NJDrJL/ ILL
EXHIBIT B
INSURANCE REQUIREMENTS
Cooperative Purchase Agreement between City of Fresno (CITY) and
H.CO. Computer Products (SERVICE PROVIDER)
Software Licenses & Subscriptions
This Exhibit B shall be attached to the Cooperative Purchase Agreement and shall contain the
insurance requirements for SERVICE PROVIDER to perform the services. SERVICE
PROVIDER shall comply with the insurance requirements contained in this Exhibit.
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
The Insurance Services Office (ISO) Commercial General Liability Coverage Form
CG 00 01, providing liability coverage arising out of your business operations. The
Commercial General Liability policy shall be written on an occurrence form and
shall provide coverage for "bodily injury," "property damage" and "personal and
advertising injury" with coverage for premises and operations (including the use of
owned and non -owned equipment), products and completed operations, and
contractual liability (including indemnity obligations under the Agreement) with
limits of liability not less than those set forth under "Minimum Limits of Insurance."
2, The ISO *Commercial Auto Coverage Form CA 00 01, providing liability coverage
arising out of the ownership, maintenance or use of automobiles in the course of
your business operations. The Automobile Policy shall be written on an occurrence
form and shall provide coverage for all owned, hired, and non -owned automobiles
or other licensed vehicles (Code 1- Any Auto). If personal automobile coverage is
used, the CITY, its officers, officials, employees, agents and volunteers are to be
listed as additional insureds.
3. Workers' Compensation insurance as required by the State of California and
Employer's Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to SERVICE
PROVIDER'S profession.
5. Technology Liability (Errors and Omissions) insurance appropriate to SERVICE
PROVIDER'S profession. Coverage shall be sufficiently broad to respond to duties
and obligations as is undertaken by SERVICE PROVIDER in this agreement and
shall include but not be limited to, claims involving infringement of intellectual
property, including but not limited to infringement of copyright, trademark, trade
dress, invasion of privacy violations, information theft, damage to or destruction of
electronic information, release of private information, alteration of electronic
information, extortion and network security. The policy shall provide coverage for
breach response costs as well as regulatory fines penalties and credit monitoring
expenses.
Page 1 of 5
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MINIMUM LIMITS OF INSURANCE
SERVICE PROVIDER, or any party the SERVICE PROVIDER subcontracts with, shall maintain
limits of liability of not less than those set forth below. However, insurance limits available to
CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be
the greater of the minimum limits specified herein or the full limit of any insurance proceeds
available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage;
(ii) $1,000,000 per occurrence for personal and advertising injury;
(iii) $2,000,000 aggregate for products and completed operations; and,
(iv) $2,000,000 general aggregate.
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
3. WORKERS' COMPENSATION INSURANCE as required by the State of
California with statutory limits.
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. CYBER LIABILITY
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
6. TECHNOLOGY PROFESSIONAL LIABILITY insurance with limits of not less
than-
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate
UMBRELLA OR EXCESS INSURANCE
In the event SERVICE PROVIDER purchases an Umbrella or Excess insurance policy(ies) to
meet the "Minimum Limits of Insurance," this insurance policy(ies) shall "follow form" and afford
no less coverage than the primary insurance policy(ies). In addition, such Umbrella or Excess
insurance policy(ies) shall also apply on a primary and non-contributory basis for the benefit of
the CITY, its officers, officials, employees, agents and volunteers.
Page 2 of 5
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DEDUCTIBLES AND SELF -INSURED RETENTIONS
SERVICE PROVIDER shall be responsible for payment of any deductibles contained in any
insurance policy(ies) required herein and SERVICE PROVIDER shall also be responsible for
payment of any self -insured retentions.
(i) At no time shall CITY be responsible for the payment of any deductibles or self -
insured retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be endorsed
to contain, the following provisions:
1. CITY, its officers, officials, employees, agents and volunteers are to be covered as
additional insureds. SERVICE PROVIDER shall establish additional insured status
for the City and for all ongoing and completed operations by use of ISO Form CG
20 10 and CG 20 37 or by an executed manuscript insurance company
endorsement providing additional insured status as broad as that contained in ISO
Form CG 20 10 and CG 20 37.
2. Any available insurance proceeds in excess of the specified minimum limits and
coverage shall be available to the Additional Insured.
3. For any claims relating to this Agreement, SERVICE PROVIDER'S insurance
coverage shall be primary insurance with respect to the CITY, its officers, officials,
employees, agents and volunteers. Any insurance or self-insurance maintained by
the CITY, its officers, officials, employees, agents and volunteers shall be excess
of SERVICE PROVIDER'S insurance and shall not contribute with it. SERVICE
PROVIDER shall establish primary and non-contributory status by using ISO Form
CG 20 01 04 13 or by an executed manuscript insurance company endorsement
that provides primary and non-contributory status as broad as that contained in
ISO Form CG 20 01 04 13.
The Workers' Compensation insurance polite is to contain, or be endorsed to contain, the
following provision: SERVICE PROVIDER and its insurer shall waive any right of subrogation
against CITY, its officers, officials, employees, agents and volunteers.
If the TechnologV OR C ber Liability insurance policy is written on a claims -made form.
1. The retroactive date must be shown, and must be before the effective date of the
Agreement or the commencement of work by SERVICE PROVIDER.
2. Insurance must be maintained and evidence of insurance must be provided for at
least five (5) years after completion of the Agreement work or termination of the
Agreement, whichever occurs first, or, in the alternative, the policy shall be
endorsed to provide not less than a five (5) year discovery period.
3. If coverage is canceled or non -renewed, and not replaced with another claims -
Page 3 of 5
U UUUJ IIJ. I I M I V C I U pt; I U. L). F_ [ I L.'7/1- I UL 1 -Yl, U I -MOO U-.7 V GM0 D r J L/ ILL
made policy form with a retroactive date prior to the effective date of the Agreement
or the commencement of work by SERVICE PROVIDER, SERVICE PROVIDER
must purchase "extended reporting" coverage for a minimum of five (5) years
completion of the Agreement work or termination of the Agreement, whichever
occurs first.
4. These requirements shall survive expiration or termination of the Agreement.
All policies of insurance required herein shall not be cancelled, non -renewed, reduced in
coverage or in limits except after thirty (30) calendar days written notice by SERVICE
PROVIDER. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non -
renewal, or reduction in coverage or in limits, SERVICE PROVIDER shall furnish CITY with a
new certificate and applicable endorsements for such policy(ies). In the event any policy is due
to expire during the work to be performed for CITY, SERVICE PROVIDER shall provide a new
certificate, and applicable endorsements, evidencing renewal of such policy not less than five
(5) calendar days following the expiration date of the expiring policy.
Should any of these policies provide that the defense costs are paid within the Limits of Liability,
thereby reducing the available limits by defense costs, then the requirement for the Limits of
Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by SERVICE PROVIDER shall not be deemed to release or
diminish the liability of SERVICE PROVIDER, including, without limitation, liability under the
indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by SERVICE PROVIDER. Approval or purchase of
any insurance contracts or policies shall in no way relieve from liability nor limit the liability of
SERVICE PROVIDER, its principals, officers, agents, employees, persons under the supervision
of SERVICE PROVIDER, vendors, suppliers, invitees, consultants, sub -consultants,
subcontractors, or anyone employed directly or indirectly by any of them.
SUBCONTRACTORS - If SERVICE PROVIDER subcontracts any or all of the services to be
performed under this Agreement, SERVICE PROVIDER shall require, at the discretion of the
CITY Risk Manager or designee, subcontractor(s) to enter into a separate side agreement with
the City to provide required indemnification and insurance protection. Any required side
agreement(s) and associated insurance documents for the subcontractor must be reviewed and
preapproved by CITY Risk Manager or designee. If no side agreement is required, SERVICE
PROVIDER shall require and verify that subcontractors maintain insurance meeting all the
requirements stated herein and SERVICE PROVIDER shall ensure that CITY, its officers,
officials, employees, agents, and volunteers are additional insureds with the exception of
workers compensation and employer's liability insurance. The subcontractors' certificates and
endorsements shall be on file with SERVICE PROVIDER, and CITY, prior to commencement of
any work by the subcontractor.
VERIFICATION OF COVERAGE
SERVICE PROVIDER shall furnish CITY with all certificate(s) and applicable endorsements
effecting coverage required hereunder. All certificates and applicable endorsements are to be
received and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S
execution of the Agreement and before work commences. All non -ISO endorsements amending
Page 4 of 5
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policy coverage shall be executed by a licensed and authorized agent or broker. In the event of
a claim, and upon request of CITY, SERVICE PROVIDER shall immediately furnish City with a
complete copy of any insurance policy required under this Agreement, including all
endorsements. This requirement shall survive expiration or termination of this Agreement.
INDEMNITY
To the furthest extent allowed by law, SERVICE PROVIDER shall indemnify, hold harmless and
defend CITY and each of its officers, officials, employees, agents and volunteers from any and
all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict
liability, including but not limited to personal injury, death at any time and property damage)
incurred by CITY, SERVICE PROVIDER or any other person, and from any and all claims,
demands and actions in law or equity (including reasonable attorney's fees, litigation expenses
and cost to enforce this agreement), arising or alleged to have arisen directly or indirectly out of
performance of this Agreement. SERVICE PROVIDER'S obligations under the preceding
sentence shall apply regardless of whether CITY or any of its officers, officials, employees,
agents or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties,
forfeitures, costs or damages caused solely by the gross negligence, or caused by the willful
misconduct, of CITY or any of its officers, officials, employees, agents or volunteers.
If SERVICE PROVIDER should subcontract all or any portion of the work to be performed under
this Agreement, SERVICE PROVIDER shall require each subcontractor to indemnify, hold
harmless and defend CITY and each of its officers, officials, employees, agents and volunteers
in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Agreement.
Page 5 of 5