EXHIBIT B
Original Government Contract
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GENERAL SERVICES ADMINISTRATION Federal Supply Service
Authorized Federal Supply Schedule Price List
On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order is available through GSA Advantage!™, a menu- driven database system. The INTERNET address for GSA Advantage!™ is:
http://www.GSAAdvantage.gov.
Schedule for – Multiple Award Schedule
Benchmark Solutions, LLC
4619 N Ravenswood Ave Ste 203
Chicago, IL 60640
888-402-3624
http://benchmarkanalytics.com
Contract Administrator:
Bob Tulini
[email protected]
Contract Number:
47QTCA20D00B9
Period Covered by Contract:
June 12, 2020 through June 11, 2025
Small, Disadvantaged Business
For more information on ordering from Federal Supply Schedules click on the GSA Schedules link at www.gsa.gov
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CUSTOMER INFORMATION:
1a. Table of Awarded Special Item Number(s) with appropriate cross-reference to page numbers:
SIN SIN Description
511210 Software Licenses
OLM Order Level Materials
1b. Identification of the lowest priced model number and lowest unit price for that model for each special item number awarded in the contract. This price is the Government price based on a unit of one, exclusive of any quantity/dollar volume, prompt payment, or any other concession affecting price. Those contracts that have unit prices based on the geographic location of the customer, should show the range of the lowest price, and cite the areas to which the prices apply.
Part Number Price
CARE2 $9.87
1c. If the Contractor is proposing hourly rates a d escription of all corresponding commercial job titles, experience, functional responsibility and education for those types of employees or subcontractors who will perform services shall be provided. If hourly rates are not applicable, indicate “Not applicable” for this item.
2. Maxim um Order: $500,000
3. Minimum Order: $100.00
4. Geographic Coverage (delivery Area): 48 Sates, DC
5. Point(s) of production (city, county, and state or foreign country): Same as company address
6. Discount from list prices or statement of net price: Government net prices (discounts already deducted). See Attachment.
7. Quantity discounts: 2% Discount on Orders 1000-2499 units; 4% Discount on Orders over 2500 units
8. Prompt payment terms: Net 30 Days: Prompt payment terms cannot be negotiated out of the contractual agreement in exchange for other concessions.
9a. Notification that Government purchase cards are accepted up to the micro-purchase DocuSign Envelope ID: 8F5A6FEF-54F3-4C1B-A81F-D954356DEBE4 threshold: Yes
9b. Notification whether Government purchase cards are accepted or not accepted above the micro-purchase threshold: will accept
10. Foreign items (list items by country of origin): None
11a. Time of Delivery (Contractor insert number of days): Specified on the Task Order
11b. Expedited Delivery. The Contractor will insert the sentence “Items available for expedited
delivery are noted in this price list.” under this heading. The Contractor may use a symbol of its choosing to highlight items in its price list that have expedited delivery: Contact Contractor
11c. Overnight and 2-day delivery. The Contractor will indicate whether overnight and 2-day delivery are available. Also, the Contractor will indicate that the schedule customer may contact the Contractor for rates for overnight and 2-day delivery:
Contact Contractor
11d. Urgent Requirements. The Contractor will note in its price li st the “Urgent Requirements” clause of its contract and advise agencies that they can also contact the Contractor’s representative to effect a faster delivery: Contact Contractor
12. F.O.B Points(s ): Destination
13a. Ordering Address(es): Same as Contractor
13b. Ordering procedures: For supplies and services, the ordering procedures, inf
ormation on Blanket Purchase Agreements (BPA’s), are found in Federal Acquisition Regulation (FAR) 8.405-3
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14. Payment address(es): Same as company address
15. Warranty provision: Contractor’s standard commercial warranty.
16. Export Packing Charges (if applicable): N/A
17. Terms and conditions of Government purchase card acceptance (any thresholds above the micro-purchase level): Contact Contractor
18. Terms and conditions of rental, maintenance, and repair (if applicable): N/A
19. Terms and conditions of installation (if applicable): N/A
20. Terms and conditions of repair parts indicating date of parts price lists and any discounts from list prices (if applicable): N/A
20a. Terms and conditions for any other services (if applicable): N/A
21. List of service and distribution points (if applicable): N/A
22. List of participating dealers (if applicable): N/A
23. Preventive maintenance (if applicable): N/A
24a. Environmental attributes, e.g., recycled content, energy efficiency, and/or reduced pollutants: N/A
24b. If applicab le, indicate that S ection 508 compliance information is available on Electronic and Information Technology (EIT) supplies and services and show where full detai ls can be found (e.g. contactor’s website or other location.) The EIT standards can be found at: www.Section508.gov/.
25. Data Universal Numbering System (DUNS) number: 117165800
26. Notification regarding registration in System for Award Management (SAM) database: Registered
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27. Final Pricing:
The rates shown below include the Industrial Funding Fee (IFF) of 0.75%.
GSA Pricing
PART NUMBER
DESCRIPTION
PRICE OFFERED TO
GSA (including IFF)
BMS1 Benchmark Management System Sworn $98.74
BMS2 Benchmark Management System Non-Sworn $49.37
FS1 FirstSign Sworn $48.36
FS2 FirstSign Non-Sworn $9.87
CARE1 Case Action Response Engine Sworn $48.36
CARE2 Case Action Response Engine Non-Sworn $9.87
OP1 Officer Profile $29.92
LMS1 Training - LMS $29.92
FTO1 Training - FTO $29.92
UoF1 Use of Force $29.92
IA1 Internal Affairs $29.92
CE1 Community Engagement $29.92
PE1 Performance Evaluation $29.92
Int1 Integration - Existing $957.18
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June 10, 2020
U.S. General Services Administration
Center for IT Schedule Operations (QT2F1BA)
ATTN: Rena Willis, Contracting Officer
1800 F Street,
Washington, DC 20405
Re: Benchmark Solutions, LLC’s Final Proposal Revision for IT Schedule 70 Offer Number #e s576865 (SINs 511210)
Dear Ms. Christina Graham:
Discussions between the General Services Administration (GSA) and Benchmark Solutions, LLC regarding the proposal submitted in response to solicitation 47QSMD20R0001 (Refresh 02, June 10, 2020) for an IT Schedule 70 Award, have concluded. Your Final Proposal Revision is subject to the Late Submissions, Modifications, and Withdrawals of Proposals provision of this solicitation.
Your offer may be rejected if you fail to meet the timeframe established. The Government intends to make award without obtaining further revisions. The FPR must be signed by the person authorized to sign the offer and must include, for comparison purposes, the following elements:
1. Benchmark Solutions, LLC takes the following exceptions to the terms and conditions of the contract: None.
2. The following Special Item Numbers (SINs) were proposed: SIN 511210
3. Benchmark Solutions, LLC confirms that the EPA clause for the Base Period and Option Periods will be under clause 552.216-70, based on a commercial pricelist.
Benchmark Solutions, LLC confirms that the following chart reflects all agreed upon pricing, whether accepted as proposed or negotiated. The data also includes other proposed or negotiated discounts, e.g. volume discounts, prompt payment terms, etc. Benchmark Solutions, LLC understands that the Industrial Funding Fee must be set aside for remittance to GSA on a quarterly basis. The Industrial Funding Fee (IFF) is a separate collection mechanism and any increase or decrease in the fee does not change the price discount relationship stated above.
The current IFF is .75% and should be calculated as follows:
Negotiated price divided by (1 minus .0075) which equates to Negotiated price divided by 0.9925. Example: ($100,000 / 0.9925) = $100,755.67
Element Government MFC
a. Basic Discount Terms
--SINS 511210
511210: 1-5%
0%
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Quality Volume discount
--SINS 511210
--SINS 511210
2% for 1000 -2499
units
and will always be 1-
5% greater than MFC
2% 2500 units and
over and will always
be 1-5% greater than
MFC
b. F.O.B. Shipping Terms
None None
c. Payment Terms
(Net and Prompt Pay)
NET 30 Days
None
d. Delivery Terms
NEGOTIATED AT
TIME OF ORDER
NEGOTIATED AT
TIME OF ORDER
e. Expedited Delivery Terms
(Number of days/hours)
NEGOTIATED AT
TIME OF ORDER
NEGOTIATED AT
TIME OF ORDER
f. Warranty Terms
N/A N/A
g. Quantity / Volume Discount
(Terms & method of calculation)
(+ or /)
2% off orders of
1000-2499 units;
4% off orders of 2500
or more units
None
h. Minimum Order
$100 None
i. Restocking Policy (if applicable)
N/A N/A
Benchmark Solutions, LLC confirms that the following chart reflects GSA awarded pricing Inclusive of IFF.
Based upon pricelist: Benchmark Solutions, LLC Commercial Pricelist (Effective January 2019)
4. Benchmark Solutions, LLC hereby confirms that any contractor travel required in the performance of this contract and orders placed hereunder must comply with the Joint Travel Regulations, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all contractor travel. Benchmark Solutions, LLC understands that contractors cannot use GSA city pair contracts and that the contractor shall not add the Industrial Funding Fee onto travel costs.
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5. Benchmark Solutions, LLC understands that the contract administrator is responsible for overall compliance with contract clauses. The contractor's designation of representatives to handle certain functions under this contract does not relieve the contract administrator of responsibility for compliance in these areas. Therefore, any contract compliance issues, including those concerning compliance with contract clauses, may be addressed directly to the contract administrator:
Contract Administrator:
POC: Chris Casula, Executive Director of Sales and Partnerships Phone: (414) 308-0768
Email: [email protected]
6. Benchmark Solutions, LLC confirms all commercial business practices have been fully disclosed and are current, accurate and complete as of the conclusion of negotiations.
7. Benchmark Solutions, LLC hereby confirms that we have an adequate and auditable recording system capable of sales tracking and submission of the IFF.
Provide Company’s Final Proposal Revision by the 2:00 pm, 6/11/2020. The General Services Administration intends to make award without obtaining further revisions. Any revisions submitted after the noted due date will not be considered unless an extension was granted.
Sincerely,
______________________________________ ________________
PLEASE INSERT SIGNATURE BLOCK HERE DATE
06-10-2020
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EXHIBIT C
City’s Insurance
and Indemnity
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Indemnification
To the furthest extent allow by law, Vendor shall defend, indemnify and hold harmless the Client from and against any and all direct and indirect claims, losses, liabilities, damages, costs and expenses (including losses and costs incurred by Client and any reasonable attorney's fees and costs) which arising from Vendor's negligence or willful misconduct; a breach of Vendor’s confidentiality (information not of public record) obligations arising from Vendor’s negligence or willful misconduct; or Vendor’s violation of a law applicable to Vendor’s performance under the contract.
To the furthest extent allowed by Law, Vendor shall indemnify, defend, and hold harmless Client from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Client resulting from any third-party claim, suit, action, or proceeding (“Third-Party Claim”) that the Services, or any use of the Services in accordance with this Agreement, infringes or misappropriates such third-party’s valid U.S. patent or copyright, provided that Client promptly notifies Vendor in writing of the claim, cooperates with Vendor, and allows Vendor sole authority to control the defense and settlement of such claim. If such a claim is made or appears possible, Client agrees to permit Vendor, at Vendor’s sole discretion, to (i) modify or replace the Services, or component or part thereof, to make it non-infringing, or (ii) obtain the right for Client to continue use. This Section will not apply to the extent that the alleged infringement arises from: (i) use of the Services in combination with data, software, or technology not provided by Vendor or authorized by Vendor in writing; (ii) modifications to the Services not made by Vendor; (iii) failure to timely implement any modifications, upgrades, replacements or enhancements made available to Client by or on behalf of Vendor; or (iv) Client Data or any other Client materials.
If Vendor should subcontract all or any portion of the services to be performed under this Agreement, Vendor shall require each subcontractor to indemnify, hold harmless and defend Client, its officers, officials, employees, agents and volunteers in accordance with this paragraph.
THIS SECTION SETS FORTH CLIENT’S SOLE REMEDIES AND VENDOR’S
SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR
ALLEGED CLAIMS THAT THE SERVICES INFRINGE, MISAPPROPRIATE, OR
OTHERWISE VIOLATE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD- PARTY.
This section shall survive termination or expiration of this Agreement.
DocuSign Envelope ID: 8F5A6FEF-54F3-4C1B-A81F-D954356DEBE4 Insurance Requirements
Coverage shall be at least as broad as:
1. The most current version of 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, without limitation, indemnity obligations under the Agreement) with limits of liability not less than those set forth under “Minimum Limits of Insurance.”
2. The most current version of 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, emp loyees, 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. Technology Liability (Errors and Omissions) insurance appropriate to VENDOR’S profession. Coverage shall be sufficiently broad to respond to duties and obligations as is undertaken by Vendor 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 with limits sufficient to respond to these obligations.
MINIMUM LIMITS OF INSURANCE
DocuSign Envelope ID: 8F5A6FEF-54F3-4C1B-A81F-D954356DEBE4 VENDOR, or any party the VENDOR 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 applying separately to the work performed under the Agreement.
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. TECHNOLOGY PROFESSIONAL LIABILITY insurance with limits of not less than:
(i) $2,000,000 per claim/occurrence; and,
(ii) $4,000,000 policy aggregate
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UMBRELLA OR EXCESS INSURANCE
In the event VENDOR 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.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
VENDOR shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and VENDOR shall also be responsible for payment of any self-insured retentions. Any deductibles or self-insured retentions must be declared to on the Certificate of Insurance, and approved by, the CITY’S Risk Manager or his/her designee. At the option of the CITY’S Risk Manager or his/her designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self-insured retentions as respects CITY, its officers, officials, employees, agents and volunteers; or
(ii) VENDOR shall provide a financial guarantee, satisfactory to CITY’S Risk Manager or his/her designee, guaranteeing payment of losses and related investigations, claim administration and defense expenses. 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 officer s, officials, employees, agents and volunteers are to be covered as additional insureds. VENDOR shall establish additional insured status for the City and for all ongoing and completed operations by use of ISO Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 or by an executed manuscript insurance company endorsement providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85.
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2. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, officials, employees, agents and volunteers.
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, VENDOR’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 VENDOR’S insurance and shall not contribute with it. VENDOR 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 st atus as broad as that contained in ISO Form CG 20 01 04 13.
The Workers’ Compensation insurance policy is to contain, or be endorsed to contain, the following provision: VENDOR and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and volunteers.
If the Technology and Professional Liability insurance policy(ies) are 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 VENDOR.
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-made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by VENDOR, VENDOR 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. A copy of the claims reporting requirements must be submitted to CITY for review.
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5. These requirements shall survive expiration or termination of the Agreement.
All policies of insurance required herein shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by certified mail, return receipt requested, has been given to CITY. VENDOR is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, VENDOR 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, VENDOR shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to 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 VENDOR shall not be deemed to release or diminish the liability of VENDOR, 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 VENDOR. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of VENDOR, its principals, officers, agents, employees, persons under the supervision of VENDOR, vendors, suppliers, invitees, consultants, sub-contractors, or anyone employed directly or indirectly by any of them.
SUBCONTRACTORS - If VENDOR subcontracts any or all of the services to be performed under this Agreement, VENDOR 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, VENDOR will be solely responsible for ensuring that it’s subcontractor maintain insurance coverage at levels no less than those required by applicable law and is customary in the relevant industry.
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VERIFICATION OF COVERAGE
VENDOR 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 policy coverage shall be executed by a licensed and authorized agent or broker. Upon request of CITY, VENDOR shall immediately furnish City with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement.
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