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TIPS VENDOR AGREEMENT Between_____________ and (Company Name) THE INTERLOCAL PURCHASING SYSTEM (TIPS), a Department of Texas Education Service Center Region 8 for TIPS RFP 221003 Electronics, Appliances and Associated Goods and Services General Information cooperative purchasing program authorized by the Region 8 Education Service Center, having its principal place of business at 4845 US Hwy 271 North, Pittsburg, Texas 75686 and the TIPS Vendor. This Agreement consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth shall control unless otherwise agreed by the parties in writing and by signature and date on the attachment. A Purchase Order proceed with the negotiated delivery order under the Agreement. Special terms and conditions as agreed between the Vendor and TIPS Member should be added as addendums to the Purchase Order, Agreement or Contract. Items such as certificate of insurance, bonding requirements, small or disadvantaged business goals are some, but not all, of the possible addendums. Terms and Conditions FreightAll quotes to Members shall provide a line item for cost for freight or shipping regardless if there is a charge or not. If no charge for freight or shipping, indicate by stating No Charge, included in price or other similar indication. Otherwise, all shipping, freight or delivery changes shall be passed through to the TIPS Member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative shipping terms are agreed by TIPS as a result of the proposal award. Shipping method is determined by the vendor and the Member/Customer at the time of the quote/purchase by the Member/Customer and satisfactory shipping methods and costs are agreed upon at that time. Warranty Conditions All new supplies equipment and services shall include manufacturer's minimum standard warranty unless otherwise agreed to in writing. Vendor shall be legally permitted to sell all products offered for sale to TIPS Members if the offering is included in the Request for Proposal category. All goods proposed and sold shall be new unless clearly stated in writing. Customer Support TIPS Vendor Agreement 021522_sr Page 2
The Vendor shall provide timely and accurate customer support for orders to TIPS Members as agreed by the Parties. Vendors shall respond to such requests within a commercially reasonable time after receipt of the request. If support and/or training is a line item sold or packaged with a sale, support shall be as agreed with the TIPS Member.Agreements Agreements for purchase will normally be put into effect by means of a contract, agreement, or purchase order(s) executed by authorized agents of the TIPS Member participating government entities, but other means of placing an order mon. Vendor accepts and understands that when a purchase order or similar purchase document is sent from a customer through TIPS to the Vendor, TIPS is recording the purchase and verifying whether the purchase is within the parameters of the TIPS Contract only. Vendor agrees that TIPS is not a legal party to the purchase order or similar purchase document and TIPS is not responsible for identifying fraud, mistakes, or misrepresentations for the specific order. Vendor agrees that any purchase order or similar purchase document issued from a customer to Vendor, even when processed through TIPS, constitutes a legal contract between the customer and Vendor only. A Vendor that accepts a purchase order or similar purchase document and fulfills an order, even when processed through TIPS, is representing that the vendor has carefully reviewed the purchase order or similar purchase document for legality, authenticity, and accuracy. Tax exempt status Most TIPS Members are tax exempt and the related laws and/or regulations of the controlling jurisdiction(s) of the TIPS Member shall apply. Assignments of Agreements No assignment of this Agreement may be made without the prior notification of TIPS. Written approval of TIPS shall not be unreasonably withheld. Payment for delivered goods and services can only be made to the awarded Vendor, Vendor designated reseller or vendor assigned company, where permitted by TIPS. Disclosures Vendor and TIPS affirm that they, or any authorized employees or agents, have not given, offered togive, nor intend to give at any time hereafter any economic opportunity, future employment, gift, loan,gratuity, special discount, trip, favor or service to a public servant in connection with this Agreement.Vendor shall attach, in writing, a complete description of any and all relationships that might beconsidered a conflict of interest in doing business with the TIPS program.The Vendor affirms that, to the best of his/her knowledge, the offer has been arrived atindependently, and is submitted without collusion with anyone to obtain information or gain anyfavoritism that would in any way limit competition or give an unfair advantage over other vendors inthe award of this Agreement.Term of Agreement and Renewals The Agreement with TIPS is for approximately three years with an option for renewal for an additional one consecutive year. If TIPS offers the renewal extension year, the Vendor will be notified by email to the primary contact of the awarded Vendor and shall be deemed accepted by the Vendor unless the awarded Vendor notifies TIPS of its objection to the additional term in writing. TIPS may or may not exercise some or all of the available extension(s) provided in the original solicitation beyond the base three-year term. Whether or not to offer some TIPS Vendor Agreement 021522_sr Page 3
or all of the extension is at the sole discretion of TIPS. Regardless of actual award/effective date of Contract, for Example: extended negotiations delay award until June 27, 2022, t-(which is subject to an extension(s)) will still be May 31, 2025 for purposes of this example. Example: In this example, if the original term is approximately three years, and the solicitation provides an anticipated award date of May 22, 2022, the expiration date of the original three-year term shall be May 31, 2025 for purposes of this example. Extensions: Any extensions of the original term shall begin on the next day after the day the original term expires unless otherwise specified. Example Following the Previous Example: In this example, if TIPS offers a one-year extension, the expiration of the extended term shall be May 31, 2026 unless otherwise specified. TIPS may offer to extend Vendor Agreements to the fullest extent the original Solicitation permits. Automatic Renewal Clauses Incorporated in Awarded Vendor Agreements with TIPS Members Resulting from the Solicitation and with the Vendor Named in this Agreement. No Agreement for goods or services with a TIPS Member by the awarded vendor named in this Agreement that results from the solicitation award named in this Agreement, may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply. All renewal terms incorporated in an Agreement by the vendor with the TIPS Member shall only be valid and enforceable when the vendor receives written confirmation by purchase order, executed Agreement or other written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a period in which the governing body of the TIPS Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. This term is not negotiable and any Agreement between a TIPS Member and a TIPS awarded vendor with an automatic renewal clause that conflicts with these terms is rendered void and unenforceable. Shipments The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated, the Vendor shall notify TIPS Member as to why delivery is delayed and shall provide an estimated time for completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is not acceptable or not as agreed by the parties. Invoices Each invoice or pay request shall include the order number or other identifying designation as provided in the order by the TIPS Member. If applicable, the TIPS Vendor Agreement 021522_sr Page 4
shipment tracking number or pertinent information for verification of TIPS Member receipt shall be made available upon request. PaymentsThe TIPS Member will make payments directly to the Vendor, the Vendor Assigned Dealer or as agreed by the Vendor and the TIPS Member after receiving invoice and in compliance with applicable payment statute(s), whichever is the greater time or as otherwise provided by an agreement of the parties. Pricing Price increases will be honored according to the terms of the solicitation and vendor proposal. All pricing submitted to TIPS shall include the participation fee, as provided in the solicitation, to be remitted to TIPS by the Vendor. Vendor will not show adding the fee to the invoice presented to TIPS Member customer. Participation Fees and Reporting of Sales to TIPS by Vendor The Participation Fee that was published as part of the Solicitation and the fee published is the legally effective fee, along with any fee conditions stated in the Solicitation. Collection of the fees by TIPS is required under Texas Government Code §791.011 Et seq. Fees are due on all TIPS purchases reported by either Vendor or Member. Fees are due to TIPS upon payment by the Member to the Vendor, Reseller or Vendor Assigned Dealer. Vendor, Reseller, or Vendor Assigned Dealer agrees that the participation fee is due to TIPS for all Agreement sales immediately upon receipt of payment including partial payment, from the Member Entity and must be paid to TIPS at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently, or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Thus, when an awarded Vendor, Reseller or Vendor Assigned Dealer receives any amount of payment, even partial payment, for a TIPS sale, the legally effective fee for that amount is immediately due to TIPS from the Vendor and fees due to TIPS should be paid at least on a monthly basis, specifically within 31 calendar days of receipt of payment, if not more frequently. Reporting of Sales to TIPS by Vendor Vendor is required to report all sales under the TIPS contract to TIPS. When a public entity initiates a purchase with a TIPS Awarded Vendor, if the Member inquires verbally or in writing whether the Vendor holds a TIPS Contract, it is the duty of the Vendor to verify whether or not the Member is seeking a TIPS purchase. Once verified, the Vendor must include the TIPS Contract number on any communications and related sales documents exchanged with the TIPS Member entity. To report sales, the Vendor must login to the TIPS Vendor Portal online at https://www.tips-usa.com/vendors_form.cfm 3-7 of the Vendor Portal User Guide will walk you through the process of reporting sales to TIPS. Please refer to the TIPS for more information about reporting sales and if you have further questions, contact the Accounting Team at [email protected]. The Vendor or vendor assigned dealers are responsible for keeping record of all sales that go through the TIPS Agreement and submitting same to TIPS. Failure to properly report or render the participation fee to TIPS shall constitute a breach of this agreement with our parent governmental entity, Texas Education Service Center Region 8, as established by the Texas legislature and shall be grounds for termination of this agreement and any other agreement held with TIPS and possible legal action. Any overpayment of participation fees to TIPS by a Vendor will be refunded to the Vendor within ninety (90) days of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six (6) months from the date of overpayment and TIPS determines that the amount was not legally due to TIPS pursuant to this agreemenresponsibility to identify which sales are TIPS Agreement sales and pay the correct participation fee due for TIPS Agreement sales. Any notification of overpayment received by TIPS after the expiration of six (6) months from the date of overpayment will be non-refundable. Region 8 ESC and TIPS reserve the right to extend the TIPS Vendor Agreement 021522_sr Page 5
six (6) month deadline to notify if approved by the Region 8 ESC Board of Directors. TIPS reserves all rights under the law to collect the fhave questions about paying fees.Indemnity The Vendor agrees to indemnify and hold harmless and defend TIPS, TIPS Member(s), officers and employees from and against all claims and suits by third parties for damages, injuries to persons (including death), property damages, losses, and expenses including court costs and reasonable attorne fees, arising out of, or resulting from, Vendos performance under this Agreement, including all such causes of action based upon common, constitutional, or statutory law, or based in whole or in part, upon allegations of negligent or intentional acts on the part of the Vendor, its officers, employees, agents, subcontractors, licensees, or invitees. Parties found liable shall pay their proportionate share of damages as agreed by the parties or as ordered by a court of competent jurisdiction over the case. NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS/ESC REGION 8. Per Texas Education Code §44.032(f), and pursuant to its requiremre recoverable by the prevailing party in any dispute resulting in litigation. State of Texas Franchise Tax By signature hereon, the Vendor hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171, Tax Code. Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time. Purchase Order Pricing/Product Deviation If a deviation of pricing/product on a Purchase Order or contract modification occurs between the Vendor and the TIPS Member, TIPS must be notified within five (5) business days of receipt of change order. Termination for Convenience of TIPS Agreement Only TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty (30) days prior written notice. Termination for convenience is conditionally required under Federal Regulations 2 CFR part 200 if the customer is using federal funds for the procurement. All purchase orders presented to the Vendor, but not fulfilled by the Vendor, by a TIPS Member prior to the actual termination of this agreement shall be honored at the option of the TIPS Member. The awarded Vendor may terminate the agreement with ninety (90) days prior written notice to TIPS 4845 US Hwy North, Pittsburg, Texas 75686. The vendor will be paid for goods and services delivered prior to the termination provided that the goods and services were delivered in accordance with the terms and conditions of the terminated agreement. This termination clause does not affect the sales agreements executed by the Vendor and the TIPS Member customer pursuant to this agreement. TIPS Members may negotiate a termination for convenience clause that meets the needs of the transaction based on applicable factors, such as funding sources or other needs.TIPS Member Purchasing Procedures Usually, purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and TIPS Vendor Agreement 021522_sr Page 6
should indicate on the order that the purchase is per the applicable TIPS Agreement Number. Orders are typically emailed to TIPS at [email protected]. Awarded Vendor delivers goods/services directly to the participating member.Awarded Vendor invoices the participating TIPS Member directly. Awarded Vendor receives payment directly from the participating member. Fees are due to TIPS upon payment by the Member to the Vendor. Vendor agrees to pay the participation fee to TIPS for all Agreement sales upon receipt of payment including partial payment, from the Member Entity or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Licenses Awarded Vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits required for the operation of the business conducted by awarded Vendor. Awarded Vendor shall remain reasonably fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of goods or services under the Agreement. TIPS and TIPS Members reserves the right to stop work and/or cancel an order or terminate this or any other sales Agreement of any awarded Vendor whose license(s) required for performance under this Agreement have expired, lapsed, are suspended or terminated subject to a y cure period unless prohibited by applicable statue or regulation. Novation If awarded Vendor sells or transfers all assets, rights or the entire portion of the assets or rights required to perform this Agreement, a successor in interest must guarantee to perform all obligations under this Agreement. A simple change of name agreement will not change the Agreement obligations of awarded vendor. TIPS will consider Contract Assignments on a case by case basis. TIPS must be notified within five (5) business days of the transfer of assets or rights. Site Requirements (only when applicable to service or job) Cleanup: When arded Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by TIPS Member or as agreed by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition. Preparation: Awarded Vendor shall not begin a project for which TIPS Member has not prepared the site, unless awarded Vendor does the preparation work at no cost, or until TIPS Member includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar preinstallation requirements. Registered sex offender restrictions: For work to be performed at schools, awarded Vendor agrees that no employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are, or reasonably expected to be, present unless otherwise agreed by the TIPS Member. Awarded Vendor agrees that a violation of this condition shall be considered a material breach and Awarded Vendor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. Safety Measures Awarded Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor TIPS Vendor Agreement 021522_sr Page 7
shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.Smoking Persons working under Agreement shall adhere to the TIPS Members or local smoking statutes, codes or policies. Marketing Awarded Vendor agrees to allow TIPS to use their name and logo within TIPS website, marketing materials and advertisement subject to any reasonable restrictions provided to TIPS in the Proposal to the Solicitation. The Vendor may submit an acceptable use directive TIPS agrees to comply. Any use of TIPS name and logo or any form of publicity, inclusive of press release, regarding this Agreement by awarded vendor must have prior approval from TIPS which will not be unreasonably Supplemental Agreements The TIPS Member entity participating in the TIPS Agreement and awarded Vendor may enter into a separate Supplemental Agreement or contract to further define the level of service requirements over and above the minimum defined in this Agreement such as but not limited to, invoice requirements, ordering requirements, specialized delivery, etc. Any Supplemental Agreement or contract developed as a result of this Agreement is exclusively between the TIPS Member entity customer and the Vendor. TIPS, its agents, TIPS Members and employees not a party to the Supplemental Agreement with the TIPS Member customer, shall not be made party to any claim for breach of such agreement unless named and agreed by the Party in question in writing in the agreement. If a Vendor submitting a Proposal requires TIPS and/or TIPS Member to sign an additional agreement, those agreements shall comply with the award made by TIPS to the Vendor. SupplemeVendor unless and until an authorized representative of TIPS reviews and approves it. TIPS review and approval may be at any time during the life of this Vendor Agreement. TIPS permits TIPS Members to negotiate additional terms and conditions with the Vendor for the provision of goods or services under the Survival Clause All applicable sales, leases, Supplemental Agreements, contracts, software license agreements, warranties or service agreements that were entered into between Vendor and TIPS or the TIPS Member Customer under the terms and conditions of this Agreement shall survive the expiration or termination of this Agreement. All Orders, Purchase Orders issued or contracts executed by TIPS or a TIPS Member and accepted by the Vendor prior to the expiration or termination of this agreement, shall survive expiration or termination of the Agreement, subject to previously agreed terms and conditions agreed by the parties or as otherwise specified herein relating to termination of this agreement. Legal obligations It is the responding Ven responsibility to be aware of and comply with all local, state and federal laws governing the sale of products/services identified in the applicable Solicitation that resulted in this Vendor Agreement and any awarded Agreement thereof. Applicable laws and regulations must be followed even if not specifically identified herein. Audit rights TIPS Vendor Agreement 021522_sr Page 8
Due to transparency statutes and public accountability requirements of TIPS and TIPS Members, the awarded Vendor shall, at their sole expense, maintain appropriate due diligence of all purchases made by TIPS Member that utilizes this Agreement. TIPS and Region 8 ESC each reserve the right to audit theaccounting of TIPS related purchases for a period of three (3) years from the time such purchases are made.This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. In order to ensure and confirm compliance with this agreement, TIPS shall have authority to conduct audits of Awarded Vendo pricing or TIPS transaction documentation with TIPS Members with 30 dayer or by a Government Agency with authority to do so without notice. Notwithstanding the foregoing, in the event that TIPS is made aware of any pricing being offered to eligible entities that is materially inconsistent with the pricing under this agreement, TIPS shall have the ability to conduct the audit internally or may engage a thiry auditing firm to investigate any possible no compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event of an audit, the requested materials shall be reasonably provided in the time, format and at the location acceptable to Region 8 ESC or TIPS. TIPS agrees not to perform a random audit the TIPS transaction documentation more than once per calendar year, but reserves the right to audit for just cause or as required by any governmental agency or court with regulatory authority over TIPS or the TIPS Member. Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Titus County, Texas.
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Project Delivery Order Procedures The TIPS Member having approved and signed an interlocal agreement, or other TIPS Membership document, may make a request of the awarded Vendor under this Agreement when the TIPS Member desiresgoods or services awarded to the Vendor. Notification may occur via phone, the web, courier, email, fax, orin person. Upon notification of a pending request, the awarded Vendor shall acknowledge the TIPS Membes request as soon as possible, but must make contact with the TIPS Member within two working days.Status of TIPS Members as Related to Vendors Contract Information TIPS Members stand in the place of TIPS as related to this agreement and have the same access to the proposal information and all related documents. TIPS Members have all the same rights under the awarded Agreement as TIPS. ated to This Agreement under this Agreement shall comply with all terms and conditions of this agreement and all addenda or incorporated documents. All actions related to sales by Authorized awarded Vendor. If Resellers fail to report sales to TIPS under your Agreement, the awarded Vendor is responsible for their contractual failures and shall be billed for the fees. The awarded Vendor may then recover the fees from their named reseller as the law allows. Support Requirements If there is a dispute between the awarded Vendor and TIPS Member, TIPS or its representatives may, at TIPS sole discretion, assist in conflict resolution if requested by either party. TIPS, or its representatives, reserve the right to inspect any project aeither party, TIPS shall comply to the extent permitted by law. Incorporation of Solicitation The TIPS Solicitation which resulted in this Vendor Agreement, whether a Request for Proposals, the Request to same, and all associated documents and forms made part of the solicitation process, including any addenda, are hereby incorporated by reference into this Agreement as if copied verbatim. SECTION HEADERS OR TITLES THE SECTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GUIDES FOR CONVENIENCE AND ARE NOT FOR CLASSIFICATION OR LIMITING OF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT. STATUTORY REQUIREMENTS Texas governmental entities are prohibited from doing business with companies that fail to certify to this condition as required by Texas Government Code Sec. 2270. By executing this agreement, you certify that you are authorized to bind the undersigned Vendor and that your company (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. You certify that your company is not listed on and does not and will not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per Texas Gov't Code 2270.0153 found at https://comptroller.texas.gov/purchasing/docs/foreignterrorist.pdf TIPS Vendor Agreement 021522_sr Page 10
You certify that if the certified statements above become untrue at any time during the life of this Agreement that the Vendor will notify TIPS within three (3) business day of the change by a letter onletterheadfrom and signed by an authorized representative of the Vendor stating the nocompliance decision and theTIPS Agreement number and description at: Attention: General Counsel ESC Region 8/The Interlocal Purchasing System (TIPS) 4845 Highway 271 North Pittsburg, TX,75686 And by an email sent to [email protected] Insurance Requirements The undersigned Vendor agrees to maintain the below minimum insurance requirements for TIPS Contract Holders: General Liability $1,000,000 each Occurrence/ Aggregate Automobile Liability $300,000 Includes owned, hired & Workers' Compensation Statutory limits for the jurisdiction in which the Vendor performs under this Agreement. Umbrella Liability $1,000,000 When the Vendor or its subcontractors are liable for any damages or claims, the policy, when the Vendor is responsible for the claim, must be primary over any other valid and collectible insurance carried by the Member. Any immunity available to TIPS or TIPS Members shall not be used as a defense by the contractor's insurance policy. The coverages and limits are to be considered minimum requirements and in no way limit the liability of the Vendor(s). Insurance shall be written by a carrier with an VII or better rating in accordance with current A.M. Best Key Rating Guide. Only deductibles applicable to property damage are acceptable, unless proof of retention funds to cover said deductibles is provided. "Claims made" policies will not be accepted. minimum coverage shall not be suspended, voided, cancelled, norenewed or reduced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except after thirty (30) days prior written notice by certified mail, return receipt requested has been given to TIPS or the TIPS Member if a project or pending delivery of an order is ongoing. Upon request, certified copies of all insurance policies shall be furnished to the TIPS or the TIPS Member. Special Terms and Conditions Orders: All Vendor orders received from TIPS Members must be emailed to TIPS at [email protected]. Should a TIPS Member send an order directly to the Vendor, it is the Vend responsibility to forward a copy of the order to TIPS at the email above within 3 business days and confirm its receipt with TIPS. Vendor Encouraging Members to bypass TIPS agreement: Encouraging TIPS Members to purchase directly from the Vendor or through another agreement, when the Member has requested using the TIPS cooperative Agreement or price, and thereby bypassing the TIPS Agreement is a violation of the terms and conditions of this Agreement and will result in removal of the Vendor from the TIPS Program.
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Order Confirmation: All TIPS Member Agreement orders are approved daily by TIPS and sent to theVendor. The Vendor should confirm receipt of orders to the TIPS Member (customer) within 3business days.Vendor custom website for TIPS: If Vendor is hosting a custom TIPS website, updated pricing wheneffective. TIPS shall be notified when prices change in accordance with the award.Back Ordered Products: If product is not expected to ship within the time provided to the TIPSMember by the Vendor, the Member is to be notified within 3 business days and appropriate actiontaken based on customer request.The TIPS Vendor Agreement Signature Page is inserted here.
State ZipFaxCompany Name Address CityPhoneEmail of Authorized Representative Name of Authorized Representative Title Signature of Authorized RepresentativeDate TIPS Authorized Representative Name Title TIPS Authorized Representative SignatureApproved by ESC Region 8 Date
221003GoTo Communications, Inc.Supplier ResponseEvent InformationNumber: 221003Title: Electronics, Appliances and Associated Goods and ServicesType: Request for ProposalIssue Date: 10/6/2022Deadline: 11/17/2022 03:00 PM (CT)Notes:I F Y O U C U R R E N T L Y H O L D T I P S C O N T R A C T191003 ELECTRONICS AND APPLIANCES, GOODS ANDSERVICES ("191003" ) , Y O U M U S T R E S P O N D T O T H I SSOLICITATION TO PREVENT LAPSE OF CONTRACT UNLESSYOU HOLD ANOTHER CURRENT TIPS CONTRACT THATC O V E R S A L L O F Y O U R E L E C T R O N I C / A P P L I A N C EOFFERINGS. THIS AWARDED CONTRACT WILL REPLACEYOUR EXPIRING TIPS CONTRACT 191003.IF YOU HOLD ANOTHER TIPS CONTRACT OTHER THAN191003 W H I C H C O V E R S A L L O F Y O U RELECTONIC/APP LI ANCE OFFERI NG S AND YO U ARESATISFIED WITH IT, THERE IS NO NEED TO RESPOND TO THISC O N T R A C T U N L E S S Y O U P R E F E R T O H O L D B O T HCONTRACTS.Vendor: GoTo Communications, Inc. 221003Page 1 of 32 pages Contact InformationAddress:Region 8 Education Service Center4845 US Highway 271 NorthPittsburg, TX 75686Phone: +1 (866) 839-8477Email: [email protected] Vendor: GoTo Communications, Inc. 221003Page 2 of 32 pages GoTo Communications, Inc. InformationContact: Kurt SnodgrassAddress: 2570 West 600 NorthLindon, UT 84042Phone: (781) 850-1433Fax: (781) 850-1433Toll Free: (866) 768-5429Email: [email protected] Address: www.jive.comBy submitting your response, you certify that you are authorized to represent and bind your company.Kurt A. Snodgrass [email protected] EmailSubmitted at 11/16/2022 02:29:01 PM (CT)Requested AttachmentsAgreement Signature Form221003 Agreement Signature Form.pdfIf you have not taken exception or deviation to the agreement language in the solicitation attributes, download theAGREEMENT SIGNATURE FORM from the "ATTACHMENTS" tab. This PDF document is a fillable form. Download thedocument to your computer, fill in the requested company information, print the file, SIGN the form, SCAN thecompleted and signed AGREEMENT SIGNATURE FORM, and upload here.If you have taken exception to any of the agreement language and noted the exception in the deviations section of theattributes for the agreement, complete the AGREEMENT SIGNATURE FORM, but DO NOT SIGN until those deviationshave been negotiated and resolved with TIPS management. Upload the unsigned form here, because this is arequired document.All Other CertificatesNo responseAll Other Certificates (if applicable) must be scanned and uploaded. If vendor has more than one other certificationscan into one document. (PDF Format ONLY)DO NOT UPLOAD encrypted or password protected files.Pricing Form 2221003 Pricing Form 2 (GoTo).xlsxThe vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requestedinformation and upload the completed spreadsheet.DO NOT UPLOAD encrypted or password protected files.Reference Form221003 Reference_Form.xlsThe vendor must download the References spreadsheet from the attachment tab, fill in the requested information andupload the completed spreadsheet. DO NOT UPLOAD encrypted or password protected files.Conflict of Interest Form CIQ- ONLY REQUIRED IF A CONFLICT EXISTS PER THEINSTRUCTIONSNo responseONLY REQUIRED IF A CONFLICT EXISTS PER THE INSTRUCTIONSConflict of Interest Form for Vendors that are required to submit the form. The Conflict of Interest Form is included inthe Base documents or can be found at https://www.tips-usa.com/assets/documents/docs/CIQ.pdf.Proposed Goods and ServicesProposed Goods and Services.pdfPlease upload one or more documents or sheets describing your offerings, line cards, catalogs, links to offerings ORlist links to your offerings that illustrate the catalog of proposed lines of goods and or services you carry and offerunder this proposal. It does not have to be exhaustive but should, at a minimum tell us what you are offering. It couldbe as simple as a sheet with your link to your online catalog of goods and services.Vendor: GoTo Communications, Inc. 221003Page 3 of 32 pages D/M/WBE Certification OPTIONALNo responseD/M/WBE Certification documentation may be scanned and uploaded if you desire to claim your status as one of theidentified enterprises. (Disadvantaged Business Enterprise, Minority Business Enterprise and/or Woman BusinessEnterprise) If vendor has more than one certification scan into one document. (PDF Format ONLY)DO NOT UPLOAD encrypted or password protected files.WarrantyWarranty.pdfWarranty information (if applicable) must be scanned and uploaded. (PDF Format ONLY)DO NOT UPLOAD encrypted or password protected files.Vendor Agreement221003 Vendor Agreement.pdfThe vendor must download the Vendor Agreement from the attachment tab, fill in the requested information andupload the completed agreement.DO NOT UPLOAD encrypted or password protected files.Pricing Form 1221003 Pricing Form 1 (GoTo).xlsxThe vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requestedinformation and upload the completed spreadsheet.DO NOT UPLOAD encrypted or password protected files.SupplementarySupplementary.pdfSupplementary information may be scanned and uploaded. (Company information, brochures, catalogs, etc.) (PDFFormat ONLY)DO NOT UPLOAD encrypted or password protected files.Logo and Other Company MarksNo responseIf you desire, please upload your company logo to be added to your individual profile page on the TIPS website. If anyparticular specifications are required for use of your company logo, please upload that information under thePreferred LogoFormat: 300 x 225 px - .png, .eps, .jpeg preferredCertification of Corporate Offerer Form- COMPLETEONLY IF OFFERER IS A CORPORATIONCERTIFICATION OF CORPORATE OFFERER FORM.pdfCOMPLETE AND UPLOAD FORM IN ATTACHMENTS SECTION ONLY IF OFFERER IS A CORPORATIONDisclosure of Lobbying Activities Standard Form LLLNo responseONLY IF you answered "I HAVE Lobbied per above" to attribute #66, please download and complete and upload theConfidentiality Claim Form221003 CONFIDENTIALITY CLAIM FORM.pdfREQUIRED CONFIDENTIALITY FORM. PLEASE READ CAREFULLY AND FOLLOW THE INSTRUCTIONS. Completethe form according to your company requirements, make any desired attachments and upload to the appropriatesection under "Response Attachments" THIS FORM DETERMINES HOW ESC8/TIPS RESPONDS TO LEGAL PUBLICINFORMATION REQUESTS.Current W-9 Tax FormW-9 GoTo Communications, Inc._DocuSigned (Payment Remittance Info).pdfYou are required by TIPS to upload a current W-9 Internal Revenue Service (IRS) Tax Form for your entity. This formwill be utilized by TIPS to properly identify your entity.Bid Attributes1Yes - NoDisadvantaged/Minority/Women Business Enterprise - D/M/WBE/Federal HUBZone (Required by some participatinggovernmental entities). Vendor certifies that their firm is a D/M/WBE or HUBZone? Vendor must upload proof ofNOVendor: GoTo Communications, Inc. 221003Page 4 of 32 pages 2Yes - NoHistorically Underutilized Business - HUB (Required by some participating governmental entities) Vendor certifiesthat their firm is a HUB as defined by the State of Texas at https://comptroller.texas.gov/purchasing/vendor/hub/. Proof may be submitted. CERTIFICATES section.No3Yes - NoThe Vendor can provide services and/or products to all 50 US States?Yes4States Served:If answer is NO to question #3, please list which states can be served. (Example: AR, OK, TX)No response5Company and/or Product Description:This information will appear on the TIPS website in the company profile section, if awarded a TIPS contract. (Limit750 characters.)GoTo provides enterprise Hosted VoIP and business phone systems, mobile VoIP applications, web and videoconferencing, and cloud contact center.6Primary Contact NamePrimary Contact NameKurt Snodgrass7Primary Contact TitlePrimary Contact TitleBusiness Development Manager8Primary Contact EmailPrimary Contact [email protected] Contact PhoneEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477781850143310Primary Contact FaxEnter 10 digit phone number. (No dashes or extensions)Example: 86683984777818501433Vendor: GoTo Communications, Inc. 221003Page 5 of 32 pages 11Primary Contact MobileEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477405919911312Secondary Contact NameSecondary Contact NameKayly Shelton Snyder13Secondary Contact TitleSecondary Contact TitleSenior RFP Analyst14Secondary Contact EmailSecondary Contact [email protected] Contact PhoneEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477405355255916Secondary Contact FaxEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477No response17Secondary Contact MobileEnter 10 digit phone number. (No dashes or extensions)Example: 86683984772318Admin Fee Contact NameAdmin Fee Contact Name. This person is responsible for paying the admin fee to TIPS.Kurt Snodgrass19Admin Fee Contact EmailAdmin Fee Contact [email protected]: GoTo Communications, Inc. 221003Page 6 of 32 pages 20Admin Fee Contact PhoneEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477781850143321Purchase Order Contact NamePurchase Order Contact Name. This person is responsible for receiving Purchase Orders from TIPS.Kurt Snodgrass22Purchase Order Contact EmailPurchase Order Contact [email protected] Order Contact PhoneEnter 10 digit phone number. (No dashes or extensions)Example: 8668398477781850143324Company WebsiteCompany Website (Format - www.company.com)www.goto.com25Entity D/B/A's and Assumed NamesPlease identify all of your entity's assumed names and D/B/A's. Please note that you will be identified publicly bythe legal name under which you responded to this solicitation unless you organize otherwise with TIPS after award.No response26Primary AddressPrimary Address333 Summer Street27Primary Address CityPrimary Address CityBoston28Primary Address StatePrimary Address State (2 Digit Abbreviation)MA29Primary Address ZipPrimary Address Zip02210Vendor: GoTo Communications, Inc. 221003Page 7 of 32 pages 30Search Words:Please list search words to be posted in the TIPS database about your company that TIPS website users mightsearch. Words may be product names, manufacturers, or other words associated with the category of award. YOUMAY NOT LIST NON-CATEGORY ITEMS. (Limit 500 words) (Format: product, paper, construction, manufacturername, etc.)Hosted VoIP, Telecommunications, Jive, Internet31Do you want TIPS Members to be able to spend Federal grant funds with you if awarded? Is it yourintent to be able to sell to our members regardless of the fund source, whether it be local, state orfederal?Most of our members receive Federal Government grants or other funding and they make up a significant portion oftheir budgets. The Members need to know if your company is willing to sell to them when they spend federal budgetfunds on their purchase. There are attributes that follow that include provisions from the federal regulations in 2CFR part 200, etc. Your answers will determine if your award will be designated as eligible for TIPS Members toutilize federal funds with your company.Do you want TIPS Members to be able to spend Federal funds, at the Member's discretion, with you?Yes32Yes - NoCertification of Residency (Required by the State of Texas) The vendor's ultimate parent company or majorityowner:(A) has its principal place of business in Texas;OR(B) employs at least 500 persons in Texas?This question is required as a data gathering function for information to our members making purchases withawarded vendors. It does not affect scoring with TIPS.No33Company Residence (City)Vendor's principal place of business is in the city of?Boston34Company Residence (State)Vendor's principal place of business is in the state of?MAVendor: GoTo Communications, Inc. 221003Page 8 of 32 pages 35Discount Offered - CAUTION READ CAREFULLY BECAUSE VENDORS FREQUENTLY MAKE MISTAKESON THIS ATTRIBUTE QUESTIONRemember this is a MINIMUM discount percentage. So, be sure that the discount percentage inserted here can beapplied to ANY OFFERING OF GOODS OR SERVICES THROUGHOUT THE LIFE OF THE CONTRACT.CAUTION: BE CERTAIN YOU CAN HONOR THIS MINIMUMDISCOUNT PERCENTAGE ON ANY OFFERED SERVICEOR GOOD NOW OR DURING THE LIFE OF THE CONTRACT.What is the MINIMUM percentage discount off of any item or service you offer to TIPS Members that is in yourregular catalog (as defined in the solicitation specifications document), website, store or shelf pricing or whenadding new goods or services to your offerings during the life of the contract? The resulting price of any goods orservices Catalog list prices after this discount is applied is a ceiling on your pricing and not a floor because, in orderto be more competitive in the individual circumstance, you may offer a larger discount depending on the items orservices purchased and the quantity at time of sale. Please note that any specific greater discount offered for aparticular product, brand, or service listed in Vendor's proposal will control and Vendor will be required to honor thatgreater specific discount, in excess of the minimum discount, for that particular product, brand, or service for the lifeof the contract.Must answer with a number between 0% and 100%.20%36MINIMUM Discount TermDoes the vendor agree to at least offer, for the life of the Agreement, the Minimum Discount Percentage off list orcatalog proposed by Vendor in response to the Attribute entitled "Discount Offered - CAUTION READ CAREFULLYBECAUSE VENDORS FREQUENTLY MAKE MISTAKES ON THIS ATTRIBUTE QUESTION"? TIPS will utilize thisresponse to satisfy the Long Term Cost scoring evaluation criteria. A "YES" answer will be awarded the maximum10 points for this criterion out of the 100 total points and a "NO" answer is awarded 0 points.YES37Yes - NoIf awarded on this TIPS Contract, for the duration of the Contract, Vendor agrees to provide, upon request, theirthen current catalog pricing, as defined in the solicitation and below, to TIPS upon request for any goods andservices offered on Vendor's TIPS Contract."Catalog" means the available list of tangible personal property or services, in the most current listing, regardless ofdate, during the life of the contract, that takes the form of a catalog, price list, schedule, shelf price or other formthat: A. is regularly maintained by the manufacturer or Vendor of an item; and B. is either published or otherwise available for inspection by a customerduring the purchase process; C. to which the minimum discount proposed by the proposing Vendor maybe applied.YESVendor: GoTo Communications, Inc. 221003Page 9 of 32 pages 38TIPS Administration FeeBy submitting a proposal, Vendor agrees to remit to TIPS the required TIPS Administration Fee, as designated inthe solicitation or as otherwise agreed in writing. If Authorized Resellers are named, Vendor agrees to guaranteeremittance of the TIPS Administration fee by or for the Authorized Reseller. TIPS/ESC Region 8 is required byTexas Government Code Section 791 to be compensated for its work. Thus, submission of this proposal requiresagreement to this term.39TIPS Administration Fee Paid by Vendor - Not Charged to CustomerVendor understands and agrees that it owes TIPS a TIPS Administration Fee (published in the RFP/RCSPdocument) on every TIPS sale made under an awarded TIPS Contract. Vendor further understands and agreesthat Vendor shall submit pricing with this proposal which includes and accounts for the TIPS Administration Fee andshall never separately charge the TIPS Member Customer the TIPS fee or add the TIPS Administration Fee lineagrees to this mandatory term.40Additional Discounts?Do you offer additional discounts to TIPS members for large order quantities or large scope of work?Yes41Years in Business as Proposing CompanyYears in business as proposing company?1942Resellers:Does the vendor have resellers that it will name under this contract? Resellers are defined as other companies thatsell your products under an agreement with you, the awarded vendor of TIPS.EXAMPLE: BIGmart is a reseller of ACME brand televisions. If ACME were a TIPS awarded vendor, then ACMEwould list BIGmart as a reseller. (If applicable, Vendor should add all Authorized Resellers within the TIPS Vendor Portal upon award).Yes43Right of RefusalThe proposing vendor has the right not to sell under the awarded agreement with a TIPS member at vendor'sdiscretion unless required by law.Vendor: GoTo Communications, Inc. 221003Page 10 of 32 pages 44NON-COLLUSIVE BIDDING CERTIFICATEBy submission of this bid or proposal, the Bidder certifies that:1) This bid or proposal has been independently arrived at without collusion with any other Bidder or with anyCompetitor;2) This bid or proposal has not been knowingly disclosed and will not be knowingly disclosed, prior to the opening ofbids, or proposals for this project, to any other Bidder, Competitor or potential competitor:3) No attempt has been or will be made to induce any other person, partnership or corporation to submit or not tosubmit a bid or proposal;4) The person signing this bid or proposal certifies that he has fully informed himself regarding the accuracy of thestatements contained in this certification, and under the penalties being applicable to the Bidder as well as to theperson signing in its behalf.Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered.45CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ - Do you have any CONFLICT OF INTERESTTO REPORT OR DISCLOSE under this statutory requirement?Do you have any CONFLICT OF INTEREST TO REPORT OR DISCLOSE under this statutory requirement? YES orNOIf you have a conflict of interest as described in this form or the Local Government Code Chapter 176, cited therein-you are required to complete and file with TIPS.The Form CIQ is one of the attachments to this solicitation.There is an optional upload for this form provided if you have a conflict and must file the formNo46Filing of Form CIQIf yes (above), have you filed a form CIQ by uploading the form to this RFP as directed above?No response47Regulatory StandingI certify to TIPS for the proposal attached that my company is in good standing with all governmental agenciesFederal or state that regulate any part of our business operations. If not, please explain in the next attributequestion.Yes48Regulatory StandingRegulatory Standing explanation of no answer on previous question.No responseVendor: GoTo Communications, Inc. 221003Page 11 of 32 pages 49By submission of this bid or proposal, the Bidder certifies that:I affirm under penalty of perjury of the laws of the State of Texas that:(1) I am duly authorized to execute this contract on my own behalf or on behalf of the company, corporation, firm,partnership or individual (Company) listed below;(2) In connection with this bid, neither I nor any representative of the Company has violated any provision of theTexas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15;(3) In connection with this bid, neither I nor any representative of the Company has violated any federal antitrustlaw;(4) Neither I nor any representative of the Company has directly or indirectly communicated any of the contents ofthis bid to a competitor of the Company or any other company, corporation, firm, partnership or individual engagedin the same line of business as the Company.
Vendor: GoTo Communications, Inc. 221003Page 12 of 32 pages 50Suspension or Debarment InstructionsInstructions for Certification:1. By answering yes to the next Attribute question below, the vendor and prospective lower tier participant isproviding the certification set out herein in accordance with these instructions.2. The certification in this clause is a material representation of fact upon which reliance was placed when thistransaction was entered into. If it is later determined that the prospective lower tier participant knowingly renderedan erroneous certification in addition to other remedies available to the federal government, the department oragency with which this transaction originated may pursue available remedies, including suspension and / ordebarment.3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposalis submitted if at any time the prospective lower tier participant learns that its certification was erroneous whensubmitted or has become erroneous by reason of changed circumstances.this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing ExecutiveOrder 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy ofthose regulations.5. The prospective lower tier participant agrees by submitting this form that, should the proposed coveredtransaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who isdebarred, suspended, declared ineligible or voluntarily excluded from participation in this covered transaction,unless authorized by the department or agency with which this transaction originated.6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titledtransactions.7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tiercovered transaction that it is not debarred, suspended, ineligible or voluntarily excluded from the coveredtransaction, unless it knows that the certification is erroneous. A participant may decide the method and frequencyby which it determines the eligibility of its principals. Each participant may, but is not required to, check theNonprocurement List.8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order torender in good faith the certification required by this clause. The knowledge and information of a participant is notrequired to exceed that which is normally possessed by a prudent person in the ordinary course of businessdealings.9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a coveredtransaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred,ineligible or voluntarily excluded from participation in this transaction, in addition to other remedies available to thefederal government, the department or agency with which this transaction originated may pursue availableremedies, including suspension and / or debarment.51Suspension or Debarment CertificationBy answering yes, you certify that no federal suspension or debarment is in place, which would preclude receiving afederally funded contract as described above.YesVendor: GoTo Communications, Inc. 221003Page 13 of 32 pages 52Non-Discrimination Statement and CertificationIn accordance with Federal civil rights law, all U.S. Departments, including the U.S. Department of Agriculture(USDA) civil rights regulations and policies, the USDA, its Agencies, offices, and employees, and institutionsparticipating in or administering USDA programs are prohibited from discriminating based on race, color, nationalorigin, religion, sex, gender identity (including gender expression), sexual orientation, disability, age, marital status,family/parental status, income derived from a public assistance program, political beliefs, or reprisal or retaliation forprior civil rights activity, in any program or activity conducted or funded by USDA (not all bases apply to allprograms). Remedies and complaint filing deadlines vary by program or incident.Persons with disabilities who require alternative means of communication for program information (e.g., Braille,large print, audiotape, American Sign Language, etc.) should contact the responsible Agency or USDA's TARGETCenter at (202) 720-2600 (voice and TTY) or contact USDA through the Federal Relay Service at (800) 877-8339.Additionally, program information may be made available in languages other than English.To file a program discrimination complaint, complete the USDA Program Discrimination Complaint Form, AD-3027,found online at How to File a Program Discrimination Complaint and at any USDA office or write a letter addressedto USDA and provide in the letter all of the information requested in the form. To request a copy of the complaintform, call (866) 632-9992. Submit your completed form or letter to USDA by: (1) mail: U.S. Department ofAgriculture, Office of the Assistant Secretary for Civil Rights, 1400 Independence Avenue, SW, Washington, D.C.20250-9410; (2) fax: (202) 690-7442; or (3)email: [email protected].(Title VI of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the AgeDiscrimination Act of 1975; Title 7 CFR Parts 15, 15a, and 15b; the Americans with Disabilities Act; and FNSAll U.S. Departments, including the USDA are equal opportunity provider, employer, and lender.Not a negotiable term. Failure to agree by answering YES will render your proposal non-responsive and it will not beconsidered. I certify that in the performance of a contract with TIPS or its members, that our company will conform tothe foregoing anti-discrimination statement and comply with the cited and all other applicable laws and regulations.
Yes, I certify (Yes)532 CFR PART 200 Contract Provisions ExplanationRequired Federal contract provisions of Federal Regulations for Contracts for contracts with ESC Region 8 andTIPS Members:The following provisions are required to be in place and agreed if the procurement is funded in any part with federalfunds.The ESC Region 8 and TIPS Members are the subgrantee or Subrecipient by definition. Most of the provisions areFederal Awards at 2 CFR PART 200. Others are included within 2 CFR part 200 et al.In addition to other provisions required by the Federal agency or non-Federal entity, all contracts made by the non-Federal entity under the Federal award must contain provisions covering the following, as applicable.Vendor: GoTo Communications, Inc. 221003Page 14 of 32 pages 542 CFR PART 200 ContractsContracts for more than the simplified acquisition threshold currently set at $250,000, which is the inflation adjustedamount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council(Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies ininstances where contractors violate or breach contract terms, and provide for such sanctions and penalties asappropriate.Notice: Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region8 and TIPS Members reserves all rights and privileges under the applicable laws and regulations with respect to thisprocurement in the event of breach of contract by either party.Does vendor agree?Yes552 CFR PART 200 TerminationTermination for cause and for convenience by the grantee or subgrantee including the manner by which it will beeffected and the basis for settlement. (All contracts in excess of $10,000)Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 andTIPS Members reserves the right to terminate any agreement in excessof $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunityand up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 andTIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurementprocess for convenience with 30 days notice in writing to the awarded vendor. The vendorwould be compensated for work performed and goods procured as of the termination date if for convenience of theESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest ofthe ESC Region 8 and TIPS.Does vendor agree?Yes562 CFR PART 200 Clean Air ActClean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), asnon-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to theClean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the EnvironmentalProtection Agency (EPA).Pursuant to the Clean Air Act, et al above, when federal funds are expended by ESC Region 8 and TIPS Members,ESC Region 8 and TIPS Members requires that the proposer certify that during the term ofan award by the ESC Region 8 and TIPS Members resulting from this procurement process the vendor agrees tocomply with all of the above regulations, including all of the terms listed and referenced therein.Does vendor agree?YesVendor: GoTo Communications, Inc. 221003Page 15 of 32 pages 572 CFR PART 200 Byrd Anti-Lobbying Amendmentmust file the required certification. Each tier certifies to the tier above that it will not and has not used Federalappropriated funds to pay any person or organization for influencing or attempting to influence an officer oremployee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member ofCongress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352.Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining anyFederal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 andTIPS Members requires the proposer certify that during the term and during the life of any contract with ESC Region8 and TIPS Members resulting from this procurement process the vendor certifies to the terms included orreferenced herein.Does vendor agree?Yes582 CFR PART 200 Federal RuleCompliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and EnvironmentalProtection Agency regulations (40 CFR part 15). (Contracts, subcontracts, and subgrants of amounts in excess of$250,000)Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 andTIPS Members requires the proposer certify that in performance of the contracts, subcontracts, and subgrants ofamounts in excess of $250,000, the vendor will be in compliance with all applicable standards, orders, orrequirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act(33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15).Does vendor certify that it is in compliance with the Clean Air Act?Yes592 CFR PART 200 Procurement of Recovered MaterialsA non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors mustcomply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation andRecovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of theEnvironmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recoveredmaterials practicable, consistent withmaintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the valueof the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste managementservices in a manner that maximizes energy and resource recovery; and establishing an affirmative procurementprogram for procurement of recovered materials identified in the EPA guidelines.Does vendor certify that it is in compliance with the Solid Waste Disposal Act as described above?YesVendor: GoTo Communications, Inc. 221003Page 16 of 32 pages 602 CFR PART 200 Rights to Inventionssubrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding thesubstitution of parties, assignment or performance of experimental, developmental, or research work under thatto Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts andPursuant to the above, when the foregoing applies to ESC Region 8 and TIPS Members, Vendor certifies thatduring the term of an award resulting from this procurement process, Vendor agrees to comply with all applicablerequirements as referenced in the Federal rule above.Does vendor agree?Yes612 CFR PART 200 Domestic Preferences for ProcurementsAs appropriate and to the extent consistent with law, the non-Federal entity should, to the greatest extentpracticable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products,or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and othermanufactured products). The requirements of this section must be included in all subawards including all contractsthrough the application of coatings, occurred in the United States. Moreover, for purposes of 2 CFR Part 200.322,metals such as aluminum, plastics and polymer-based products such as polyvinyl chloride pipe, aggregates such asconcrete, glass, including optical fiber, and lumber.Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, Vendor certifiesthat to the greatest extent practicable Vendor will provide a preference for the purchase, acquisition, or use ofgoods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel,cement, and other manufactured products).Does vendor agree?YesVendor: GoTo Communications, Inc. 221003Page 17 of 32 pages 622 CFR PART 200 Ban on Foreign TelecommunicationsCompany or ZTE Corporation (or any subsidiary or affiliate of such entities), and video surveillance andtelecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision DigitalTechnology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, Vendor certifiestechnology as part of any system.Does vendor agree?Yes632 CFR PART 200 Contract Cost & PriceFor contracts more than the simplified acquisition threshold currently set at $250,000, a TIPS Member may, in veryrare circumstances, be required to negotiate profit as a separate element of the price pursuant to 2 C.F.R.200.324(b). Under those circumstances, Vendor agrees to provide information and negotiate with the TIPS Memberregarding profit as a separate element of the price. However, Vendor certifies that the total price charged by theDoes Vendor Agree?Yes Vendor: GoTo Communications, Inc. 221003Page 18 of 32 pages 64FEMA Fund Certifications IF andwhenVendor accepts a TIPS purchase paid for in full or part with FEMA funds, Vendor certifies that:(1) Vendor agrees to provide the TIPS Member, the FEMA Administrator, the Comptroller General of the UnitedStates, or any of their authorized representatives access to and rights to reproduce any books, documents, papers,and records of the Contractor which are directly pertinent to this contract for the purposes of making audits,examinations, excerpts, and transcriptions. The Vendor agrees to provide the FEMA Administrator or an authorizedrepresentatives access to construction or other work sites pertaining to the work being completed under thecontract. Vendor acknowledges and agrees that no language in this contract or the contract with the TIPS Memberis intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the UnitedStates.or likenesses of DHS agency officials without specific FEMA pre-approval.(3) The Vendor will comply with all applicable Federal law, regulations, executive orders, FEMA policies, procedures,and directives.(4) The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to thenon-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract.(5) The Vendor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements)65Certification of Compliance with the Energy Policy and Conservation ActWhen appropriate and to the extent consistent with the law, Vendor certifies that it will comply with the Energy Policyand Conservation Act (42 U.S.C. 6321 et seq; 49 C.F.R. Part 18) and any mandatory standards and policiesrelating to energy efficiency which are contained in applicable state energy conservation plans issued in compliancewith the Act.Does Vendor agree?YesVendor: GoTo Communications, Inc. 221003Page 19 of 32 pages 66Certification Regarding LobbyingApplicable to Grants, Subgrants, Cooperative Agreements, and Contracts Exceeding $100,000 in Federal FundsSubmission of this certification is a prerequisite for making or entering into this transaction and is imposed bysection 1352, Title 31, U.S. Code. This certification is a material representation of fact upon which reliance wasplaced when this transaction was made or entered into. Any person who fails to file the required certification shallbe subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned, to any personfor influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer oremployee of congress, or an employee of a Member of Congress in connection with the awarding of a Federalcontract, the making of a Federal grant, the making of a Federal loan, the entering into a cooperative agreement,and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, orcooperative agreement.(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencingor attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee ofcongress, or an employee of a Member of Congress in connection with this Federal grant or cooperativein accordance with its instructions.(3) The undersigned shall require that the language of this certification be included in the award documents for allcovered subawards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shallcertify and disclose accordingly.I HAVE NOT Lobbied per above67If you answered "I HAVE lobbied" to the above Attribute QuestionIf you answered "I HAVE lobbied" to the above Attribute question, you must download the Lobbying Report"Standard From LLL, disclosure Form to Report Lobbying" which includes instruction on completing the form,complete and submit it in the Response Attachments section as a report of the lobbying activities you performed orpaid others to perform.68Subcontracting with Small and Minority Businesses, Women's Business Enterprises, and Labor SurplusArea Firms.Do you ever anticipate the possibility of subcontracting any of your work under this award if you are successful? IF NO, DO NOT ANSWER THE NEXT ATTRIBUTE QUESTION. . IF YES, and ONLY IF YES, you must answer thenext question YES if you want a TIPS Member to be authorized to spend Federal Grant Funds for Procurement.NOVendor: GoTo Communications, Inc. 221003Page 20 of 32 pages 69ONLY IF YES TO THE PREVIOUS QUESTION OR if you ever do subcontract any part of yourperformance under the TIPS Agreement, do you agree to comply with the following federalrequirements?ONLY IF YES TO THE PREVIOUS QUESTION OR if you ever do subcontract any part of your performance underthe TIPS Agreement, do you agree to comply with the following federal requirements?and labor surplus area firms. (a)The non-Federal entity must take all necessary affirmative steps to assure thatminority businesses, women's business enterprises, and labor surplus area firms are used when possible. (b) Affirmative steps must include:(1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;(2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they arepotential sources;(3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximumparticipation by small and minority businesses, and women's business enterprises;(4) Establishing delivery schedules, where the requirement permits, which encourage participation by small andminority businesses, and women's business enterprises;(5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administrationand the Minority Business Development Agency of the Department of Commerce ; and(6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs(1)through (5) of this section.No response70IndemnificationThe ESC Region 8 and TIPS is a Texas Political Subdivision and a local governmental entity; therefore, is prohibitedfromindemnifying third parties pursuant to the Texas Constitution (Article 3, Section 52) except as specifically providedby law or asordered by a court of competent jurisdiction. A provision in a contract to indemnify or hold a party harmless is apromise to pay forany expenses the indemnified party incurs, if a specified event occurs, such as breaching the terms of the contractor negligentlyperforming duties under the contract. Article III, Section 49 of the Texas Constitution states that "no debt shall becreated by or onbehalf of the State ... " The Attorney General has counseled that a contractually imposed obligation of indemnitycreates a "debt" inthe constitutional sense. Tex. Att'y Gen. Op. No. MW-475 (1982). Contract clauses which require the System orinstitutions toindemnify must be deleted or qualified with ''to the extent permitted by the Constitution and Laws of the State ofTexas." Liquidateddamages, attorney's fees, waiver of vendor's liability, and waiver of statutes of limitations clauses should also bedeleted or qualifiedwith "to the extent permitted by the Constitution and laws of State of Texas."Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered. Doyou agreeto these terms? Yes, I Agree (Yes)Vendor: GoTo Communications, Inc. 221003Page 21 of 32 pages 71RemediesThe parties shall be entitled to exercise any right or remedy available to it either at law or in equity, subject to thechoice of law, venueand service of process clauses limitations agreed herein. Nothing in this agreement shall commit the TIPS to anarbitration resolutionof any disagreement under any circumstances. Any Claim arising out of or related to the Contract, except for thosespecifically waivedunder the terms of the Contract, may, after denial of the Board of Directors, be subject to mediation at the requestof either party. Anyissues not resolved hereunder MAY be referred to non-binding mediation to be conducted by a mutually agreedupon mediator as aassociated filing feeequally. Mediation shall be held in Camp or Titus County, Texas. Agreements reached in mediation shall be reducedto writing, andwill be subject to the approval by the District's Board of Directors, signed by the Parties if approved by the Board ofDirectors, and, ifsigned, shall thereafter be enforceable as provided by the laws of the State of Texas.Do you agree to these terms?Yes, I Agree72Remedies Explanation of No AnswerNo response73Choice of LawThe agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from thisprocurement process, however described, shall be governed by, construed and enforced in accordance with thelaws of the State of Texas, regardless of any conflict of laws principles.THIS DOES NOT APPLY to a vendor's agreement entered into with a TIPS Member, as the Member may be locatedoutside Texas.Do you agree to these terms?Agreed74Venue, Jurisdiction and Service of ProcessAny proceeding, involving Region 8 ESC or TIPS, arising out of or relating to this procurement process or anycontract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competentjurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of saidcourt in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience offorum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court,and agrees not to bring any proceeding arising out of or relating to this procurement process or any contractresulting from or any contemplated transaction in any other court. The parties agree that either or both of them mayfile a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained foragreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process inany Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world.Any dispute resolution process other than litigation shall have venue in Camp County or Titus County Texas.Do you agree to these terms?AgreedVendor: GoTo Communications, Inc. 221003Page 22 of 32 pages 75Infringement(s)The successful vendor will be expected to indemnify and hold harmless the TIPS and its employees, officers,agents, representatives, contractors, assignees and designees from any and all third party claims and judgmentsinvolving infringement of patent, copyright, trade secrets, trade or service marks, and any other intellectual orcontracts awarded and approved.Do you agree to these terms?Yes, I Agree76Infringement(s) Explanation of No AnswerNo response77Contract GovernanceAny contract made or entered into by the TIPS is subject to and is to be governed by Section 271.151 et seq, TexLoc Gov't Code. Otherwise, TIPS does not waive its governmental immunities from suit or liability except to theextent expressly waived by other applicable laws in clear and unambiguous language.
Yes, I Agree (Yes)78Payment Terms and Funding Out ClausePayment Terms:TIPS or TIPS Members shall not be liable for interest or late payment fees on past-due balances at a rate higherthan permitted by the laws or regulations of the jurisdiction of the TIPS Member.Funding Out Clause:statutory or regulatory limitations of the jurisdiction of any TIPS Member which governs contracts entered into by theVendor and TIPS or a TIPS Member that requires all contracts approved by TIPS or a TIPS Member are subject tothe budgeting and appropriation of currently available funds by the entity or its governing body.See statute(s) for specifics or consult your legal counsel.Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered.Do you agree to these terms? Yes, I Agree (Yes)Vendor: GoTo Communications, Inc. 221003Page 23 of 32 pages 79Insurance and Fingerprint Requirements InformationInsuranceIf applicable and your staff will be on TIPS member premises for delivery, training or installation etc. and/or with anautomobile, you must carry automobile insurance as required by law. You may be asked toprovide proof of insurance.FingerprintIt is possible that a vendor may be subject to Chapter 22 of the Texas Education Code. The Texas Education Code,Chapter 22, Section 22.0834 & 22.08341. Statutory language may be found at: http://www.statutes.legis.state.tx.us/If the vendor has staff that meet both of these criterion:(1) will have continuing duties related to the contracted services; and(2) has or will have direct contact with studentsTIPS recommends all vendors consult their legal counsel for guidance in compliance with this law. If you havequestions on how to comply, see below. If you have questions on compliance with this code section, contact theTexas Department of Public Safety Non-Criminal Justice Unit, Access and Dissemination Bureau, FAST-FACT [email protected] and you should send an email identifying you as a contractor to a Texas IndependentSchool District or ESC Region 8 and TIPS. Texas DPS phone number is (512) 424-2474.See form in the next attribute to complete entitled:Texas Education Code Chapter 22 Contractor Certification for Contractor Employees Vendor: GoTo Communications, Inc. 221003Page 24 of 32 pages 80Texas Education Code Chapter 22 Contractor Certification for Contractor EmployeesIntroduction: Texas Education Code Chapter 22 requires entities that contract with school districts to provideservices to obtain criminal history record information regarding covered employees. Contractors must certify to thedistrict that they have complied. Covered employees with disqualifying criminal histories are prohibited from servingat a school district.Definitions: Covered employees: Employees of a contractor or subcontractor who have or will have continuingduties related to the service to be performed at the District and have or will have direct contact with students. TheDistrict will be the final arbiter of what constitutes direct contact with students. Disqualifying criminal history: Anyconviction or other criminal history information designated by the District, or one of the following offenses, if at thetime of the offense, the victim was under 18 or enrolled in a public school:(a) a felony offense under Title 5, Texas Penal Code; (b) an offense for which a defendant is required to register asa sex offender under Chapter 62, Texas Code of Criminal Procedure; or (c) an equivalent offense under federal lawor the laws of another state.I certify that:NONE (Section A) of the employees of Contractor and any subcontractors are covered employees, as definedabove. If this box is checked, I further certify that Contractor has taken precautions or imposed conditions to ensurethat the employees of Contractor and any subcontractor will not become covered employees. Contractor willmaintain these precautions or conditions throughout the time the contracted services are provided.ORSOME (Section B) or all of the employees of Contractor and any subcontractor are covered employees. If this boxis checked, I further certify that:(1) Contractor has obtained all required criminal history record information regarding its covered employees. Noneof the covered employees has a disqualifying criminal history.(2) If Contractor receives information that a covered employee subsequently has a reported criminal history,Contractor will immediately remove the covered employee from contract duties and notify the District in writing within3 business days.(3) Upon request, Contractor will provide the District with the name and any other requested information of coveredemployees so that the District may obtain criminal history record information on the covered employees.(4) If the District objects to the assignment of a covered employee on the basis of the covered employee's criminalhistory record information, Contractor agrees to discontinue using that covered employee to provide services at theDistrict.Noncompliance or misrepresentation regarding this certification may be grounds for contract termination.NoneVendor: GoTo Communications, Inc. 221003Page 25 of 32 pages 81SB 807 prohibits construction contracts to have provisions requiring the contract to be subject to the laws ofanother state, to be required to litigate the contract in another state, or to require arbitration in another state. Asubcontracts, or agreements with (among others) architects, engineers, contractors, construction managers,equipment lessors, or materials suppliers. renovation, remodeling, or repair of any building or improvement to real property, or for furnishing materials orequipment for the project. The term also includes moving, demolition, or excavation. BY RESPONDING TO THISSOLICITATION, AND WHEN APPLICABLE, THE PROPOSER AGREES TO COMPLY WITH THE TEXAS BUSINESSGOVERNMENT ENTITIES.82Texas Government Code 2270 & 2271 Verification FormTexas Government Code 2270 & 2271 Verification FormIf (a) Vendor is not a sole proprietorship; (b) Vendor has ten (10) or more full-time employees; and (c) thisAgreement has a value of $100,000 or more, the following certification shall apply; otherwise, this certification is notrequired. Pursuant to Chapter 2271 of the Texas Government Code, the Vendor hereby certifies and verifies thatneither the Vendor, nor any affiliate, subsidiary, or parent company of the Vendor, if any (the "Vendor Companies"),boycotts Israel, and the Vendor agrees that the Vendor and Vendor Companies will not boycott Israel during theterm of this Agreement. For purposes of this Agreement, the term "boycott" shall mean and include refusing to dealwith, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economicharm on, or limit commercial relations with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes.Our entity further certifies that it is is not listed on and we do not do business with companies prohibited by TexasGovernment Code 2270 or that are on the Texas Comptroller of Public Accounts list of Designated ForeignT e r r o r i s t s O r g a n i z a t i o n s p e r T e x a s G o v ' t C o d e 2 2 7 0 . 0 1 5 3 f o u n d a thttps://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdfI swear and affirm that the above is true and correct.YES Vendor: GoTo Communications, Inc. 221003Page 26 of 32 pages 83Logos and other company marksPlease upload your company logo to be added to your individual profile page on the TIPS website. If any particularspecifications are required for use of your company logo, please upload that information under the "Logo and OtherPreferred Logo Format: 300 x 225 px - .png, .eps,.jpeg preferred Potential uses of company logo: * Your Vendor Profile Page of TIPS website* Potentially on TIPS website scroll bar for Top Performing Vendors * TIPS Quarterly eNewsletter sent to TIPS Members* Co-branding Flyers and or email blasts to our TIPS Members (Permission and approval will be obtained beforepublishing)84Solicitation Deviation/ComplianceDoes the vendor agree with the General Conditions Standard Terms andConditions or Item Specifications listed in this proposal invitation?Yes85Solicitation Exceptions/Deviations ExplanationIf the bidder intends to deviate from the General Conditions Standard Terms and Conditions or Item Specificationslisted in this proposal invitation, all such deviations must be listed on this attribute, with complete and detailedconditions and information included or attached.TIPS will consider any deviations in its proposal award decisions, and TIPS reserves the right to accept or reject anybid based upon any deviations indicated below or in any attachments or inclusions.In the absence of any deviation entry on this attribute, the proposer assures TIPS of their full compliance with theStandard Terms and Conditions, Item Specifications, and all other information contained in this Solicitation.No response86Agreement Deviation/ComplianceDoes the vendor agree with the language in the Vendor Agreement?Yes87Agreement Exceptions/Deviations ExplanationIf the proposing Vendor desires to deviate form the Vendor Agreement language, all such deviations must be listedon this attribute, with complete and detailed conditions and information included. TIPS will consider any deviations inits proposal award decisions, and TIPS reserves the right to accept or reject any proposal based upon anydeviations indicated below. In the absence of any deviation entry on this attribute, the proposer assures TIPS oftheir full compliance with the Vendor Agreement.No responseVendor: GoTo Communications, Inc. 221003Page 27 of 32 pages 88Felony Conviction Noticeentity that enters into a contract with a school district must give advance notice to the district if the person or anowner or operator of the business entity has been convicted of a felony. The notice must include a generalterminate a contract with a person or business entity if the district determines that the person or business entityfailed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. Thedistrict must compensate the person or business entity for services performed before the termination of theThis section does not apply to a publicly held corporation. The person completing this proposalcertifies that they are authorized to provide the answer to this question. Select A., B. or C. A. My firm is a publicly held corporation; therefore, this reporting requirement is not applicable. OR B.My firm is not owned nor operated by anyone who has been convicted of a felony, OR C. My firm is owned or operated by the following individual(s) who has/have been convicted of a felony. (if youanswer C below, you are required to provide information in the next attribute.B. Firm not owned nor operated by felon; per above89If you answered C. My Firm is owned or operated by a felon to the previous question, you areREQUIRED TO ANSWER THE FOLLOWING QUESTIONS.If you answered C. My Firm is owned or operated by a felon to the previous question, you must provide the followinginformation.1. Name of Felon(s)2. The named person's role in the firm, and 3. Details of Conviction(s).No response90Required Confidentiality Claim FormRequired Confidentiality Claim FormThis completed form is required by TIPS. By submitting a response to this solicitation you agree to download fromTHIS REQUIRED PROCESSIS THE ONLY WAY TO DEEM PROPOSAL DOCUMENTATION CONFIDENTIAL ANY OTHER CONFIDENTIALDESIGNATION WILL BE DISREGARDED UNLESS THE DOCUMENT IS IDENTIFIED BY AND ATTACHED TO THEREQUIRED FORM. By completing this process, you provide us with the information we require to comply with theopen record laws of the State of Texas as they may apply to your proposal submission. If you do not provide theform with your proposal, an award will not be made if your proposal is qualified for an award, until TIPS has anaccurate, completed form from you.Read the form carefully before completing and if you have any questions, email [email protected]: GoTo Communications, Inc. 221003Page 28 of 32 pages 91Member Access to Vendor ProposalNotwithstanding any other information provided in this solicitation or Vendor designation of certain documentationtoTIPS Members. The proposing Vendor agrees that TIPS shall not be responsible or liable for any use ordistribution of information or documentation by TIPS Members or any other party. By submitting this proposal,Vendor certifies the foregoing.92Choice of Law clauses with TIPS MembersIf the vendor is awarded a contract with TIPS under this solicitation, the vendor agrees to make any Choice of Lawclauses in any contract or agreement entered into between the awarded vendor and with a TIPS member entity toread as follows: "Choice of law shall be the laws of the state where the customer resides" or words to that effect. Agreed93Venue of dispute resolution with a TIPS MemberIn the event of litigation or use of any dispute resolution model when resolving disputes with a TIPS member entityas a result of a transaction between the vendor and TIPS or the TIPS member entity, the Venue for any litigation orother agreed upon model shall be in the state and county where the customer resides unless otherwise agreed bythe parties at the time the dispute resolution model is decided by the parties.Agreed94Automatic renewal of contracts or agreements with TIPS or a TIPS member entityThis clause DOES NOT prohibit multiyear contracts or agreements with TIPS member entities.Because TIPS and TIPS members are governmental entities subject to laws that control appropriations of fundsduring their fiscal years for contracts and agreements to provide goods and services, does the Vendor agree to limitany automatic renewal clauses of a contract or agreement executed as a result of this TIPS solicitation award to notlonger than "month to month" and at the TIPS contracted rate.Agreed95Indemnity Limitation with TIPS MembersTexas and other states restrict by law or state Constitution the ability of a governmental entity to indemnify others.TIPS requires that any contract entered into between a vendor and TIPS or a TIPS Member as a result of an awardunder this Solicitation limit the requirement that the Customer indemnify the Vendor by either eliminating any suchindemnity requirement clauses in any agreements, contracts or other binding documents ORby prefacing allindemnity clauses required of TIPS or the TIPS Member entity with the following: "To the extent permitted by the lawsor the Constitution of the state where the customer resides, ".Agreement is a required condition to award of a contract resulting from this Solicitation.Agreed96Arbitration ClausesExcept for certain circumstances, TIPS forbids a mandatory arbitration clause in any contract or agreement enteredinto between the awarded vendor with TIPS or a TIPS member entity. Does the vendor agree to exclude anyarbitration requirement in any contracts or agreement entered into between TIPS or a TIPS member entity throughan awarded contract with TIPS?AgreedVendor: GoTo Communications, Inc. 221003Page 29 of 32 pages 97Required Vendor Sales ReportingBy responding to this Solicitation, you agree to report to TIPS all sales made under any awarded Agreement withTIPS. Vendor is required to report all sales under the TIPS contract to TIPS. If the TIPS Member entity requesting aprice from the awarded Vendor requests the TIPS contract, Vendor must include the TIPS Contract number on anycommunications with the TIPS Member entity. If awarded, you will be provided access to the Vendor Portal. ToVendorPortal User Guide will walk you through the process of reporting sales to TIPS. Please refer to the TIPS Accounting for more information about reporting sales and if you have further questions, contact the Accounting [email protected]. The Vendor or vendor assigned dealers are responsible for keeping record of allsales that go through the TIPS Agreement and submitting same to TIPS. 98Upload of Current W-9 RequiredPlease note that you are required by TIPS to upload a current W-9 Internal Revenue Service (IRS) Tax Form foryour entity. This form will be utilized by TIPS to properly identify your entity.99CERTIFICATION REGARDING BOYCOTTING CERTAIN ENERGY COMPANIES (Texas law as ofSeptember 1, 2021)By submitting a proposal to this Solicitation, you certify that you agree, when it is applicable, to thefollowing required by Texas law as of September 1, 2021:If (a) company is not a sole proprietorship; (b) company has ten (10) or more full-time employees; and (c) thiscontract has a value of $100,000 or more that is to be paid wholly or partly from public funds, the following(87th session), the company hereby certifies and verifies that the company, or any wholly owned subsidiary,majority-owned subsidiary, parent company, or affiliate of these entities or business associations, if any, does notboycott energy companies and will not boycott energy companies during the term of the contract. For purposes oflimited partnership, limited liability partnership, or limited liability company, that exists to make a profit. The termbusiness activities with, or otherwise taking any action intended to penalize, inflict economic harm on, or limitcommercial relations with a company because the company (a) engages in the exploration, production, utilization,transportation, sale, or manufacturing of fossil fuel-based energy and does not commit or pledge to meetenvironmental standards beyond applicable federal and state law, or (b) does business with a company describedSee 809.001(1).
Vendor: GoTo Communications, Inc. 221003Page 30 of 32 pages 100CERTIFICATION PROHIBITING DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES(Texas law as of September 1, 2021)By submitting a proposal to this Solicitation, you certify that you agree, when it is applicable, to thefollowing required by Texas law as of September 1, 2021: If (a) company is not a sole proprietorship; (b) company has at least ten (10) full-time employees; (c) this contracthas a value of at least $100,000 that is paid wholly or partly from public funds; (d) the contract is not excepted 2274.003 of SB 19 (87th leg.); and (e) governmental entity has determined that companyis not a sole-source provider or governmental entity has not received any bids from a company that is able toprovide this written verification, the following certification shall apply; otherwise, this certification is not required.th session), the company hereby certifies and verifies that thecompany, or association, corporation, partnership, joint venture, limited partnership, limited liability partnership, orlimited liability company, including a wholly owned subsidiary, majority-owned subsidiary parent company, or affiliateof these entities or associations, that exists to make a profit, does not have a practice, policy, guidance, or directivethat discriminates against a firearm entity or firearm trade association and will not discriminate during the term ofrefuse to engage in the trade of any goods or services with the entity or association based solely on its status as afirearm entity or firearm trade association; (2) refrain from continuing an existing business relationship with theentity or association based solely on its status as a firearm entity or firearm trade association; or (3) terminate anexisting business relationship with the entity or association based solely on its status as a firearm entity or firearmtrade association.Seeengage in the trade of any goods or services, decision to refrain from continuing an existing business relationship,or decision to terminate an existing business relationship to comply with federal, state, or local law, policy, orregulations or a directive by a regulatory agency, or for any traditional business reason that is specific to theSee 2274.001(3) of SB 19.101CERTIFICATION REGARDING CERTAIN FOREIGN-OWNED COMPANIES IN CONNECTION WITHCRITICAL INFRASTRUCTURE (Texas law as of September 1, 2021)By submitting a proposal to this Solicitation, you certify that you agree to the following required byTexas law as of September 1, 2021:Proposing Company is prohibited from entering into a contract or other agreement relating to critical infrastructurethat would grant to the company direct or remote access to or control of critical infrastructure in this state, excludingaccess specifically allowed by the Proposing Company for product warranty and support purposes. Company,certifies that neither it nor its parent company nor any affiliate of company or its parent company, is (1) owned by orthe majority of stock or other ownership interest of the company is held or controlled by individuals who are citizensof China, Iran, North Korea, Russia, or a designated country; (2) a company or other entity, including governmentalentity, that is owned or controlled by citizens of or is directly controlled by the government of China, Iran, NorthKorea, Russia, or a designated country; or (3) headquartered in China, Iran, North Korea, Russia, or a designatedSeeCode 2274.0101(2) of SB 1226 (87th leg.). The company verifies and certifies that company will not grant director remote access to or control of critical infrastructure, except for product warranty and support purposes, toprohibited individuals, companies, or entities, including governmental entities, owned, controlled, or headquarteredin China, Iran, North Korea, Russia, or a designated country, as determined by the Governor.Vendor: GoTo Communications, Inc. 221003Page 31 of 32 pages 102AcknowledgementBy submitting this proposal, Vendor certifies that it has read, examined, and understands all portions of thissolicitation including but not limited to all attribute questions, attachments, solicitation documents, bid notes, and theVendor Agreement(s). Vendor certifies that, if found to be necessary by the proposing vendor, vendor has soughtthe advice of counsel in understanding all portions of the solicitation.
Vendor: GoTo Communications, Inc. 221003Page 32 of 32 pages ALL INFORMATION MUST BE TYPED AND FORM MUST BE UPLOADED IN EXCEL FORMAT. DO NOT HANDWRITE REFERENCES AND DO NOT CONVERT EXCEL REFERENCESPlease provide three (3) references from three different entities, preferably from school districts or other governmental entities who have used your services withinthe last three years. Additional references may be required. DO NOT INCLUDE TIPS EMPLOYEES AS A REFERENCE.Verify your references emails are deliverable and that they agree to provide a reference. Failure to do this may delay the evaluation process.You may provide more than three (3) references.Entity NameContact PersonVALID EMAIL IS REQUIREDPhonePolk County School DistrictBrian [email protected] 534 0860 ext 401Vista Unified School DistrictDeWayne [email protected] Imagine Charter SchoolsDenise [email protected],602.690.3721 TIPS RFP 221003 Electronics, Appliances and Associated Goods and Services CERTIFICATION BY CORPORATE OFFERERIF OFFERER IS A CORPORATION,THE FOLLOWING CERTIFICATE SHOULD BE EXECUTED AND INCLUDED AS PART OFPROPOSAL FORM/PROPOSAL FORM.OFFERER:certify that I am the Secretary of the Corporation I,named as OFFERER herein above; that(Name of person who completed proposal document)who signed the foregoing proposal on behalf of the corporation offerer is the authorized person that isacting as(Title/Position of person signing proposal/offer document within the corporation) of the said Corporation; that said proposal/offer was duly signed for and in behalf of said corporation by authority of its governing body, and is within the scope of its corporate powers.(Name of Corporation)
TIPS RFP # Required Confidential InformationStatusForm Name of company Printed Name and Title of Authorized Company Officer declaring below the confidential status of material Address City State ZIP Phone ALL VENDORS MUST COMPLETE THE ABOVE SECTION CONFIDENTIAL INFORMATION SUBMITTED IN RESPONSE TO COMPETITIVE PROCUREMENT REQUESTS OF EDUCATION SERVICE CENTER REGION 8 AND TIPS (ESC8) IS GOVERNED BY TEXAS GOVERNMENT CODE, CHAPTER 552 If you consider any portion of your proposal to be confidential and not subject to public disclosure pursuant to Chapter 552 you must attach a copy of all claimed confidential materials to this COMPLETED form, nthe combined, confidential documents with your proposal submission. If a document is not attached, it will not be considered confidential. The copy uploaded will be the sole indicator of which material in your proposal, if any, you deem confidential in the event TIPS/ESC 8 receives a Public Information Request. If ESC 8 receives a request, any responsive documentation not deemed confidential by you in this manner will be automatically released. For documents deemed confidential by you in this manner, ESC8 and TIPS will follow procedures of controlling statute(s) regarding any claim of confidentiality and shall not be liable for any release of information required by law, including Attorney General determination. Notwithstanding any other information provided in this solicitation consent to the disclosurosing Vendor agrees that TIPS shall not be responsible or liable for any use or distribution of information or documentation by TIPS Members or any other party. ALL VENDORS MUST COMPLETE ONE OF THE TWO OPTIONS BELOW OPTION 1: I DO CLAIM parts of my proposal to be confidential and DO NOT desire to expressly waive a claim of confidentiality ofall information contained within our response to the solicitation. The attached contains material from our proposal that Iclassify and deem confidential under Texas Gov't Code Sec. 552 or other law(s) and I invoke my statutory rights toconfidential treatment of the enclosed materials. IF CLAIMING PARTS OF YOUR PROPOSAL CONFIDENTIAL, YOU MUST ATTACH THE SHEETS TO THIS FORM AND LIST THE NUMBER OT TOTAL PAGES THAT ARE CONFIDENTIAL. ATTACHED ARE COPIES OF PAGES OF CLAIMED CONFIDENTIAL MATERIAL FROM OUR PROPOSAL THAT WE DEEM TO BE NOT PUBLIC INFORMATION AND WILL DEFEND THAT CLAIM TO THE TEXAS ATTORNEY GENERAL IF REQUESTED WHEN A PUBLIC INFORMATION REQUEST IS MADE FOR OUR PROPOSAL. Signature Date ----------------------------------------------------------- OR --------------------------------------------------- OPTION 2: I DO NOT CLAIM any of my proposal to be confidential, complete the section below. Express Waiver: I desire to expressly waive any claim of confidentiality as to any and all information contained within ourresponse to the competitive procurement process (e.g. RFP, CSP, Bid, RFQ, etc.) by completing the following and submittingthis sheet with our response to Education Service Center Region 8 and TIPS. Signature Date Confidentiality Claim Form Rev 10292021SR
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