HomeMy WebLinkAbout2024-01-09 - AGENDA REPORTS - CONTR T-MOBILE CELL PHONE SVCAgenda Item: 12
1. CITY OF SANTA CLARITA
AGENDA REPORT
CONSENT CALENDAR
CITY MANAGER APPROVAL: TAA,/�
DATE: January 9, 2024
SUBJECT: WIRELESS DATA, VOICE, AND ACCESSORIES CONTRACT WITH
T-MOBILE
DEPARTMENT: Administrative Services
PRESENTER: Benny Ives
RECOMMENDED ACTION
City Council:
1. Approve the use of a "piggyback" contract through the NASPO Valuepoint Cooperative
Contract #MA176 for Wireless Data, Voice, and Accessories from T-Mobile for a total
contract amount not to exceed $225,000 per year through the remaining term of the NASPO
agreement, which is valid through May 2025.
2. Authorize the City Manager or designee to execute additional renewals, not to exceed
$225,000 per year, in coordination with contract extensions executed by the State of
California and T-Mobile to NASPO Valuepoint Cooperative contract 9MA176.
3. Authorize the City Manager or designee to execute all contracts and associated documents,
subject to City Attorney approval.
BACKGROUND
The City of Santa Clarita (City) utilizes various telecommunications providers for an assortment
of services and product offerings, including traditional voice services, mobile voice and data, and
the procurement of mobile phones and devices. Since 2005, the City has relied on Verizon
Communications (Verizon) for providing the City with the bulk of its devices and associated
wireless services. The decision to begin utilizing Verizon in 2005 was due to its expanding
service footprint within the Santa Clarita Valley, the customer service issues that arose from the
Sprint-Nextel merger, and the introduction of smart phones.
Since then, the telecommunications landscape in Santa Clarita has changed, and T-Mobile has
emerged as a competitive alternative to Verizon. City staff from the Information Services
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division routinely meet with the telecom providers to stay abreast of new service offerings,
coverage changes, and product upgrades. A recent overview with T-Mobile, which began in
spring 2023, allowed City staff to test T-Mobile devices to experience its customer service,
coverage, and speeds at various City facilities.
Based on this analysis, T-Mobile matched or surpassed Verizon's speed and coverage at nearly
every City facility. These results, coupled with T-Mobile's competitively awarded State contract,
allows the City a unique opportunity to transition the majority of the City's aging mobile phones
and devices to T-Mobile and receive new 5G devices. This offer is further advantageous in that
T-Mobile will cover the sales and/or use tax associated with the procurement of all new devices,
resulting in a nearly zero out-of-pocket cost to the City to transition its wireless services.
Additionally, monthly wireless service costs are not expected to increase with T-Mobile.
On July 11, 1995, the City Council approved the use of competitive and co-operative purchasing,
aka "piggyback" agreements. This process permits the City to place orders against competitively
awarded, existing public agency contracts. The State of California is a participating entity under
the State of Utah's Cooperative #MA176 NASPO Valuepoint contract for Wireless Data, Voice,
and Accessories with T-Mobile, which is valid through May 2025 and includes an option to
renew for two additional years.
City staff recommends that City Council approve the use of this NASPO Valuepoint contract to
transition the majority of the City's wireless services to T-Mobile as it provides competitive
pricing, superior coverage and speeds, and new mobile devices to replace the City's aging mobile
fleet.
ALTERNATIVE ACTION
Other action as determined by the City Council.
FISCAL IMPACT
Adequate funds are available in various City funds and expenditure accounts to support the
recommended actions.
ATTACHMENTS
NASPO Contract MA176 (available in the City Clerk's Reading File)
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DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
r. sit Contract #: MA176-1
STATE OF UTAH COOPERATIVE CONTRACT
00
1. CONTRACTING PARTIES: This contract is between the Utah Division of Purchasing and the following Contractor:
T-Mobile USA, Inc.
Name
12920 SE 38th Street
Street Address
Bellevue
1M
98006-1350
City State zip
Vendor # 94253A Commodity Code #: 72551, 91579 Legal Status of Contractor: For -Profit Corporation
Contact Name: David Bezzant Phone Number: +1 602-512-5006 Email: David.BezzantAT-Mobile.com
2. CONTRACT PORTFOLIO NAME: NASPO ValuePoint Wireless Data, Voice, and Accessories.
3. GENERAL PURPOSE OF CONTRACT: Wireless Data, Voice, and Accessories.
4. PROCUREMENT: This contract is entered into as a result of the procurement process on FY 2019, Solicitation# CJ18012
5. CONTRACT PERIOD: Effective Date: Monday, July 01, 2019. Termination Date: Sunday, June 30, 2024 unless terminated early or
extended in accordance with the terms and conditions of this contract.
6. Administrative Fee (if any): 0.25% on Corporate/Government Responsible (CRU) accounts and 0.10% on all Individual Responsible (IR.
7. Prompt Payment Discount Details (if any): 5 Year contract that may be extended an additional 5 years.
8. ATTACHMENT A: Master Terms and Conditions
ATTACHMENT AA: Contractors Supplemental Terms and
Conditions
ATTACHMENT B: Scope of Work
ATTACHMENT C: Cost Sheet
ATTACHMENT G: Plan Description
ATTACHMENT H: Award Category 1 Reporting Template
ATTACHMENT L Award Category 2 Reporting Template
ATTACHMENT J: Award Category 3 Reporting Template
ATTACHMENT L: Network Technology Questionnaire
ATTACHMENT M: New Product Request Form
ATTACHMENT N: New Product Log
ATTACHMENT S: Security Disclosures
ATTACHMENT V: Award Category Sheet
ATTACHMENT W: Award Category Sheet
Any conflicts between Attachment A and the other Attachments will be resolved in favor of Attachment A.
9. DOCUMENTS INCORPORATED INTO THIS CONTRACT BY REFERENCE BUT NOT ATTACHED:
a. All other governmental laws, regulations, or actions applicable to the goods and/or services authorized by this contract.
b. Utah Procurement Code, Procurement Rules, and Contractor's response to solicitation #018012.
10. Each signatory below represents that he or she has the requisite authority to enter into this contract.
IN WITNESS WHEREOF, the parties sign and cause this contract to be executed. Notwithstanding verbal or other representations by
the parties, the "Effective Date" of this Contract shall be the date provided within Section 5 above.
CONTRACTOR
�ilncu5ignad by:
5d�F38g35BF9d90
onrractor s signature
James Kirby
Type or Print Name and Title
7/17/2019
Date
DIVISION OF PURCHASING
Director, Division of Purchasing
Reviewed and Approved as to Form:
vice President
7/17/2019
LD—Sign
°Bm b IEI t-- USA, Inc. Legal Dept.
Aug 16, 2019
Date
Internal Contract Tracking #: MA176-1 Solicitation #: CJ18012 Vendor #: 94253A
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
NASPO
Value
Attachment A:
NASPO ValuePoint Master Agreement Terms and Conditions
1. Master Agreement Order of Precedence
a. Any Order placed under this Master Agreement shall consist of the following documents:
(1) A Participating Entity's Participating Addendum ("PA");
(2) NASPO ValuePoint Master Agreement Terms & Conditions;
(3) A Purchase Order issued against the Master Agreement;
(4) The Specifications or Statement of Work;
(5) The Solicitation or, if separately executed after award, the Lead State's bilateral agreement
that integrates applicable provisions;
(6) Contractor's response to the Solicitation, as revised (if permitted) and accepted by the Lead
State, including Contractor's Special Terms and Conditions, attached as Attachment AA.
b. These documents shall be read to be consistent and complementary. Any conflict among
these documents shall be resolved by giving priority to these documents in the order listed
above. Contractor terms and conditions that apply to this Master Agreement are only those
that are expressly accepted by the Lead State and must be in writing and attached to this
Master Agreement as an Exhibit or Attachment.
2. Definitions
Acceptance is defined by the applicable commercial code, except Acceptance shall not occur
before the completion of delivery in accordance with the Order, installation if required, and a
reasonable time for inspection of the Product.
Contractor means the person or entity delivering Products or performing Services under the
terms and conditions set forth in this Master Agreement.
Embedded Software means one or more software applications which permanently reside on a
computing device.
Intellectual Property means any and all patents, copyrights, service marks, trademarks, trade
secrets, trade names, patentable inventions, or other similar proprietary rights, in tangible or
intangible form, and all rights, title, and interest therein.
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Lead State means the State centrally administering any resulting Master Agreement(s).
Master Agreement means the underlying agreement executed by and between the Lead State,
acting on behalf of the NASPO ValuePoint program, and the Contractor, as now or hereafter
amended.
NASPO ValuePoint is the cooperative contracting arm of the National Association of State
Procurement Officials (NASPO) a non-profit organization formed in 1947 to promote public
procurement throughout the country. NASPO ValuePoint facilitates administration of the
NASPO cooperative group contracting consortium of state chief procurement officials for the
benefit of state departments, institutions, agencies, and political subdivisions and other eligible
entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all
states, the District of Columbia, and territories of the United States. NASPO ValuePoint is
identified in the Master Agreement as the recipient of reports and the NASPO ValuePoint
administrative fee; and may perform contract administration functions relating to collecting
and receiving reports and fees, as well as other contract administration functions as assigned by
the Lead State.
Order or Purchase Order means any purchase order, sales order, contract or other document
used by a Purchasing Entity to order the Services and/or Products.
Participating Addendum means a bilateral agreement executed by a Contractor and a
Participating Entity incorporating this Master Agreement and any other additional Participating
Entity specific language or other requirements, e.g. ordering procedures specific to the
Participating Entity, entity -specific terms and conditions, etc.
Participating Entity means a state, or other legal entity, properly authorized to enter into a
Participating Addendum.
Participating State means a state, the District of Columbia, or one of the territories of the
United States that is listed in the Request for Proposal as intending to participate. Upon
execution of the Participating Addendum, a Participating State becomes a Participating Entity;
however, a Participating State listed in the Request for Proposal is not required to participate
through execution of a Participating Addendum.
Products means any equipment, software (including Embedded Software), documentation, or
other deliverable supplied or created by the Contractor pursuant to this Master Agreement.
Purchasing Entity means a state (as well as the District of Columbia and U.S. territories), city,
county, district, other political subdivision of a State, and a nonprofit organization under the
laws of some states authorized to place an Order under the terms of this Master Agreement,
that issues a Purchase Order against this Master Agreement.
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Services mean wireless service plans and related installation and maintenance services or other
solutions.
NASPO ValuePoint Program Provisions
3. Term of the Master Agreement
a. The initial term of this Master Agreement is for Five (5) years. This Master Agreement may be
extended beyond the original contract period for up to Five (5) additional years at the Lead
State's discretion and by mutual agreement and upon review of requirements of Participating
Entities, current market conditions, and Contractor performance.
b. The Master Agreement may be extended for a reasonable period of time in adherence to the
Lead State's Procurement Code, if in the judgment of the Lead State a follow-on, competitive
procurement will be unavoidably delayed (despite good faith efforts) beyond the planned date
of execution of the follow-on master agreement. This subsection shall not be deemed to limit
the authority of a Lead State under its state law otherwise to negotiate contract extensions.
4. Amendments
The terms of this Master Agreement shall not be waived, altered, modified, supplemented or
amended in any manner whatsoever without prior written agreement of the Lead State and
Contractor.
5. Participants and Scope
a. Contractor may not deliver Products and perform Services under this Master Agreement until
a Participating Addendum acceptable to the Participating Entity and Contractor is executed;
unless another method of ordering is authorized by NASPO ValuePoint. The NASPO ValuePoint
Master Agreement Terms and Conditions are applicable to any Order by a Purchasing Entity,
except to the extent altered, modified, supplemented or amended by a Participating
Addendum or Purchase Order. By way of illustration and not limitation, this authority may
apply to unique delivery and invoicing requirements, confidentiality requirements, defaults on
Orders, governing law and venue relating to Orders by a Participating Entity, indemnification,
and insurance requirements. Statutory or constitutional requirements relating to availability of
funds may require specific language in some Participating Addenda in order to comply with
applicable law. The expectation is that these alterations, modifications, supplements, or
amendments will be addressed in the Participating Addendum or, with the consent of the
Purchasing Entity and Contractor, may be included in the ordering document (e.g. purchase
order or contract) used by a Purchasing Entity to place the Order.
b. Use of specific NASPO ValuePoint cooperative Master Agreements by state agencies, political
subdivisions and other Participating Entities (including cooperatives) authorized by individual
state's statutes to use state contracts are subject to the approval of the respective State Chief
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Procurement Official. Issues of interpretation and eligibility for participation are solely within
the authority of the respective State Chief Procurement Official.
c. Obligations under this Master Agreement are limited to those Participating Entities who have
signed a Participating Addendum and Purchasing Entities within the scope of those Participating
Addenda. States or other entities permitted to participate may use an informal competitive
process to determine which Master Agreements to participate in through execution of a
Participating Addendum. Financial obligations of Participating Entities who are states are
limited to the orders placed by the departments or other state agencies and institutions having
available funds. Participating Entities who are states incur no financial obligations on behalf of
other Purchasing Entities. Contractor shall email a fully executed PDF copy of each Participating
Addendum to PA@naspovaluepoint.org to support documentation of participation and posting
in appropriate data bases.
d. NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint, is not
a party to the Master Agreement. It is a nonprofit cooperative purchasing organization
assisting states in administering the NASPO cooperative purchasing program for state
government departments, institutions, agencies and political subdivisions (e.g., colleges, school
districts, counties, cities, etc.) for all 50 states, the District of Columbia and the territories of the
United States.
e. Participating Addenda shall not be construed to amend the following provisions in this
Master Agreement between the Lead State and Contractor that prescribe NASPO ValuePoint
Program requirements: Term of the Master Agreement; Amendments; Participants and Scope;
Administrative Fee; NASPO ValuePoint Summary and Detailed Usage Reports; NASPO
ValuePoint Cooperative Program Marketing and Performance Review; Right to Publish; Price
and Rate Guarantee Period; and Individual Customers. Any such language shall be void and of
no effect.
f. Participating Entities who are not states may under some circumstances sign their own
Participating Addendum, subject to the consent to participation by the Chief Procurement
Official of the state where the Participating Entity is located. Coordinate requests for such
participation through NASPO ValuePoint. Any permission to participate through execution of a
Participating Addendum or placement of a Purchase Order is not a determination that
procurement authority exists in the Participating Entity; each entity must ensure that they have
the requisite procurement authority to execute a Participating Addendum or place an order
under the Master Agreement.
g. Resale. "Resale" means any payment in exchange for transfer of tangible goods, software, or
assignment of the right to services. Subject to any specific conditions included in the solicitation
or Contractor's proposal as accepted by the Lead State, or as explicitly permitted in a
Participating Addendum, Purchasing Entities may not resell Products and Services (the
definition of which includes services that are deliverables). Absent any such condition or
explicit permission, this limitation does not prohibit: transfer between public agencies;
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payments by employees of a Purchasing Entity for Products or Services; sales of Products to the
general public as surplus property; and fees associated with inventory transactions with other
governmental or nonprofit entities and consistent with a Purchasing Entity's laws and
regulations. Any sale or transfer permitted by this subsection must be consistent with license
rights granted for use of intellectual property.
6. Administrative Fees
a. The Contractor shall pay to NASPO ValuePoint, or its assignee, a NASPO ValuePoint
Administrative Fee of 0.25% on Corporate/Government Responsible (CRU) accounts and 0.10%
on all Individual Responsible (IRU) accounts no later than sixty (60) days following the end of
each calendar quarter. The NASPO ValuePoint Administrative Fee shall be submitted quarterly
and is based on all sales of Products and Services for both Corporate/Government Responsible
(CRU) and Individual Response (IRU) accounts under the Master Agreement (less any charges
for taxes or shipping). The NASPO ValuePoint Administrative Fee is not negotiable. This fee is to
be included as part of the pricing submitted with proposal.
b. Additionally, some states may require an additional fee be paid directly to the state only on
purchases made by Purchasing Entities within that state. For all such requests, the fee level,
payment method and schedule for such reports and payments will be incorporated into the
Participating Addendum that is made a part of the Master Agreement. The Contractor may
adjust the Master Agreement pricing accordingly for purchases made by Purchasing Entities
within the jurisdiction of the state. All such agreements shall not affect the NASPO ValuePoint
Administrative Fee percentage or the prices paid by the Purchasing Entities outside the
jurisdiction of the state requesting the additional fee. The NASPO ValuePoint Administrative
Fee in subsection 6a shall be based on the gross amount of all sales (less any charges for taxes
or shipping) at the adjusted prices (if any) in Participating Addenda.
7. NASPO ValuePoint Summary and Detailed Usage Reports
In addition to other reports that may be required by this solicitation, the Contractor shall
provide the following NASPO ValuePoint reports.
a. Summary Sales Data. The Contractor shall submit quarterly sales reports directly to NASPO
ValuePoint using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool
found at http://calculator.naspovaluepoint.org. Any/all sales made under this Master
Agreement shall be reported as cumulative totals by state for Government Responsible
accounts. A separate report shall be submitted and reported as cumulative totals by state for
Individual Responsible (IRU) accounts. Even if Contractor experiences zero sales during a
calendar quarter, a report is still required. Reports shall be due no later than forty-five (45) days
following the end of the calendar quarter (as specified in the reporting tool).
b. Detailed Sales Data. Contractor shall also report detailed sales data using the format
provided in Attachments H, I, J and K. Reports are due on a quarterly basis and must be
received by the Lead State and NASPO ValuePoint no later than forty-five (45) days after the
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end of the reporting period. Reports shall be delivered to the Lead State and to NASPO
ValuePoint electronically through a designated portal, email, CD-ROM, flash drive or other
method as determined by the Lead State and NASPO ValuePoint. Detailed sales data reports
shall include sales information for all sales under this Master Agreement.
c. Reportable sales for the summary sales data report and detailed sales data report includes
sales to employees for personal use where authorized by the solicitation and the Participating
Addendum. Report data for employees should be limited to ONLY the state and entity they are
participating under the authority of (state and agency, city, county, school district, etc.) and the
amount of sales. No personal identification numbers, e.g. names, addresses, social security
numbers or any other numerical identifier, may be submitted with any report.
d. Contractor shall provide NASPO ValuePoint with an executive summary each quarter that
includes, at a minimum, a list of states with an active Participating Addendum, states that
Contractor is in negotiations with and any Participating Addendum roll out or implementation
activities and issues. NASPO ValuePoint and Contractor will determine the format and content
of the executive summary. The executive summary is due forty-five (45) days after the
conclusion of each calendar quarter.
e. Timely submission of these reports is a material requirement of the Master Agreement. The
recipient of the reports shall have exclusive ownership of the media containing the
reports. The Lead State and NASPO ValuePoint shall have a perpetual, irrevocable, non-
exclusive, royalty free, transferable right to display, modify, copy, and otherwise use reports,
data and information provided under this section.
8. NASPO ValuePoint Cooperative Program Marketing, Training, and Performance
Review
a. Contractor agrees to work cooperatively with NASPO ValuePoint personnel. Contractor
agrees to present plans to NASPO ValuePoint for the education of Contractor's contract
administrator(s) and sales/marketing workforce regarding the Master Agreement contract,
including the competitive nature of NASPO ValuePoint procurements, the Master Agreement
and participating addendum process, and the manner in which qualifying entities can
participate in the Master Agreement.
b. Contractor agrees, as Participating Addendums become executed, if requested by
ValuePoint personnel, to provide plans to launch the program within the participating state.
Plans will include time frames to launch the agreement and confirmation that the Contractor's
website has been updated to properly reflect the contract offer as available in the participating
state.
c. Contractor agrees, absent anything to the contrary outlined in a Participating Addendum, to
consider customer proposed terms and conditions, as deemed important to the customer, for
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possible inclusion into the customer agreement. Contractor will ensure that their sales force is
aware of this contracting option.
d. Contractor agrees to participate in an annual contract performance review at a location
selected by the Lead State and NASPO ValuePoint, which may include a discussion of marketing
action plans, target strategies, marketing materials, as well as Contractor reporting and
timeliness of payment of administration fees.
e. Contractor acknowledges that the NASPO ValuePoint logos may not be used by Contractor in
sales and marketing until a logo use agreement is executed with NASPO ValuePoint.
f. The Lead State expects to evaluate the utilization of the Master Agreement at the annual
performance review. Lead State may, in its discretion, cancel the Master Agreement pursuant
to section 27, or not exercise an option to renew, when Contractor utilization does not warrant
further administration of the Master Agreement. The Lead State may exercise its right to not
renew the Master Agreement if vendor fails to record or report revenue for three consecutive
quarters, upon 60-calendar day written notice to the Contractor. Cancellation based on nonuse
or under -utilization will not occur sooner than one year after award (or execution if later) of the
Master Agreement. This subsection does not limit the discretionary right of either the Lead
State or Contractor to cancel the Master Agreement pursuant to section 27 or to terminate for
default pursuant to section 29.
g. Contractor agrees to notify the Lead State and NASPO ValuePoint of any contractual most -
favored -customer provisions in any public sector contracts or Cooperative Purchasing
Agreements that will adversely affect the promotion of this Master Agreement or whose terms
specifically provide for material adjustments to future rates or pricing based on rates, pricing in,
or Orders from this Master Agreement. Upon request of the Lead State or NASPO ValuePoint,
Contractor shall provide a copy of any such provisions, subject to any applicable confidentiality
obligations.
9. Right to Publish
Throughout the duration of this Master Agreement, Contractor must secure from the Lead State
prior approval for the release of information that pertains to the potential work or activities
covered by the Master Agreement. This limitation does not preclude publication about the award
of the Master Agreement or marketing activities consistent with any proposed and accepted
marketing plan. The Contractor shall not make any representations of NASPO ValuePoint's
opinion or position as to the quality or effectiveness of the Services that are the subject of this
Master Agreement without prior written consent. Failure to adhere to this requirement may
result in termination of the Master Agreement for cause.
10. Price and Rate Guarantee Period
All prices and rates must be guaranteed for the initial term of the Master Agreement. Following
the initial Master Agreement period, any request for price or rate adjustment must be for an
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equal guarantee period, and must be made at least (90 Days) days prior to the effective date.
Requests for price or rate adjustment must include sufficient documentation supporting the
request. Any adjustment or amendment to the Master Agreement shall not be effective unless
approved by the Lead State. No retroactive adjustments to prices or rates will be allowed.
11. Individual Customers
Except to the extent modified by a Participating Addendum or Purchase Order, each Purchasing
Entity shall follow the terms and conditions of the Master Agreement and applicable
Participating Addendum and will have the same rights and responsibilities for their purchases
as the Lead State has in the Master Agreement, including but not limited to, any indemnity or
right to recover any costs as such right is defined in the Master Agreement and applicable
Participating Addendum for their purchases. Each Purchasing Entity will be responsible for its
own charges, fees, and liabilities. The Contractor will apply the charges and invoice each
Purchasing Entity individually.
Administration of Orders
12. Ordering
a. Master Agreement order and purchase order numbers shall be clearly shown on all
acknowledgments, shipping labels, packing slips, invoices, and on all correspondence.
b. Purchasing Entities may define entity or project -specific requirements and informally
compete the requirement among companies having a Master Agreement on an "as needed"
basis. This procedure may also be used when requirements are aggregated or other firm
commitments may be made to achieve reductions in pricing. This procedure may be modified
in Participating Addenda and adapted to the Purchasing Entity's rules and policies. The
Purchasing Entity may in its sole discretion determine which Master Agreement Contractors
should be solicited for a quote. The Purchasing Entity may select the quote that it considers
most advantageous, cost and other factors considered.
c. Each Purchasing Entity will identify and utilize its own appropriate purchasing procedure and
documentation. Contractor is expected to become familiar with the Purchasing Entities' rules,
policies, and procedures regarding the ordering of Products and/or Services contemplated by
this Master Agreement.
d. Contractor shall not begin work without a valid Purchase Order or other appropriate
commitment document under the law of the Purchasing Entity.
e. Orders may be placed consistent with the terms of this Master Agreement during the term of
the Master Agreement.
f. All Orders pursuant to this Master Agreement, at a minimum, shall include:
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(1) The Services or supplies being delivered;
(2) The place and requested time of delivery;
(3) A billing address;
(4) The name, phone number, and address of the Purchasing Entity representative;
(5) The price per hour or other pricing elements consistent with this Master Agreement
and the contractor's proposal;
(6) A ceiling amount of the order for Services being ordered; and
(7) The Master Agreement identifier.
g. All communications concerning administration of Orders placed shall be furnished solely to
the authorized purchasing agent within the Purchasing Entity's purchasing office, or to such
other individual identified in writing in the Order.
h. Orders must be placed pursuant to this Master Agreement prior to the termination date
thereof, but may have a delivery date or performance period up to 120 days past the then -
current termination date of this Master Agreement. Contractor is reminded that financial
obligations of Purchasing Entities payable after the current applicable fiscal year are contingent
upon agency funds for that purpose being appropriated, budgeted, and otherwise made
available.
i. Notwithstanding the expiration, cancellation or termination of this Master Agreement,
Contractor agrees to perform in accordance with the terms of any Orders then outstanding at
the time of such expiration or termination. Contractor shall not honor any Orders placed after
the expiration, cancellation or termination of this Master Agreement, or otherwise inconsistent
with its terms. Orders from any separate indefinite quantity, task orders, or other form of
indefinite delivery order arrangement priced against this Master Agreement may not be placed
after the expiration or termination of this Master Agreement, notwithstanding the term of any
such indefinite delivery order agreement.
13. Shipping and Delivery
a. The prices are the delivered price to any Purchasing Entity. All deliveries shall be F.O.B.
destination, freight pre -paid, with all transportation and handling charges paid by the
Contractor. Responsibility and liability for loss or damage shall remain the Contractor's until
final inspection and acceptance when responsibility shall pass to the Purchasing Entity except as
to latent defects, fraud and Contractor's warranty obligations. The minimum shipment
amount, if any, will be found in the special terms and conditions. Any order for less than the
specified amount is to be shipped with the freight prepaid and added as a separate item on the
invoice. Any portion of an Order to be shipped without transportation charges that is back
ordered shall be shipped without charge.
b. All deliveries will be "Inside Deliveries" as designated by a representative of the Purchasing
Entity placing the Order. Inside Delivery refers to a delivery to other than a loading dock, front
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lobby, or reception area. Specific delivery instructions will be noted on the order form or
Purchase Order. Any damage to the building interior, scratched walls, damage to the freight
elevator, etc., will be the responsibility of the Contractor. If damage does occur, it is the
responsibility of the Contractor to immediately notify the Purchasing Entity placing the Order.
c. All products must be delivered in the manufacturer's standard package. Costs shall include all
packing and/or crating charges. Cases shall be of durable construction, good condition, properly
labeled and suitable in every respect for storage and handling of contents. Each shipping carton
shall be marked with the commodity, brand, quantity, item code number and the Purchasing
Entity's Purchase Order number.
14. Laws and Regulations
Any and all Services offered and furnished shall comply fully with all applicable Federal and
State laws and regulations.
15. Inspection and Acceptance
a. Where the Master Agreement or an Order does not otherwise specify a process for
inspection and Acceptance, this section governs. This section is not intended to limit rights and
remedies under the applicable commercial code.
b. All Products are subject to inspection at reasonable times and places before Acceptance.
Products that do not meet specifications may be rejected. Failure to reject upon receipt,
however, does not relieve the contractor of liability for material (nonconformity that
substantial impairs value) latent or hidden defects subsequently revealed when goods are put
to use. Acceptance of such goods may be revoked in accordance with the provisions of the
applicable commercial code, and the Contractor is liable for any resulting expense incurred by
the Purchasing Entity related to the preparation and shipping of Product rejected and returned,
or for which Acceptance is revoked.
c. If any Services do not conform to contract requirements, the Purchasing Entity may require
the Contractor to perform the Services again in conformity with contract requirements, at no
increase in Order amount. When defects cannot be corrected by re -performance, the
Purchasing Entity may require the Contractor to take necessary action to ensure that future
performance conforms to contract requirements; and reduce the contract price to reflect the
reduced value of Services performed with agreement by Contractor.
d. The warranty period shall begin upon Acceptance.
e. Acceptance Testing may be explicitly set out in a Master Agreement to ensure conformance
to an explicit standard of performance. Acceptance Testing means the process set forth in the
Master Agreement for ascertaining that the Product or Service meets the standard of
performance prior to Acceptance by the Purchasing Entity. If Acceptance Testing is prescribed,
this subsection applies to applicable Products or Services purchased under this Master
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Agreement, including any additional, replacement, or substitute Product(s) or Service(s) and
any Product(s) or Service(s) which are modified by or with the written approval of Contractor
after Acceptance by the Purchasing Entity. The Acceptance Testing period shall be thirty (30)
calendar days or other time period identified in this Master Agreement or the Participating
Addendum, starting from the day after the Product or Service is delivered or, if installed, the
day after the Product or Service is installed and Contractor certifies that the Product or Service
is ready for Acceptance Testing. If the Product or Service does not meet the standard of
performance during the initial period of Acceptance Testing, Purchasing Entity may, at its
discretion, continue Acceptance Testing on a day-to-day basis until the standard of
performance is met. Upon rejection, the Contractor will have thirty (30) calendar days to cure
the standard of performance issue(s), unless another time frame is agreed upon by the
Purchasing Entity and Contractor in writing. If after the cure period, the Product or Service still
has not met the standard of performance, the Purchasing Entity may, at its option: (a) declare
Contractor to be in breach and terminate the Order; (b) demand replacement Product or
Service from Contractor at no additional cost to Purchasing Entity; or, (c) continue the cure
period for an additional time period agreed upon by the Purchasing Entity and the Contractor.
Contractor shall pay all costs related to the preparation and shipping of Product or Service
returned pursuant to the section. No Product or Service shall be deemed Accepted and no
charges shall be paid until the standard of performance is met. The warranty period shall begin
upon Acceptance.
16. Payment
Payment after Acceptance is normally made within 30 days following the date the entire order
is delivered or the date a correct invoice is received, whichever is later. After 45 days the
Contractor may assess overdue account charges up to a maximum rate of one percent per
month on the outstanding balance, unless a different late payment amount is specified in a
Participating Addendum, Order, or otherwise prescribed by applicable law. Payments will be
remitted by mail. Payments may be made via a State or political subdivision "Purchasing Card"
with no additional charge.
17. Warranty
The Contractor warrants that the Product shall be delivered new and in original manufacturer's
packaging. Because the Contractor is not the manufacturer of the Product, it provides the
Product "as -is" and agrees to pass through the standard device manufacturer warranty
(generally, 12 months) to the Purchasing Entity. The rights and remedies of the parties under
this warranty are in addition to any other rights and remedies of the parties provided by law or
equity.
18. Title of Product
Upon Acceptance by the Purchasing Entity, Contractor shall convey to Purchasing Entity title to
the Product free and clear of all liens, encumbrances, or other security interests. Transfer of
title to the Product shall include an irrevocable and perpetual license to use any Embedded
Software in the Product. If Purchasing Entity subsequently transfers title of the Product to
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another entity, Purchasing Entity shall have the right to transfer the license to use the
Embedded Software with the transfer of Product title, subject to any license provisions or
acceptable use policies related to any Embedded Software. A subsequent transfer of this
software license shall be at no additional cost or charge to either Purchasing Entity or
Purchasing Entity's transferee.
19. License of Pre -Existing Intellectual Property
Contractor grants to the Purchasing Entity a non-exclusive, fully paid, royalty free, perpetual
license to use the Product to achieve the purposes of the Master Agreement.
General Provisions
20. Insurance
a. Unless otherwise agreed in a Participating Addendum, Contractor shall, during the term of
this Master Agreement, maintain in full force and effect, the insurance described in this section.
Contractor shall acquire such insurance from an insurance carrier or carriers licensed to
conduct business in each Participating Entity's state and having a rating of A-, Class VII or
better, in the most recently published edition of A.M. Best's Insurance Reports. Failure to buy
and maintain the required insurance may result in this Master Agreement's termination or, at a
Participating Entity's option, result in termination of its Participating Addendum.
b. Coverage shall be written on an occurrence basis. The minimum acceptable limits shall be as
indicated below:
(1) Commercial General Liability covering premises operations, independent
contractors, products and completed operations, blanket contractual liability, personal
injury (including death), advertising liability, and property damage, with a limit of not
less than $1 million per occurrence/$2 million general aggregate;
(2) Contractor must comply with any applicable State Workers Compensation and
Employers Liability Insurance requirements.
c. Contractor shall pay premiums on all insurance policies. Contractor shall provide notice to a
Participating Entity who is a state within five (5) business days after Contractor is first aware of
expiration, cancellation or nonrenewal of such policy or is first aware that cancellation is
threatened or expiration, nonrenewal or expiration otherwise may occur.
d. Prior to commencement of performance, Contractor shall provide to the Lead State a written
endorsement to the Contractor's general liability insurance policy or other documentary
evidence acceptable to the Lead State that (1) names the Participating States identified in the
Request for Proposal as additional insureds, (2) provides that written notice of cancellation
shall be delivered in accordance with the policy provisions, and (3) provides that the
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Contractor's liability insurance policy shall be primary, with any liability insurance of any
Participating State as secondary and noncontributory. Unless otherwise agreed in any
Participating Addendum, other state Participating Entities' rights and Contractor's obligations
are the same as those specified in the first sentence of this subsection except the endorsement
is provided to the applicable state.
e. Contractor shall furnish to the Lead State copies of certificates of all required insurance in a
form sufficient to show required coverage within thirty (30) calendar days of the execution of
this Master Agreement and prior to performing any work. Copies of renewal certificates of all
required insurance shall be furnished within thirty (30) days after any renewal date to the
applicable state Participating Entity. Failure to provide evidence of coverage may, at the sole
option of the Lead State, or any Participating Entity, result in this Master Agreement's
termination or the termination of any Participating Addendum, respectively.
f. Coverage and limits shall not limit Contractor's liability and obligations under this Master
Agreement, any Participating Addendum, or any Purchase Order.
21. Records Administration and Audit
a. The Contractor shall maintain books, records, documents, and other evidence pertaining to
this Master Agreement and Orders placed by Purchasing Entities under it to the extent and in
such detail as shall adequately reflect performance and administration of payments and fees.
Contractor shall permit the Lead State, a Participating Entity, a Purchasing Entity, the federal
government (including its grant awarding entities and the U.S. Comptroller General), and any
other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or
transcribe Contractor's books, documents, papers and records directly pertinent to this Master
Agreement or orders placed by a Purchasing Entity under it for the purpose of making audits,
examinations, excerpts, and transcriptions. This right shall survive for a period of five (5) years
following termination of this Agreement or final payment for any order placed by a Purchasing
Entity against this Agreement, whichever is later, or such longer period as is required by the
Purchasing Entity's state statutes, to assure compliance with the terms hereof or to evaluate
performance hereunder.
b. Without limiting any other remedy available to any governmental entity, the Contractor shall
reimburse the Lead State, or Purchasing Entity for any overpayments inconsistent with the
terms of the Master Agreement or Orders or the Purchasing Entity or NASPO ValuePoint for
underpayment of Contractor's Administrative Fees.
c. The rights and obligations herein exist in addition to any quality assurance obligation in the
Master Agreement requiring the Contractor to self -audit contract obligations and that permits
the Lead State to review compliance with those obligations. Contractor agrees to keep and
maintain full, true, and complete billing records, books, and documents as practicable to
disclose to the Lead State or their authorized representatives, upon audits, sufficient
information to reasonably determine compliance with this Master Agreement and all state
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regulations and statutes. Except where an audit is mandated through legislative or executive
action or direction, Lead State shall not perform such audits more than one time per calendar
year (including reasonable follow-up). For any audit performed, the Lead State will provide
reasonable notice (at least 10 business days) in advance of its review of directly related billing
records, books, and documents to Contractor's obligations under this Master Agreement.
These audit records are subject to confidentiality obligations by the Lead State or any third -
party agent performing this audit on behalf of the Lead State. Any third -party auditor audit
shall be subject to prior approval by Contractor (which shall not be unreasonably withheld), and
the third -party auditor may be required at Contractor's sole discretion to execute the
Contractor's standard non -disclosure agreement prior to examining, inspecting, copying or
auditing Contractor's records. Such non -disclosure agreement shall not prohibit disclosure to
the Lead State or discussion between the third -party auditor and the Lead State for the
purposes of performing an audit.
22. Confidentiality, Non -Disclosure, and Injunctive Relief
a. Confidentiality. The parties acknowledge that they and their employees or agents may, in the
course of performing under this Master Agreement, be exposed to or acquire information that
is confidential or proprietary to the other party. Any and all information of any form that is
marked as confidential or proprietary or would by its nature be deemed confidential or
proprietary, including, but not limited to, (1) business records, (2) personnel records, and (3)
personally identifying information, shall be considered confidential or proprietary information.
Any reports or other documents or items (including software) that result from the use of the
confidential or proprietary information by a party shall be treated in the same manner as the
confidential or proprietary information. Confidential or proprietary information does not
include information that (1) is or becomes publicly known; (2) is rightfully in a party's
possession without the obligation of nondisclosure prior to the time of its disclosure under this
Master Agreement; or (3) is disclosed with the written consent of the other party. Pursuant to
relevant public records law, information or documents the Lead State or Purchasing Entity
receives from Contractor may be open to public inspection and copying. The Lead State or
Purchasing Entity may have the duty to disclose unless a particular record falls within an
exemption. Contractor may label specific documents or verbally indicate in presentations or
meetings, including specific portions thereof, as a "confidential" or "proprietary" in accordance
with relevant public records law.
b. Non -Disclosure. Contractor shall hold Confidential Information in confidence, using at least
the industry standard of confidentiality, and shall not copy, reproduce, sell, assign, license,
market, transfer or otherwise dispose of, give, or disclose Confidential Information to third
parties or use Confidential Information for any purposes whatsoever other than what is
necessary to the performance of Orders placed under this Master Agreement. Contractor shall
advise each of its employees and agents of their obligations to keep Confidential Information
confidential. Contractor shall use commercially reasonable efforts to assist Purchasing Entity in
identifying and preventing any unauthorized use or disclosure of any Confidential Information.
Without limiting the generality of the foregoing, Contractor shall advise Purchasing Entity,
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applicable Participating Entity, and the Lead State immediately if Contractor learns or has
reason to believe that any person who has had access to Confidential Information has violated
or intends to violate the terms of this Master Agreement, and Contractor shall at its expense
cooperate with Purchasing Entity in seeking injunctive or other equitable relief in the name of
Purchasing Entity or Contractor against any such person. Except as directed by Purchasing
Entity, Contractor will not at any time during or after the term of this Master Agreement
disclose, directly or indirectly, any Confidential Information to any person, except in accordance
with this Master Agreement, and that upon termination of this Master Agreement or at
Purchasing Entity's request, Contractor shall turn over to Purchasing Entity all documents,
papers, and other matter in Contractor's possession that embody Confidential Information.
Notwithstanding the foregoing, Contractor may keep one copy of such Confidential Information
necessary for quality assurance, audits and evidence of the performance of this Master
Agreement.
c. Injunctive Relief. Contractor acknowledges that breach of this section, including disclosure of
any Confidential Information, will cause irreparable injury to Purchasing Entity that is
inadequately compensable in damages. Accordingly, Purchasing Entity may seek and obtain
injunctive relief against the breach or threatened breach of the foregoing undertakings, in
addition to any other legal remedies that may be available. Contractor acknowledges and
agrees that the covenants contained herein are necessary for the protection of the legitimate
business interests of Purchasing Entity and are reasonable in scope and content.
d. Public Disclosure Laws. These provisions shall be applicable only to the extent they are not in
conflict with the applicable public records law of the Lead State or Purchasing Entity.
e. The rights granted Purchasing Entities and Contractor obligations under this section
shall also extend to the NASPO ValuePoint's Confidential Information, defined to include
Participating Addenda, as well as Orders or transaction data relating to Orders under
this Master Agreement that identify the entity/customer, Order dates, line item
descriptions and volumes, and prices/rates. This provision does not apply to disclosure
to the Lead State, a Participating State, or any governmental entity exercising an audit,
inspection, or examination pursuant to section 21. To the extent permitted by law,
Contractor shall notify the Lead State of the identify of any entity seeking access to the
Confidential Information described in this subsection.
23. Public Information
This Master Agreement and all related documents are subject to disclosure pursuant to the
Purchasing Entity's public records laws.
24. Assignment/Subcontracts
a. Contractor shall not assign, sell, transfer, subcontract or sublet rights, or delegate
responsibilities under this Master Agreement, in whole or in part, without the prior written
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approval of the Lead State. Such approval shall not be unreasonably withheld. Notwithstanding
the foregoing, prior written approval of the Lead State is not necessary for changes in control of
T-Mobile, including mergers or acquisitions, or for subcontracts necessary to support
Contractor's regular operations.
b. The Lead State reserves the right to assign any rights or duties, including written assignment
of contract administration duties to NASPO ValuePoint and other third parties.
25. Changes in Contractor Representation
The Contractor must notify the Lead State of changes in the Contractor's key administrative
personnel managing the Master Agreement in writing within 10 calendar days of the change. The
Lead State reserves the right to approve changes in key personnel, as identified in the
Contractor's proposal. The Contractor agrees to propose replacement key personnel having
substantially equal or better education, training, and experience as was possessed by the key
person proposed and evaluated in the Contractor's proposal.
26. Independent Contractor
The Contractor shall be an independent contractor. Contractor shall have no authorization,
express or implied, to bind the Lead State, Participating States, other Participating Entities, or
Purchasing Entities to any agreements, settlements, liability or understanding whatsoever, and
agrees not to hold itself out as agent except as expressly set forth herein or as expressly agreed
in any Participating Addendum.
27. Cancellation
Unless otherwise stated, this Master Agreement may be canceled by either party upon 60 days
written notice prior to the effective date of the cancellation. Further, any Participating Entity
may cancel its participation upon 30 days written notice, unless otherwise limited or stated in
the Participating Addendum. Cancellation may be in whole or in part. Any cancellation under
this provision shall not affect the rights and obligations attending orders outstanding at the
time of cancellation, including any right of a Purchasing Entity to indemnification by the
Contractor, rights of payment for Products or Services delivered and accepted, rights attending
any warranty or default in performance in association with any Order, and requirements for
records administration and audit.
28. Force Majeure
Neither party to this Master Agreement shall be held responsible for delay or default caused by
fire, riot, unusually severe weather, other acts of God, or war which are beyond that party's
reasonable control. The Lead State may terminate this Master Agreement after determining
such delay or default will reasonably prevent successful performance of the Master Agreement.
29. Defaults and Remedies
a. The occurrence of any of the following events shall be an event of default under this Master
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Agreement:
(1) Nonperformance of contractual requirements; or
(2) A material breach of any term or condition of this Master Agreement; or
(3) Any certification, representation or warranty by Contractor in response to the
solicitation or in this Master Agreement that proves to be untrue or materially
misleading; or
(4) Institution of proceedings under any bankruptcy, insolvency, reorganization or
similar law, by or against Contractor, or the appointment of a receiver or similar officer
for Contractor or any of its property, which is not vacated or fully stayed within thirty
(30) calendar days after the institution or occurrence thereof; or
(5) Any default specified in another section of this Master Agreement.
b. Upon the occurrence of an event of default, the Lead State shall issue a written notice of
default, identifying the nature of the default, and providing a period of 15 calendar days in
which Contractor shall have an opportunity to cure the default. The Lead State shall not be
required to provide advance written notice or a cure period and may immediately terminate
this Master Agreement in whole or in part if the Lead State, in its sole discretion, determines
that it is reasonably necessary to preserve public safety or prevent immediate public crisis.
Time allowed for cure shall not diminish or eliminate Contractor's liability for damages.
c. If Contractor is afforded an opportunity to cure and fails to cure the default within the period
specified in the written notice of default, Contractor shall be in breach of its obligations under
this Master Agreement and the Lead State shall have the right to exercise any or all of the
following remedies:
(1) Exercise any remedy provided by law;
(2) Terminate this Master Agreement and any related Contracts or portions thereof;
(3) Intentionally omitted; and
(4) Suspend Contractor from being able to respond to future bid solicitations;
(5) Suspend Contractor's performance; and
(6) Withhold payment until the default is remedied.
d. Unless otherwise specified in the Participating Addendum, in the event of a default under a
Participating Addendum, a Participating Entity shall provide a written notice of default as
described in this section and shall have all of the rights and remedies under this paragraph
regarding its participation in the Master Agreement, in addition to those set forth in its
Participating Addendum. Unless otherwise specified in a Purchase Order, a Purchasing Entity
shall provide written notice of default as described in this section and have all of the rights and
remedies under this paragraph and any applicable Participating Addendum with respect to an
Order placed by the Purchasing Entity. Nothing in these Master Agreement Terms and
Conditions shall be construed to limit the rights and remedies available to a Purchasing Entity
under the applicable commercial code.
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30. Waiver of Breach
Failure of the Lead State, Participating Entity, or Purchasing Entity to declare a default or
enforce any rights and remedies shall not operate as a waiver under this Master Agreement or
Participating Addendum. Any waiver by the Lead State, Participating Entity, or Purchasing
Entity must be in writing. Waiver by the Lead State or Participating Entity of any default, right
or remedy under this Master Agreement or Participating Addendum, or by Purchasing Entity
with respect to any Purchase Order, or breach of any terms or requirements of this Master
Agreement, a Participating Addendum, or Purchase Order shall not be construed or operate as
a waiver of any subsequent default or breach of such term or requirement, or of any other term
or requirement under this Master Agreement, Participating Addendum, or Purchase Order.
31. Debarment
The Contractor certifies that neither it nor its principals are presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily excluded from participation in this
transaction (contract) by any governmental department or agency. This certification represents
a recurring certification made at the time any Order is placed under this Master Agreement. If
the Contractor cannot certify this statement, attach a written explanation for review by the
Lead State.
32. Indemnification
a. The Contractor shall defend, indemnify and hold harmless NASPO, NASPO ValuePoint, the
Lead State, Participating Entities, and Purchasing Entities, along with their officers and
employees, from and against third -party claims, damages or causes of action including
reasonable attorneys' fees and related costs for any death, injury, or damage to tangible
property arising from negligent act(s), error(s), or omission(s) or willful misconduct of the
Contractor or its employees (or agents the Contractor expressly authorized to perform) relating
to the performance under the Master Agreement.
b. Indemnification — Intellectual Property. The Contractor shall defend, indemnify and hold
harmless NASPO ValuePoint, the Lead State, Participating Entities, Purchasing Entities, along
with their officers and employees ("Indemnified Party"), from and against third party claims,
damages or causes of action including reasonable attorneys' fees and related costs arising out
of the claim that the Services or its use, infringes Intellectual Property rights ("Intellectual
Property Claim") of another person or entity.
(1) The Contractor's obligations under this section shall not extend to any combination
of the Services with any other product, system or method, unless the Services, system or
method is:
(a) provided by the Contractor or the Contractor's subsidiaries or affiliates;
(b) specified by the Contractor to work with the Services; or
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(c) reasonably required, in order to use the Services in its intended manner, and
the infringement could not have been avoided by substituting another reasonably available
product, system or method capable of performing the same function; or
(d) It would be reasonably expected to use the Services in combination with such
product, system or method.
(2) The Indemnified Party shall notify the Contractor within a reasonable time after
receiving notice of an Intellectual Property Claim. Even if the Indemnified Party fails to provide
reasonable notice, the Contractor shall not be relieved from its obligations unless the
Contractor can demonstrate that it was prejudiced in defending the Intellectual Property Claim
resulting in increased expenses or loss to the Contractor.
Control of Defense:
If the Contractor promptly and reasonably investigates and defends any Intellectual Property
Claim, it shall have control over the defense and settlement of it; however, the Indemnified
Party must consent in writing for any money damages or obligations for which it may be
responsible (and such consent shall not be unreasonably withheld).
If the Contractor fails to vigorously pursue the defense or settlement of the Intellectual
Property Claim, the Indemnified Party may assume the defense or settlement of it and the
Contractor shall be liable for all costs and expenses, including reasonable attorneys' fees and
related costs, incurred by the Indemnified Party in the pursuit of the Intellectual Property
Claim.
The Party controlling such defense shall keep the other party advised of the status of such
action, suit, proceeding or claim and the defense thereof and shall consider recommendations
made by the other party with respect thereto.
Cooperation among the Parties:
The Indemnified Party shall furnish, at the Contractor's reasonable request and expense,
information and assistance necessary for Contractor's defense of the action or proceeding.
The Indemnified Party may, at its option and expense, be represented by counsel of its choice
in any action or proceeding with respect to such Claim; and Contractor and its legal counsel
shall cooperate with the Indemnified Party and its legal counsel in providing such information
as the Indemnified Party may reasonably request, in support of its defense.
Unless otherwise agreed in writing, this section is not subject to any limitations of liability in
this Master Agreement or in any other document executed in conjunction with this Master
Agreement.
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33. No Waiver of Sovereign Immunity
In no event shall this Master Agreement, any Participating Addendum or any contractor any
Purchase Order issued thereunder, or any act of the Lead State, a Participating Entity, or a
Purchasing Entity be a waiver of any form of defense or immunity, whether sovereign
immunity, governmental immunity, immunity based on the Eleventh Amendment to the
Constitution of the United States or otherwise, from any claim or from the jurisdiction of any
court.
This section applies to a claim brought against the Participating Entities who are states only to
the extent Congress has appropriately abrogated the state's sovereign immunity and is not
consent by the state to be sued in federal court. This section is also not a waiver by the state
of any form of immunity, including but not limited to sovereign immunity and immunity based
on the Eleventh Amendment to the Constitution of the United States.
34. Governing Law and Venue
a. The procurement, evaluation, and award of the Master Agreement shall be governed by and
construed in accordance with the laws of the Lead State sponsoring and administering the
procurement. The construction and effect of the Master Agreement after award shall be
governed by the law of the state serving as Lead State. The construction and effect of any
Participating Addendum or Order against the Master Agreement shall be governed by and
construed in accordance with the laws of the Participating Entity's or Purchasing Entity's State.
b. Unless otherwise specified in the RFP, the venue for any protest, claim, dispute or action
relating to the procurement, evaluation, and award is in the Lead State. Venue for any claim,
dispute or action concerning the terms of the Master Agreement shall be in the state serving as
Lead State. Venue for any claim, dispute, or action concerning any Order placed against the
Master Agreement or the effect of a Participating Addendum shall be in the Purchasing Entity's
State.
c. If a claim is brought in a federal forum, then it must be brought and adjudicated solely and
exclusively within the United States District Court for (in decreasing order of priority): the Lead
State for claims relating to the procurement, evaluation, award, or contract performance or
administration if the Lead State is a party; a Participating State if a named party; the state
where the Participating Entity or Purchasing Entity is located if either is a named party.
35. Assignment of Antitrust Rights
Contractor irrevocably assigns to a Participating Entity who is a state any claim for relief or
cause of action which the Contractor now has or which may accrue to the Contractor in the
future by reason of any violation of state or federal antitrust laws (15 U.S.C. § 1-15 or a
Participating Entity's state antitrust provisions), as now in effect and as may be amended from
time to time, in connection with any goods or services provided in that state for the purpose of
carrying out the Contractor's obligations under this Master Agreement or Participating
Addendum, including, at the Participating Entity's option, the right to control any such litigation
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on such claim for relief or cause of action.
36. Contract Provisions for Orders Utilizing Federal Funds
Pursuant to Appendix II to 2 Code of Federal Regulations (CFR) Part 200, Contract Provisions for
Non -Federal Entity Contracts Under Federal Awards, Orders funded with federal funds may
have additional contractual requirements or certifications that must be satisfied at the time the
Order is placed or upon delivery. These federal requirements may be proposed by Participating
Entities in Participating Addenda and Purchasing Entities for incorporation in Orders placed
under this Master Agreement.
37. Leasing or Alternative Financing Methods
The procurement and other applicable laws of some Purchasing Entities may permit the
use of leasing or alternative financing methods for the acquisition of Products under this
Master Agreement. Where the terms and conditions are not otherwise prescribed in an
applicable Participating Addendum, the terms and conditions for leasing or alternative
financing methods are subject to negotiation between the Contractor and Purchasing
Entity.
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EXHIBIT AA
CONTRACTOR'S ADDITIONAL SPECIAL TERMS AND CONDITIONS
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ATTACHMENT AA
CONTRACTOR'S SPECIAL TERMS AND CONDITIONS
The following Contractor Special Terms and Conditions are incorporated and made a part of the NASPO ValuePoint Master
Agreement Terms and Conditions.
1. Service and Product Pricing. The Service and Product prices are listed on the NASPO ValuePoint website at
www.naspovaluepoint.org and the NASPO ValuePoint Lead State's website. Purchasing Entity's use of the Service will be in
accordance with the terms and conditions of the Master Agreement. By placing an order for Contractor Products, Purchasing Entity
agrees that the Products are intended to be activated on our Service for use only by Purchasing Entity and its employees, and
Purchasing Entity will not resell or modify the Products or assist anyone doing so. Products are subject to availability. The delivery
address must fall within Contractor's licensed Service area. If Purchasing Entity has a Product or accessory under Contractor's
Equipment Installment Program ("EIP") or lease, then Purchasing Entity will refer to the terms and conditions of that agreement.
1.1 Activation Fees. Contractor's initial activation fee will be waived for each Purchasing Entity Master Account
and Employee Account for activation of each new line of Service.
1.2 iBilling and iAnalyst Billing Service. Purchasing Entity may enroll in Contractor's Milling and/or iAnalyst
online billing services at no additional monthly charge for the Master Account only; provided, however,
Purchasing Entity must activate and maintain at least six (6) Master Account lines of Service to receive the Milling
and/or iAnalyst billing service.
2. Employee Advantage Program. "Employee Accounts" means Purchasing Entity's employees who have signed up for
Contractor Service and are directly responsible for payment of Service and Products under Contractor's Employee Advantage
Program. For Employee Advantage Program details and eligibility requirements visit
www.Contractor.com/business/offers/advantagerewards. Employees can only activate a line of Service under the Contractor
Advantage Program at the above website or by calling Contractor's toll -free number, 1-877-347-2127. Contractor periodically
reviews Employee Accounts to confirm continued proof of employment and employee eligibility. Upon Contractor's request,
Employee will provide proof that they are currently employed by Purchasing Entity. After employment with Purchasing Entity
ends, Employee will be eligible to receive Service under Contractor's standard consumer rate plans, subject to the applicable terms
and conditions under such rate plans. Purchasing Entity will not be liable for payment on any Employee Account established under
the Employee Advantage Program. In its sole discretion, Contractor may change or discontinue any or all of the benefits, offers or
features of its Employee Advantage Program to the extent done so on a general basis for Employee Advantage Program members.
2.1 Marketing Commitments. Subject to Purchasing Entity pre -approval, Purchasing Entity will work with
Contractor in marketing the Employee Advantage Program to its employees by:
• Allowing Contractor to participate in any applicable on -site vendor attended benefits events for Purchasing
Entity's employees,
• Allowing Contractor to advertise in Purchasing Entity publications sent to employees (such as newsletters,
journals, magazines, periodicals or new employee packets),
• Including information regarding the Employee Advantage Program in periodic email announcements regarding
employee benefit opportunities,
• Posting Employee Advantage Program offers on the Purchasing Entity's intranet,
• Allowing Contractor to utilize Purchasing Entity's name in marketing initiatives to Purchasing Entity's
employees; or
• Cooperating with any other efforts mutually agreed upon by Purchasing Entity and Contractor aimed at
marketing the Employee Advantage Program benefits to Purchasing Entity's employees.
3. Service Availability. Service is available to a Product only when it is within the operating range of Contractor's owned
network coverage area ("Network") or the network of an operator with which Contractor has an applicable roaming agreement.
Coverage maps are available at www.Contractor.com and are only estimates of our anticipated coverage area outdoors. Purchasing
Entity's actual Service area, network availability, coverage, and quality may vary and change without notice based upon a number
of factors, including network capacity, terrain, weather, if Purchasing Entity's Users are on a private or public Wi-Fi network, using
a non -Contractor Product, or if a Product no longer supports network technologies compatible with or available on Contractor's
network. Outages and interruptions in Service may occur, and speed of Service varies. Products also have varying speed capabilities
and may connect to different networks depending on technology. Even within coverage areas and with broadband -capable Products,
network changes, traffic volume, outages, technical limitations, signal strength, obstructions, weather, and other conditions may
impact speeds and Service availability. Contractor may impose usage or Service limits, suspend Service, or exclude certain
categories of calls (e.g., conference & chat lines, broadcast, international, 900, 976 calls, etc.) in taking reasonable network
management or security measures. For non -governmental entities qualified to purchase as Purchasing Entities under this
Agreement, T Mobile may also impose limits on Master Account Service or Product orders based on the Purchasing Entity's then -
current credit rating.
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Contractor engineers its network to provide consistent high-speed data service, but at times and at locations where the number of
Purchasing Entity using the network exceeds available network resources, Purchasing Entity will experience reduced data speeds.
In those cases, Purchasing Entity who choose certain rate plans may notice speeds lower than Purchasing Entities on other
Contractor branded rate plans, which are prioritized higher on Contractor's network. Further, to help ensure positive experiences
for Purchasing Entities on Contractor branded plans and to minimize capacity issues and degradation in network performance,
Contractor may, without advance notice, take any actions necessary to manage its network on a content -agnostic basis, including
prioritizing all on -device data over Smartphone Mobile HotSpot (tethering) data and further prioritizing the data usage of a small
percentage of heavy data users (with the exception of emergency first -responders using T-Mobile's rate plans offered only for
emergency first responders), specifically those using more than 50GB of data in a billing cycle, below that of all other Purchasing
Entities in times and locations where there are competing Purchasing Entity demands for network resources, for the remainder of
the billing cycle.
Products must be used predominantly within the Contractor -owned Network coverage area. Products may connect to another
provider's network ("Off -Net") even when Users are within the Contractor coverage area. Purchasing Entity should check
Purchasing Entity's Product to determine if Purchasing Entity is Off -Net. To the extent Purchasing Entity unreasonably uses Off -
Net capability, Contractor may limit or terminate Purchasing Entity's Service. Contractor may in its discretion limit or terminate
the affected line of Service if (a) more than 50% of a User's voice and/or data usage is Off -Net for any two billing cycles within
any twelve (12) month period, (b) a User's Off -Net usage makes it commercially unreasonable for Contractor to provide Service
to such User, or (c) based on Contractor's arrangements with an Off -Net provider. If a User's Off -Net voice usage, data usage or
messaging usage exceeds its associated rate plan allotment, such Users will be alerted and access to Off -Net coverage may be
suspended or denied. Location services, including 9-1-1 location services, may not be available in Purchasing Entity's area and are
subject to the Service limitations in this Section 4.
4. Use of Service. Except approved by Contractor or otherwise agreed upon under the Master Agreement, Purchasing Entity
agrees not to resell any aspect of the Service or bundle it with any product or device not directly provided to Purchasing Entity by
Contractor, whether for profit or otherwise. Purchasing Entity agrees not to modify the Products or use the Service or Products for
any fraudulent, unlawful, harassing or abusive purpose, or in such a way as to create damage or risk to Contractor's business,
reputation, employees, subscribers, facilities, third parties or to the public generally. Unless authorized by Contractor, Purchasing
Entity agrees that it will not use a Number on the Network for any purpose but for access to the public switched telephone network.
Purchasing Entity agrees not to use the Service or Products to send any harassing, threatening, obscene, or unsolicited commercial
text, e-mail or other messages. Purchasing Entity has no proprietary or ownership rights to a specific number, IP address or email
address assigned to a Purchasing Entity or Purchasing Entity's Product. Purchasing Entity may be able to transfer a Master Account
User's Number to or from another provider with whom Contractor has a porting relationship in accordance with Contractor internal
business policies. For additional information about local number portability, please contact Corporate Purchasing Entity Care at
(800) 375-1126 or email Contractor at BusinesscareAContractorsupport. com. Purchasing Entity agrees that Contractor may contact
Master Account Users through the Products to notify such User of changes to or information about their account or the Service.
Contractor may deactivate or suspend Service to any Number without prior notice if Contractor suspects any unlawful or fraudulent
use of the Number. Purchasing Entity agrees to reasonably cooperate with Contractor in investigating suspected unlawful or
fraudulent use. Purchasing Entity acknowledges that the Product may not be compatible with the network and services provided
by another service provider. Purchasing Entity may buy Products from Contractor, or from someone else, however all existing
account transfers will be handled in accordance with the terms of Section 2 herein. Purchasing Entity agrees to protect usernames
and passwords for Purchasing Entity's Master Account(s) and Purchasing Entity is responsible for any usage of its Master
Account(s). Purchasing Entity agrees to immediately notify Contractor of any unauthorized use of Purchasing Entity's Master
Account(s) or other security breach of Master Account information or credentials, or any fraudulent use of the Master Account,
where Purchasing Entity has knowledge.
5. Billing and Payment of Charges.
5.1 Billing
5.1.1 Purchasing Entity will be charged for Service and other features on a monthly billing cycle basis. Purchasing
Entity agrees to pay all Charges assessed and billed to Purchasing Entity or that were accepted or processed through all
Products on Purchasing Entity's Master Accounts, and other charges or purchases assessed and billed to Master Account
Users. Because of user choice to incur third -party costs, Purchasing Entity may incur extra charges for calls to some
numbers (for example (but not limited to), conference & chat lines, broadcast, calling card, international, 900 or 976
calls. Purchasing Entity may be charged for text, instant or picture messages, and email whether read or unread, sent or
received, solicited or unsolicited. Charges for Wi-Fi usage may vary; see your selected Rate Plan for more details. Unused
minutes or other allocated Services (e.g., text messages, data transmission) expire at the end of the billing cycle unless
otherwise expressly stated by such Rate Plan's terms and conditions. Airtime usage is measured from the time the
Network begins to process a call (before the call rings or is answered) through its termination of the call; or if applicable,
any fraction of a minute of usage is rounded up to the next full minute. Depending on the Rate Plan, data usage may be
rounded up at the end of each data session, at the end of Purchasing Entity's billing cycle, and/or at the time Purchasing
Entity switches data plans. Contractor may change Purchasing Entity's billing cycle at any time.
5.1.2 International Roaming and Dialing. Availability and features offered for international roaming and dialing
vary depending on Master Account Users' Rate Plan and Product. All countries may not be available for roaming and
available countries may change from time to time. Whether roaming internationally or making and sending international
calls and messages while in the U. S. (or Puerto Rico), Users may be charged international rates (including for voicemails
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left for such Users and for data usage). Such Charges include per minute rates for calls and per minute rates for calls
transferred to Users' voicemail and the relevant data rates for data usage. Users roaming internationally may be charged
for more than one call for unanswered calls that are forwarded to voicemail regardless of whether the calls result in an
actual voicemail message being left for such Users and regardless of whether the Product is on or off. Users may be able
to disable these applications and features through a Product's settings. Different rates and rounding increments apply in
different countries. See www.Contractor.com for information on international access, rates, Services and coverage. While
roaming internationally, User data throughput may be reduced, and User Service may be otherwise limited or terminated
at any time without notice. Purchasing Entity is responsible for complying with U. S. Export Control laws and regulations,
and the import laws and regulations of foreign countries when traveling internationally with User Products. Billing of
roaming charges, data usage and minutes of use or Services may be delayed or applied against included data allotments,
minutes or Services in a subsequent billing cycle, which may cause Purchasing Entity to exceed Purchasing Entity's
allocated data, minutes or Services in a particular billing cycle. Purchasing Entity may request that Contractor block a
Master Account line of Service from placing international calls ("International Dialing Block") by calling Business
Purchasing Entity Care or by Email at businesscare@Contractorsupport.com. The availability of, and access to,
emergency calling services (e.g., 911 in the U.S.), may vary by country. Purchasing Entity and its Users must familiarize
themselves with how to access these services before using the Products or any handset for international roaming.
5.1.3 Lost Product. If Purchasing Entity's Product is lost or stolen ("Lost Product"), Purchasing Entity must (a)
promptly notify Contractor and Contractor will suspend Service for the Lost Product and (b) provide Contractor with
reasonable documentation Contractor requests (such as a copy of a filed police report if the Product is stolen) within
fourteen (14) days. If Purchasing Entity completes the above requirements, Purchasing Entity will not be liable for
additional usage Charges incurred in excess of Purchasing Entity's Rate Plan Charges, applicable taxes, fees and
surcharges. If Purchasing Entity purchased a Product through Contractor's EIP, the Purchasing Entity remains obligated
for the total payments due on the Product. If Charges are incurred before Purchasing Entity notifies Contractor,
Purchasing Entity is not liable for unauthorized Charges. Purchasing Entity may request that Contractor investigate
Charges Purchasing Entity believes to be unauthorized and Purchasing Entity may need to submit information to support
the requests. If Contractor determines the Charges were unauthorized, Contractor will credit Purchasing Entity's account.
If Contractor determines the Charges were authorized, Contractor will inform Purchasing Entity within 30 days and
Purchasing Entity will be responsible for all Charges incurred. If Purchasing Entity requests that the Service not be
suspended on the Lost Product Purchasing Entity will remain responsible for all Charges incurred under that specific
line of Service. Contractor may prevent a lost or stolen Product from registering on Contractor's and other networks.
6. Taxes, Fees and Surcharges.
6.1 Contractor will invoice Purchasing Entity's Master Account for taxes, fees (e.g. sales, use, excise, business
activity, margin, value added, public utility, environmental and other taxes, except as otherwise specified in this
paragraph) and regulatory charges, such as e911 or public utility fees, levied by or to be remitted directly to federal, state
or local authorities, or foreign governments or foreign service providers imposed on Purchasing Entity or Contractor as
a result of providing the Service specified under this Agreement ("Taxes, Fees and Charges"). Contractor will
determine, in its reasonable discretion, the Taxes, Fees and Charges Purchasing Entity is responsible to pay and the
amount of those Taxes, Fees and Charges, which may change or increase at any time without notice, regardless of any
Rate Plan guarantee. However, Contractor will make itself reasonably available to answer questions from Purchasing
Entities concerning changes to its invoice and charges, which can be part of any business review meetings or discussions
between Contractor and a Purchasing Entity. If Purchasing Entity claims a tax exemption, Purchasing Entity must provide
Contractor with valid evidence of tax exemption"), which will be applied prospectively. Contractor will be responsible
for net income, net worth/capital stock and property taxes imposed on Contractor.
6.2 Contractor may also invoice Purchasing Entity for all applicable surcharges.
6.3 All payments made by Purchasing Entity will be made without any deduction or withholding for, or on account
of, any Taxes, Fees and Charges imposed by any taxing or governmental authority of any country or state. Where
Purchasing Entity determines there is a requirement to withhold income tax from any payments due Contractor,
Purchasing Entity will promptly notify Contractor of such determination and provide the basis for such conclusion, e.g.,
by providing a copy of a notice received or of any analysis performed to allow Contractor to remediate or resolve the
withholding requirement. To the extent that such withholding requirement cannot be resolved, Purchasing Entity may
perform such withholding and shall provide Contractor with documentary evidence of the withholding and remission of
the Taxes or Fees to the applicable governmental authority. Purchasing Entity shall reasonably assist Contractor for the
recovery of such withheld tax. To the extent Purchasing Entity fails to timely inform Contractor of Purchasing Entity's
withholding determination, Purchasing Entity will ensure that the gross amount payable by Purchasing Entity to
Contractor will be increased so that after any such withholding for income tax, the net amount received by Contractor
will not be less than the amount Contractor would have received had no such withholding occurred.
6.4 Contractor is required to use Purchasing Entity's business street address, which must be within Contractor's
licensed service area, to determine the application of certain Taxes, Fees and Charges. If Purchasing Entity provides
Contractor with an address (such as a PO box) that is not a recognized street address, does not identify the applicable
taxing jurisdiction(s) or does not reflect the Service area associated with its Master Account Number(s), Purchasing
Entity may be assigned a default location for Taxes, Fees and Charges calculation, which may result in a higher or lower
charge for certain Taxes, Fees and Charges.
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6.5 The Parties agree that they will reasonably cooperate to fully comply with all applicable tax laws, rules,
regulations and guidelines affecting this Agreement. In addition, Contractor and Purchasing Entity will similarly
cooperate in order to take actions to minimize, or to qualify for exemptions from, any applicable taxes, duties or tariffs
as allowed under applicable law and regulations.
7. Privacy. All services under this Agreement are governed by the Contractor Privacy Policy, as posted at
https://www.Contractor.com/website/piivacypolicy.asp (which is informed by U.S. Federal Communications Commission rules
and regulations), which may change from time to time without notice to Purchasing Entity, with respect to collection, use, and
disclosure of personal information. Wireless systems use radio channels to transmit voice and data communications over a complex
network. Privacy in voice or data communications or in use of the Service or Products cannot be guaranteed, and Contractor will
not be liable to Purchasing Entity for any lack or breach of privacy experienced while using any Products, the Service, Content &
Apps (as defined below) or in connection with Third Party Ads (as defined below). Only as permitted by law, Contractor may
monitor, intercept and disclose content (voice or data) and any associated metadata that is transmitted over or using its facilities
(for example, to comply with legal process or for network security). Purchasing Entity's caller identification (e.g., name and
number) may be displayed on the equipment or bill of the person receiving Purchasing Entity's call.
8. Cancellation and Return Policy. Users and Employee Accounts may cancel a new line of Service within 30 days of
activation ("Cancellation Period"), if the User: (a) contacts Contractor to cancel Service; and (b) returns the Like New Product
(defined below) through Purchasing Entity's Contractor account representative, or team, or location from which it was purchased
with proof of purchase. The "Return Period" is thirty (30) calendar days from the Product's purchase date. Only Like New
Products returned with proof of purchase to Purchasing Entity's Contractor account representative or team or location from which
it was purchased within the Return Period are eligible for a refund of the purchase price. A "Like New Product" is a Product
purchased from Contractor that is in its original packaging with all original contents, undamaged, and in good working condition
with no material alterations to the Product's hardware or software, as determined by Contractor in its sole discretion. Purchasing
Entity may be required to pay a commercially reasonable restocking fee for failing to return a Product with included packaging,
manuals or accessories, or if the Product returned is in a damaged, altered or destroyed condition. Even if Purchasing Entity cancels
Service and/or returns any Product as provided herein, Purchasing Entity must pay all Service and usage Charges incurred thru the
end of Purchasing Entity's Service term or return date and any applicable subsequent penalties or assessments. If a User attempts
to cancel Service, but does not return the applicable Product or if such Product is returned in a damaged, altered or destroyed
condition, Contractor may take one or more of the following actions: (i) prevent such Product from working on any network; (ii)
charge an early termination fee (if such line of Service is subject to an early termination fee); (iii) elect not to process Service
cancellation; or (iv) charge such User the suggested retail price or the cost to repair the applicable Product, (which may be greater
than the price paid for such Product), plus any shipping and handling charges. Except for the 30-calendar day Return Period, the
cancellation and return policies in this Section 13 will not apply to Users who purchase Product(s) through Contractor's EIP or a
Contractor leasing program and the terms of that program's agreement will supersede and control the purchase or lease of those
Products.
9. Account Maintenance Authorization. Purchasing Entity hereby authorizes Contractor's Account Management Team
to access Purchasing Entity's Master Accounts to perform account maintenance services at Purchasing Entity's discretion and on
its behalf, including but not limited to: (a) rate plan changes; (b) feature changes or additions; (c) mobile Number changes; (d) SIM
changes; (e) Product upgrades/exchanges; (t) re -set of voicemail passwords, (g) change of address; and/or (h) set-up courtesy
statements.
10. Use of Third -Party Equipment and Handsets. In the event that Purchasing Entity uses third party equipment, handsets
or Products with the Service that are not provided Purchasing Entity under the Master Agreement ("Third -Party Equipment"),
Purchasing Entity acknowledges and agrees to the following: (a) Contractor will not accept any returns of the Third Party
Equipment (b) Contractor will not provide any warranty of any kind on the Third Party Equipment (c) Contractor will not offer
Purchasing Entity Care services for the Third Party Equipment (d) the Third Party Equipment may not function properly with the
Service(s) or Network; (e) each User will use the Third Party Equipment at its own risk; and (t) Purchasing Entity will be
responsible for monthly service charges accrued from the date Contractor fulfills an order for a Subscriber Identity Module
("SIM"). Contractor disclaims all liability for Use of Third -Party Equipment. In the event that Contractor certifies or endorses the
use of certain Third -Party Equipment with the Service, the above provisions will still apply.
11. Account Management (Purchasing Entity Authorization). During the term of this Agreement Purchasing Entity may
authorize a third party to act as Purchasing Entity's agent ("Purchasing Entity Agent") for purposes of procuring necessary support
services related to this Agreement, subject to the following conditions:
(a) Purchasing Entity remains fully responsible for any obligations incurred under this Agreement whether due to
changes Purchasing Entity or its Purchasing Entity Agent requests for Purchasing Entity's account,
(b) Purchasing Entity will ensure that its Purchasing Entity Agent has agreed to confidentiality and/or non-
disclosure terms that are at least as protective of Contractor's confidential information as contained in this Agreement,
(c) Purchasing Entity consents to Contractor's disclosure of Purchasing Entity's Confidential Information (as this
term is defined herein) and Purchasing Entity Proprietary Network Information (CPNI), as defined in the
Communications Act of 1934, as amended, 47 U. S.C. § 222, (1996) to its Purchasing Entity Agent, and waives any claim
against Contractor for any damages, expenses, costs, or liabilities arising from such disclosure,
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(d) Purchasing Entity fully acknowledges, understands and accepts that there may be foreseeable and
unforeseeable risks, including, but not limited to, increased risks of fraud to Purchasing Entity's account or improper
disclosure of Purchasing Entity's account information, related to Purchasing Entity's request that Purchasing Entity
personnel be granted access to Purchasing Entity's accounts; and
(e) Activations of new lines of Service under this Agreement will continue to be activated through the Contractor
Business Sales Account Team assigned to Purchasing Entity's Contractor account; provided that such activation requests
may be made by Purchasing Entity or its Purchasing Entity Agent; and
(t) Participating Entity agrees to be bound by the terms of any and all EIP or lease agreements signed by
Participating Entity Agent's on behalf of Purchasing Entity.
This authorization will be valid for the term of this Agreement and may not be modified except pursuant to a written amendment
signed by Participating Entity and Contractor.
12. Additional Terms for Plans and Other Features. The following terms apply to Purchasing Entity's Master Account
data plan(s). To the extent any data plan terms expressly conflict with the terms in this Agreement, the applicable data plan terms
will govern.
12.1. Permissible and Prohibited Uses. Purchasing Entity's Data Plan is intended for Web browsing, messaging,
and similar activities. Certain activities and uses of the Services and Products are permitted and others are not. If
Purchasing Entity buys, leases, or finances a Product manufactured for use on the Network, Purchasing Entity agrees that
it intends it to be activated on our Service. Examples of permitted uses include but are not limited to: (a) voice calls; (b)
web browsing, (c) messaging (d) email; (e) streaming music; and (t) Tethering a Product to other non -harmful Products
pursuant to the terms and conditions and allotments in the associated Rate Plan.
Examples of prohibited uses include but are not limited to: (aa) using a non-T-Mobile certified repeater or signal booster
other than Contractor provides Purchasing Entity; (bb) compromises Network security or capacity, degrades Network
performance, uses malicious software or "malware", hinders other Purchasing Entity' access to the Network, or otherwise
adversely impacts Network service levels or legitimate data flows; (cc) with the exception of use by emergency first
responders, using applications which automatically consume unreasonable amounts of available Network capacity; (dd)
with the exception of reasonable IoT applications, using applications which used in a way that degrades network capacity
or functionality, (ee) misuse of the Service, including "spamming" or sending abusive or unsolicited communications,
(fi) tampering with, reprogramming, altering, or otherwise modifying Purchasing Entity's Products to circumvent any of
Contractor's policies or violate anyone's intellectual property rights; (gg) causing harm or adverse effects on Contractor,
the Network, Contractor, Purchasing Entity, employees, business, or any other person; or (hh) causing Contractor to
violate applicable laws and regulations.
12.2. Protective Measures. Contractor engineers our network to provide consistent high-speed data service, but at
times and at locations where the number of Purchasing Entity using the network exceeds available network resources,
Purchasing Entity will experience reduced data speeds. To help ensure a positive experiences for Purchasing Entities and
to minimize capacity issues and degradation in Network performance, Contractor may, without advance notice, take any
actions necessary to manage the Network on a content -agnostic basis, including, prioritizing the data usage of a small
percentage of unlimited high-speed data Purchasing Entities who use the highest amount of data below that of other
Purchasing Entities (except in the case of emergency first responders using T-Mobile's rate plans offered only for
emergency first responders) in times and locations where there are competing Purchasing Entity demands for Network
resources, for the remainder of the billing cycle. Where the Network is lightly loaded in relation to available capacity, a
Purchasing Entity whose data is de -prioritized will notice little, if any, effect from having lower priority. This will be the
case in a vast majority of times and locations. At times and locations where the Network is heavily loaded in relation to
available capacity, however, these Purchasing Entity will likely see significant reductions in data speeds, especially if
they are engaged in data -intensive activities. Contractor constantly works to improve Network performance and capacity,
but there are physical and technical limits on how much capacity is available, and in constrained locations the frequency
of heavy loading in relation to available capacity may be greater than in other locations. When Network loading goes
down or the Purchasing Entity moves to a location that is less heavily loaded in relation to available capacity, the
Purchasing Entity's speeds will likely improve. See www.Contractor.com/Openhitemet for details and for current data
amount subject to this practice.
12.3. Downloadable Content and Applications. Purchasing Entity can purchase services and products from third -
parties ("Content & Apps") using its Product(s), and charges for these purchases may be included in Purchasing Entity's
Master Account invoice. Purchasing Entity may block purchases of third -party products or services by emailing
Contractor at Businesscare@Contractorsupport.com, or contacting Purchasing Entity Care at (800) 375-1126. For these
third -party purchases, although the charges may appear on Purchasing Entity's invoice, Contractor is not responsible for
the Content & Apps, including download, installation, use, transmission failure, interruption, or delay, or any content or
website Master Account Users access through the Content & Apps. Purchasing Entity's download of Content & Apps is
at its own risk. Unless otherwise stated, any support questions for these Content & Apps should be directed to the third -
party seller identified at the point of purchase. Some Content & Apps may require Purchasing Entity's agreement to a
license or other terms with the third party. Some Products or Content & Apps may contact our Network without
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Purchasing Entity's knowledge, which may result in additional Charges (e.g., while roaming internationally). To use,
download, or install Content & Apps that Purchasing Entity purchases from Contractor, the Content & Apps are licensed
to Purchasing Entity by Contractor and may be subject to additional license terms between Purchasing Entity and the
creator/owner of the Content & Apps. Whether purchased from Contractor or a third -party seller, any Content & Apps
Purchasing Entity purchases are licensed for personal, lawful, non-commercial use on User's Product only. Purchasing
Entity may not transfer, copy, or reverse engineer any Content & Apps, or alter, disable or circumvent any digital rights
management security features embedded in the Content & Apps.
12.4 Contractor is not responsible for any download, installation, use, transmission failure, interruption, or delay
related to Content & Apps, or any third -party content, services, advertisements, or websites Purchasing Entity may be
able to access by using its Product(s) or the Services, even if charges for Content & Apps appear on Purchasing Entity's
Contractor bill. Purchasing Entity is responsible for maintaining virus and other Internet security protections when
accessing third party Content & Apps or other services.
12.5 Contractor may retain, use, and share information collected when a Master Account User downloads, uses, or
installs some Content or Apps, may update such User's Content or App remotely, or may disable or remove any Content
or App at any time to perform its Services under the Master Agreement. Purchasing Entity may refer to Contractor's
Privacy Policy, as well as the Content or App creator/owner's privacy policy for information, regarding the collection,
use and retention of information collected when a User downloads, installs, or uses any Content or App. Contractor is
not responsible for any transmission failure, interruption, or delay related to Content & Apps, or any content or website
Users may be able to access through the Content or App.
13. Additional Terms for Plans and Other Features.
13.1 Service Limitations, Connectivity and International Use. Purchasing Entity acknowledges and agrees that
a User's use of any Wi-Fi network is permissible and that Purchasing Entity (and not Contractor) is solely responsible
for all charges associated with a Master Account User's use of the Service. Cell Broadcasts (alerts that go to certain
Purchasing Entity) and Wireless Priority Service (WPS) may not be available with Wi-Fi Calling. Calls from certain
designated countries and destinations* over Wi-Fi are $.25/min (no charge for Wi-Fi calls to US, Mexico and Canada).
Calls made over Wi-Fi outside of designated countries and destinations* will be charged standard international roaming
rates. Purchasing Entity will pay for all internet access charges incurred by Master Account Users. (*Except as indicated
in this Agreement, Contractor offers travel without limits with unlimited data and texting in 210+ countries and
destinations at no extra charge. The list of 210+ countries and destinations is subject to change at Contractor's sole
discretion. Visitwww.Contractor.com/coverage/roaming.)
13.2 9-1-1 and Emergency Alerts Service and Wi-Fi Calling. Purchasing Entity agrees and will inform all Master
Account Users as follows:
Services or Software provided by third parties (including voice applications), 911 or E911, text to 911, or other calling
or messaging functionality, may work differently than services offered by Contractor, or may not work at all. Purchasing
Entity agrees to review all terms and conditions of such third -party products. Contractor is not responsible for failures
to connect or complete 911 calls or text to 911 messages or if inaccurate location information is provided. 911 service
may not be available or reliable and Purchasing Entity's ability to receive emergency services may be impeded
Contractor cannot assure Purchasing Entity that if Purchasing Entity places a 911 call or text Purchasing Entity will be
found. Emergency Alerts. Contractor has chosen to offer wireless emergency alerts, within portions of our coverage area,
on wireless alert capable Products. There is no additional charge for these wireless emergency alerts. For details visit:
www. Contractor. com/responsibility/consumer-info/safety/wireless-emergency-alerts.
Contractor may use a variety of information and methods to determine the location of a 9-1-1 call, including Contractor's
GSM wireless Network if available in a User's location, or the location of a User's Primary Address. Even with this
information, Purchasing Entity acknowledges that an emergency operator may not be able to receive or use the address
information (or a User's phone number) to locate the User in order to provide emergency services. If a User dials 9-1-1
while outside the U.S., 9-1-1 services may not be available. Purchasing Entity is required to provide Contractor with a
valid address for the location at which Purchasing Entity's Master Account Users primarily use Wi-Fi Calling ("Primary
Address"). If Purchasing Entity does not provide Contractor with a Primary Address, Contractor may block Users' usage
of certain Wi-Fi networks. If such address changes, either temporarily or permanently, Purchasing Entity will register
the new address with Contractor. Contractor assumes no responsibility for securing the Primary Address. When Users
use Wi-Fi Calling Service away from the Primary Address, Contractor may have no or very limited information about
the User's location, which could result in (i) a 9-1-1 call being routed to an out -of -area public safety agency; (ii) the
public safety agency receiving incomplete information about the User's call and the User's location; or (iii) a User's 9-
1-1 call being routed to an emergency response center, which will ask the User for the User's location and use that
information to route the call to a public safety agency.
13.3 Text-to-911: Text to 9-1-1 may be available in some locations where Contractor Service is provided and is
dependent on the public safety agency's ability to receive text messaging. Contractor recommends that Purchasing Entity
uses voice communications as its primary method of contacting 9-1-1.
Calls to 911 from a TTY will not work when using Wi-Fi Calling or Voice over LTE ("VoLTE"). If Users cannot make
a voice call to 911, Contractor recommends that Users use an internet-based Telecommunications Relay Service such as
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Video Relay Service, IP Relay Service, or IP Captioned Telephone Service. Contractor Real -Time Text ("RTT")
technology is available on Contractor's network and can be used on select Products to contact 911. For more information,
see www.Contractor.com/accessibilitvnolicv.
13.4 911 Access: 911 services are made possible by state and local governments. Contractor handsets are capable
of making calls to 911 in the United States, and 911 access is available to Purchasing Entity regardless of rate plan. The
handset must have battery power and connectivity to complete a 911 call. When making 911 calls, Purchasing Entity's
Users must be prepared to provide information about where the User(s) are located. In some cases, 911 communications
center operators may not know the User's phone number or have information about that User's location. Other third -
party entities are involved in connecting a 911 call and Contractor does not determine the public safety agency to which
the 911 call is routed. If Purchasing Entity is porting a phone number to or from Contractor, Contractor may not be able
to provide Purchasing Entity with some Services, such as 911 location services, while the port is in process. If any User
is outside the U.S., such User may have to dial a different number than 911 to call emergency services.
13.5 Wi-Fi Calling. Wi-Fi Calling services use an internet connection to make calls, ("Wi-Fi Calling"), including
911 calls, and calls to 911 using Wi-Fi calling operate differently than traditional 911. When enabling Wi-Fi Calling,
Purchasing Entity must provide Contractor with the primary street address at which the Wi-Fi Calling service will be
used ("Registered Location"). If Purchasing Entity's Users call 911 over Wi-Fi, Contractor will provide Purchasing
Entity's Registered Location to the public service entity that answers the call, and it may be used to help emergency
responders locate a User. Purchasing Entity agrees to update its Registered Location if Purchasing Entity's Users use
Wi-Fi service at a different location. Purchasing Entity can update its Registered Location by contacting Contractor
Purchasing Entity Care.
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MA176-1
Wireless Data, Voice, and Accessories
Attachment B
Scope of Work
Section 1: General
1.1 Background
The purpose of this Master Agreement is to provide Wireless Data, Voice, and Accessories for all
Participating States. The Master Agreement may be used by state governments (including departments,
agencies, institutions), institutions of higher education, political subdivisions (i.e., colleges, school
districts, counties, cities, etc.), the District of Columbia, territories of the United States, and other
eligible entities subject to approval of the individual chief procurement official and compliance with
local statutory and regulatory provisions. The initial term of the master agreement shall be 5 (Five)
years with renewal provisions for an additional 5 (Five) as outlined in Section 3 of the NASPO ValuePoint
Master Terms and Conditions (Attachment A).
1.2 Order of precedence
Per the NASPO ValuePoint Master Terms and Conditions, Participating Addenda (called "PA") will have
precedence over the Master Agreement within the participating jurisdiction.
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1.3 Green Awards
End users of the Master Agreement may have requirements to purchase products and services that
adhere best practices of sustainability and environmental consciousness. Contractor should anticipate
addressing these needs as they arise in the Participating Addendum process.
1.4 E-Rate
To the extent the services offered are subject to the E-rate discount program, all award Contract
Vendors must commit to participation in the Federal Communication Commission's E-rate discount
program established under authority of the Federal Telecommunications Commission Act of 1996.
Participation in, and implementation of, this program must be provided without the addition of any
service or administration fee by the Contract Vendor.
1.5 Net Neutrality
Recent changes by the Federal Communications Commission in their rules related to the issue of Net
Neutrality have increased state's interest in promulgating their own law, rule and policies on this topic.
This solicitation will have no requirements related to Net Neutrality for the Master Agreements. It is
anticipated, that this issue will be pertinent in the Participating Addendum process. Potential
participating entities will be made aware of this consideration by the Lead State in a reasonable fashion.
Section 2: Categories of Award
2.0 Overview of Award Categories
The products and services for this contract are awarded in 3 (three) categories. These categories are:
Category I- Cellular Wireless Services: This category will cover the basic cellular wireless transport
services for voice, data and messaging, as well as any new basic transport services that may be
introduced for applications like those defined for Internet of Things (IoT) applications. "Cellular wireless
transport" is defined to mean carrier provided wireless services that employ a radio access network
based on technologies defined by the Third Generation Partnership Program (3GPP). We are requesting
pricing for both traditional cellular plans that include a subsidized mobile device as well as bring your
own device (BYOD) plans where the user will supply their own mobile device and require only network
service from the carrier.
Category 2- Equipment and Accessories: This category includes any equipment or accessories operating
over cellular carrier provided network services or intended for use with cellular connected devices.
Category 3- Turnkey Wireless and IoT Solutions that are offered as a product: This category includes any
of the wireless or IoT solutions or applications being offered as a complete product by the cellular
wireless carriers or any other Contractor(s).
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2.1 Category 1- Cellular Wireless Services
This category will cover the basic cellular wireless transport services for voice, data and messaging, as
well as any new basic transport services that may be introduced for applications like those defined for
Internet of Things (IoT) applications. "Cellular wireless transport" is defined to mean carrier provided
wireless services that employ a radio access network based on technologies defined by the Third
Generation Partnership Program (3GPP). We are requesting pricing for both traditional cellular plans
that include a subsidized mobile device as well as bring your own device (BYOD) plans where the user
will supply their own mobile device and require only network service from the carrier.
This Award Category is for National Award only.
2.1.1 Definitions
3rd Generation Partnership Project (3GPP) The international standards body that covers cellular
telecommunications network technologies (http://www.3gpp.org).
3G Third generation of wireless mobile telecommunication technology as defined by the 3rd Generation
Partnership Project (3GPP).
4G Fourth generation of wireless mobile telecommunication technology as defined by the
3rd Generation Partnership Project (3GPP).
5G Fifth generation of wireless mobile telecommunication technology as defined by the 3rd Generation
Partnership Project (3GPP).
Bandwidth Throttling The mechanism a service provider uses to reduce the data network capacity
available to a user of its wireless services.
Bandwidth Throttling Threshold In "unlimited" cellular data plans, the data volume at which the carrier
begins instituting bandwidth throttling for the balance of the billing period.
Bring Your Own Device (BYOD) Plans where the user will supply their own mobile device and require
only network service from the carrier.
Cellular Wireless Carrier: A wireless carrier that owns the majority of its infrastructure and operates a
mobile wireless network primarily utilizing standards developed by the 3GPP.
Cellular Voice A wireless voice telephone service offered by the cellular carriers.
Cellular Wireless Carrier -provided wireless services that employs a radio access network based on
technologies defined by the 3rd Generation Partnership Program (3GPP).
Coverage Area The geographic area in which a carrier provides service. When located within this area, a
subscriber with a compatible device should be able to access usable wireless services on that carrier's
network or its partner networks.
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FirstNet FirstNet is a government subsidized wireless network specifically designed for the needs of
public safety users; access to FirstNet services will be limited to defined categories of users related to
public safety. FirstNet was created under the Middle Class Tax Relief and Job Creation Act of 2012.
Individual Responsible (IR) Plan Discount Individual Responsible Accounts ("IRU") are accounts for
products and services between Contractors awarded a contract under this solicitation and individuals
who are employees of eligible users of the Master Agreement. IRU accounts are for the personal use of
individual employees of eligible end users of the Master Agreement.
Corporate/Government Responsible (CRU) Plan CRU plans are plans that are purchased by end users of
the Master Agreement that is awarded from this solicitation.
Land Mobile Radio (LMR) Terrestrial -based, wireless communications systems, generally operating in the
frequency range below 1 GHz, and commonly used by emergency responders to support voice and low -
speed data communications.
Mission Critical Push -to -Talk (MCPTT) A new standard for public safety PTT systems (starting with 3GPP
Rel. 13) that also operates over the cellular carriers' wireless networks and supports, among other
capabilities, the ability for wireless stations to discover and communicate directly with other system
users without relaying those transmissions through a cellular base station.
LTE (Long -Term Evolution) A 3GPP standard for high-speed cellular wireless communications.
Mobile Messaging The ability to compose and exchange electronic messages that may include text,
audio, video and other symbols between two or more users of mobile phones, tablets or other devices.
Public Safety The functions of government, which ensure the protection of citizens, persons in their
territory, organizations, and institutions against threats to their well-being.
Push -to -Talk (PTT) A method of wireless voice communications using a momentary button to switch the
wireless device from voice reception mode to transmit mode; in a cellular PTT system, all transmissions
are relayed over the carrier's radio channels and through a server installed in the carrier's network
infrastructure. Transmissions are received by all stations within range of that particular radio channel
and are part of that broadcast group.
Quality of Service (QoS) Mechanisms employed in packet switching networks that allows them to
prioritize certain classes of traffic over others thereby providing better performance for those preferred
classes with regard to transit delay, jitter (variation in transit delay), and packet loss.
Short Message Service (SMS)/Multimedia Messaging Service (MMS) Wireless services offered by the
cellular carriers allowing users to exchange short text (SMS) or audio/video files (MMS). These services
are differentiated from other messaging services like Apple Messages and WhatsApp by the fact that
they are offered by the cellular carriers and are typically charged as a separate item on the service plan
along with voice and data.
Subsidized Plan Cellular plans where the carrier will provide a phone, or tablet at a subsidized price.
Wireless The transmitting of signals using radio waves instead of wires.
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Wireless Carrier A provider of wireless communications services that owns or controls all the elements
necessary to sell and deliver services to an end user including radio spectrum allocation, wireless
network infrastructure, back haul infrastructure, billing, customer care, provisioning computer systems
and marketing and repair organizations.
Wireless Data A communication service offered by mobile carriers that allows users to access the
internet and other data services via its wireless networks using a smartphone, tablet or other cellular -
connected mobile device.
Wireless Plan A bundled subscription offering from a cellular carrier providing some combination of
services.
Wireless Priority Service (WPS) A government -directed emergency phone service managed by the
Department of Homeland Security's Office of Emergency Communications (OEC). Like FirstNet for data
services, WPS provides priority network access to wireless voice service (2G or VoLTE) exclusively to
defined categories of qualified subscribers.
2.1.2 Subsequent Network Characteristics and Technology
This solicitation covers the addition of new technology and methods that are substantively similar to
existing 3G, 4G, and 5G Network characteristics.
2.1.3 Plans
Contractors will define the rate plans to be available under the Master Agreement that results from this
solicitation and must provide all details of every plan offered in Attachment G. At a minimum plan
details should include the items listed in Attachment G if applicable.
Subsidized Plans
Subsidized plans are those that include a device to connect to the wireless network as a part of the
monthly plan cost.
Bring Your Own Device Plans
Bring your own device plans are those that require the user to provide a device for connection to the
cellular network or to pay for a device separately from the monthly service plan.
2.1.4 Legacy Plans
Plans covered by the predecessor Master Agreements administered by the State of Nevada (Contract
No. 1907)("Legacy Plans") for purchasing entities who are currently enrolled will be included within the
scope of the Master Agreements awarded by this solicitation. All Legacy Plans must be described on
Attachment G: Plan Coverage Attachment.
Discontinuance of Plans
Contractor will maintain plans if they are being used. Contractor may discontinue any plan or feature
that has not had any active subscribers for at least the previous 90 days. Contractor to provide a
minimum of 90 days notice to Lead State if a Plan is to be discontinued to end users.
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2.1.5 Service Requirements
Designated Sales Point of Contact
Each Master Agreement awarded by this solicitation shall have a designated point of contact for sales
purposes.
Designated Customer Service Point of Contact
Each Master Agreement awarded by this solicitation shall have a designated point of contact for
Customer Service escalation purposes.
Designated Contract Manager
Each Master Agreement awarded by this solicitation shall have a designated point of contact who
manages the contract and may be contacted by administrators of the Master Agreement or PAs.
2.1.6 Pricing Requirements
Subsidized Device Plans
Plans covered by the predecessor Master Agreements administered by the State of Nevada (Contract
No. 1907) that offered phones at no cost are to be included by the Master Agreements awarded by this
solicitation if the Contractor is awarded under this solicitation. For any new plans offered under this
contract, Proposers have the flexibility to include a subsidized phone in the plan cost or to require the
user to provide a device or pay for it separately.
Financing
Financing is allowed under the Master Agreement, but may be subject to each PA as some jurisdictions
may not allow Financing.
Individual Responsible (IRU) Plan Discount
Pricing Discounts for Individual Responsible plans by public employees are to be stated on the Cost
sheet. See Section 5.
Waiver of Service Activation Fees
Service Activations Fees will not be allowed under the Master Agreements that derive from this
solicitation.
Number Porting
Carrier must provide wired or wireless number porting to/from the mobile device with no charges or
penalty.
Upgrade
Users must be able to upgrade or downgrade their service plan at any time with no limits and no
restarting of service line contract terms.
Cancellation Fees
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Carrier must provide for any participating entity the ability to cancel at least 25% of the active lines of
service under contract (subsidized device) in any given year with no early termination fees or other
cancellation fees.
Carrier must not assess any cancellation fee or early termination fee for any lines of service that are
provided under a Bring Your Own Device option where subsidized equipment is not included in the
monthly rate plan cost.
Activation and Billin
Carrier must not commence billing for a device until completion of an order and activation request is
executed by the participating entity representative, the user or another individual designated by the
participating entity representative. Specific billing and activation procedures may be refined within
Participating Addenda.
Cost Sheet
Contractor must populate the cost sheet Attachment C. The plans identified in Attachment C are to be
offered to end users and will be included in Attachment G. Contractor must also indicate a discount for
plans available under the master agreement that results from this solicitation., that are not entered into
Attachment C.
Plan Description
Contractor must include detailed descriptions of all new rate plans approved by the lead state by fully
populating Attachment G with complete details related to each plan and feature offered under this
contract.
Presentation
Contractors should propose plans that can be easily understood without complex restrictions and terms.
Scoring will reflect the degree of concise and impactful plans —from flexibility and cost perspectives.
2.1.7 Internet of Things (IoT) Services
Data plans related to Internet of Things services are covered by this award category. Please describe
your Internet of Things offering as it relates to Attachment L, Network Technology Questionnaire in your
proposal.
2.1.8 Public Safety/Wireless Priority Service
2.1.8 PUBLIC SAFETY CATEGORY
The Wireless Services Provider (Contractor) will describe how their proposal if and how they
intend to provide an exclusive, dedicated broadband network for public safety communications
to public safety entities and first responders.
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Contractor will describe if and how they would provide for a dedicated network exclusive for
use by emergency response providers such as Federal, State, and local emergency public safety,
law enforcement, emergency response, emergency medical (including hospital emergency
facilities), and related personnel, agencies, and authorities; including Native American Tribes
(Sovereign Nations) or authorized tribal organization and rural communities, unincorporated
town or village, or other public entity.
Carriers will describe how their proposed services will have the ability to provide the most
comprehensive, reliable coverage and highest priority for emergency communications, such as:
• Broadband LTE network allowing first responders and other public safety personnel to
send and receive voice, data, video, images, push -to -talk and text without concerns
about network congestion.
• Mobile Devices
• Mobile Device Management, to include Maintenance and Replacement
• Public Safety Applications and Solutions
• Assured Priority and Preemption when needed
• Network Security
Interoperability:
Interoperability is critical to all public safety agencies, therefore; The Wireless Service Provider
(the Contractor), will describe how they enable comprehensive public safety broadband
interoperability at all levels including the sharing of priority and preemption protocols,
applications, and mission critical Push -to -Talk (MCPTT) communications and off -air device to
device communications during an emergency situation.
Deployable Access:
The Wireless Service Provider (the Contractor) will describe how they will provide cellular
connection in areas where service does not exist or where service fails during emergency
circumstances. The Wireless Service Provider will describe how they provide dedicated access
to Satellite Cell on Wheels and Portable Emergency Communications.
The Wireless Service Provider (Contractor) will describe additional deployable equipment for
dedicated access in areas where service does not exist or where service fails during emergency
situations.
Optional Services:
Additional Public Safety Services sold under the NASPO ValuePoint Master Agreement other
than the requirements listed, must be properly reviewed and approved by the lead state.
Option to Terminate:
The NASPO ValuePoint Master Agreement is an additional procuring mechanism. The Wireless
Service Provider (the Contractor) must agree; if a Public Service Entity chooses to utilize the
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NASPO ValuePoint Master Agreement, the procuring agency has the option to terminate their
agreement at any time without added fees or penalties for cancellation.
The Lead State may cancel the Public Safety/Wireless Priority Service portion of the Category
1 Scope at any time. If the Lead State chooses to cancel the Public Safety/Wireless Priority
Service portion of Category 1 Scope, it will provide contractors with 180 days notice.
No other Terms and Conditions. End User AEreements. or anv other terms will be offered with the new
product or service unless it is included in the Master Agreement.
2.2 Category 2- Equipment and Accessories
This category includes any equipment or accessories operating over cellular carrier provided network
services or intended for use with cellular connected devices.
This Award Category is for National Award only.
2.2.1 Definitions
Accessories Any equipment, component or add -on accessory intended for use with cellular connected
devices.
Equipment Any device operating over cellular carrier provided network. Does not include servers,
desktops or laptop computing devices.
Cellular Devices Any phones or other equipment used to connect over wireless services offered by
cellular carriers (Category 1).
2.2.2 Eligible Equipment and Accessories
Those products eligible as equipment and accessories under this solicitation, currently includes and may
be expanded as technology advances:
• Basic Cellular Devices
• Smartphones - iOS, Android, Other
• Stand Alone, Integrated or USB Dongle Cellular Modems
• Wi-Fi/Cellular Routers
• Tablets that are cellular -network connected
• Other equipment with a primary purpose for communicating over the cellular carrier network,
currently including:
o Sensors
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o Cellular -enabled Video cameras
• Accessories:
o Replacement Batteries
o Cases & related accessories
o Screen Protectors
o Chargers
o Cords / cables
o Signal Boosters / antennae
o Headsets and speakers for use with wireless devices
2.2.3 Service Requirements
Condition of Equipment and Accessories
All equipment and accessories provided under this contact must be new, unused and properly
functioning when received by participating entity if priced as a new product.
Superseded, used, returned, or reconditioned items will be accepted if labelled as such in the sales
order.
Trial Period
Contractor may allow for a designated trial period for testing/evaluating equipment and accessories
without additional charges or fees if applicable. Contractor will describe the timeframe for the 'trial
period' and procedures for implementing this policy in the sales invoice or purchase order.
Return of Equipment and Accessories
Any equipment or accessories that are not properly functioning when received by the participating
entity must be replaced by the contractor with new and properly functioning equipment or accessories
within 5 business days of the defective equipment or accessories being reported to the contractor.
Participating entities shall not be responsible for any costs related to the return and/ or replacement of
any equipment or accessories that are returned due to quality problems, duplicate shipments or other
shipping errors, outdated products or other issues related to non-compliance with terms of this
agreement. Contractors must confirm in writing to the end user when returns are received.
Participating entities shall not be assessed restocking fees or any other fees for items trialed and then
returned as unacceptable for any reason.
Contractor will allow for equipment and accessory purchases at all retail stores open to the public. Sales
personnel at retail stores will be aware of pricing from the Master Agreement that results from this
solicitation.
2.2.4 Pricing
Cost Sheet
See Attachment C for details for Award Category 2.
Financing
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Financing is allowed under the Master Agreement, but may be subject to each PA as some jurisdictions
may not allow Financing.
Individual Responsible (IRU) Plan Discount
Pricing Discounts for equipment and accessories offered to public employees with Individual
Responsible plans are to be stated on the Cost sheet (Attachment C). See section 5 for additional
details.
Shipping
Contractor if a Carrier must activate service on new equipment within 72 hours of request or shipping.
2.3 Category 3 — Internet of Things and other Turnkey Wireless Applications
This category includes any of the wireless or IoT solutions or applications being offered as a complete
product by the cellular wireless carriers or any other Contractor(s).
This Award Category may be for National Award, or Regional Award at the indication of the
Contractor in their proposal. Contractors will indicate this preference in Attachment W.
Awards will be made in each individual sub -category of Category 3, not for Category 3 as a whole. An
award in one sub -category does not entitle a vendor to offer products or services in any other
subcategories for which they were not specifically awarded.
2.3.1 Definitions
Turnkey Wireless Solution For the purposes of this solicitation a Turnkey Wireless Solution is an
integrated, on premise or hybrid system that includes three broad elements:
End Points physical objects (things like sensors, cameras, end point devices, etc.) that contain
embedded technology to sense or interact with their internal state or external environment and
the ability to communicate with a remote application
• Network Services a wireless communication network providing M2M communication services
or some other method of data transport connecting the dedicated physical objects withs
• Back Office Systems applications and central or back end systems (servers, software, operating
systems, storage, etc.).
2.3.2 Turnkey Wireless Solutions
A Proposal shall fully disclose what is included in the Turnkey Wireless Solutions, including all
operational components, training, services, equipment, licenses, third party agreements, any and all
fees and performance guarantees.
Products and services offered by carriers/Contractors under Legacy Plans that are now part of Category
3 awards under this solicitation will be part of the contracts that result from this solicitation if the
carrier/Contractors has also been awarded under that Category and Sub -category.
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For example: MDM products under legacy plans may only be offered under the new Master
Agreement if the Contractor is awarded under the MDM subcategory of Category 3 awards.
If an Contractor is not awarded a product under an Award Category 3 subcategory, but has provided a
product or service under Legacy Plans, the Contractor may continue to offer the product to end users
already under contract. The product may not be offered to new end users unless the Contractor has
won award of the subcategory.
Turnkey Wireless Solutions Single Contract The provider offering a Turnkey Wireless Solutions may
utilize subcontractors and partners to provide various elements of the system, but the system including
all licensing rights will be covered by a single contract between the end user that purchases the system
and the provider who is awarded a master agreement for this category of award.
Limited Related Service The provider shall provide support services as needed to install, maintain and
enhance the system over the life of the system. These Limited Related Services shall be included in the
system pricing. Installation services may be capped in proportion to the project at hand. The Proposal
shall describe all related services that are included in the Turnkey Wireless System. The purchasing
entity shall have the option to purchase additional services at pricing offered by the proposer and
provide an hourly rate related to the project for the Additional Consulting or Integration Services.
Additional Consulting or Integration Services
a. The purchasing entity shall have the ability to purchase consulting or integration services from
the provider.
b. Consulting Services — In Category 3, "Consulting Service" means planning, assessment and other
professional consulting services provided by the Contractor related to the public entities
planning, design, assessing, operating or maintaining an IoT solution.
c. Additional Services — In Category 3, "Integration Service" means the process of making new IoT
devices, data, platforms and applications, as well as existing IT assets (for example, business
applications, data, mobile, SaaS and legacy systems) work well together in the context of
implementing end -to -end IoT business solutions. Integration services are not part of turnkey
system or limited related service, but may be acquired from the provider or from a separate
integration service provider at the sole discretion of the purchasing entity.
Limited Related Service and Additional Consulting or Integration Services will be billed at an Hourly rate
will be included on the Cost Sheet (Attachment C) and will be included in the Master Agreement. The
Hourly rate will be a blended rate and will encompass all related cost for these additional services.
2.3.3 Category 3 Subcategories of Award
See Attachment V for Category 3 Subcategory Definitions.
Right to Refresh
This category of master agreements (Turnkey Wireless Solutions) may be reopened and refreshed at
the sole discretion of the Lead State at any time. The refresh may allow additional Turnkey
Wireless Solutions offering in the broad scope or by specifically identified sub categories. The
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Lead State reserves the right to change the methodology for award for all or any subcategories
at the time of the refresh/reopen of the solicitation. Awards for Award Category 3 in any
refresh solicitation will be given the same contract term as the initial award.
Data Protertion
The provider shall:
a. Specify the best available standards -based encryption technologies and options to protect
sensitive data, depending on the particular service model that you intend to provide under this
Master Agreement, while in transit or at rest.
b. Describe whether or not it is willing to sign relevant and applicable agreements that may be
necessary to protect data with a Purchasing Entity.
c. Describe how it will only use data for purposes defined in the Master Agreement, participating
addendum, or related service level agreement.
d. Specify its data disposal procedures, policies and destruction confirmation process
m bcontmrtors
Providers must explain for each Turnkey Wireless Solutions offered if they intend to provide it directly or
through the use of Subcontractors. Any Subcontractor that a Provider chooses to use in fulfilling the
requirements of the solicitation must also meet all Administrative, Business and Technical Requirements
of the RFP, as applicable to the solutions provided in this category.
a. Contractor must describe the extent to which it intends to use subcontractors to perform
contract requirements. Include each position providing service and provide a detailed
description of how the subcontractors are anticipated to be involved under the Master
Agreement.
b. If the subcontractor is known, provide the qualifications of the subcontractor to provide the
services; if not, describe how you will guarantee selection of a subcontractor that meets the
experience requirements of the RFP.
C. Include a description of how the Contractor will ensure that all subcontractors and their
employees will meet all Statement of Work requirements.
2.3.4 Security For each Turnkey Wireless Solutions proposed include both a security disclosure
statement.
Contractors for Award Category 3 must submit answers to Attachment S.
2.3.5 Client Infrastructure Impact and Support
Contractors will be willing to provide a description of the Impact and Support on End User infrastructure
upon request Assessment what impacts the Turnkey Wireless application will have on the infrastructure
used by purchasing entity, including the client's network, data storage and client owned and operated
endpoints before installation. Contractor will at the time of purchase identify any support required by
the purchasing entity to support the proposed Turnkey Wireless Solutions.
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2.3.6 Client Infrastructure and Support
Unless the purchasing entity waives the requirement, the Contractor shall provide a description of the
Impact and Support on the End User infrastructure. This shall include an assessment of impacts the
Turnkey Wireless application will have on the infrastructure used by purchasing entity, including the
client's network, data storage and client owned and operated endpoints before installation. The
description shall also identify any resources required by the purchasing entity to support the proposed
Turnkey Wireless Solutions.
2.3.7 Pricing Requirements
Cost Sheet
See Attachment C for details for Award Category 3.
No other Terms and Conditions, End User Agreements, or any other terms will be offered
with the new product or service unless it is included in the Master Agreement at formation or
by Amendment.
Section 3: Adding New Products and Services
The Lead State anticipates establishing a process for regular communication with contractors and
addition of new products and services. Addition of new products will be treated differently based on
which category of award covers the product or service.
3.1 General Requirements
The Lead State, along with the sourcing committee of this Solicitation will review and add new products
and services to the Master Agreements outlined below. The Lead State reserves the right to modify this
process to ensure open, transparent and reasonable review of proposed new products and services.
3.2 New Products added under Award Category 1
For new service plans under Award Category 1, Carriers may add new plans as they become available to
end users, so long as the plans are added to Attachment G, Contract Coverage Attachment, at the next
quarterly update and therefore incorporated into the Master Agreement. If the new plans are not
added to Attachment G at the next quarterly update, they will not be included within the scope of the
Master Agreements that result from this solicitation. Once plans are incorporated into the Master
Agreement in this manner, they are subject to the termination restrictions in section 2.1.4.
3.3 New Products added under Award Category 2
Contractors may add new products under Award Category 2 at any time as long as they fall within the
scope of that award category. The Lead State reserves the right to make the determination of whether
a product falls within award category 2.
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
3.4 New Products added under Award Category 3
For new products under Award Category 3, Contractors must submit a request to the Lead State and
sourcing team for consideration using Attachment N. All new products under Award Category 3 will be
allowed only through amendment of the Master Agreements that result from this solicitation.
After consultation with the sourcing team, the Lead State may choose to include the new product under
the Master Agreements by amendment. The Contractor will provide an updated Attachment G at the
next quarterly update for public distribution.
3.4.1 New Product Request Form
The New Product Request form will be submitted to the Lead State to request any new products or
services under Award Category 3(See Attachment M).
Proposed additional terms and conditions, end user agreements or related materials to be used with the
new product must be included with the New Product Request form to be considered for addition to the
Master Agreement. Terms and Conditions for additional products/services may be negotiated by the
Lead State before addition.
3.4.2 New Product Request Log
All new added products and services under Award Category 3 will be included on Attachment N, Request
Log sheet that will include Lead State recommendations and observations. This log will be included in
the contract file and will be available for public view.
3.4.3 Quarterly Amendments
The Lead State expects to conduct quarterly amendments of the Master Agreement to add new
products and services under Award Category 3. The Lead State reserves the right to amend, or not
amend the Master Agreement at any time.
Terms and Conditions not included in the addition of new products for Award Category 3 will not be part
of any agreement with end users. Contractors will present end users only with the Terms and
Conditions agreed to by the parties in the Master Agreement Amendment.
3.4.4 Terms and Conditions Compliance with Master Agreement
All Products offered under Award Category 3 shall comply fully with all applicable Federal and State laws
and regulations. The Order of Precedence clause in the NASPO ValuePoint Master Agreement Terms and
Conditions and/or Participating Addendum will control in the event of any conflict between the NASPO
ValuePoint Master Agreement and/or Participating Addendum and the Product Terms and Conditions.
Any third -party product provider must agree to the Master Agreement Terms and Conditions.
3.5 Quarterly Call/Meeting
The Lead State expects to have a call with contractors every quarter to discuss the status of the
contracts, discuss proposed new products and services, and any other issues that may arise regarding
the contract. These calls/meetings will be scheduled at mutually agreed upon times.
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
3.6 Terms and Conditions Compliance with Master Agreement
Any and all Products offered and furnished under any award category shall comply fully with all
applicable Federal and State laws and regulations. The Order of Precedence clause in the NASPO
ValuePoint Master Agreement Terms and Conditions and/or Participating Addendum will control in the
event of any conflict between the NASPO ValuePoint Master Agreement and/or Participating Addendum
and the Product Terms and Conditions. Any third -party product provider must agree to the Master
Agreement Terms and Conditions.
Section 4: Individual Responsible Account Discounts
4.1 Individual Responsible Account Definition
Individual Responsible Accounts ("IRU") are accounts for products and services between Contractors
awarded a contract under this solicitation and individuals who are employees of eligible users of the
Master Agreement. IRU accounts are for the personal use of individual employees of eligible end users
of the Master Agreement. IRU discount offerings are not required by Contractors but are scored as a
Technical Scorable Criteria for Award Category 1.
All other plans used under this contract by eligible end users are Government/Corporate Responsible
Plans (CRU).45.2 Corporate Responsible Account Definition
Corporate Responsible Accounts ("CRU") are accounts for end users of the Master Agreement.
4.3 Discount for Individual Responsible Account offerings
Contractors will indicate what, if any discount they allow for IRU accounts under this Master Agreement.
This discount is entered in their Costsheet (Attachment C) and be included in the Master Agreement.
Section 5: Reporting
5.1 General Requirements
5.1.1 Reporting shall be provided in the format required by NASPO ValuePoint:
6.1.1.1 Attachment H (Award Category 1)
6.1.1.2 Attachment I (Award Category 2)
6.1.1.3 Attachment J (Award Category 3)
5.1.2 Attachment G: Contract Coverage Attachment
Contractors under the Master Agreement that results from this contract will submit
quarterly Attachment G to the Lead State. This attachment is intended to encapsulate the
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
plans, services and offerings of the contractor. This would include any legacy and current
offerings, including the plans entered on Attachment C. (anything that would be covered by
the Master Agreement).
For Award Category 1, all legacy plans that have a discount under the Current Nevada
Master Agreement must continue the discount to be covered by the Master Agreement that
results from this solicitation. All legacy plans that do not have a discount under the Current
Nevada Master Agreement may continue to have no discount under the Master Agreement
that results from this solicitation
Attachment G must be submitted by Contractors awarded underAward Category 1, Award
Category 3 and Award Category 4.
5.1.3 Individual participating entities may request specific equipment sales summaries, which
shall be provided at no cost.
Upon request, provide reporting elements and/or management reports related to usage for
services that are available and would optimize the participating entity's ability to assess
utilization and cost.
Be able to provide custom reports as may be requested by individual participating entities.
Describe in general, the level of sophistication and complexity, custom usage report data that
you can provide to the participating entities. Vendors should provide a sample report with their
proposal.
Upon request, provide subscribers with usage reports which include full itemization of call
details (such as the information on the Contractor's standard bill for consumer accounts) to
enable verification of usage including: (1) call date, call number call length, call time, and (2)
plan cost, per minute charges, overage cost, additional features charges and other fees, etc.
5.2 Quarterly Call/Meeting
Contractors must be available for a quarterly meeting by phone, video conference, or in person to
discuss contract concerns, developments and any upcoming additional products or services related to
reporting.
5.4 Usage Reports (Other States)
Other States and participating entities may have alternate reporting requirements and will be addressed
by their Participating Addendum.
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Section 6: Pricing Landing Page
6.1 General
NASPO ValuePoint will develop a pricing landing page (webpage) to display contractor pricing in
several key areas on an ongoing basis. It is anticipated that the end users will be able to use this
Pricing Landing page as a tool to aid in pricing and negotiating plans and device accessory
purchases from all awarded contractors. Contractors are expected to provide certain required
fields for the Pricing Landing Page. This Section applies only to Category 1 awards.
6.2 Pricing Landing Page Requirements
6.2.1 General Requirements
The Pricing Landing Page will consist of a webpage to allow for quick reference of plans, equipment,
accessories and services offered by contractors. Contractors may update the required fields at their
discretion whenever they wish. The fields must be populated by contractors.
6.2.2 for Carriers/Contractors (Awarded under Category 1)
At the onset of the contract, Carriers/Contractors will be required to enter in pricing plans for the
following scenarios that are found in Attachment C (Costsheet):
• Plans that include a subsidized device in the monthly rate plan cost
o Basic phone with unlimited voice and messaging
o Smartphone -4 Gig of data, unlimited voice & messaging
o Smartphone - 300 minutes of voice, unlimited data & messaging
o Smartphone - unlimited data, voice & messaging
o data only - low -150 kb
o data only - moderate - 4 Gig
o data only - unlimited data
• Plans that require user to supply the device or pay for it separately
o Smartphone - 4 Gig of data, unlimited voice & messaging
o Smartphone - unlimited data, voice & messaging
o Tablet - 1 Gig of data
o Tablet - shares data with other devices
o data only - low - 150 kb
o data only - moderate - 4 Gig
o data only - unlimited data
These categories have been identified as representing the rate plans and services that are most
commonly purchased by NASPO Participating Entities. The categories may be changed as desired by the
contractor by submitting updates to NASPO ValuePoint.
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
6.3 Pricing Landing Page Features
Pricing information
The Lead state will develop a required reporting based on the 14 scenarios listed in Attachment C for the
landing page. The lead state reserves the right to determine requirements.
Disclaimers
Clear disclaimers to end users that all pricing reflects contractors best estimates for hypothetical use
cases and does not represent local fees, taxes and potential discounts available at specific locations
Point of Contact Information
Sales, Customer Service and Contract Administration point of contact information for ease of reference
Current Offers
Current Discounts, Offers, and Specials available to end users. This would be done on a national basis.
Disclaimers for reasonable variance will be allowed at the discretion of the lead state.
Section 7: Administration of Contracts
7.1 Quarterly Amendment
The Lead State anticipates it will provide for regular quarterly amendments to the Master Agreement if
there is a need to add new products or services. (Section 4). The Lead State at its discretion may elect to
amend the Master Agreement at any time.
7.2 Quarterly Call
The Lead State and sourcing team intend to hold quarterly calls to facilitate new products/services,
discuss the administration of the Master Agreements, and all other applicable aspects of the master
agreement.
7.3 Annual Meeting
Contractors must be available for an annual meeting in person to discuss continuing administration of
the contract. The Lead State anticipates meeting once a year in person to facilitate more in depth
communication. The location of in -person meetings will be in The Salt Lake City area, or elsewhere at
the discretion of the Lead State.
7.4 Published Documents
The Lead State intends to publish all new product/service request forms, new product logs, and any
sourcing committee recommendations and notes related for reference. End users may use these
documents to aid in their purchasing decisions.
MA176-1 Wireless Data, Voice and Accessories Attachment B: SOW
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
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DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Wireless Voice, Data and Accessories Attachment C: Costs heel
Award Category 2 Costsheet
Vendor Name: aMobile USA, In,
Item
Number
Item Description
Man ufac[ure/Brand
Model
Price Per Uni[
MSRP
Category
Perren[age off of
MSRP (If applicable)
AverageCw[
Nola
1
Cares
Griffin
At pl e i Phone XSurvivo-Strong Care -Black
$29.99
$29.99
25.00%
$36.66
Other options available at https://busnes.t-mobile.mm/a¢esoncs
Apple
Sill-, Care for Phone XS
$39.99
$39.99
25.00%
Other options available at https://busnes.t-mobile.mm/a¢esoncs
Otte -Box
Sy-t,Senes Care for Samsung Galaxy S9
$39.99
$39.99
25.00%
Other options available at https://busnes.t-mobile.mm/a¢esoncs
2
Screen P-otectors
Tech21
Applei Phone X/XS l mpa,t Shield
$34.99
$34.99
25.00%
$29.99
Other options available at https://busnes.t-mobile.mm/a¢esoncs
P"IGea-
Roll01 Extreme Impact for Samsung Galaxy S9
$29.99
$29.99
25.00%
Other options available at https://busnes.t-mobile.mm/a¢esoncs
PureGear
Roll 0, Ext-, pact for Apple Phone X/XS
$24.99
$14.99
25.00%
Other options available at https://busnes.t-mobile.mm/a¢esoncs
3
Chargers J=q
I Mobile
4ft lighting Cable
$19.99
$19.99
25.00%
$18.32
Other options available at https://busnes.t-mobile.mm/a¢esoncs
Belkin
T-Mobile
Micro-USB to USB A C3bl e, 4ft
Micro Cab l e 4 it Buck
$19.99
$14.99
$19.99
$14.99
25.00%
25.00%
Other optionsavailableath[q,s://busines.t-mobile.mm/a¢esoncs
Other op hots availableathttps://busnes.t-mobile.mm/a¢esoncs
4
HeadsetsfoL--th wi-d-devi,es
Apple
Ear Pod-th lightning Connector
$29.99
$29.99
25.00%
$69.99
Other optionsavailable athttps://business.t-mobile.com/accessories
Apple
Ail -pods
$159.99
$159.99
25.00%
Other opts-savailableathtt,s://busnes.t-mobile.mm/a¢esoncs
Skullandy
Wd Wired with mi,-Black
$19.99
$19.99
25.00%
Other opts-savailableathtt,s://busnes.t-mobile.mm/a¢esoncs
5
Speakers for ure with wi-,less devi-JBL
JBL
Go Speaker
$39.99
$39.99
25.00%
$123.32
Other options available at https://bus,,s.t-mobile.mm/a¢esoncs
J,k10-Black
$149.99
$149.99
25.00%
Other optionsavailableat h[q,s://busnes.t-mobile.mm/a¢esoncs
Ultimate Ears
BWSF and POWER UP -Black
$179.99
$179.99
25.00%
Other options availableathttps://bus,,s.t-mobile.mm/a¢esoncs
6
Bbsi-lll Phone
Alcatel
GO FLIP
$75.00
$75.00
0.00%
$25.00
Pricing are subj- to ch ange at dnm e of pu-chase an d avail abil i W.
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
7
Push to Tal IS Device
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
8
--Phones
Apple
Phone XS 64GB
$999.99
$999.99
0.00%
$573.33
P-icng are subject to change at time of pu-chase and availability.
Apple
Phone X 64GB
$899.99
$899.99
0.00%
P-icng are subject to change at time of pu-chase and availability.
Samsung
Galaxy SO 64GB
$720.00
$720.00
0.00%
P-icng are subject to change at time of pu-chase and availability.
9
Tablets
Apple
iPad 32GB
$459.99
$459.99
0.00%
$493.33
P-icng are subject to change at time of pu-chase and availability.
Apple
iPad P-o 10.564GB
$779.99
$779.99
0.00%
P-icng are subject to change at time of pu-chase and availability.
Samsung
Galaxy TabE
$240.00
$240.00
0.00%
P-icng are subi-to change athme ofpu-chase and availability.
10
Cellular Modems
stand al one, ntegrated or USB
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
11
MIFF Hot Spots
Alcatel
LINKZONE
$72.00
$72.00
0.00%
$24.00
P-icng are su bj- to change at time of pu-,hare an d availabil i W.
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
12
WiF@hula- Routers
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
13
11 Sensors
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
14
Cellular -enabled video camera=
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
15
Co-ds/cable=_
N/A
N/A
$0.00
$0.00
0.00%
$0.00
N/A
N/A
$0.00
$0.00
0.00%
N/A
N/A
$0.00
$0.00
0.00%
16
Signal Boosters/Antenna=
TBD
TBD
$0.00
$0.00
0.00%
$0.00
T-Mobile will moo-kwth each Pardapating State on in-buildling solutions.
TBD
TBD
$0.00
$0.00
0.00%
T-Mobilewill moo-kwth each Pardapating State on in-buildling solutions.
TBD
TBD
$0.00
$0.00
0.00%
T-Mobilewill moo-kwth each Pardapating State on in-buildling solutions.
Tot31
$279.29
ILU Discoontoffering
Descripiton
P---ge off (%)
What ape ofplans do. this di-t apply to?He me b es dfic
Percent,, off dismount rate offered to HU 111-
$0.00
P-omohonal offerings at the time ofpurchase may apply.
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Wireless Voice, Data and Accessories Attachment C: Costsheet
Category 3A: Fleet Management Costsheet
VENDOR
T-Mobile USA, Inc.
Monthly Recurring Cost
total annual
Description
minimum
quantity of
monthly fee
cost
(gtyxfeex
OFFEROR NOTES Describe plan attributes and characteristics per the
instructions*.
vehicles
12)
1 mi
10
$12.60
$1,512.00
SyncUP FLEET: Advanced, real-time fleet management and monitoring for
organizations of all sizes. Includes access to the web -based portal that
100
$12.60
$15,120.00
SyncUP FLEET: Advanced, real-time fleet management and monitoring for
organizations of all sizes. Includes access to the web -based portal that
500
$12.60
$75,600.00
SyncUP FLEET: Advanced, real-time fleet management and monitoring for
Basic Fleet Management
organizations of all sizes. Includes access to the web -based portal that
1000
$12.60
$151,200.00
SyncUP FLEET: Advanced, real-time fleet management and monitoring for
organizations of all sizes. Includes access to the web -based portal that
5000
$12.60
$756,000.00
SyncUP FLEET: Advanced, real-time fleet management and monitoring for
organizations of all sizes. Includes access to the web -based portal that
Total Annual Recurring Cost
$999,432.00
Service Requirements
Description
requirements
Basic Fleet Management
*Solution to track, monitor & dispatch vehicles while collecting information on vehicle location & operation
*must have option to connect to vehicle's On Board Diagnostic -II (OBD-II) port
*Ability to monitor vehicle location
*Provide location -based vehicle dispatch support
*Collect information on driver performance
*Real time and historical reporting via secure, centralized portal
*Ability to set up alerts based on customer devined parameters
Installation & Set Up Costs
minimum
cost per
Total Set Up
Description
quantity of
vehicle
Cost
OFFEROR NOTES Details of Installation and Set Up of customer's instance
vehicles
10
$0.00
$0.00
Installation, set up and basic training is included at no charge.
100
$0.00
$0.00
Installation, set up and basic training is included at no charge.
Total One Time Cost for Installation, Set Up
500
$0.00
$0.00
Installation, set up and basic training is included at no charge.
and Basic System Administrator Training
1000
$0.00
$0.00
Installation, set up and basic training is included at no charge.
5000
$0.00
$0.00
Installation, set up and basic training is included at no charge.
Total Installation and Set Up Cost
$0.00
Installation & Set Up Requirements
Description
requirements
Installation, Set Up and Basic System
*Set up and configuration of customer's instance in provider's hosted environment.
Administrator Training
*install each device in vehicle and connect to OBD-II
Scorable Cost 1 $999,432.00
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Wireless Voice, Data and Accessories Attachment C: Costsheet
Category 3C: Mobile Integration Costsheet
VENDOR T-Mobile USA, Inc.
Monthly Recurring Cost
total annual
minimum
cost
Description
quantity of
monthly fee
OFFEROR NOTES Describe plan attributes and characteristics per the instructions*.
licenses
(gtyx fee x
12)
a. Cloud PBX Calling
i. Direct Inward Dial/Direct Outward Dial to/from Business Phone Number
ii. Direct Inward Dial/Direct Outward Dial to/from Business email address to Business email address
iii. Personal Group Calling (existing and ad -hoc) 3-Way calling implemented through ad -hoc personal groups
iv. Transfer (Blind, Consultative)
v. Hold
vi. Call Waiting
vii. Call Waiting ID
viii. Call Forward (All, No Answer, Busy, Selective)
10
$23.50
$2,820.00
ix. Find Me Follow Me
Basic Mobile Integration cost
x. Do Not Disturb
per device
A. Out of Office
xii. Caller Name & Number
xiii. Call Name &/or ID Block (outbound)
xiv. Call pull
xv. Voicemail
xvi. Voicemail to text (300 sec)
100
$23.50
$28,200.00
Same as above.
500
$23.50
$141,000.00
Same as above.
1000
$23.50
$282,000.00
Same as above.
Total Annual Recurring Cost
$454,020.00
Service
;a minimum, solutions meeting this criteria will provide:
>ingle Number Reach or the ability for a user to be reached at a single business telephone number.
,ails tothat single telephone number would ring at both the user's desk phone or mobile device either through simultaneous and/or sequential ringing.
Single Voicemail Box for calls tothat single business number.
Installation & Set Up Costs
minimum
Total Set Up
Description
quantity of
Cost
OFFEROR NOTES Details of Installation and Set Up of customer's instance
licenses
Total One Time Cost for
10
$0.00
Installation and Set up at no cost.
Installation, Set Up and Basic
100
$0.00
Installation and Set up at no cost.
System Administrator
500
$0.00
Installation and Set up at no cost.
Training
1000
$0.00
Installation and Set up at no cost.
Total Installation and Set Up Cost
$0.00
& Set
lation, Set Up and Basic I Set up and configuration of customer's mobile service with integration to wired service.
m Administrator *At least one remote meeting with customer's designated system administrator to complete set up and provide knowledge transfer.
Scorable Cost 1 $454,020.00
Consutlative Hourly Rate (this $0.00
rate will be included in the
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MA176-1 Attachment H
Field Name
Field Description
VENDOR
The awarded Contractor's name
VENDOR CONTRACT NUMBER
Lead State assigned contract number (using Lead State's numbering protocol)
STATE
State postal abbreviation code (Alaska = AK, Missouri = MO, etc.)
CUSTOMER TYPE (SEGMENT)
State Gov't, Education-K12, Education-HED, Local Gov't, Medical, Other - are acceptable
segments. [determined by industrial practice for each contract - uniform for each contract]
BILL TO AGENCY
Customer (agency) Bill to name
BILL TO CITY
Customer (agency) Bill to city
INVOICE DATE
(mm/dd/ccyy)
PRODUCT DESCRIPTION
Product description of purchased product
CRU Lines
Commodity -level code based on UNSPSC code rules (8 Digits)
CRU Minutes
Number of voice minutes used
CRU Text
Number of texts sent and received
CRU Data
Amount of data used
CRU Gross Sales
Gross Sales
Equipment Lease
Amount of monthly charges for leased equipment
LIST PRICE/MSRP/CATALOG PRICE
uniform for each contract]
NASPO ValuePoint PRICE
NASPO ValuePoint Price- US Currency ($99999.999)
QUANTITY
Quantity Invoiced (99999.999)
TOTAL PRICE
Extended Price (unit price multiplied by the quantity invoiced) - US Currency ($999999999.999)
NASPO ValuePoint ADMIN FEE
I
lAdministrative Fee based on Total Price - US Currency ($999999.999)
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Attachment H
NASPO ValuePoint Cooperative Contract Detailed Sales Report
Contractor:
Vendor
Contract
Vendor Name Number State Customer Type Bill to Agency
❑ NoQ--lySeI,s
Quarter:
Total cost
Equipment (monthly
Bill to Acct#or Product CRU monthly Lease/Rental ser
Bill to City Bill to State Zipcode Customer# Invoice Date mvoice # Description CRU Lines Minutes CRU Text CRU Data service cost Cost lease rental) Admin Fee
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
NASPO ValuePoint Cooperative Contract Detailed Sales Report
Contractor: Quarter:
Vendor
Contract Customer
Vendor Name Number State Type Invoice Date IRU Lines Total Cost Admin Fee
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Carrier lists every plan in use under the NASPO contract, provides the quantity of the lines of service using each plan and provides basic details of the plan
Line Count
Plan #
Plan
Description
Discount
Eligibile
Access Cost
Before
Discount
Included in Plan
Notes
Voice
Data
Text
subsidized
Minutes Pooled
GB Pooled
I Qty
Device
qty devices o if yes / no
this plan carrier
has one
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Attachment
Field Name
Field Description
VENDOR
The awarded Contractor's name
VENDOR CONTRACT NUMBER
Lead State assigned contract number (using Lead State's numbering protocol)
STATE
State postal abbreviation code (Alaska = AK, Missouri = MO, etc.)
CUSTOMER TYPE (SEGMENT)
State Gov't, Education-K12, Education-HED, Local Gov't, Medical, Other - are acceptable
segments. [determined by industrial practice for each contract - uniform for each contract]
BILL TO NAME
Customer (agency) Bill to name
BILL TO ADDRESS
Customer (agency) Bill to address
BILL TO CITY
Customer (agency) Bill to city
BILL TO ZIPCODE
Zip code in standard 5-4 format [standard 5 digits is acceptable, formatted as a zip code]
SHIP TO NAME
Customer (agency) Ship to name
SHIP TO ADDRESS
Customer (agency) Ship to address
SHIP TO CITY
Customer (agency) Ship to city
SHIP TO ZIPCODE
Zip code in standard 5-4 format [standard 5 digits is acceptable, formatted as a zip code]
ORDER NUMBER
Vendor assigned order number
PO DATE (ORDER DATE)
(mm/dd/ccyy)
INVOICE DATE
(mm/dd/ccyy)
INVOICE NUMBER
Vendor assigned Invoice Number
PRODUCT DESCRIPTION
Product description of purchased product
UNSPSC
Commodity -level code based on UNSPSC code rules (8 Digits)
LIST PRICE/MSRP/CATALOG PRICE
List Price - US Currency ($99999.999) [determined by industrial practice for each contract -
uniform for each contract]
NASPO ValuePoint PRICE
NASPO ValuePoint Price- US Currency ($99999.999)
QUANTITY
Quantity Invoiced (99999.999)
TOTAL PRICE
Extended Price (unit price multiplied by the quantity invoiced) - US Currency ($999999999.999)
NASPO ValuePoint ADMIN FEE
Administrative Fee based on Total Price - US Currency ($999999.999)
VAR/Reseller/Distributor
If a VAR/Reseller/Distributor, name of VAR/Reseller/Distributor and state where located
Energy Star Compliant
Yes = 1 No = 2 Energy Star Does not Apply = 0
Optional
More information
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Attachment I Award Category 2 Reporting Template
NASPO Value Point Cooperative Contract Detailed Sales Report
Contractor: Quarter: ❑ No la e,
Vendor NASPO
C-1— Curtomer Bill to Bill to Bill to Shipto Shipto Shipto Order Invoice Invoice Product UNSPSC Lirt Val—Int Total Price Energy Star
Vendor Name Number State Type Agenry Address Bill to City Zipcode Agenry Address Ship to City Zipcode Number PO Date Date Number Description Quantity Commodity IRU or CRU Price/MSRP Price Admin Fee EPEAT Compliant
Need [o —,h up with Green Language in RFF
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Provider lists each Make / Model of equipment sold and the quantity sold of each.
Quantity
Equipment/
Part
Discount
Manufacturer
Model
List Price
Notes
Sold
Accessory
Number
Eligibile
Type
yes / no
to be taken
from category
2 cost sheet
examples:
smart phone
tablet
case
etc ...
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
MA176-1 Wireless Voice, Data and Accessories
Attach nnentJ Award Category 3 Reporting
Vendor list Service or Product in use under the NASPO VaIuePoint contract, provides the quantity of users for each and the tota I spend for each application
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DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
�� � �2 ° �s=.,eat ''' ••'C� �NASPO
A ValuePoint
W
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Attachment L
Wireless Data, Voice and Accessories
Network Technology Questionnaire
Network Technology Questionnaire
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The following section requests a description of the characteristics of the networks that you will be using to
provide these rvices covered by award Category 1 of this RFP. To understand the infrastructure and context
in which your services will be offered, we ask that you please describe your existing networks, technologies,
and plans.
1. 4G Cellular Services
Describe the current status and plans for your 4G LTE and earlier generation wireless voice/data
technologies.
1. Current 4G network coverage acrossthe U.S.
T-Mobile Response: Since 2015, T-Mobile USA, Inc. ("T-Mobile") has more than tripled our LTE
coverage. We now cover more than 323 million people and we're working to increase our LTE
coverageto 325 million by the end of 2018.
2. Major planned enhancements for these and earlier generation networks in light of the deployment
of 5G-based services
T-Mobile Response: in April 2017, T-Mobile purchased more than $8 billion of 600 MHz spectrum
from the Federal government. T-Mobile will dedicate part of the new 600 MHz spectrum we just
won to LTE and then part to 5G nationwide. T-Mobile is the first company to commit to building a
nationwide 5G network. In addition to the 600 MHz band, we have 200 MHz of spectrum in the
28/39 GHz bands covering nearly 100 million people in major metropolitan areasand an impressive
volume of mid -band spectrum to deploy 5G in as well. This positions T-Mobile to deliver a 5G
network that offers BOTH breadth and depth nationwide. As 5G standards are defined, chipsets are
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CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionna ire
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delivered, and equipment comes to market, we expect to be 3GPP certified and be able deploy 5G
on clean spectrum —without any re -farming dependency —which means we can light it up and roll
it out quickly. We'll expect all this to begin in 2019 and target 2020for a full nationwide rollout.
3. Voice Quality Performance Target/Guarantee:
a. Mean Opinion Score (MOS) rating for voice calls
T-Mobile Response: T-Mobile is measuring Mean Opinion Score (MOS) for Voice traffic but
we do not currently report on this regularly. The primary metrics we rely on for
benchmarking customer experience with voice are Dropped Call Rate and Network
availability, noted in the other responses.
b. Dropped Call Percentage
T-Mobile Response: T-Mobile relies on an extensive system of network performance tools
to assess network reliability and performance. Network performance statistics are
monitored and noted degradations are addressed. The specific metrics are confidential,
however, the network is engineered to a better than 2% call failure rate (drops, blocking,
etc.).
c. What improvements do you expect with the introduction of VoLTE and Wideband Voice?
T-Mobile Response: Over 85% of our calls are carried as Voice over LTE (VoLTE) and
Wideband Voice has been deployed since 2016.
4. Broadband Data Performance Expectations/Guarantees:
a. Uplink/ Downlink Data Rates (Peak, Sustained, Cell Edge)
T-Mobile Response:
4G LTE Network (On -Device):
• Download speeds: Typically between 7 — 40 Mbps, with peaks up to 90 Mbps and
minimum expected speeds of less than 0.1 Mbps
• Upload speeds: Typically between 4 — 20 Mbps, with peaks up to 35 Mbps and
minimum expected speeds of less than 0.1 Mbps
• Latency: Typically between 30 — 55 ms
4G LTE Network (Via Smartphone Mobile HotSpot/Tethering, for Plans Including 4G LTE
Tethering):
• Download Speed: Typically between 3 — 25 Mbps, with peaks up to 90 Mbps and
minimum expected speeds of less than 0.1 Mbps
• Upload Speed: Typically between 2 — 10 Mbps, with peaks up to 35 Mbps and
minimum expected speeds of less than 0.1 Mbps
• Latency: Typically between 30 — 55 ms
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b. Latency
T-Mobile Response: Based on analysis and projections from third -party, crowd -sourced
data and subject to the factors described above and below, T-Mobile expects T-Mobile-
branded customers with broadband -capable devices and qualifying service will experience
the following speeds and latencyon our 4G LTE network. These rangesare projections based
on roughly the 25th and 75th percentiles of network tests. For speeds, peak speeds
represent the 99th percentile of network speed results:
T-Mobile constantly works to improve network performance on its 4G LTE network and to
pursue advanced and next -generation technologies and services. The above ranges are
representative of current service plans. You mayoccasionally experience speeds outside the
rangesincluded in your plan.
In recent years, T-Mobile has aggressively built out its LTE network so nearly all of our
customers have regularaccessto LTE speeds. In those rare instances where customersare
not able to receive an LTE signal, T-Mobile provides non-LTE connections (2G, 3G, and 4G
HSPA+) in many areas. Non-LTE connections are used by the small percentage of our
customers still using non-LTE devices or, in limited cases, when customers with LTE devices
are unable toconnect tothe LTE network. Based on internal and crowd -sourced testing, we
expect T-Mobile-branded customers with broadband -capable devices during non-LTE
sessions to typically experience average download speeds of 1.5 Mbps, average upload
speeds of 230 Kbps, and latency between 60 and 180 ms. The typical customer experience
on T-Mobile's non-LTE network is good for streaming audio, email, and web browsing.
5. Mobile E911 Technology
a. Technology employed?
T-Mobile Response: America's national 9-1-1 calling system is designed to make sure that
there is a nationwide, seamless communications infrastructure for reaching emergency
services across the United States where T-Mobile has coverage + Puerto Rico. Wireless
carriers and legacy phone companies must meet specific standards for 9-1-1 calling — as
established by the Federal Communications Commission (FCC). T-Mobile's network handles
morethan47 million 911 calls every year—that'smorethan 130,OOOemergency calls every
day. T-Mobile leads the wireless industry in advancingthe use of new location technologies
to improve accuracy, whether the caller is indoors or outdoors. T-Mobile was first in the
industry to leverage successful commercial device -based hybrid (DBH) location solutions to
improve 9-1-1 location accuracy for both iOS and Android handsets. T-Mobile can provide
precise location for text-to-911 instead of just a cell sector centroid estimate provided by
other carriers. T-Mobile is fully committed to establishing the National Emergency Address
Database (NEAD) that will provide directly actionable 'Dispatchable Locations' for first
responders —consisting of a validated civic address with supplemental information such as
floor/unit number for multistory buildings. T-Mobile was the first wireless carrier to
complete 'First Functional Testing' of Dispatchable Location in the FCC Indoor Test Bed. The
NEAD Dispatchable Location solution is expected to become available for 9-1-1 callers
during 2019.
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b. Location Accuracy?
T-Mobile Response: Current FCC regulations require either Dispatchable Location or X/Y
location within 50 meters (164 feet) for 50% of all wireless 9-1-1 calls. This accuracy
requirement increases to 70% of all wireless 9-1-1 calls by April 2020, and to 80% by April
2021. T-Mobile is staying well ahead of these minimum accuracy benchmark requirements,
as demonstrated in the Industry Indoor Test Bed, and continues to evaluate new and
emerging location technologies as they become available. T-Mobile is also atthe forefront
of evaluating systems capable of estimating a 9-1-1 caller's vertical location in multistory
buildings and will provide this additional information as required by the regulations.
c. Indoor versus outdoor accuracy?
T-Mobile Response:The state-of-the-art location solutionsutilized byT-Mobile can produce
highly accurate location estimates for 9-1-1 callers indoors and outdoors. Complementary
location technologies like Assisted GPS and WiFi-based positioning are combined to perform
well in each environment. While outdoors, wireless devices benefit from Global Positioning
Satellite (GPS) technologyand cell tower triangulation to assist with location accuracy. GPS
and cell tower signals can be blocked or diminished by building structures, resulting in
reduced location accuracy while indoors. T-Mobile has deployed support for enhanced
indoor location accuracy by connecting to the National Emergency Address Database
(NEAD), which can map Wi-Fi access points to street addresses that emergency responders
can be dispatched to.
d. Compliance with February 2015 FCC Mandates
T-Mobile Response: T-Mobile is compliant with FCC regulations concerning provision of
E911 services. T-Mobile employs a network -based technology to deliver E911. All T-Mobile
voice -enabled devices are E911 capable.
e. Technology Plans/Expectations/Timeframes
T-Mobile Response: T-Mobile is geared to be a leader in Next Generation 911 (NG911).
NG911 will enhance the 911 system to create more efficient, more flexible and resilient
systems to keep up with technology used by the public. NG911 will enable emergency
reporting via text, images, video and data. T-Mobile has been the industry leader in WiFi
calling and over -the -top communications platforms, e.g., DIGITS. WiFi calling allows
consumers to make 9-1-1 calls when not connected to a wireless macro network or in areas
wherethere is no macrowireless coverage. DIGITS isan innovative platformthat allowsfor
9-1-1 calls from devices that might not be able to make voice calls otherwise, e.g., tablets
We are also the industry leader in implementing Real -Time -Text (RTT), allowing greater
access to 9-1-1, especially for the speech and hearing impaired.
T-Mobile partnered with Apple in 2015 and more recently with Google to enable device
based hybrid location technology for 911 calls, which enables wireless devices to send
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precise location information when 911 calls are made. This provides faster location sensing
and improved location accuracy.
T-Mobile has deployed technology that allows the mapping of Wi-Fi access points and
Bluetooth beacons, indoors and outdoors, to street addresses where emergency services
responders can be dispatched.
2. Network Reliability, Disaster Recovery and Business Continuity
Describe your overall disaster preparedness plan, the steps you have taken to safeguard your internal
and exposed assets, and the types of services and response we can anticipate in the event of an
emergency or a disaster.
1. Describe your overall approach to network hardening, including physical securityfor exposed assets,
redundant links to cell sites, and internet -initiated threats.
T-Mobile Response:
A. An Overview
Our team of certified Business Continuity professionals is responsible for documenting and
developing enterprise standards, processes, and policies for all business continuity and disaster
recovery needs throughout T-Mobile. This team supports business continuity planning and defines
enterprise tools and methodologies. Such consistency enhances T-Mobile's overall planning and
resumption efforts.
Business Continuity Plans are housed in a centralized online repository, accessible to employees in
the office and remotelythrough a web browser. Additionally, hard copies of plans are available at
multiple sites. All Engineering personnel have been trained on these highly -detailed emergency
operations plans, and T-Mobile has tiered response teams providing local support needs via
enterprise -wide resources.
B. A Network That's There forYou
We have portable generators, cell -on -wheels ("COW"), and transport vendors on standby in every
market nationwide. This allows usto quickly move generatorsfrom point-to-point in response to an
emergency. Cell sites are equipped with battery back-up — plus a permanent generator or
generator hook-up. In the event of a momentary or extended power failure, Mobile Switching
locations have emergency backup power. They're protected by FM 200 or Pre -action Dry Fire
Systems, and they also maintain spare equipment inventory for all critical network elements.
T-Mobile's Wi-Fi Calling can be extremely helpful during a disaster recovery. It leverages the
protocol IP Multimedia Subsystem/Session Initiation Protocol ("IMS/SIP"), and allowsfull voice and
data functionality when a user is connected to Wi-Fi with Internet access. This let users take
advantage of Wi-Fi enabled devices and existing internet infrastructure as a backup to traditional
cellular towers.
We have multiple Network Operation Centers ("NOC") for geographic separation in the event of a
regional disaster. NOCs are manned 24 hours a day, 7 days a week, and 365 days a year. All service -
affecting elements in the networks are either fault tolerant or fully redundant. Critical nodes, such
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as Signaling Transfer Points ("STP") and Service Control Points ("SCP"), are deployed redundantly
and geographically diverse. All members of the various T-Mobile Emergency Response and Crisis
Management Teamsareequipped with Wireless Priority Service ("WPS"), Government Emergency
Telecommunication Service ("GETS") and Satellite phones.
C. Emergency Readiness: Government Coordination
Before, during and after a catastrophe, we coordinate with local and state officials, Homeland
Security, State EOCs and the FCC. We approach coordinated response on several fronts:
• VariousT-Mobile departments have established relationships with Federal, State and Local
government agenciesand officials to facilitate response to events in affected areas.
• Our Government Affairs team actively coordinatesthe Company's response activities with
the appropriate government officials.
• Our Engineeringtearn has dedicated resourcesto report operational outages to the Federal
Communications Commission on a regular basis.
• We participate in State and Local drills of all varieties. Drills are conducted at the market,
regional, and national levels totest readiness and reinforce emergency procedures.
• We provide "Priority NetworkAccess" to public safety officials, emergency first responders,
and others in need.
• We provide cell phones and wireless service to fire and police departments.
• T-Mobile monitors evacuation efforts and routes and take steps to increase wireless
capacity in those priority areas (shelters, transport hubs, arenas, etc.).
D. Additional Resources for if Disaster Strikes
T-Mobile offers a variety of support options that can provide flexibility and functionality during
disasters. They include multiple messaging solutions, mobile internet and e-mail, international
services, and online account management.
We're proud of our response and flexibility with catastrophic situations — always placing our
customers as our top priority. For example, we were particularly responsive during the recent
hurricanes, Harvey, Irma, and Maria.
E. Tiered Support: Getting Customers the Right Help
T-Mobile has a tiered support structure for its offerings. Typically, a customerwill contact Customer
Care for initial assistance with all types of voice or data issues. The Customer Care representative
then troubleshoots the specific issue.
Our tiered response teams provide support to local response needs via enterprise -wide resources.
This helps us to maximize resource availability and reduce response time. T-Mobile owns a highly
redundant, nationwide Asynchronous Transfer Mode ("ATM") backbone, over which its services
(Wi-Fi, GPRS, EDGE, 3G, 4G, and LTE) are routed. Our NOCs, Switches, and Data Centers all have
redundancy systems.
If the problem is determined to be a wireless data issue, the call will be routed to our Wireless Data
Group ("WDG") for resolution. The WDG will workto resolve the problem. Should the issue require
escalation to the next tiered level of Support, WDG will take ownership of the problem, and work
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with the next level of support to provide a resolution in a timely manner. For network issues or
Wireless Data Services for device software, WDG will bring in Level 3 Network Engineering.
2. What are you greatest challenges in terms of recovery in the event of extensive damage throughout
an extended area, and how do you address them?
T-Mobile Response:The 2017 hurricane season wasunrelenting, withthree significant back-to-back
storms pounding multiple states/islands and leaving behind tremendous devastation. 2018 is also
expected to be more active than usual so T-Mobile is planning ahead and getting customers
information they may need to be storm -ready.
Advance Preparations
We're always monitoring storm activity and if we see the potential for impact, we'll be ready. T-
Mobile sets up an engineering command center nearthe expected area of impact and deploys rapid -
response teams that is ready to help minimize potential interruptions to wireless service. In
addition, T-Mobile's Network Operation Centers (NOCs) closely manage network traffic and
coordinate response afteran event, like in the aftermath of a hurricane.
In Florida and Puerto Rico, areasthat are often hardest -hit by tropical storms and where Hurricanes
Irma and Maria wreaked havoc last year, T-Mobile engineers have doubled the number of
permanent generators and added infrastructure to hundreds of towers. Also, more vehicles are in
place throughout the impacted area to enable a faster response once it's safe for engineersto make
repairs.
Recovery Efforts
Even with our extensive advance preparations, service interruptions could happen, particularly if
there are power outages. Once recovery efforts can begin after an event, T-Mobile deploys
equipment, supplies and disaster experts to all affected areas. Emergency equipment includes
portable generators, fuel trucks, Cell On Wheels (COWS), Cells on Light Trucks (CoLTS), fuel and
diesel trucks and other vehicles.
3. Describe the types and amounts of back-up batteries, generators, COWS/GOATS and other
deployable assets you maintain, and how long a period of disruption you anticipate inyour planning.
T-Mobile Response:
Reliable, Resilient & Redundant Network
We maintain an organized, integrated, suite of disaster response and recovery plans & procedures,
teams, emergency options, equipment and supplies in every geographic area in which T-Mobile
provides service. T-Mobile has made significant investment into network redundancy, reliability and
resiliency. For times when impacts are unavoidable, we have fleets of emergency equipment such
as cell site backup generators, fuel tanks, microwave technology equipment, Cells -on -Wheels
(COWS) and other equipment across the country to facilitate quick recovery. We will continue to
invest at all levels toensure service continuity & quick recovery.
Preparation & Response to a disaster event.
Before a disaster strikes the Engineering organization will:
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• Analyze storm conditions for anticipated landfall and condition
• Top off fuel and test back-up generators
• Have portable generators, Cell -On -Wheels (COWS) and Cell -On-Light-Truck, (COLTS) on
standby nationwide
• Establish a command centerthat will mobilize teams of technicians and engineers as soon
as conditions permit
• Create staging areasfor incoming equipment
• Obtain security as needed to protect personnel and assets
• Have Emergency Teams on stand-by from neighboring cities
• Coordinate with local and state officials, Department of Homeland Security, FEMA, State
EOCs and the FCC
• Monitor evacuation efforts and routes and take steps to increase wireless capacity in those
priority areas (shelters, transport hubs, arenas, etc...)
• Maintain contracts with fueling vendors nationwide to support recovery needs within 24-
48 hours
During and after the actual event, whether earthquake, hurricane or tornado, the Engineering
organization will:
• Deploy portable generatorsand COWS
• Provide Wireless Priority Service to public safety officials, emergencyfirst responders, and
others that have subscribed
• Set-up WiFi callingand charging stations
Speed of deployment to a disaster site
Highly detailed emergency operations plans have been created and implemented nationwide and
all engineering personnel have been trained. T-Mobile hastiered response teams providing support
to local response needs via enterprise -wide resources. This assists us in maximizing resource
availability and reducing response time.
3. 5G Cellular Services
Describe your deployment plans for 5G network coverage across the U.S.
1. Expected Role of 5G in your overall network architecture.
We would like to understand where 5G "fits" in your overall network strategy. For example, do you
see 5G as:
a. A wholesale upgrade for 4G LTE services in the wide area,
b. A high -capacity local distribution solution for a 4G wide area network,
c. Some combination of the two,
d. A fixed wireless solution for business or residential Internet access,
e. Something else entirely?
T-Mobile Response: Why 5G? Quite simply, 5G brings lower -latency. That means faster response -
times for all your applications. But it's about more than just speed. Like massively increased battery
life. And an exponential leap in the number of connections you can handle simultaneously —
unlocking all kinds of amazing new applications.
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We expect to see a whole new class of applications and solutions that will be built for nationwide
5G. Ultimately, it will allowtoday'sa pplications tojust work better and faster. As with prior network
innovations, we can't fully imagine all of the new applications that will emerge. But emerge they
will.
• Imagine Augmented Reality heads -up displays that see everything you do, and provide you
with real-time, cloud -driven information about the people and objects around you.
• Imagine an earpiece that provides natural language translations in real-time as a friend
speaks to you at natural -speed in any language.
• Imagine never losing anything ever again because you can embed low-cost sensors with
decade long battery life — then imagine how everything being trackable affectsthefts!
• Imagine environmental sensors embedded in the infrastructure —mixed into the asphalt on
new smart highways that intelligently route traffic, update road signs, notify road crews
when repairs are required and emergency services when accidentsoccur!
2. Please provide the fundamental strategyyou are following for deploying 5G technologies going
forwa rd.
T-Mobile Response: As 5G standards are defined, chipsets are delivered, and equipment comes to
market, we expect to be 3GPP-certified and able deploy 5G on clean spectrum — without any re -
farming dependency — which means we can light -it -up and roll -it -out quickly. We'll expect all this
to begin in 2019 and target 2020for a full nationwide rollout.
We may make projections and statements about the future performance of the Company, which are
based on current expectations and assumptions. Please consider the risk factors included in our most
recently filed Annual Report on Form 10-K that could cause our actual results to differ materially
from those in the forward -looking statements.
3. Timetable and total percent of 5G coverage in each state.
T-Mobile Response: In September 2018, we have announced that we lit up 600 MHz (Band 71)
Extended Range LTE in 1,254 cities and towns in 36 states, including the island of Puerto Rico. Our
furiously paced deployment of 600 MHz LTE is expanding network coverage and capacity,
particularly in rural areas, and lays the foundation for nationwide 5G in 2020 with 5G-ready
equipment. While we cannot disclose an exacttimetable and total percent of 5G coverage in each
state atthis time, we will be more than happy to reveal SG coverage as it becomes available.
4. Proposed Channel Sizes (in MHz)for macro area and small cell deployments
T-Mobile Response: Aggressive deployment of 600 MHz in Q2 2018, augmenting existing low -band
capabilities on 700 MHz. T-Mobile owned an average of 110 MHz of spectrum nationwide. The
spectrum comprises an average of 31 MHz in the 600 MHz band, 10 MHz in the 700 MHz band, 29
MHz in the 1900 MHz PCS band and 40 MHz in the AWS band.
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5. Frequency Band(s) to be used and primary applications for each..
T-Mobile Response: T-Mobile is aggressively rolling out small cells throughout the country. This
technology provides high performance, high capacity, indoor and outdoor LTE coverage. It supports
three standards (LTE, 3G and Wi-Fi), 10 frequency bands and up to 300 Mbps LTE with carrier
aggregation. The flexibility, cost-effectiveness and performance in just a tablet -sized footprint allow
us to place it closer to where our customers need it most.
6. Pricing Model: Will 5G usage be metered and priced the same rates as 4G voice and data usage or
will premium pricing be applied?
T-Mobile Response: 5G usage will be priced at the same rates as 4G voice and data usage.
4. VoLTE and Wideband Cellular Voice Services
Describe your plans for Voice over LTE (VoLTE) and Wideband voice services.
1. Current level of VoLTE deployment and ongoing plans
T-Mobile Response: T-Mobile was the first carrier to launch VoLTE in the United States and the
entiretyof our LTE footprint supports VoLTE. VoLTE isT-Mobile's primary technology for delivering
voice service to the vast majority of our Customers. As T-Mobile's LTE footprint grows, it all offers
VoLTE support. T-Mobile continues to expand its capacity through the refarming of existing
spectrum and implementation of new technologies including Voice over LTE ("VoLTE"), Carrier
Aggregation, 44 MIMO, 256 Quadrature Amplitude Modulation ("QAM"), and License Assisted
Access ("LAA"). VoLTE comprised 83% of total voice calls in Q2 2018, compared to 80% in Q1 2018
and up from 72% in Q2 2017. Moving voice traffic to VoLTE frees up spectrum and allows for the
transition of spectrum currentlyused for 2G and 3G to 4G LTE. T-Mobile is leading the U.S. wireless
industry in the rate of VoLTE adoption.
2. Wideband Voice (AMR-WB)Availability
T-Mobile Response: T-Mobile is on the leading edge of technology to improve the quality of voice
services. T-Mobile was first to launch HD Voice (AMR-WB) in the US on its network since 2013 on
its UMTS and LTE network. Additionally, T-Mobile was the first carrier in the US to support the
Enhanced Voice Services (EVS) codec. The performance of this codec is superior to AMR-WB and is
even utilized on the VoLTE wireless connection for all mobile to land line calls (for capable devices).
3. User device availability
T-Mobile Response: T-Mobile offers (and supports) a wide array of devices that support both the
AMR-WB/HD Voice codec and the EVS codec.
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4. Wideband Voice Interoperability:
- Between Mobile Carriers
- Mobile Carrier-to-PBX/UC Platform
(i.e. compatibility with wideband voice devices using G.722or otherwideband codecs)
T-Mobile Response:
• When on T-Mobile VoLTE and Wifi Calling:
o EVS codec is used end to end for TMUS mobile to mobile calls
o EVS codec is used for calls to other mobile/landline carriers (but is transcoded upon
exiting T-Mobile's network)
o T-Mobile supports AMR-WB/HD Voice (G.722.2) interoperability with:
■ AT&T is supported today
■ Verizon is planned (undergoing lab validation)
■ Sprint is under consideration
• When on T-Mobile GSM/UMTS: AMR-WB(G722.2) is supported for in network mobile to
mobile calls only
5. Circuit Switched Fallback Included?
T-Mobile Response: For devices that support LTE data, but not VoLTE, T-Mobile supports circuit
switch fallback to UMTS and GSM across its LTE footprint. (note: Low -band LTE (600/700MHz)
capable devices on T-Mobiles network will not attach in low -band only coverage areas unless they
support VoLTE)
6. Describe your overall pricing model for VoLTE services (e.g. Will wideband voice be offered at the
same price as existing voice calling services?).
T-Mobile Response: VoLTE servicesare included in our voice rate plans at no additional charge.
7. As "voice" has essentially becomes additional "data traffic" with VoLTE, indicate the likelihood you
will be offering internet-like all -data plans that support all traffic types as opposed to plans that
distinguish voice, data and text services.
T-Mobile Response: T-Mobile is open to opportunity to discuss future offerings of internet-like all
data plans asthey become available if in our roadmap during our quarterly business review.
5. IoT Cellular Network Services
Describe what you currently have and plan to introduce in the way of network services specifically
gearedtoward Internetof Things (IoT) applications.
1. List all IoT-Focused Transport Services (e.g. NB-IoT, LTE Cat M1, etc.) Offered and Planned
T-Mobile Response: T-Mobile is building the network of the future, today. From the NB-IoT network
that launched this yea rto the 5G network we're primed to deploy, we've created a range of network
solutions that provide coverage and reliability when and where you need it.
• 5G —We're uniquely positioned to deploy a 5G network across multiple bands.
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• NB-IoT — Our national NB-IoT network provides features to extend battery life, and
authenticated LTE communication.
• CAT-1— With efficient low and high -power bands, you get significant power at a low cost.
• 4G LTE — Our network connects your devices and applications virtually everywhere you go.
2. Performance Expectations (For each service offered):
- Uplink/Downlink Data Rates(Peak, Sustained, Cell Edge)
- Maximum Transmission Range
- Expected Latency
- Frequency Band(s) Employed
T-Mobile Response: Performance of IoT is determined by both the device type (3GPP Category)
and the network capability.
Technology
Frequency Bands
Data Rates
Latency
Max Range
4G LTE
134/1366 (AWS)
America's Fastest
America's Lowest
Full extent of LTE
B2 (PCS)
LTE Network
Latency LTE
coverage
B12 (700)
(both UL& DL)
Network
B71 (600)
CAT-1
134/1366 (AWS)
DL Up to 10Mbps
America's Lowest
Full extent of LTE
B2 (PCS)
UL up to SMbps
Latency LTE
coverage
B12 (700)
(CAT-1 device
Network
B71 (600)
limits)
NB-IoT
134/1366(AWS)
DL30kbps Peak
1-5sectypical
Full extentof LTE
B2 (PCS)
DL 15Kbps Typical
coverage
B12 (700)
UL 30Kbps Peak
B71 (600) (2019)
UL 15kbps Typical
3. General Deployment Plans and Targeted Availability
T-Mobile Response: T-Mobile has nationwide support todayfor 4G LTE, LTE CAT-1, and NB-IoT. NB-
IoT is planned to be extended to 600MHz in 2019.
4. General Pricing Model(s) and Alignment To Minimize Cost with Specific Application Use Cases
T-Mobile Response:T-Mobile hasthe most aggressive IoT pricing inthe US, with service fees starting
at$6/yr/device for NB-IoT and modules starting atjust $5. Details at: https://iot.t-mobile.com/
6. RCS Cellular Messaging Services
Describe your current and planned deployments of Rich Communications Services (RCS) Service.
1. Planned/Deployed?
T-Mobile Response: Rich Communication Services provided enhanced messaging like group chat,
videos, gifs, file and location sharing and more. T-Mobile was first to launch RCS in the US in July
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2015, and now every Android device we sell comes with it. More than 30 million T-Mobile customers
send over 250 million RCS messages EVERYDAY across our network.
We designed the T-Mobile LTE Networkto be "Data Strong" specifically to support the next era of
device -to -device collaboration. But we didn't stop there -we've continued to innovate and enhance
the experience for customers.
2. Extent of Coverage
T-Mobile Response: RCS services are currently available on Android devices in the same areas T-
Mobile's nationwide LTE Network covers and also when these devices are connected to Wi-Fi.
Currently in the industry, Android OS is the primary platform for RCS while other OEMs and
application developers have taken a proprietary route for collaboration, built for either specific
devices or specific apps.
3. List of Features Offered
T-Mobile Response: T-Mobile RCS services has been at RCS ver. 6.x and features include picture
messaging, Real-time session status, Advanced Messaging, and native video calling integrated with
the devices' built-in dialer. To support these features, enhanced additional storage capability (up
to 10 MB) is available on each RCS session.
4. Supported devices
T-Mobile Response: RCSservicesis supported on all our LG, Samsung, Alcatel, Motorola, Pixel from
Google, and select other T-Mobile Android devices with latest Android OS software.
5. Expectationsfor user adoption going forward
T-Mobile Response:T-Mobile hasseen significant growth in RCS adoption andtraffic since launching
RCS 5.3 services 2015, and we anticipate a rapid increase (multi -basis point growth) of RCS adoption
in the future. In 2018 and beyond, T-Mobile is now working with anew standard known as Universal
Profilel.0. U niversa I Profile 1.0 will allow for easy inter-ca rrier communications and greater storage
capability as noted in the chart:
Features Advanced Messaging Universal Profile 1.0
"Is Typing" status Yes Yes
Read and Delivered status Yes Yes
File size limit Up to 10MB Up to 100MB
Group chat size limit 20 participants 100 pericipants
Group chat subject No Yes
Group chat icon I No Yes
Group Administrator No Yes
Messaging between carrier (Carrier interoperability) No Yes`
*Universal Profile 1.0 support is designed to work across different wireless providers as soon as they're
ready to support it and interconnect with T-Mobile.
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7. Indoor Cellular Services
Describe your primary strategies addressing coverage problems in indoor or other difficult to service
locations, and the type of support you can provide to our buyers in addressing these issues.
1. General technology approaches (e.g. DAS, small cells, indoor repeaters, VoWiFi, etc.) for different
environments (Small office, large office building, campus, sports arena, etc.)
T-Mobile Response: In buildings with limited coverage, our team will be proactive with enhancing
signal strength. We will request a site visit for an in -building evaluation. We will work closely with
you to determine the solution and timeframe for completion of the project. We offer several options
to enhance in -building coverage including, but not limited to:
• CeIFi RS3 Signal Repeatersfor low coverage areas
LTE CellSpot
Distributed Antenna System ("DAS") deployments: A DAS network is made up of base
station connected by fiber optic cable to a group of antennas placed remotely in outdoor
and indoor locations. DAS networks share and receive signals with remote nodes
simultaneously, creating a single large cell. DAS systems can also be shared by multiple
carriers and support multiple frequencies. DAS can be scaled depending on the size of the
venue and aretypically deployed in spaces with a larger footprint.
T-Mobile also supports Wi-fi Calling on many of our smartphone offerings to extend our coverage.
One of the best things about T-Mobile Wi-Fi Calling is that it's so simple to use. You don't need to
activate anything ordownload a special app. Just connect to any available Wi-Fi network, checkthat
Wi-Fi Calling is enabled on your Wi-Fi capable smartphone, and make a call (or send a text, email,
etc.) as you normally would.
Our engineers have continued to deliver quality and user -experience enhancements through Wi-fi
Calling. We have the deep technical knowledge and close partnerships with device manufacturers
to deliverthe Wi-Fi call quality that customers have come to expectfrom the Un-carrier.
Benefits of Wi-Fi Calling:
• Make calls over any open Wi-Fi network
• Avoid international roaming chargeswhen travelling internationally
• Extend coverage in places such as basements of homes and buildings
2. Process by which statesrequest assistance with special coverage issues.
T-Mobile Response: For any installations where inadequate coverage is identified, T-Mobile will
evaluate potential coverage improvements and present options to you using the following process
outline.
1. T-Mobile will visit the site to measure signal strength and note areas within the facility
designated by customer as being of critical importance (command, etc.).
2. The venue and supporting data are presented toT-Mobile leadership teamfor approval.
3. A plan to address the venue is put together
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a. The solution will take into accountthe specifics oft he location, such assize, building
construction, etc. Site and building plans are reviewed and used to establish a
design.
b. Solutions may include several options - from a DASto a microcell or pico solution -
taking into account the number of existing and expected users, the balance of usage
(voice/data devices), and any site -specific installation or design requirements.
4. The proposal is presented to the Customer for discussion and modified as needed.
5. An In -Building Coverage agreement is sent to the Customer for execution.
6. Upon execution of In -Building Coverage agreement, T-Mobile will work with the Facility
Managementtoput togethera project plan, including drawings, access, timelines, and any
other issues identified that may impact the construction process.
a. Locations may require additional Site -License or Lease negotiations, zoning permits,
etc. that may impact the installation timeline.
7. Equipment is installed, tested, and brought on -air.
3. Availability of guidance regarding suitability of specific solutions to particular applications, known
tradeoffs, regulatory issues (e.g. retransmission rights), and potential interference with existing Wi-
Fi or other unlicensed networks in operation.
T-Mobile Response:T-Mobile recognizesthat State and Municipal properties may have limitations
and requirements before RF modification or new structures are designed. Modern Cellular
communications improvements will be designed with the requesting organization'sneeds, and with
the facilities distinct architectural and regulatoryframeworkin mind.
4. Special support services regarding coverage problems that will be available to NASPO ValuePoint
users under this contract
T-Mobile Response: Highly -trained US -wide engineers are tasked and equipped with coverage
analysis tools to correctly identify areas of greatest need and use this information to build custom
solutions designed to provide an optimum coverage experience.
8. Cellular Services on Unlicensed Bands
Describe your overall plans for use of unlicensed frequency bands in providing your service, and how
you intend to handle problems arising from customer private networks that are also using those
channels.
1. Frequency bands being considered
T-Mobile Response: T-Mobile has already been rapidly deploying License -Assisted Access (LAA) in
the 5.0 GHz spectrum. This is in addition to Carrier Aggregation capability across the 4 LTE
frequencies T-Mobile provides service in today.
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2. Planned applications for each band (e.g. Macro network, small cells, VoWiFi, etc.)
T-Mobile Response: T-Mobile has rapidly deployed License -Assisted Access for LTE-U and in over
300 cities in the US, leveraging both Small cells and conventional Mobile infrastructure
UL Frequency Band
Current use
Future plans
LTE-U Unlicensed (20 MHz in the
5.0 GHz range)
LAA/ LTE-U
LAA & all technologies
3. What level of problems do you anticipate regarding interference problems created through your
use of unlicensed channels that might be occupied by WLANs or other private wireless systems?
T-Mobile Response: T-Mobile anticipates limited to no interference on Unlicensed LTE-U and LAA
capability generally. LAA was developed cooperatively with the 3GPP specifically to address
concerns about interference. This because LAA has the prioritization function to minimize
interference with other traffic in shared spectrum space. Source: Fierce Wireless211212018
4. How will users buying under this contract be notified that a system using unlicensed frequencies will
be deployed in their facility and what steps will you be taking to ensure against interference with
existing networks using those same unlicensed bands (e.g. Wi-Fi, Other 2.4G/5GHzdeployments)
T-Mobile Response: Ourcurrent strategyfor LAA and LTE-U is to deploy with small cells primarily.
This means, just as with larger cell sites, agreementsfor fixtures and leasing where necessary are
negotiated and access to network access is available. T-Mobile will communicate directly with
organ izations whose coverage requirement include use of Unlicensed spectrum.
9. Use of Wi-Fi in Cellular Services
Describe how you use Voice/Data/Text over Wi-Fi, the nature of the Wi-Fi services you would use, how
the decision is madeto use Wi-Fi versus cellular, and the impact Wi-Fi use will have on billable traffic.
1. Do you offload traffic onto Wi-Fi Networks?
T-Mobile Response: Unlessthe device is connected to a Wi-Fi AP, all data goes through T-Mobile's
network. The users must either manually connect their phone to an AP or save the Wi-Fi AP to
automatically connect when the AP is in range.
2. Indicate the approximate percentage of Wi-Fi usage for your total wireless network traffic over the
following types of Wi-Fi networks:
T-Mobile Response:
- Wi-Fi Networks built and maintained by you-
- Wi-Fi Networks from certified 3rd Party Providers
(e.g. Boingo, Cable Companies, etc.)
- Customer Wi-Fi Networks
- Any open and available Wi-Fi network
Voice 0% Data 0%
Voice N/A% Data N/A %
Voice N/A % Data N/A %
Voice N/A % Data N/A %
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3. How is the service choice made to use cellular versus Wi-Fi, and which Wi-Fi network to choose if
there are multiple options available?
T-Mobile Response: The selection criteria for using Wi-Fi-preferred or Cellular preferred
connectivity varies by device and organization IT policy. For example, the factory settings on Apple
devices with iOS 12 default to cellular -preferred in the United States but may prefer Wi-Fi overseas
depending on Enterprise permissions and mobile rate plan.
4. Are any of the following traffictypes sent over Wi-Fi charged against the user's service plan?
- Voice?
- Data?
- Text (SMS/MMS)?
T-Mobile Response:
- Voice? No
- Data? No per -unit charge,but draws against monthly usage depending on service plan.
- Text (SMS/MMS)? No.
10. Public Safety Wireless Priority Service(WPS)-For Bidders Offering Public Safety Services
Describe your ability to provide Wireless Priority Service (WPS) voice services for State employees with
criticaIjob duties and responsibility for responding to disaster/emergency events.
1. Describe the general mechanism by which the network will prioritize WPS user calls (e.g. Will public
network voice calls in progress be terminated to allow WPS calls to be connected?)
T-Mobile Response: T-Mobile is a Wireless Priority Service ("WPS") provider, a program managed
via the Department of Homeland Security ("DHS"). T-Mobile follows all DHS guidelines for granting
WPS access to qualified lines of service. Access to WPS is vetted and approved outside of T-Mobile
by DHS and a subcontractor, General Dynamics Information Technology ("GDIT") in collaboration
with the NASPO's official Point of Contact. Once a user's line is approved, GDIT sends the approval
for the appropriate WPS SOC to be added to the user's line. This process and the T-Mobile WPS
service is similar to WPS from all other WPS carriers. T-Mobile is in the final stages of an
enhancement to WPS service that enables it to work over T-Mobile's VoLTE service.
While there are priority management rules for WPS, there are no circumstances where public
network voice calls would be terminated in favor of other call types including WPS. Any WPS
subscriber who places a WPS call will be admitted with priority over non WPS subscribers. Per FCC
rulesfor all WPS providers, no public networkvoice call will be terminated. IntheT-Mobile network
resources required for voice call are never observed congested to the level when public call
termination will be required.
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2. Can public safety officials disable calling for the general public to ensure WPS access for first
responders?
T-Mobile Response: Disablement of general public calling is not possible as WPS is structured today
under DHS definitions. T-Mobile does have the capability to automatically bar access by regular
users in congested cell site situations, including those situations which may arise during emergency
response situations. In the case of congestion T-Mobile network will automatically reduce load from
public by temporary barring cells.
It is important to note that during the 2017 Hurricane season Operational reporting revealed that
no T-Mobile site's radio resources ever became congested for voice bearers to the point where
triggering a ban of general users was necessary.
3. What happens when a base station or other network element becomes overloaded with WPS calls?
T-Mobile Response: Priority will be given to WPS callers based on Priority Level. T-Mobile network
is over dimensioned to the level when tota I WPS usage is just a very small percentage of capacity.
4. Define the range of devices supported.
T-Mobile Response: WPS rules are supported on phone/devices using any and all T-Mobile
frequencies today.
5. Does the service operate on 2G, VoLTE, or both?
T-Mobile Response: WPS rules are supported on all T-Mobile RAN technologies including 2G,
3G/UMTS (still available on T-Mobile) and VoLTE.
6. Do you provide enhanced reporting to public safety agencies regarding WPS availability, dropped
calls, performance, etc.
T-Mobile Response: Government organizations under NASPO may obtain this type of reporting
upon request.
7. Describe thetype of back-up and recovery measuresthatare included as part of WPS.
T-Mobile Response: With VoLTE as the primary access, Circuit -switched voice on 3G/UMTS and 2G
isavailable in back-up situations. T-Mobile offersthis backup toPublic Safety orga nizat ions "on the
fly". Meaning, no user intervention or device settings need to be modified to have calls accessthe
circuit -switched technologies on T-Mobile.
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8. Do you have the ability to augment coverage/capacity with deployable assets during
eve nts/disasters?
T-Mobile Response: T-Mobile regularly deploys COWS/ CoLTs and other mobile coverage assets in
cases when circumstances and planned/unplanned events require additional cellular coverage
capacityon short notice.
9. Detail levels of user priority defined and procedures required in applying for and initiating WPS for
a user.
T-Mobile Response: WPS is not defined by the US mobile carriers. We support all 5 levels defined
registration is done through DHS. T-Mobile follows DHS procedure by providing bulk enrollment
process as well as user initiation. DHS dictates the levels of priority and assigns the priority during
application for WPS to be provisioned to an individual line of service. Any DHS approved
organization has an assigned Point of Contact (POC) atthat organization. The POC is responsible for
ensuring the subscriber applying for WPS is eligible prior to submitting to DHS. DHS confirms or
denies the submission, and if in the case of approval sends thatapproval tothe wireless carrierto
provision the line of service with WPS.
10. Confirm your ability to activate equipment and WPS within 24 hours after request in the event of a
State of Disaster/Emergency.
T-Mobile Response: End -users already enrolled in WPS, can get expedited (2-4 hours) service
activated on a new or secondary device. The interva Is for new users or new accounts is dependent
on DHSoperations to fulfill. T-Mobile's will work with any DHS approved agency to expedite the
activationand provision WPS during an event such asthis.
11. National Broadband Public Safety Networks (NPSBNs) - For Bidders Offering Public Safety Services
Describe your plans for deploying FirstNet or FirstNet-like (i.e. National Broadband Public Safety
Network) solutions for providing priority data and video service to State employees with critical job
duties and responsibility for responding to disaster/emergency events.
Describe your plans for deploying FirstNet or FirstNet-like (i.e. National Broadband Public Safety
Network) solutions for providing priority data and video service to State employees with critical job
duties and responsibility for responding to disaster/emergency events.
Service Overview
J. Will the priority NPSBN service operate over a fully separate radio access (RAN) and evolved
packet core (EPC) network, and if not, what elements will be shared with the public wireless
network. Are those plans expected to change in the foreseeable future?
T-Mobile Response: Please see Protected Business Confidential version.
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2. In shared network elements, describe the specific mechanisms by which public safety traffic will
be prioritized over other public network traffic in both wireless and wired portions of the
network.
T-Mobile Response: Please see Protected Business Confidential version.
3. Describe the range of capabilities available to support Quality of Service (QoS) for different
classes of public safety traffic (e.g. voice, video, PTT/MCPTT, priority data, best effort data,
background data, etc.), and what modifications would be required on end user devices or
serversto marktrafficso that it would be assigned tothecorrectQoS priority level.
T-Mobile Response: Please see Protected Business Confidential version.
4. What radio frequency band(s) will your public safety service be operating on? Are there plans
to change or expand that list?
T-Mobile Response: Please see Protected Business Confidential version.
5. At any point do you plan to offer a physically separate public safety RAN (please provide your
definition of "physically separate") using Band 14, and will public safety officials havethe ability
to preempt accesstothose radio network resources from the general public in the event of an
emergency or disaster?
T-Mobile Response: Please see Protected Business Confidential version.
6. Describe the availability of compatible end devices for your public safety services and identify
any potential changesto your network offering (e.g. migration to Band 14) that would require
device upgrades, andthe scale of those upgrades(e.g. NewSIM, Other hardware update, device
replacement, etc.).
T-Mobile Response: Please see Protected Business Confidential version.
7. Does this page from the FirstNet Web Site https://www.firstnet.com/devices represent the
complete list of FirstNet Certified Compatible devices?
T-Mobile Response: Please see Protected Business Confidential version.
8. Describe what happens when all public network traffic has been preempted and the network
becomes overloaded with public safety traffic.
T-Mobile Response: Please see Protected Business Confidential version.
REDACTEDVERSION
CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionnaire
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Service Offerings and Performance Guarantees/Expectations
. Voice Telephony: What are you plans, timetables and proposed technologies to offer wireless
voice telephony services on your public safety network, and will it be carried with appropriate
QoS?
T-Mobile Response: Please see Protected Business Confidential version.
10. Video: What are you plans, timetables and proposed technologies to offer wireless video
services on your public safety network, and will it be carried with appropriate QoS? As video
calls maybe originated from a laptop, how will the user signal to the networkthatthis is a video
call so that appropriate QoS handling can be applied?
T-Mobile Response: Please see Protected Business Confidential version.
Broadband Data Performance Expectation/Guarantee:
- How many levels of priority data services (e.g. Critical, High Priority, Best Effort,
Background Data, etc.) will be offered, and how will user devices signal tothe network
the QoS level that should be applied to each session?
- Uplink/Downlink Data Rates (Peak, Sustained, Cell Edge) and Latencyfor each QoS level
supported.
- Impact on network performance in Network Overload Conditions
T-Mobile Response: Please see Protected Business Confidential version.
Text: Describe the text capability that will be offered with your NPSBN, specify if it is separate
from the public SMS/MMS service, the typical and maximum message delivery delay, and any
particularfeatures it provides for public safety users.
T-Mobile Response: Please see Protected Business Confidential version.
13. PTT: Describe the capabilities of your current push -to -talk (PTT) service including interface to
existing LMR systems.
T-Mobile Response: Pleasesee Protected Business Confidential version.
, MCPTT: Describe you plan and timetablefor introducing Mission Critical PTT (MCPTT) services:
- Overall plans and timetables
- Additional featuresto be provided with MCPTT
- Availability of direct peer -to -peer wireless device connectivity.
- Ability of MCPTT devices to continue to operate on a direct peer -to -peer basis if the
cellular base station is disabled.
- Pleasedescribe whatfunctions or capabilities would be lost in the event that the service
cell site becomes inoperable.
T-Mobile Response: Please see Protected Business Confidential version.
REDACTEDVERSION
CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionnaire
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Service Level Aereements
J... Isthere a specific, defined SLA for public safety customers? If so, please describe in detail.
T-Mobile Response: Please see Protected Business Confidential version.
Interoperability
16. Describe the level of interoperability between your solution and other cellular -based
NPSBNs, FirstNet or other, for:
a) Voice Telephony (When Offered): Will public safety priority and QoS traffic classes be
maintained for calls passing between different carriers' networks?
T-Mobile Response: Please see Protected Business Confidential version.
b) Video Service: Will public safety priority and QoS traffic classes be maintained for video
connections passing between different carriers' networks?
T-Mobile Response: Please see Protected Business Confidential version.
c) Broadband Data: Describe how public safety priority and QoS traffic classes will be
maintained fortraffic passing between different carriers' networks?
T-Mobile Response: Please see Protected Business Confidential version.
d) Text: Will NPSBN text services interoperate with users on other NPSBNs, and what other
text services (e.g. SMS/MMS/RCS, Apple Messages, WhatsApp, etc.) can it exchange
messages with.
T-Mobile Response: Please see Protected Business Confidential version.
e) PTT: Describe interoperability between PTT users served on different carriers' networks,
including stations that are in the same broadcast group.
T-Mobile Response: Please see Protected Business Confidential version..
f) MCPTT: Describe interoperability between MCPTT users served on different carrierg
services, including stations that are:
o Communicating through their cellular base station
o Communicating directly with one another (through Proximity Services)
o In the same broadcast group.
T-Mobile Response: Please see Protected Business Confidential version.
REDACTEDVERSION
CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionnaire
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Network Management and Control
17. Does the vendor support a separate'PortaI' for public safety users?
T-Mobile Response: Please see Protected Business Confidential version.
18. Does the vendor provide the ability for public safety customers to monitor network
performance in real-time and a mechanism to communicate directly with network operations
personnel during times of crisis?
T-Mobile Response: Please see Protected Business Confidential version.
19. Will government agencies have the ability to totally preempt public network voice/data/text
traffic on shared elements in extreme circumstances to ensure public safety users maintain
network availability at all times?
T-Mobile Response: Please see Protected Business Confidential version.
Securitv. Reliabilitvand Hardenine Measures
2. Describe the security measures and standards employed for both traffic and control messages
on both wired and wireless portions of the network.
T-Mobile Response: Please see Protected Business Confidential version.
Describe the overall network hardening for public safety services, and approach to meeting
NPSTC public safety grade standards. Including but not limited to: battery backup, backup
generator, redundant backhaul, etc.
T-Mobile Response: Please see Protected Business Confidential version.
22. Does the vendor have the ability to augment coverage/capacity with deployable assets during
events/disasters?
T-Mobile Response: Please see Protected Business Confidential version.
t:. How would public safety or other government agency requests for those deployable assets be
prioritized over public network services in an emergencyor disaster situation?
T-Mobile Response: Please see Protected Business Confidential version.
Does the vendor support local agencies purchasing their own cellular equipment to 'turn up'
additional capacity when/where needed.
T-Mobile Response: Please see Protected Business Confidential version.
REDACTEDVERSION
CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionnaire
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
User Classification, Authorization and Onboarding
25. Detail classes of user priority defined and procedures required in applying for and initiating
public safety priority service for a user as well as the mechanism for device provisioning and
management in both day-to-day operations and during critical incidents.
T-Mobile Response: Please see Protected Business Confidential version.
Describethe process for a user to use his/her personal mobile device to accessthe public safety
network services if required.
T-Mobile Response: Please see Protected Business Confidential version.
2/, Confirm your ability to activate equipment and priority data/video services within 24 hours after
request in the event of a State of Disaster/Emergency.
T-Mobile Response: Please see Protected Business Confidential version.
REDACTEDVERSION
CJ18012 Wireless Data, Voice and Accessories RFP Attachment L: Network Technology Questionna ire
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
13
NASPO
ValuePoint
NASPO ValuePoint Wireless Data, Voice and Accessories
Product Add Request
DATE:
ATTN: Chris Jennings
NASPO ValuePoint Contract Administrator
RE: NASPO ValuePoint Master Service Agreement # (the "Contract") with
Dear Mr. Jennings:
Action Requested:
("Contractor')
Contractor requests to add the product(s) and/or service(s) referenced in this document (collectively, the
"Products") to the Contract.
Action Log:
PRODUCTS:
PRODUCT OVERVIEW:
Verify Log is attached
Provide a summary of the product you are requesting to add. Attach any product brief to this
document.
Describe how the product falls with the Scope of the Master Agreement:
NEW PRODUCT TERMS AND CONDITIONS. Attach any Terms and Conditions that apply to this product
(such as ULA, Policy, Product Terms and Conditions). Any and all Products offered and furnished shall
comply fully with all applicable Federal and State laws and regulations. Any third -party product provider
must agree to the Master Agreement Terms and Conditions.
MA 176-1 Attachment M
Page 1 of 3
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
13
NASPO
ValuePoint
NASPO ValuePoint Wireless Data, Voice and Accessories
Product Add Request
BILLING
Any Product added to the NASPO ValuePoint Master Agreement must be billed by the Master
Agreement Contractor and not by any third party.
COST:
Include a cost matrix to include NASPO ValuePoint contract pricing.
MA 176-1
Attachment M Page
2of3
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
13
NASPO
ValuePoint
NASPO ValuePoint Wireless Data, Voice and Accessories
Product Add Request
APPROVAL:
Upon signature, NASPO ValuePoint approves the addition of the product(s) and/or service(s) referenced
herein to the Contract.
Upon signature, Contractor assures that all product(s) and/or service(s) referenced herein meet the terms
and conditions of the Contract and understands that NASPO ValuePoint reserves the right to audit
Contractor for compliance in accordance with the terms and conditions of the Contract. NASPO ValuePoint
also reserves the right (a) to request additional information with respect to the product(s) and/or service(s)
throughout the life of the Contract if in the best interest of NASPO ValuePoint.
Contract Vendor:
BY:
NAME:
TITLE:
DATE:
NASPO ValuePoint
BY:
NAME:
TITLE:
DATE:
MA 176-1
Attachment M Page
3of3
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13
NASPO
ValuePoint
NASPO ValuePoint Wireless Data, Voice and Accessories
Product Add Request
ACTION LOG
Submit updated Action Log with each Request. Log must provide history of previous requests.
CONTRACT VENDOR:
Contact Name and Email (for questions):
DATE:
DATE ACTION REQUESTED: DATE
SUBMITTED APPROVED
MA 176-1 Attachment N New Product Request Log
Page 1 of 1
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
NASPO
ValuePoint
i
•
Attachments
Wireless Data, Voice and Accessories
Security Disclosure Statement
A. Purchasing entities are concerned about the securityand privacy of information and
data related to the performance of thiscontract. The type of data and information
transmitted, stored and processed by the products and services will vary based on
the purchasing entities requirements. Asa result, it is not possible to establish
single set of of security requirements all products and servicesawarded under this
contract must meet. Each purchasing entity purchasing from this contract will
determine which productsand services have the appropriate cyber securityand data
controls in place to meet theirspecificneeds. To assist public entities each offeror
must submit a Security Disclosure Statementwith theirproposal.
B. To qualifyforany award underthis contract, the Offerormust submit a Security
Disclosure Statement addressing all of the elements listed below.
In responding, Offerormust address not onlythe security mechanisms used
by the bidderand its direct subsidiaries, butany partners, subcontractors or
other3d parties who would be involved in implementing, operating, orin
any way coming into contact with the service
Offeror must represent and warrant the accuracy and currency of the
information on the completed statement. Offerors are encouraged to
complete and submit both exhibits to Attachment Dto their proposal.
C. Security Disclosure Statement information required. Offerorshall describe all
policies, procedures, measures, methods, certificationsand standards the offered
product and/or service has in place to protect the purchasing entities securityand
privacy of information and data involved in the performance of this contract for
each numbered statement below. Description responses shall also include;
If for the specific product or service offered, the numbered security
statement is not appropriate because it does not as a matter of accepted
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
security practice related tot he prod uctor service offered, the offeror
shall indicate in a statement that it is not applicable and briefly explain
why.
ii. If the specific product or service offered does not comply with the the
numbered statement, the offershall indicate, "does not comply.
1) Methods and measures taken to hold, protect, and dispose of data during
and following completion of any contract services. Include how access to a
Purchasing Entity's user accounts or data will not be allowed, except inthe
course of data center operations, response to service or technical issues,
as required bythe express terms of the Master Agreement, the applicable
Participating Addendum, and/orthe applicable Service Level Agreement.
2) Security measures to secure and protect the confidentiality of information
and data that is obtained, created, stored, transmitted, processed or
otherwise held or managed by the product or service during the
performance of all work related to performance of this contract. Include
all data confidentiality standards and practices that preventthe exposure
to unauthorized personnel, but also managing and reviewing access that
administrators have to stored data.
3) Data encryption methods and standards in place to encrypt data at rest and
intransit. This includes but is not limited to, encryption standards
employed to protect data in transit overeitherwired or wireless (e.g.
cellular, Wi-Fi, orother), and how that might change overthe life of the
contract.
4) Measures to protect Information about the cost, type, quantity and location
of state communications facilities, system assets, plans, procedures,
contract information, billing information and other information identified as
sensitive bythe purchasing entity related to the performance of all work
under this contract.
5) Riskand policy management and enforcement measures in place to
protect the security of physical assets and information.
6) How distributed access is controlled and managed across IT assets,
including data, applications, networks and platforms within the solution.
7) Security management in place to secure data and applications, including
threats from outside the service centeras well as othercustomers co -located
within the same service center.
8) Describe the logging process including:
a. The types of services and devices
logged, b. The event types logged, and
c. The information fields will be made available to the authorized
Purchasing Entity if requested in their PA after award of the
master agree me nt.
9) Security Technical Reference Architectures are in place regarding Offerors
employees who have access to sensitive data.
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
11) An itemized list ofall cybersecuritystandards and, security certifications in
place that the products and service offered complywithto ensure
appropriate controls and data confide ntialityare in place, as well as those in
process at time of response. Specifically include HIPAA, FERPA, CJIS Security
Policy, PCI Data Security Standards (DSS), IRS Publication 1075, FISMA, NIST
800-53, NISTSP 800- 171, FIPS 200 and Fed RAMP (Moderate, High) if they
apply. Include detailed response on how security standards and certifications
will be maintained and updated to meet best practices for maintenance and
operations.
12) A detailed listof all third -party attestations, security credentials and
certifications, and reports relatingto data security, integrity, and other
controls in place.
13) N IST Cybe rsecurity Framework, Apri 116, 2018,Version 1.1
https://doi.org/10.6028/NIST.CSWP.04162018: Describe how the offeror is
prepared to utilize the N IST Cybe rsecurity Framework for Turnkey I nte met of
Things, Other Turnkey Wireless, Applicationsand Services (Category 3) and
Wire lessTransport Options (Category 4) as maybe implemented by the
Purchasing Entity, which may include, but is not limited to:
a. Convey the purchasing entities'cybersecurityrequirements,
b. Identify Functions, Categories, Subcategories, and Informative
References that describe specific cybersecurityactivities will provide
in the Offerors'ssystem, products or services undercontract with the
Purchasing Entity,
c. Communicate cyber security requirements through CyberSupply
Chain Risk Management(SCRM), and
d. Othercybersecurity risk management activities of Offeror'ssystem,
products or services under contract with the purchasing entity.
14) NIST Cybersecurity Framework, Table 2 Framework Core: Foreach
subcategory of the all15 Categories of the N IST Cybersecurity Framework,
list the specific standards and certifications, the products or services offered
comply with at the time or your proposal. Categories Include:
a. Asset Management (ID.AM):The data, personnel, devices, systems,
and facilities that enable the organization to achieve business
purposes are identified and managed consistent with their relative
importance to organizational objectives and the organization's risk
strategy.
b. Business Environment (ID.BE):The organization'smission ,objectives,
stakeholders, and activities are understood and prioritized; this
information is used to inform cybersecurity roles, responsibilities, and
risk management decisions.
c. Governance (ID.GV):The policies, procedures, and processes to
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
manage and monitorthe organization's regulatory, legal, risk,
environmental, and operational requirements are understood
and informthe managementof cybersecurity risk.
d. Risk Assessment (I D.RA): The organization understands the
cybersecurity risk to organizational operations (including
mission, functions, image, or reputation), organizational assets,
and individuals.
e. Risk Management Strategy (ID.RM): The organization's priorities,
constraints, risktolerances, and assumptions are established and
used to support operational risk decisions.
f. Supply Chain Risk Management(ID.SC):The organization's priorities,
constraints, risk tolerances, and assumptions are established and
used to support risk decisions associated with managing supply
chain risk. The organization has established and implemented the
processes to identify, assess and manage supply chain risks.
g. Identity Management, Authentication and Access Control (PR.AC):
Access to physical and logical assets and associated facilities is
limited to authorized users, processes, and devices, and is managed
consistent with the assessed risk of unauthorized access to
authorized activities and transactions.
h. Awareness and Training (PR.AT): The organization's personnel
and partners are provided cybersecurity awareness education
and are trained to perform their cybersecurity related duties and
responsibilities consistent with related policies, procedures, and
agreements.
i. Data Security (PR.DS): Information and records (data) are
managed consistent with the organization's risk strategy to
protect the confidentiality, integrity, and availability of
information.
j. Information Protection Processes and Procedures (PR.IP):Security
policies (thataddress purpose, scope, roles, responsibilities,
management commitment, and coordination among
organizational entities), processes, and proceduresare maintained
and used to manage protection of information systems and assets.
k. Maintenance (PR.MA): Maintenance and repairsof industrial control
and information system components are performed consistentwith
policiesand procedures.
I. Protective Technology (PR.PT):Technical security solutions are
managed to ensure the security and resilience ofsystemsand
assets, consistentwith related policies, procedures, and
agreements.
m. Anomaliesand Events(DE.AE): Anomalous activity is detected and
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
the potential impact of events is understood.
n. Security Continuous Monitoring(DE.CM): The information system
and assetsare monitoredto identify cybersecurityevents and verify
the effectiveness of protective measures.
o. Detection Processes (DE.DP): Detection processes and procedures
are maintained and tested to ensure awareness of anomalous
eve nts.
p. Response PIan ning(RS.RP): Response processes and procedures
are executed and maintained, to ensure response to detected
cybersecurity incidents.
q. Communications(RS.CO): Response activities are coordinated
with internal and external stakeholders (e.g. external support
from law enforcement agencies).
r. Analysis (RS.AN): Analysis is conducted to ensure effective
response and support recovery activities.
s. Mitigation (RS.MI): Activities are performed to prevent expansion
of an event, mitigate itseffects, and resolve the incident.
t. Improvements (RS.IM):Organizational response activitiesare
improved by incorporating lessons learned from current and
previous detection/response activities.
u. Recovery Planning (RC.RP): Recovery processes and procedures are
executed and maintained to ensure restoration of systems orassets
affected bycybersecurity incidents.
v. Improvements(RC.IM): Recovery planning and processesare
improved by incorporating lessons learned into future
activities.
w. Communications (RC.CO): Restoration activities are coordinated
with internal and external parties (e.g. coordinating centers, Internet
Service Providers, owners of attacking systems, victims, other
CSIRTs, and vendors).
15) Data Breach/Incidentpoliciesand procedures regarding notification to both
the purchasing entity of a security incident and/or data breach, as defined in
this RFP, and the mitigation of such a breach. Include how proposerwill
work with Purchasing Entities before, during, and after a Security Incident
and a Data Breach. Include information such as:
a. Personnel whowill be involved atvarious stages, include detail
on how the Contract Manager will be involved;
b. Responsetimes;
c. Incidentlevels;
d. Processes and timelines;
e. Methods of communication and assistance; and
f. Other information vital to understanding the service you provide.
Provider should take into consideration that Purchasing Entities may have different
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
notification requirements based on applicable laws and the categorization type of
the data being processed or stored.
16) Method for compliance with all applicable laws related to data privacy and
security including state Security Breach Notification Laws de aIingwith
personally identifiable information (PII). Describe any legal obligations
related to securitythe offerorwill meet overthe life of the contract and
describe how offerorwilI report changes to these obligations to the public
entity.
D. Any Turnkey Internet of Things, Other Turnkey Wireless system that incorporates
SaaS, IaaS or PaaS or othercloud computing element shall complete, provide, and
maintain completed CSA STAR Registry Self -Assessment forthat element.2<
https://cloudsecurityalliance.org/star/self-assessment/# overview .Offerormust
eithersubmita completed Consensus Assessments Initiative Questionnaire (CAIQ),
or submit a report documenting compliance with Cloud Controls Matrix (CCM) that
the CAIQis based on forthe element that cloud based.
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
T-Mobile Security Disclosure Statement:
As a partner in the DHS National Critical Infrastructure Communications Sector, T-Mobile is
required to maintain high standards of security compliance, the detailsof which are not publicly
disclosed for purposes of national security.
T-Mobile can provide a general statement of compliance forthe required numbered security
statements, and maybe able to respond with further detail under special conditions.
Asa general statement, T-Mobile is compliant with the current version of the NIST
Cybersecurity Framework as further described below:
T-Mobile followsbest practice security standards and guidelines in alignment with the NIST
CyberSecurity Framework, which specifies the following functional domains including1)
Identification, 2) Protection, 3) Detection, 4) Response, and 5) Recovery. Additionally, ISO
27001:2013 Information Security Management System and other applicable industry
recognized frameworks are utilized.
T-Mobile has multiple physical and environmental policies and programs in place. Due to their
sensitive nature, T-Mobile can not divulge all of our security methods and practices, but an
example of some of the security measures are listed below:
Cell Sites: Exterior fence with lock; buildingdoors with locks; doors alarmed
Switch Sites: Buildingdoors with locks/ require card -key access
Data Centers: Buildingdoors with locks/ require card -key access; video surveillance
systems. All visitors are required to sign in and out of T-Mobile locations and to
wear Visitor badges requiring escorts.
Due to their sensitive nature, we can't divulge all of our security methods and practices.
However, we can disclose the following:
T-Mobile requires up-to-date anti -virus software installed on all corporate
computers and configured to scan them. This software cannot be disabled by the
end user. Data is stored in an encrypted format on all computers. T-Mobile servers
are backed -upon a regular basis, including storing encrypted data in off -site
locations. Data backup intervalsvary. Devices processed by our Business Operations
groups are always flashed and wiped.This includesdevicesreturned to the
distribution centers within our warranty period. Corporate devicesare built
according to a standard security configuration.
T-Mobile has a formalized and documented Change Management policy. Changes
are formally documented and requests are reviewed bythe Change Control Board to
ensure they meet business needs, are technically correct, and won't adverselyaffect
services. Only changes approved by the Change Control Board are permitted (with
the exception of changes required to remedya service outage). Managers
responsible forthe system operations monitorthose systemsfor unauthorized
changes to their environment. Configuration management policystates that all
proposed configuration changes must be because of a business need; be verified in
the lab environment; and follow Change Management procedures for introduction
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
into the production networks.
All network traffic is monitored. We have network intrusion detection systems and
monitoring capability in place with corresponding Incident Response Procedure that
specifies actions to take upon notification of a security event. Our vulnerability
scanning system is integrated within the Engineering networks with twice -monthly
scan ningdone. IfvuInerabiIitiesare found, they are reported to the appropriate
system owners. To ensure vulnerabilities have been addressed, follow-uptesting is
conducted.
T-Mobile requires segregation of duties, which includes prohibiting individuaIsfrom
approving their own access and requiring management -level approval of all access,
as well as reviewingand validating access requests. T-Mobile has a formal wireless
access policy mandating a standardized secure level of authentication and
encryption.
MA176-1 Wireless Data, Voice and Accessories RFP Attachment S: Security Disclosure Statement
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
Wireless Data, Voice, and Accessories
Attachment V
Category 3 Subcategory Definitions
Item
Application
Definition
A
Fleet Management
Allows the management of tasks associated with managing a fleet of vehicles through
the use of telematics or remote sensing devices.
C
Mobile
Network -based solutions that allow the integration of a user's mobile device and
Integration/Mobile
a desk phone, and provide a number of other business -oriented features.
Substitution
As a minimum, solutions meeting this criteria will provide:
Solutions
• Single Number Reach or the ability for a user to be reached at a single
business telephone number.
• Calls to that single telephone number would ring at both the user's desk
phone or mobile device either through simultaneous and/or sequential
ringing.
• Single Voicemail Box for calls to that single business number.
DocuSign Envelope ID: E92D1967-A322-489B-A040-566E50455EE5
NASPO
r/
ValuePoint
•
Attachment W
Wireless Data, Voice and Accessories
Offeror Submission Sheet
Offeror Name: T-Mobile
Category (subcategory)
Yes
No
Regional
Award?
Category 1: Wireless Voice and Data
X
N/A
Category 2: Wireless Accessories and Equipment
x
N/A
Category 3: Turnkey Wireless Solutions (Check this if any
subcategories below)
Category 3: Subcategory A: Fleet Management
X
Category 3: Subcategory C: Mobile Integration/Mobile Substitution
X
Solutions
MA176-1 Wireless Data, Voice and Accessories RFP Attachment W: Offeror Submission Sheet
State of California PA-2022-WDV-TMUS
Statewide Technology Procurement
PARTICIPATING ADDENDUM #PA-2022-WDV-TMUS
UNDER THE
STATE OF UTAH COOPERATIVE CONTRACT #MA176
(NASPO VALUEPOINT WIRELESS DATA, VOICE, AND ACCESSORIES)
PARTICIPATING ENTITY: STATE OF CALIFORNIA
This Participating Addendum, including the attached Appendix A and Appendix
A-1 (the "PA") is made on 1 /26/2022 the "PA Effective Date"), between the State
of California, California Department of Technology ("Participating Entity" or
"State"), and T-Mobile USA, Inc. ("Contractor") (Participating Entity and
Contractor are, at times, referred to individually as a "Party" or together as the
"Parties").
Section 1. Recitals
1.1 The Contractor and the State of Utah, acting through its Department of
Administration, Purchasing Division, individually and on behalf of the
NASPO ValuePoint, a division of the National Association of State
Procurement Officials ("NASPO"), are parties to the State of Utah
Cooperative Contract #MA176 (NASPO ValuePoint Wireless Data, Voice,
and Accessories) dated July 1, 2019, as amended (the "Master
Agreement").
1.2 Participating Entity wants to participate in the Master Agreement pursuant
to the terms and conditions of the PA.
1.3 The term of this PA begins on the PA Effective Date through May 22, 2025
with one (1), two-year option to extend remaining at the State's sole
discretion. Notwithstanding the foregoing, the term of this PA will
automatically terminate upon the termination or expiration of the Master
Agreement.
Section 2. Agreement
In consideration of the recitals set forth in § 1 above, which are hereby re -stated
and agreed to by the Parties, and for valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the Parties, Participating Entity
and the Contractor hereby agree to the terms and conditions of the PA. The
Master Agreement and the PA, together with all valid Purchase Orders submitted
to the Contractor by an Authorized Purchasing Entity, together constitute the
T-Mobile - CLMI 982624 5/18/2023
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Statewide Technology Procurement
"CA Agreement". Unless otherwise defined, capitalized terms in the PA have the
meanings ascribed to them in the Master Agreement.
Section 3. Authorized Purchasing Entities
The State hereby designates the following as Authorized Purchasing Entities under
the CA Agreement: Local government entities defined as any city, county, city
and county, district or other local governmental body empowered to expend
public funds for the acquisition of goods. Additional qualifying entities include
those that are either (i) entirely 100% tax supported, (ii) a local governmental
entity with a Joint Powers Agreement (JPA), or (iii) a Federally recognized Indian
Tribe State agencies or other state entities are not Authorized Purchasing Entities.
"Authorized Purchasing Entities" also may be referred to as "Purchasing Entities"
for purposes of the CA Agreement.
Each Authorized Purchasing Entity placing an Order under this PA will be treated
as if it was an individual customer. Except to the extent modified in this PA, each
Authorized Purchasing Entity will be responsible for compliance with the terms
and conditions of the Master Agreement. Each Authorized Purchasing Entity will
be responsible for its own charges, fees and liabilities. Each Authorized
Purchasing Entity will have the same rights to any indemnity or to recover any
costs allowed in the Master Agreement for its purchases, and Contractor will
apply the charges to each Authorized Purchasing Entity individually. Each
Authorized Purchasing Entity agrees to the terms of this PA, including the
disclosure of limited account information (including the name, address, email
and phone number of each Authorized Purchasing Entity's
authorized/designated purchasing agent(s)) as part of the contractual reporting
requirements to NASPO ValuePoint and/or the Participating Entity, for purposes
of monitoring the contract and calculating the administrative fee.
Section 4. Purchase Orders
Except as set forth herein, Purchase Orders must reference both Master
Agreement #MA176 and the PA number to be valid. Upon acceptance of any
such valid Purchase Order, the corresponding Authorized Purchasing Entities will
be bound by the terms and conditions of the CA Agreement including, without
limitation, the obligation to pay the Contractor for Services and related Products
provided. Notwithstanding the foregoing, any Purchase Order submitted that
does not properly reference the Master Agreement number and/or the PA may
be accepted, at the Contractor's sole discretion, if the Contractor can
reasonably ascertain that such Purchase Order was properly authorized and
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Statewide Technology Procurement
intended for use with the PA. In such instances, the corresponding Purchase
Order will be similarly valid and binding. The terms and conditions of the CA
Agreement will not be modified or superseded by any terms and conditions in
any Authorized Purchasing Entity -generated Purchase Order. Purchase Orders
will have no force or effect other than to denote quantity, the products or
services purchased, delivery destinations, requested delivery dates and any
other information required by the CA Agreement.
Section 5 Primary Contacts
Participating Entity (State): California
Department of Technology
Contractor:
Name
Sandra Morales
David Bezzant
Title
Contract Manager
Vice President, T-Mobile for
Government
Address
P.O.BOX 1810, MS 12 Rancho
Cordova, CA 95741
c/o T-Mobile USA, Inc.
12920 SE 38th Street
Bellevue, WA 98006
Telephone
916 460-9809
425 383-4000
Email
TechnologyProcurementsCstate.ca.gov
David.Bezzant@T-Mobile.com
and Sandra.Morales@state.ca. ov
Section 6. Notice of Administrative Fees
The following charges are being paid by the Contractor under this PA.
6.1 California Department of Technology Administrative Fee
Contract Fees to Participating Entity: The Contractor is being charged an
Administrative Fee of 1.00% of all Authorized Purchasing Entities Total Wireless
Spend, pursuant to the schedule of payments set forth in the Master
Agreement. "Total Wireless Spend" for the Participating Entity's state will be
calculated (with respect to Participating Entity state sales only) in the same
manner as set forth in Section 6 of Attachment A (NASPO ValuePoint Master
Agreement Terms and Conditions) to the Master Agreement.
The Contractor shall submit a check payable to the California Department of
Technology, Accounting, P.O. Box 1810, MS Y06, Rancho Cordova, CA 95741
for the calculated administrative fee. This fee shall be included as an
adjustment to the Contractor's NASPO ValuePoint pricing and not invoiced
or charged to the Authorized Purchasing Entities for the use of this PA.
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Date
State of California PA-2022-WDV-TMUS
Statewide Technology Procurement
Section 7. Authority
By signing below, the corresponding Party's representative represents that he or
she is duly authorized by the Contractor or Participating Entity, as applicable, to
execute the PA on behalf of the respective Party, and that the Contractor and
Participating Entity agree to be bound by the provisions hereof. In addition,
Participating Entity represents that it has received the requisite approvals from
the applicable State authority and NASPO to participate in the Master
Agreement.
Section 8. Entire Agreement
The Master Agreement and this PA set forth the entire agreement between the
Parties with respect to its subject matter, and it supersedes all previous
communications, representations or agreements, whether oral or written, with
respect thereto.
IN WITNESS WHEREOF, the Parties have executed the PA as of the PA Effective
T-Mobile USA, Inc.
State of California
Signature:
David Bezzant (May 19, 202308:27 MDT)
Signature: spa
Printed Name: David Bezzant
Printed Name: Samit Wangnoo
Title: Vice President
Title: Assistant Deputy Director
Date Signed: May 19, 2023
Date Signed: May 19, 2023
Signature: DaVL ViSCOLiCh (al L Leaa4 -IL_t)
David Viscovich (as to Legal Form) (May 19, 2023 0 . 3 EDT)
Printed Name: David Viscovich
Title: Director, Legal Affairs
Date Signed: May 19, 2023
T-Mobile - CLMI 982624 5/18/2023
State of California PA-2022-WDV-TMUS
Statewide Technology Procurement
Appendix A
1. General Provisions - Wireless Voice And Data Services
This PA shall automatically incorporate by reference the General Provisions -
Wireless Voice and Data Services for NASPO Participating Addendum for Local
Government, which can be found attached hereto as Appendix A-1.
2. Reporting
The Contractor shall provide the following management reports to the State
Contract Administrator as reasonably requested. The reports shall reflect the
agency's usage under the contract for the respective month/quarter. Reports
shall be submitted in electronic format by email. Upon execution of the Purchase
Order, the Authorized Purchasing Entities understand and agree that the
Contractor may provide the State Customer Proprietary Network Information
(CPNI) as part of Contractor's reporting obligations under the Contract for
purposes of administering the Participating Addendum.
Listed below are the management reports that shall be provided:
a) Usage Report (quarterly) :
The Contractor shall submit a Usage Report for the Total Wireless spend of all
Authorized Purchasing Entities on a quarterly basis by the 45th day of the first
month of the new quarter. This report shall be reviewed by the State Contract
Administrator and shall correlate with the Administration Fee. The Usage
Report shall contain the same fields as Attachment H (NASPO ValuePoint
Cooperative Contract Detailed Sales Report) of the Contractor's Master
Agreement.
b) Authorized Purchasing Entities Report (annual
The Authorized Purchasing Entities Report shall be submitted to the State
Contract Administrator annually by the 30th day of January. The report shall
include the name of the Authorized Purchasing Entity, contact name, phone
number and email address of the individual responsible for submitting
purchase requests for each Authorized Purchasing Entity. This information will
be used for the State Contract Administrator to communicate with the
Authorized Purchasing Entity's regarding Contract expiration and transition
options.
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c) Custom Reports:
Authorized Purchasing Entities will have access to Contractor's order and
support portal, which provides a variety of reporting tools, including account
management reports, invoicing reports, order reports, and usage reports.
3. CONTRACTOR'S WEBSITE
The Contractor shall provide a website for Authorized Purchasing Entities to
manage accounts, get product information, and to order Products and Services.
The Contractor shall maintain, support and keep current a NASPO-specific
contract website with current pricing, general contract information, and
Contractor point of contact information.
4. LOCAL NUMBER PORTABILITY
Authorized Purchasing Entities may be able to transfer a Master Account User's
Number to or from another provider with whom Contractor has a porting
relationship in accordance with Contractor internal business policies.
5. OUT OF STOCK
The Contractor shall alert the Authorized Purchasing Entities at time of order, or
within three (3) business days after order if a Product is out of stock or subject to
backorder date for delivery. The Authorized Purchasing Entity has the option to
cancel the Product and/or purchase another Product. Under no circumstances
the Contractor will make unauthorized substitutions.
6. SHIPPED ORDERS
All deliveries shall be F.O.B. destination, freight pre -paid, with all transportation
and handling charges paid by the Contractor.
7. ORDER ACKNOWLEDGEMENT
The Contractor shall provide the Authorized Purchasing Entities (via self-service in
the Contractor's order and support portal) with an Order receipt
acknowledgement within one (1) business day after receipt of Order. The Order
receipt acknowledgement shall contain:
a) Product(s) and/or Service plan(s) purchased
b) Contractor order number
c) Customer name, as designated by the Authorized Purchasing Entity
d) Bill to address
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e) Ship to address
8. SHIPMENT CONFIRMATION
The Contractor shall provide a shipment confirmation to the Authorized
Purchasing Entity (via self-service in the Contractor's order and support portal) on
the day the Order is shipped. Shipment confirmation shall include, at a minimum:
a) Phone number for new lines, if applicable
b) Electronic Serial Number (ESN), International Mobile Equipment Identity
(IMEI), or Mobile Equipment Identifier (MEID), if applicable
c) Date shipped
d) Tracking number
9. DELIVERY SCHEDULES
Delivery for Orders placed against this CA Agreement shall be in accordance
with the following:
a) Locations
Deliveries are to be made (statewide) to the location specified on the
individual Purchase Order, which may include, but not limited to inside
buildings, high-rise office buildings, and receiving docks.
b) Schedule
The Contractor shall make reasonable efforts to deliver in -stock Products
within five (5) business days after order receipt acknowledgement.
10. PACKING SLIP INFORMATION
All shipped Orders shall include a packing slip (via self-service in the
Contractor's order and support portal) with the following information:
a) Customer name, as designated by the Authorized Purchasing Entity
b) Ship -to address
c) Contractor Order number
d) Description of items
11.INVOICING
Invoice content will vary depending on the type of Service. Invoices shall include
data as defined below for an Authorized Purchasing Entity to validate charges.
The Contractor's Invoice shall include, at a minimum:
a) Contractor name, address, and telephone number
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b) Authorized Purchasing Entity Name
c) Invoice number
d) Invoice date
e) Account Number
f) Line -item description
g) Quantity purchased
h) Unit of measure
i) Unit Price
j) Total Non -recurring Charges (NRC)/Total One -Time Charges
k) Total Recurring Charges (MRC)/Total Monthly Recurring Charges
1) State sales and/or use tax
m) Total Adjustments
n) Total Charges
The Authorized Purchasing Entity's obligation to make payment pursuant to the
contract is subject to services completed and signed off by the Authorized
Purchasing Entity and the availability of appropriation funds. Receipt of a
Purchase Order under this Participating Addendum is proof of funds for that order.
12. WARRANTY
Equipment is covered by the manufacturer's consumer warranty that will be
passed through to the Customer. The Contractor shall provide manufacturer's
warranty information (terms and conditions, provider, etc.) to the Customer with
all Equipment at the time of delivery. The Contractor shall work with the Customer
to facilitate Equipment replacement.
13. DAMAGED, DEFECTIVE AND ITEMS SHIPPED IN ERROR
The Contractor shall provide credit and/or replacement for freight -damaged or
defective Products within 48 hours after notification by the Authorized Purchasing
Entity at no charge. This also includes incorrect Products shipped or an order entry
error by the Contractor's customer service representative. The Contractor cannot
require the Authorized Purchasing Entity to deal directly with the manufacturer.
Additionally, the Contractor shall provide the Authorized Purchasing Entities with
a prepaid and self-addressed container suitable for the return of the Products.
Authorized Purchasing Entities shall not be assessed restocking fees or any other
fees for items trialed and then returned as unacceptable for any reason.
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14.ACTIVATIONS/TERMINATIONS/SUSPENSIONS AND ACCOUNT CHANGES
a) Existing Equipment: The Contractor shall activate or suspend Service or
make account changes on existing Product(s) and complete requested
plan changes within 48 hours of notification by the Authorized Purchasing
Entity. The Contractor shall provide the appropriate Authorized Purchasing
Entity with an account change or suspension confirmation within 24 hours
of a change or suspension request.
b) New Equipment: The Contractor shall allow for Service activation on new
equipment promptly following delivery of equipment, excluding activations
involving number portability.
c) Emergency Service Activation: In the event of emergency, i.e. State
declaration of emergency during a disaster, the Contractor shall (subject
to any force majeure rights available to Contractor) make commercially
reasonable efforts to activate Products within 24 hours or less after request.
d) Temporary Suspension and Reactivation: The Contractor shall suspend or
reactivate lines within 48 hours of request. During periods of suspension, the
line must not incur any charges and the wireless number must not change,
provided that the suspension period does not exceed 90 consecutive
calendar days or 180 total days in any year.
15.SERVICE PLAN CHANGES
There shall be no change fees or service plan term extensions when a subscriber
changes service plans, unless expressly provided otherwise within the terms and
conditions of the service plan(s).
16. PRODUCT RECALL
Authorized Purchasing Entities will be notified if a Master Agreement Product is
affected by a product recall. The Contractor will provide notification and
instructions on how to return or replace the Product.
17.ACCEPTANCE TESTING PERIOD
Inspection and acceptance will be in accordance with Section 15 of Attachment
A (NASPO ValuePoint Master Agreement Terms and Conditions) to the Master
Agreement.
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APPENDIX A-1
GENERAL PROVISIONS - WIRELESS VOICE AND DATA SERVICES
FOR
NASPO PARTICIPATING ADDENDUM FOR LOCAL GOVERNMENT
Revised 12/ 14/2021
Issued By:
STATE OF CALIFORNIA
California Department of Technology
Statewide Technology Procurement
P.O. BOX 1910
RANCHO CORDOVA, CA 95741
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Statewide Technology Procurement
1.
DEFINITIONS
3
2.
PURPOSE
6
3.
PARTICIPATING ADDENDUM EFFECTIVE DATE
6
4.
IRREVOCABLE OFFER
6
5.
COMPLETE INTEGRATION
6
6.
SEVERABLITY/SURVIVAL CLAUSE
6
7.
INDEPENDENT CONTRACTOR
6
8.
APPLICABLE LAW
6
9.
COMPLIANCE WITH STATUTES AND REGULATIONS
7
10.
CONTRACTOR'S POWER AND AUTHORITY
8
11.
ASSIGNMENT
9
12.
WAIVER OF RIGHTS
9
13.
ORDER OF PRECEDENCE
9
14.
SUBSTITUTIONS
9
15.
SERVICE INTERRUPTIONS
9
16.
ENHANCEMENT OF CELLULAR SERVICE
10
17.
SAFETY AND ACCIDENT PREVENTION
10
18.
INSURANCE
10
19.
TERMINATION FOR THE CONVENIENCE OF THE STATE
10
20.
TERMINATION FOR DEFAULT
11
21.
RIGHTS AND REMEDIES FOR DEFAULT
12
22.
LIMITATION OF LIABILITY
12
23.
STATEMENT OF ECONOMIC INTERESTS
13
24.
ACCESS TO FACILITIES/FACILITIES ACCESS POLICIES
14
25.
USE AND ADVERTISING USE OF DATA
14
26.
CONTRACTOR'S LIABILITY FOR INJURY TO PERSONS OR DAMAGE TO PROPERTY
14
27.
INDEMNIFICATION
15
28.
SERVICE TAXES, FEES, SURCHARGES, AND SURCREDITS
16
29.
NEWLY MANUFACTURED EQUIPMENT
17
30.
PARTICIPATING ADDENDUM MODIFICATION
17
31.
NEWS RELEASES
17
32.
SOFTWARE LICENSE
18
33.
PROTECTION OF CONTRACTOR FURNISHED PROPRIETARY SOFTWARE AND OTHER
PROPRIETARY DATA
18
34.
FUTURE RELEASES
18
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State of California PA-2022-WDV-TMUS
Statewide Technology Procurement
35.
ENCRYPTION & AUTHORIZATION KEYS
19
36.
PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY
19
37.
EXAMINATION AND AUDIT
21
38.
CONTINUING STANDARDS OF PERFORMANCE FOR CONTRACTOR SERVICES
23
39.
AVAILABILITY
26
40.
DISPUTES
26
41.
STOP WORK
27
42.
COVENANT AGAINST GRATUITIES
28
43.
ASSIGNMENT OF ANTITRUST ACTIONS
28
44.
RECYCLING
29
45.
CHILD SUPPORT COMPLIANCE ACT
30
46.
SET-OFF RIGHTS
30
47.
CONTRACTOR PERSONNEL
31
48.
CONTRACTOR BUSINESS RELATIONSHIP RESPONSIBILITY
32
49.
PROVISIONING OF DELIVERABLES AND SERVICES
32
50.
NEED FOR CONTRACTOR SERVICES DUE TO EMERGENCY
32
51.
NON-EXCLUSIVE AGREEMENT
33
52.
CHARGES
33
53.
CONTRACTOR COMMITMENTS AND REPRESENTATIONS
33
54.
SERVICE TO PUBLIC ENTITIES AND LOCAL GOVERNMENT AGENCIES
34
55.
SERVICE COSTS
34
56.
FEDERAL UNIVERSAL SERVICE FUND
34
57.
EXISTING EQUIPMENT & TITLE TO EQUIPMENT
35
58.
UNLAWFUL USE
35
59.
DISENTANGLEMENT (MIGRATION -OUT)
35
60.
SUBCONTRACTORS
38
61.
SECURITY AND POLICIES
38
62.
ELECTRONIC WASTE RECYCLING ACT OF 2003
39
63.
USE TAX COLLECTION
39
64.
EXPATRIATE CORPORATIONS
39
65.
DOMESTIC PARTNERS
39
66.
PRIORITY HIRING
40
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State of California, Statewide Technology Procurement
1. DEFINITIONS
The following terms shall be given the meaning shown below.
"Application Program" means a computer program intended to be executed for the
purpose of performing useful work for the user of the information being processed.
Application programs are developed or otherwise acquired by the user of the
Hardware/Software system, but they may be supplied by the Contractor.
"Authorized Purchasing Entities" means any Local government entities defined as any
city, county, city and county, district or other local governmental body empowered to
expend public funds for the acquisition of goods. Additional qualifying entities include
those that are either entirely 100% tax supported, a local governmental entity with a Joint
Powers Agreement (JPA), or a federally recognized Indian Tribe.
State agencies or other state entities are not Authorized Purchasing Entities.
"Commercial Software" means Software developed or regularly used that: (i) has been
sold, leased, or licensed to the general public, (ii) has been offered for sale, lease, or
license to the general public, (iii) has not been offered, sold, leased, or licensed to the
public but will be available for commercial sale, lease, or license in time to satisfy the
delivery requirements of this Contract, or (iv) satisfies a criterion expressed in (i), (ii), or (iii)
above and would require only minor modifications to meet the requirements of this
Contract.
"CA Agreement" or "Contract" means the Master Agreement and the PA, together with
all valid Purchase Orders submitted to the Contractor by an Authorized Purchasing Entity.
"Contractor" means the business entity with whom the State enters into this Contract.
Contractor shall be synonymous with "supplier", "vendor" or other similar term.
"Deliverables" means Equipment (including Cellular Equipment) Services, Software,
Information Technology, Telecommunications, Hardware, Documentation and other
items (e.g. reports) to be delivered pursuant to this Contract, including any such items
furnished incident to the provision of Services.
"Documentation" means manuals and other printed materials necessary or useful to the
Authorized Purchasing Entities in its use or maintenance of the Equipment or Software
provided hereunder. Manuals and other printed materials customized for the Authorized
Purchasing Entities hereunder constitute Work Product if such materials are required by
the Purchase Order.
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State of California, Statewide Technology Procurement
"Equipment" is an all-inclusive term which refers either to individual machines or to a
complete data processing system including its Hardware and Operating Software (if
any), and Cellular Equipment.
"Equipment Failure" is a malfunction in the Equipment, excluding all external factors,
which prevents the accomplishment of the Equipment's intended function(s). If
microcode or Operating Software residing in the Equipment is necessary for the proper
operation of the Equipment, a failure of such microcode or Operating Software which
prevents the accomplishment of the Equipment's intended functions shall be deemed
to be an Equipment Failure.
"Hardware" usually refers to computer Equipment and is contrasted with Software. See
also equipment.
"Information Technology" includes, but is not limited to, all electronic technology systems
and Services, automated information handling, System design and analysis, conversion
of data, computer programming, information storage and retrieval,
Telecommunications which include voice, video, and data communications, requisite
System controls, simulation, electronic commerce and all related interactions between
people and Machines.
"Maintenance" includes: (i) remedial maintenance performed by the Contractor or
manufacturer as a of a result of Services, Equipment or Software failure, and which is
performed as required, i.e. on an unscheduled basis; or (ii) maintenance performed on
a scheduled basis by the Contractor or manufacturer and is designed to keep the
Equipment and/or Software in proper operating condition.
"Master Agreement" means the Contractor's State of Utah Cooperative Contract
(NASPO ValuePoint Wireless Data, Voice, and Accessories), and any amendments
thereto.
"Operating Software" means those routines, whether or not identified as Program
Products, that reside in the Equipment and are required for the Equipment to perform its
intended function(s), and which interface the operator, other Contractor -supplied
programs, and user programs to the Equipment.
"Participating Addendum" or "PA" means the Participating Addendum under the NASPO
ValuePoint Wireless Communication Services and Equipment to which these General
Provisions are attached and into which these General Provisions are incorporated.
"Purchase Order" has the meaning given to it in the Master Agreement.
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State of California, Statewide Technology Procurement
"Services" means any and all Services, including cellular Services required to be
performed by the Contractor pursuant to Contract.
"Software" means an all-inclusive term which refers to any computer programs, routines,
or subroutines supplied by the Contractor, including operating software, Programming
Aids, Application Programs, and Program Products.
"Software Failure" means a malfunction in the Contractor -supplied Software, other than
Operating Software, which prevents the accomplishment of work, even though the
Equipment (including its Operating Software) may still be capable of operating properly.
For Operating Software failure, see definition of Equipment Failure.
"State" means the government of the State of California, its employees and authorized
representatives, including without limitation any department, agency, or other unit of the
government of the State of California.
"System" means the complete collection of Hardware, Software and Services as
described in this Contract, integrated and functioning together, and performing in
accordance with this Contract.
"Telecommunications" means to include all Hardware, Software and Service
components involved in the secure, efficient and reliable delivery of analog and digital
data streams to and/or from government `end systems'. Examples of the components
that comprise a Telecommunications System are communications links, routers, switches,
multiplexers, transmitters, repeaters, and firewalls. The end systems which are
interconnected via a telecommunications system include discrete hardware and
software elements that accept analog or digital data streams for storage, processing or
conversion to an end user. Examples of end systems are servers, telephones, video
displays, and handheld computing devices.
"Telecommunications Service" means the providing, allowing, facilitating, or generating
of any form of Telecommunication through the use of a Telecommunications device
over a Telecommunications system.
"Telecommunications System" means systems, Services or components that: (i) Do not
create data except for use by the Telecommunications system or systems used to
monitor or manage the Telecommunications system. (ii) Do not store data except
transiently for purposes related to network routing, performance optimization or error
recovery. (iii) Do not delete or modify data except for purposes related to the reliability,
efficiency and security of the Telecommunications Service.
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2. PURPOSE
These General Provisions -Wireless Voice and Data Services are part of the Participating
Addendum ("PA") entered into between the State and the Contractor.
3. PARTICIPATING ADDENDUM EFFECTIVE DATE
The PA (including this Appendix A-1) signed by the Contractor shall not become effective
until signed by the Department of Technology ("PA Effective Date").
4. IRREVOCABLE OFFER
From the date that the Contractor executes the PA ("Signing Date") until such time as
the State executes the PA (but in no event beyond 90 days after the Signing Date), and
as such process is further described herein, the PA constitutes the irrevocable, firm offer
by the Contractor to provide the Services to the Authorized Purchasing Entities for the
charges in accordance with the PA. The PA shall not be binding or of any legal force or
effect on the State until the authorized execution of the PA by the California Department
of Technology, as provided in Section 3 (Participating Addendum Effective Date).
5. COMPLETE INTEGRATION
The PA, including any documents incorporated herein by express reference (including
the Master Agreement referenced in the PA), is intended to be a complete integration
and there are no prior, contemporaneous, different, or additional agreements pertaining
to the subject matter of the PA.
6. SEVERABLITY/SURVIVAL CLAUSE
If any provision of the PA is found to be illegal or unenforceable, such term or provision
shall be deemed stricken and the remainder of the PA shall remain in full force and
effect.
7. INDEPENDENT CONTRACTOR
The Contractor and the agents and employees of the Contractor, in the performance
of the PA, shall act in an independent capacity and not as officers or employees or
agents of the State or any Authorized Purchasing Entities.
8. APPLICABLE LAW
a) The PA shall be governed by and interpreted in accordance with the laws of the
State of California; venue of any action brought with regard to this PA shall be in
Sacramento County, Sacramento, California. Each party irrevocably submits to
the sole and exclusive jurisdiction of the courts in Sacramento County, Sacramento
California. To the extent Services in the PA are subject to the jurisdiction of the
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California Public Utilities Commission (CPUC), the CPUC shall have jurisdiction over
the PA, and the PA and related Services may be subject to modification from time
to time as the CPUC may so order in the exercise of their lawful jurisdiction. The
United Nations Convention on Contracts for the International Sale of Equipment
shall not apply to the PA.
b) The Contractor, in conducting its business as required by the PA, shall comply with
the Communications Act of 1934, as amended (including, but not limited to, the
Telecommunications Act of 1996 and subsequent Acts), and as interpreted and
applied by the applicable regulatory authorities and courts and any applicable
rules, regulations and decisions of the Federal Communications Commission (FCC)
and the CPUC.
9. COMPLIANCE WITH STATUTES AND REGULATIONS
a) The State, Authorized Purchasing Entities and the Contractor warrant and certify
that in the performance of the PA, they will comply with all applicable statutes,
rules, regulations and orders of the United States and the State of California. The
Contractor agrees to indemnify the State and Authorized Purchasing Entities
against any loss, cost, damage or liability by reason of the Contractor's violation
of this provision.
b) The State and Authorized Purchasing Entities will notify the Contractor of any such
claim in writing and tender the defense thereof within a reasonable time; and
c) The Contractor will have sole control of the defense of any action on such claim
and all negotiations for its settlement or compromise; provided that: (i) when
substantial principles of government or public law are involved, when litigation
might create precedent affecting future State and Authorized Purchasing Entities
operations or liability, or when involvement of the State and Authorized Purchasing
Entities is otherwise mandated by law, the State and Authorized Purchasing Entities
may participate in such action at their own expense with respect to attorneys' fees
and costs (but not liability); (ii) where a settlement would impose liability on the
State and Authorized Purchasing Entities, affect principles of California
government or public law, or impact the authority of the State and Authorized
Purchasing Entities, the Department of Technology shall have the right to approve
or disapprove any settlement or compromise, which approval will not
unreasonably be withheld or delayed; and (iii) the State and Authorized
Purchasing Entities will reasonably cooperate in the defense and in any related
settlement negotiations.
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d) To the extent that the PA falls within the scope of Government Code section 1 1 135,
the Contractor hereby agrees to respond to and resolve any complaint brought
against the Contractor pursuant to this section.
e) In the event that any term or action required in the PA requires a regulatory filing,
the Contractor shall make such filing and such action and/or term shall, to the
extent applicable, be made effective pursuant to the rules of the FCC and/or the
CPUC. To the extent applicable, the Contractor shall make the appropriate FCC
filing in a timely manner with the rates being effective consistent with FCC
requirements.
f) In addition to the foregoing, the Contractor shall, after execution of the PA, make
all necessary regulatory filings.
10.CONTRACTOR'S POWER AND AUTHORITY
a) The Contractor warrants that it has full power and authority to grant the rights
herein granted and will hold the State and Authorized Purchasing Entities harmless
from and against any loss, cost, liability, and expense (including reasonable
attorney fees) arising out of any breach of this warranty. Further, the Contractor
avers that it will not enter into any arrangement with any third party which might
abridge any rights of the State and Authorized Purchasing Entities under the PA.
b) The State and Authorized Purchasing Entities will notify the Contractor of any such
claim in writing and tender the defense thereof within a reasonable time; and
c) The Contractor will have sole control of the defense of any action on such claim
and all negotiations for its settlement or compromise; provided that (i) when
substantial principles of government or public law are involved, when litigation
might create precedent affecting future State and Authorized Purchasing Entities
operations or liability, or when involvement of the State and Authorized Purchasing
Entities is otherwise mandated by law, the State and Authorized Purchasing Entities
may participate in such action at their own expense with respect to attorneys' fees
and costs (but not liability); (ii) where a settlement would impose liability on the
State and Authorized Purchasing Entities, affect principles of California
government or public law, or impact the authority of the State and Authorized
Purchasing Entities, the Department of Technology will have the right to approve
or disapprove any settlement or compromise, which approval will not
unreasonably be withheld or delayed; and (iii) the State and Authorized
Purchasing Entities will reasonably cooperate in the defense and in any related
settlement negotiations.
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11.ASSIGNMENT
The PA shall not be assignable by the Contractor in whole or in part without the written
consent of the State. The State's consent shall not be unreasonably withheld or delayed.
For the purpose of this paragraph, the State will not unreasonably prohibit the Contractor
from freely assigning its right to payment, provided that Contractor remains responsible
for its obligations hereunder.
12. WAIVER OF RIGHTS
Any action (other than an express written waiver) or inaction by the State and Authorized
Purchasing Entities or the failure of the State and Authorized Purchasing Entities on any
occasion, to enforce any right or provision of the PA, shall not be construed to be a
waiver by the State of its rights hereunder and shall not prevent the State and Authorized
Purchasing Entities from enforcing such provision or right on any future occasion. The
rights and remedies of the State and Authorized Purchasing Entities herein are cumulative
and are in addition to any other rights or remedies that the State and Authorized
Purchasing Entities may have at law or in equity.
13.ORDER OF PRECEDENCE
In the event of any inconsistency between the articles, attachments, specifications or
provisions which constitute the CA Agreement, the following order of precedence shall
apply:
1) The PA including the General Provisions - Wireless Voice and Data Services.
2) The NASPO Master Agreement (Master Agreement), and any attachments
thereto.
3) Purchase Order and related ordering documents such as Work Authorizations
(subject to Section 4 of the PA).
14.SUBSTITUTIONS
Substitution of Deliverables may not be tendered without five (5) days advance written
consent of the Authorized Purchasing Entities. The Contractor shall not use any
specification in lieu of those contained in the PA without written consent of the
Authorized Purchasing Entities.
15.SERVICE INTERRUPTIONS
The Contractor's liability for Service interruptions, if any, shall be limited to credit out of
allowances provided for in the Master Agreement.
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16. ENHANCEMENT OF CELLULAR SERVICE
The Authorized Purchasing Entities must obtain the Contractor's prior approval (which
Contractor may withhold in its sole discretion) and written agreement before they may
install, deploy or use any regeneration equipment or similar mechanism (for example, a
repeater) to originate, amplify, enhance, retransmit or regenerate Cellular Service.
17.SAFETY AND ACCIDENT PREVENTION
In performing work on Authorized Purchasing Entities premises, the Contractor shall
conform to any specific safety requirements required by law or regulation. The
Contractor may consider any additional precautions as reasonably requested by the
Authorized Purchasing Entities for safety and accident prevention purposes.
18.INSURANCE
The Contractor shall maintain all commercial general liability insurance, workers'
compensation insurance and any other insurance required under the Master
Agreement.
19.TERMINATION FOR THE CONVENIENCE OF THE STATE
a) The State may terminate this Contract for convenience if the Deputy Director,
Department of Technology, Statewide Technology Procurement, or designee,
determines that a termination is in the State's interest. The Deputy Director,
Department of Technology, Statewide Technology Procurement, or designee,
shall terminate by delivering to the Contractor a Notice of Termination specifying
the extent of termination and the effective date thereof, such date not to be
earlier than thirty (30) days from the date the notice is delivered.
b) After receipt of a Notice of Termination, and except as directed by the State, the
Contractor shall immediately proceed with the following obligations, as
applicable, regardless of any delay in determining or adjusting any amounts due
under this clause. The Contractor shall:
i. Stop work as specified in the Notice of Termination (except as required by any
Disentanglement/Migration-Out Services) .
ii. Place no further subcontracts for materials, Services, or facilities, except as
necessary to complete the continuing portion of the Contract.
iii. Terminate all subcontracts to the extent they relate to the work terminated.
iv. Settle all outstanding liabilities and termination settlement proposals arising from
the termination of subcontracts.
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c) After termination, the Contractor shall submit a final termination settlement
proposal to the State in the form and with the information prescribed by the State.
The Contractor shall submit the proposal promptly, but no later than ninety (90)
days after the effective date of termination, unless a different time is provided in
the Notice of Termination.
d) The Contractor and the State may agree upon the whole or any part of the
amount to be paid as requested under subsection c) above.
e) Unless otherwise specified, upon the termination for convenience, the State shall
have no obligation to pay the Contractor any amount other than in accordance
with the terms of the this Contract the agreed upon price for Deliverables
accepted by the State, adjusted for any savings on freight and other charges plus
any unrecovered amortized capital costs originally identified in writing by the
Contractor and approved in advance by the State, calculated using Generally
Accepted Accounting Principles.
20.TERMINATION FOR DEFAULT
Unless otherwise specified in the Contract:
a) The State may, subject to the clause titled "Force Majeure", by written notice of
default to the Contractor, terminate this Contract in whole or in part if the
Contractor fails to:
i. Deliver the Deliverables or perform the Services within the time specified in the
Contract or any amendment thereto;
ii. Make progress, so that the lack of progress endangers performance of this
Contract, or
iii. Perform any of the material provisions of this Contract.
b) The State's right to terminate this Contract under subsection a) above, may be
exercised if the failure constitutes a material breach of this Contract and if the
Contractor does not cure such failure within the time frame stated in the State's
cure notice, which in no event will be less than thirty (30) days.
c) If, after termination, it is determined by a final decision that the Contractor was not
in default, the rights and obligations of the parties shall be the same as if the
termination had been issued for the convenience of the State.
d) Both parties, State and the Contractor, upon any termination for default, have a
duty to mitigate the damages suffered by it.
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e) The rights and remedies of the State in this clause are in addition to any other rights
and remedies provided by law or under this Contract, and are subject to the
clause titled "Limitation of Liability".
21. RIGHTS AND REMEDIES FOR DEFAULT
a) In the event any Deliverables furnished or Services provided by the Contractor in
the performance of the PA should fail to conform to the requirements herein, the
Authorized Purchasing Entities may reject the same, and it shall become the duty
of the Contractor to reclaim and remove the Deliverables promptly, including by
providing the Authorized Purchasing Entities with appropriate instructions for
returning the Equipment, or to correct the performance of the Services, without
expense to the Authorized Purchasing Entities, and promptly replace or re -perform
all such rejected Deliverables or Services, as applicable, with others conforming to
the Contract.
b) In addition to any other rights and remedies, the Authorized Purchasing Entities
may require the Contractor, at the Contractor's expense, to ship Deliverables via
air freight or expedited routing to avoid or minimize actual or potential delay if the
delay is the fault of the Contractor.
c) In the event of the termination of the Contract, either in whole or in part, by reason
of default or breach by the Contractor, any direct damages sustained by the
Authorized Purchasing Entities in procuring any items which the Contractor agreed
to supply shall be borne and paid for by the Contractor.
d) The Authorized Purchasing Entities reserves the right to offset the reasonable cost
of all direct damages caused to the Authorized Purchasing Entities against any
outstanding invoices or amounts owed to the Contractor or to make a claim
against the Contractor therefore.
22. LIMITATION OF LIABILITY
a) Except as may be otherwise approved by the California Department of
Technology, Chief Technology Officer or designee, and subject to subsection b)
below, the Contractor's liability for damages to the State for any cause
whatsoever, and regardless of the form of action, whether in contract or in tort,
shall be limited to the Purchase Price. For purposes of this subsection a), "Purchase
Price" will mean the aggregate PA price; except that, with respect to a Contract
under which multiple Purchase Orders will be issued (e.g., a Master Agreement or
Multiple Award Schedule contract), "Purchase Price" will mean the total price of
the Purchase Order for the Deliverable(s) or Service(s) that gave rise to the loss,
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such that the Contractor will have a separate limitation of liability for each
Purchase Order.
b) The foregoing limitation of liability shall not apply (i) to any liability under the
Section 9 (Compliance with Statutes and Regulations) (ii) to liability under Section
38 (Patent, Copyright, and Trade Secret Indemnity) or to any other liability
(including without limitation indemnification obligations) for infringement of third
party intellectual property rights, (iii) to claims covered by any specific provision
herein calling for liquidated damages, (iv) to claims arising under provisions herein
calling for indemnification for third party claims against the State or Authorized
Purchasing Entities for bodily injury to persons or damage to real or tangible
personal property caused by the Contractor's negligence or willful misconduct;
(v) to costs or attorney's fees that the State or Authorized Purchasing Entities
becomes entitled to recover as a prevailing party in any action, or (vi) to direct
costs of mitigation, remediation and/or notification obligations resulting from any
data breach.
c) Nothing herein shall be construed to waive or limit the State's sovereign immunity
or any other immunity from suit provided by law.
d) In no event will either the Contractor or the State or Authorized Purchasing Entities
be liable for consequential, incidental, indirect, special, or punitive damages,
even if notification has been given as to the possibility of such damages, except
(i) to the extent that the Contractor's liability for such damages is specifically set
forth in the Purchase Order or (ii) to the extent that the Contractor's liability for such
damages arises out of subsection b) (i), b) (ii), or b) (iv) above.
23.STATEMENT OF ECONOMIC INTERESTS
As applicable, consultants can be categorized as a public official for purposes of
adherence to Conflict of Interest laws and the filing of a Statement of Economic Interests
(Form 700). As such, upon award and prior to beginning work, and on an annual basis,
the consultant's staff and/or subcontractors (as applicable) engaged in performing the
Services described in the PA are required to complete and submit a Form 700 to the
State of California. To acquire an exemption from this requirement, consultant must
submit a request to the Department of Technology, Statewide Technology Procurement
explaining the basis for the request and the staff or subcontractor staff to be excluded
on that basis. Form 700 and instructions can be accessed at the California Fair Political
Practices Commission website, httl2://www.fp12c.ca.aov.
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24.ACCESS TO FACILITIES/FACILITIES ACCESS POLICIES
a) The Authorized Purchasing Entities acknowledge that the Contractor or its
employees and/or subcontractors (collectively the "Contractor Personnel") may
work closely with the Authorized Purchasing Entities to implement and perform the
Services by working on the premises of participating Authorized Purchasing Entities.
b) The Authorized Purchasing Entities will ensure that Contractor Personnel have
access to Authorized Purchasing Entities' Locations as reasonably necessary for
the Contractor to provide the Services for which the Contractor is responsible.
c) Contractor Personnel will coordinate with the Authorized Purchasing Entities as
necessary to obtain access to Authorized Purchasing Entities' Locations to perform
the Services, or to perform other obligations as contained herein.
d) If, as part of Authorized Purchasing Entities' agency or standard policies and
procedures regarding the Contractors working onsite, Authorized Purchasing
Entities may require Contractor Personnel to comply with the Authorized
Purchasing Entities standard access policies, prior to placing an order, that requires
access to Authorized Purchasing Entities' Locations ("Standard Access
Agreements"), the Authorized Purchasing Entities will: (i) provide a copy of or an
URL link to such Standard Access Agreements to the Contractor in advance of
placing any order that requires access to the Authorized Purchasing Entities'
Locations, or (ii) copies or references to Standard Access Agreements already
executed by the Contractor that apply, if any, with a statement that those are still
applicable to Contractor Personnel.
25. USE AND ADVERTISING USE OF DATA
The Contractor or its third party providers are not authorized to use, sell, resell, package
or repackage or publicly display any information deemed by the Authorized Purchasing
Entities as confidential, sensitive or personal information pursuant to the PA language or
Authorized Purchasing Entities data without written express approval of the Authorized
Purchasing Entities. This restriction includes key word searching or data mining of
Authorized Purchasing Entities data.
26. CONTRACTOR'S LIABILITY FOR INJURY TO PERSONS OR DAMAGE TO PROPERTY
a) Except to the extent arising out of an Authorized Purchasing Entities
Representative's (as defined below) own negligence, the Contractor shall be
liable for damages arising out of injury to the person and/or damage to the
property of the Authorized Purchasing Entities, employees of the Authorized
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Purchasing Entities, persons designated by the Authorized Purchasing Entities for
training, or any other person(s) other than agents or employees of the Contractor,
designated by the Authorized Purchasing Entities for any purpose, prior to, during,
or subsequent to delivery, installation, acceptance, and use of the Deliverables
either at the Contractor's site or at the Authorized Purchasing Entities' place of
business, provided that the injury or damage was caused by the fault, negligence,
or willful misconduct of the Contractor.
The Contractor shall not be liable for damages solely arising out of or caused by
an alteration or an Attachment not made or installed by the Contractor, or for
damage to alterations or Attachments that may result from the normal operation
and maintenance of the Deliverables provided by the Contractor during the
Contract.
b) The Contractor shall not be liable for damages solely arising out of or caused by
an alteration or an Attachment not made or installed by the Contractor, or for
damage to alterations or Attachments that may result from the normal operation
and maintenance of the Deliverables provided by the Contractor during the
Contract.
27.INDEMNIFICATION
The Contractor agrees to indemnify, defend and hold harmless the State and Authorized
Purchasing Entities, its officers, agents and employees from any and all third party claims,
costs (including without limitation reasonable attorneys' fees), and losses due to the injury
or death of any individual, or the loss or damage to any real or tangible personal
property, to the extent resulting from the willful misconduct or negligent acts or omissions
of the Contractor or any of its affiliates, agents, subcontractors, employees, suppliers, or
laborers furnishing or supplying work, Deliverables, Services, materials, or supplies in
connection with the performance of this Contract. Such defense and payment will be
conditional upon the following:
a) The State and Authorized Purchasing Entities will notify the Contractor of any such
claim in writing and tender the defense thereof within a reasonable time (but no
delay or failure to so notify the Contractor shall relieve it of its obligations under the
PA except to the extent that Contractor has suffered actual prejudice by such
delay or failure), and
b) The Contractor will have sole control of the defense of any action on such claim
and all negotiations for its settlement or compromise, provided that (i) when
substantial principles of government or public law are involved, when litigation
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might create precedent affecting future State and Authorized Purchasing Entities
operations or liability, or when involvement of the State and Authorized Purchasing
Entities is otherwise mandated by law, the State and Authorized Purchasing Entities
may participate in such action at its own expense with respect to attorneys' fees
and costs (but not liability); (ii) where a settlement would impose liability on the
State and Authorized Purchasing Entities, affect principles of California
government or public law, or impact the authority of the State and Authorized
Purchasing Entities, the California Department of Technology shall have the right
to approve or disapprove any settlement or compromise, which approval will not
unreasonably be withheld or delayed; and (iii) the State and Authorized
Purchasing Entities will reasonably cooperate in the defense and in any related
settlement negotiations.
28.SERVICE TAXES, FEES, SURCHARGES, AND SURCREDITS
a) The Authorized Purchasing Entities shall be subject to Service taxes, fees,
surcharges, and surcredits that are mandated by the government of the State of
California (including the CPUC), and the federal government (including the FCC),
as applicable. The Authorized Purchasing Entities shall be subject to Service taxes,
fees, surcharges and surcredits mandated by the State and federal governments,
and also as mandated by California local government jurisdictions and political
subdivisions, as applicable. Mandates in effect at the time of award and as
hereafter mandated may be recovered from Authorized Purchasing Entities of the
applicable Service.
b) The Authorized Purchasing Entities reserves the right to verify, and if necessary,
challenge the Contractor and the applicable regulatory authority, the application
by the Contractor of Service taxes, fees, surcharges, and surcredits referred to in
subsection a) above. Should the Authorized Purchasing Entities consider the
application of such items to be inappropriate, the Authorized Purchasing Entities
and the Contractor shall meet and confer regarding the applicability of such
items. If thereafter a dispute exists regarding the proper application of such items,
the parties may resolve such disputes in accordance with Section 40, Disputes.
Either party may seek guidance or clarification from the applicable regulatory
authority regarding the appropriate application of such items. If the application
of such items is deemed inappropriate by the regulatory authority, the Contractor
shall cease and/or revise the application of such items and, if appropriate, issue
retroactive credits to the impacted Authorized Purchasing Entities.
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c) All charges under the PA are exclusive of applicable federal, state and local sales,
use, excise, utility, and gross receipt taxes, other similar tax -like charges and
surcharges. The Authorized Purchasing Entities will provide the Contractor the tax
exemption certificates that comply with the requirements of the Internal Revenue
Code and Regulations (i.e., see Internal Revenue Regulations section 49.4253-1 1
and IRS Publication 510 or their current equivalent versions) . The Contractor agrees
to exempt all Entities from federal excise taxes and E-9-1-1 taxes, all as applicable,
promptly after the date the Contractor receives a duly authorized and valid
exemption certificate. The Contractor agrees, for the purpose of federal
exemption, that the State will act as the authorized agent for the PA in submitting
exemption requests on behalf of all Authorized Purchasing Entities.
The Contractor shall be authorized to include as a separate line item a charge for
reimbursement of sales tax or use tax expense that is incurred with respect to a
sale of handsets, accessories, or other tangible property to Authorized Purchasing
Entities, and the Authorized Purchasing Entities shall pay such sales tax or use tax
reimbursement charge to the Contractor.
29. NEWLY MANUFACTURED EQUIPMENT
Except where requested by the Authorized Purchasing Entity or when Equipment is
provided as a warranty replacement, all Equipment furnished under the PA shall be
newly manufactured Equipment or certified as new and warranted as new by the
manufacturer; used or reconditioned Equipment is prohibited, unless otherwise specified.
30. PARTICIPATING ADDENDUM MODIFICATION
a) No amendment or variation of the terms of the PA shall be valid unless made in
writing, signed by the parties and approved as required. No oral understanding or
agreement not incorporated in the PA is binding on any of the parties.
b) Any change to the Contractor's name will require a PA amendment. The State,
upon notification and receipt of legal documentation indicating the name
change from the Contractor, will process the required amendment, assuming no
other change has been made to the business entity.
31. NEWS RELEASES
Any news releases, endorsements, advertising, and social media content pertaining to
the PA shall not be made without prior written approval of the California Department of
Technology and the applicable Authorized Purchasing Entity.
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32.SOFTWARE LICENSE
Unless otherwise specified in the Purchase Order, the Contractor hereby grants to the
Authorized Purchasing Entities and the Authorized Purchasing Entities accepts from the
Contractor, subject to the terms and conditions of this Contract, a royalty -free, non-
exclusive right to the use of Software Products in this Contract. The Authorized Purchasing
Entities may use the Software Products only in connection with the use of the Service and
according to the licensing terms specified in the Contract. Acceptance of the Software
(including any click -to -accept (Click Wrap) third party Commercial Software/EULAs
associated with Services sold under this Contract) will be governed by the terms and
conditions of this Contract.
33. PROTECTION OF CONTRACTOR FURNISHED PROPRIETARY SOFTWARE AND OTHER
PROPRIETARY DATA
a) The Authorized Purchasing Entities agree that all material appropriately marked or
identified in writing as proprietary, and furnished by the Contractor hereunder are
provided for the Authorized Purchasing Entities exclusive use for the purposes of
the PA only. All such proprietary data shall remain the property of the Contractor.
The Authorized Purchasing Entities agree to take all reasonable steps to insure that
such proprietary data are not disclosed to others, without prior written consent of
the Contractor, subject to the California Public Records Act.
b) The Authorized Purchasing Entities will insure, prior to disposing of any Contractor
furnished media, that any licensed materials contained thereon have been
erased or otherwise destroyed.
c) The Authorized Purchasing Entities agree that they will take appropriate action by
instruction, agreement or otherwise with its employees or other persons permitted
access to the Contractor furnished licensed software and other proprietary data
to satisfy its obligations in the PA with respect to use, copying, modification,
protection and security of proprietary software and other proprietary data.
34. FUTURE RELEASES
Unless otherwise specifically provided in the Purchase Order, if improved versions, e.g.,
patches, bug fixes, updates or releases, of any Software Product are developed by the
Contractor, and are made available to other licensees, they will be made available to
the Authorized Purchasing Entities at no additional cost. If the Contractor offers new
versions or upgrades to the Software Product, they shall be made available to the
Authorized Purchasing Entities at the Authorized Purchasing Entities option at a price no
greater than the Master Agreement price plus a price increase proportionate to the
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increase from the list price of the original version to that of the new version, if any. If the
Software Product has no list price, such price increase will be proportionate to the
increase in average price from the original to the new version, if any, as estimated by
the Contractor in good faith.
35. ENCRYPTION & AUTHORIZATION KEYS
Upon initiation of Service, the Contractor, where applicable, shall provide all encryption
and authorization keys required by the Authorized Purchasing Entities to operate or
access the Software Products, Services or Equipment.
36. PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY
a) The Contractor will indemnify, defend, and hold harmless the State and Authorized
Purchasing Entities, its officers, agents and employees, from any and all third party
claims, costs (including without limitation reasonable attorneys' fees), and losses
for infringement or violation of any U.S. Intellectual Property Right by any product,
equipment or service provided hereunder. With respect to claims arising from
Equipment or Software manufactured by a third party and sold by the Contractor,
pursuant to this Contract, the Contractor will pass through to the State and
Authorized Purchasing Entities such indemnity rights as it receives from such third
party ("Third Party Obligation") and will cooperate in enforcing them; provided
that if the third party manufacturer fails to honor the Third Party Obligation, the
Contractor will provide the State and Authorized Purchasing Entities with indemnity
protection equal to that called for by the Third Party Obligation, but in no event
greater than that called for in the first sentence of this section. The provisions of the
preceding sentence apply only to third party Equipment or Software sold as a
distinct unit and accepted by the State and Authorized Purchasing Entities. Unless
a Third Party Obligation provides otherwise, the defense and payment obligations
set forth in this subsection will be conditional upon the following:
i. The State and Authorized Purchasing Entities will notify the Contractor of any
such claim in writing and tender the defense thereof within a reasonable time;
and
ii. The Contractor will have sole control of the defense of any action on such claim
and all negotiations for its settlement or compromise, provided that: (a) when
substantial principles of government or public law are involved, when litigation
might create precedent affecting future State and Authorized Purchasing
Entities operations or liability, or when involvement of the State and Authorized
Purchasing Entities is otherwise mandated by law, the State and Authorized
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Purchasing Entities may participate in such action at its own expense with
respect to attorneys' fees and costs (but not liability); (b) where a settlement
would impose liability on the State and Authorized Purchasing Entities, affect
principles of California government or public law, or impact the authority of the
State and Authorized Purchasing Entities, the California Department of
Technology will have the right to approve or disapprove any settlement or
compromise, which approval will not unreasonably be withheld or delayed;
and (c)the State and Authorized Purchasing Entities will reasonably cooperate
in the defense and in any related settlement negotiations.
b) Should the Deliverables (including any Software or Equipment) or Cellular Service,
or the operation thereof, become, or in the Contractor's opinion are likely to
become, the subject of a claim of infringement or violation of a U.S. Intellectual
Property Right, the State and Authorized Purchasing Entities shall permit the
Contractor, at its option and expense either (i) to procure for the State and
Authorized Purchasing Entities the right to continue using the Deliverables or
Cellular Service (ii) to replace or modify the same so that they become non -
infringing or (iii) discontinue Cellular Service to the infringing lines and refund any
amounts prepaid by the State and Authorized Purchasing Entities for such Service
for the period after the State and Authorized Purchasing Entities cease use of the
Deliverables or Cellular Service. If none of these options can reasonably be taken,
or if the use of such Deliverables or Service by the State and Authorized Purchasing
Entities shall be prevented by injunction, the Contractor agrees to take back such
Deliverables and make every reasonable effort to assist the State and Authorized
Purchasing Entities in procuring substitute Deliverables. If in the reasonable, good
faith opinion of the State and Authorized Purchasing Entities, the return of such
infringing Deliverables makes the retention of other Deliverables or the use of
Services acquired from the Contractor under the PA impractical, the State and
Authorized Purchasing Entities shall then have the option of terminating such PAs
or applicable Purchase Order thereof, without penalty or termination charge. The
Contractor agrees to take back such Deliverables and refund any sums the State
and Authorized Purchasing Entities has paid the Contractor less any reasonable
amount for use or damage.
c) The Contractor shall have no liability to the State and Authorized Purchasing
Entities under any provision of this clause with respect to any claim of patent,
copyright or trade secret infringement which is based upon:
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i. The combination or utilization of Cellular Service furnished hereunder with
Equipment, Software, or devices not provided or made available by the
Contractor, or,
ii. The operation of Equipment furnished by the Contractor under the control of
any operating software other than, or in addition to, the current version of
Contractor or manufacturer -supplied operating software; or
iii. The unauthorized modification by or on behalf of the State and Authorized
Purchasing Entities of the Equipment or Software furnished hereunder; or
iv. Any illegal or unauthorized use of the Cellular Service; or
v. The Authorized Purchasing Entities continuance of an infringing activity after
being notified thereof; or
vi. Any negligent or willful act or omission by or attributable to the Authorized
Purchasing Entities.
d) The Contractor certifies that it has appropriate systems and controls in place to
ensure that Authorized Purchasing Entities funds will not be used in the
performance of the PA for the acquisition, operation, or maintenance of Software
or Equipment in violation of U.S Intellectual Property laws.
37. EXAMINATION AND AUDIT
Unless otherwise specified in the Purchase Order:
a) Without limiting any examination or audit rights, or other rights of the State and
Authorized Purchasing Entities set forth in the Contract, the Contractor agrees that
the State and Authorized Purchasing Entities, or its designated representative, shall
have the right, to audit, review and copy any records and supporting
documentation pertaining to performance of and invoicing under this Contract.
The Contractor agrees to maintain such records for possible audit for a minimum
of four (4) years after final payment and five (5) years for Federal Universal Service
Fund ("E-rate") funded projects, unless a longer period of records retention is
stipulated or required by law. The Contractor agrees to allow the auditor(s) access
to such records during normal business hours and to allow interviews of any
employees or others who might reasonably have information related to such
records. The State and Authorized Purchasing Entities agrees to take all reasonable
steps to ensure that such information is not disclosed to third parties, subject to the
California Public Records Act or other lawful process (e.g. in response to a
subpoena).
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b) For avoidance of doubt, audits may include those conducted by personnel of the
State and Authorized Purchasing Entities, or its designated representative, in
performance of PA oversight responsibilities in reviewing invoices, monthly fiscal
management and/or other required reports, as well as the application of Service
taxes, fees, surcharges and surcredits on invoices.
c) Subject to the Disputes clause, if an audit reveals that the Contractor has
overcharged the State and Authorized Purchasing Entities for Service(s) during the
period to which the audit relates, then the Contractor shall promptly refund such
overcharges to the State and Authorized Purchasing Entities as appropriate, and,
if the amount of the overcharge (offset by any undercharges revealed by such
audit) is more than five percent (5%) of the Contractor's charges to the State and
Authorized Purchasing Entities for such Service(s) for such period, the reasonable
cost of such audit (including any imputed costs of State and Authorized
Purchasing Entities for audits performed by the State and Authorized Purchasing
Entities itself) shall be borne by the Contractor.
d) If any audit reveals an inadequacy or insufficiency of the Contractor's
performance, including performance in connection with any security obligations
of the Contractor as set forth in this Contract, the Contractor shall promptly
develop and provide to the State and Authorized Purchasing Entities, for approval,
a reasonable and detailed corrective action plan and promptly thereafter
implement such plan in accordance with its terms. In addition, the cost of such
audit, and subsequent related audits or audit activity, shall be borne by the
Contractor in the event that: (i) the State and Authorized Purchasing Entities
specifically identifies a particular deficiency with respect to the Contractor's
performance of any particular Service; and (ii) The Contractor either denies or fails
to cure such identified deficiency within thirty (30) calendar days. Further, the
Contractor agrees to include an equivalent right of the State and Authorized
Purchasing Entities to audit records and interview staff in any subcontract related
to performance of and invoicing under this Contract.
e) Notwithstanding anything to the contrary in this section, the State and Authorized
Purchasing Entities or any auditing body or its designated representative, agrees
that it will not exercise the audit rights described in this section more than once per
calendar year, however, any follow-up reviews or other investigations related to
an audit initiated under this section may be conducted at any time and upon
reasonable notice.
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f) Where the Contractor conducts an internal audit of the Contractor's performance
under the PA which shows any significant failures by the Contractor to meet its
obligations hereunder, the Contractor shall provide to the State and Authorized
Purchasing Entities a written summary describing in reasonable detail such findings
of such internal audit. If the Contractor determines at any time that it has
overcharged any Authorized Purchasing Entities, then the Contractor shall
promptly provide to the applicable Authorized Purchasing Entities a credit equal
to the amount of such overcharge plus interest from the date of the Contractor's
receipt of such overcharge at a rate which is consistent with the rate provided in
the California Prompt Payment Act, Government Code section 927 et seq.
g) The Contractor agrees that (i) the State or its designees will have the right to obtain,
copy and review all billing records of public or local government entities
purchasing under this PA, and (ii) the State and Authorized Purchasing Entities may
forward audit results showing call rate discrepancies to the CPUC.
38. CONTINUING STANDARDS OF PERFORMANCE FOR CONTRACTOR SERVICES
Unless otherwise specified in the Purchase Order:
a) Applicability:
The Contractor agrees that subsequent to completion of the successful
performance period and acceptance of the Services by the Authorized
Purchasing Entities, the Contractor will comply with the availability and/or
performance requirements and criteria established in the PA throughout the full
PA Term, including any extensions.
b) Causes and Effects of Contractor Service Malfunctions:
The Authorized Purchasing Entities recognize that Equipment failures do occur,
and that software is not infallible. Moreover, the Authorized Purchasing Entities
concedes that conditions external to Equipment may cause it to fail,
particularly environmental conditions, that are outside the Equipment design
operating parameters. The Authorized Purchasing Entities agree, therefore, that
unsatisfactory Contractor Service performance which is outside the control of
the Contractor will not be considered in a determination of the level of
performance.
ii. In the event the Contractor's Service failure or unsatisfactory performance is a
result of factors external to the PA, the Contractor agrees to make appropriate
recommendations to the Authorized Purchasing Entities in order that such
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external factors may be corrected to preclude future problems of a similar
nature. Within five (5) business days after such failure occurs, the Contractor
shall meet and confer with the Authorized Purchasing Entities regarding
appropriate next steps, which may include preparation, for the Authorized
Purchasing Entities review, comment and approval, of a milestone -based
action plan making such recommendations and corrections described in the
preceding sentence.
iii. In the event that the precise cause of a failure cannot be readily determined,
both the Authorized Purchasing Entities and the Contractor shall continue to
research the situation until the probable cause has been identified or until
agreement is reached that the probable cause cannot be identified. Within
five (5) business days after such failure occurs (or such other timeframe
specified in the solicitation), the Contractor shall meet and confer with the
Authorized Purchasing Entities regarding appropriate next steps, which may
include preparation, for the Authorized Purchasing Entities review, comment
and approval, of a milestone -based action plan for researching the probable
cause of the failure.
c) Levels of Performance Required
The Contractor shall perform the Deliverables or Services at the levels of quality,
completeness, accuracy, timeliness, responsiveness and efficiency that are
consistent with the accepted industry standards or Service Level Agreements
applicable to the performance of such Deliverables and the Services or, if higher,
the levels of the same received by the Authorized Purchasing Entities prior to the
Effective Date and as set out in applicable Service performance exhibits or the
Purchase Order, agreed upon by the parties and incorporated into the Contract.
Without limiting the foregoing or other obligations of the Contractor, for those
Deliverables, requirements, and Services for which the Purchase Order specifies a
particular Service level, the Contractor shall provide all Deliverables, requirements,
and Services at levels at least in accordance with such Service levels.
d) Remedies for Unacceptable Levels of Performance
The remedies provided in this section shall be in addition to any remedies
regarding Warranty. If a Contractor Deliverable, requirement, or Service does not
meet the minimum level of performance as set forth in the Purchase Order, the
remedy or process for correction set forth in the Purchase Order will be followed
by the parties. If the specific Deliverable or Service has no remedy or process for
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correction set forth in the Purchase Order, Authorized Purchasing Entities shall
promptly notify the Contractor in writing of such unacceptable performance and
the impact on the Authorized Purchasing Entities, and the Contractor shall
promptly initiate action to remedy the unsatisfactory performance. The Contractor
shall, at its option, take one or more of the following actions to correct the situation:
i. Provide on -site Contractor personnel for analysis of the problem;
ii. Replace the faulty Equipment, Deliverable or Service;
iii. Provide substitute Equipment, Deliverable or Service satisfactory to the
Authorized Purchasing Entities;
iv. Modify the Equipment, Deliverable or Service; or
v. Take any other action with which the Authorized Purchasing Entities concurs.
If the Contractor fails to correct an unacceptable level of performance with
respect to any Equipment, Deliverable, or Service to the requirements of the PA
during the thirty (30) calendar days following receipt of written notice from the
Authorized Purchasing Entities (or such other timeframe specified in the Contract),
the Authorized Purchasing Entities and the Contractor can mutually agree to
extend the time to a specified date. If the Contractor fails to correct the situation
to the satisfaction of the Authorized Purchasing Entities by the end of the specified
time period, then, without limiting any other remedy specified in the Contract, the
Authorized Purchasing Entities may (i) secure replacement Equipment,
Deliverables or Services with the Contractor responsible for payment of Costs to
Cover, and/or (ii) terminate that portion of the Purchasing Order relating to the
deficient equipment, Deliverable, Requirement, or Service. The above -described
remedies are not intended to constrain either party from any other action mutually
agreed to by the Contractor and the Authorized Purchasing Entities as being more
appropriate or to limit any of the Authorized Purchasing Entities other rights and
remedies under this Contract, at law or in equity, including the exercise of Section
46 (Set -Off Rights).
e) Replacement or Substitution of Equipment by the Contractor
If the Contractor, in an attempt to improve the level of performance, replaces or
substitutes Equipment or Service that meets all of the PA requirements, such
replacement or substitution shall be at no cost to the Authorized Purchasing
Entities.
f) Review of Performance
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The Contractor's performance will be periodically evaluated in accordance with
the Service levels for each Service delivered throughout the term of this Contract.
In accordance with the California Government Code, the Contractor
performance evaluation will be completed within the guidelines of the State
Administrative Manual.
Ec?E' �&"A,I"A,:jl���J
a) If at any time after award of this Contract, the Contractor becomes unable to
provide any part of its contracted Services, the Contractor must, within ten (10)
Business Days, notify the Authorized Purchasing Entities in writing to seek a potential
resolution, and if appropriate, propose a replacement of those Services which it
can no longer provide. The replacement must be at no cost to the Authorized
Purchasing Entities, and shall be materially equivalent to or exceed the proposed
Service which was previously offered and accepted by the Authorized Purchasing
Entities in the Contractor's Final Bid or awarded Contract.
b) The Authorized Purchasing Entities reserve the sole right to determine if the
proposed replacement is acceptable. An inability to provide a Mandatory
requirement may be grounds for PA termination in whole or in part.
40. DISPUTES
Unless otherwise specified in the Contract:
a) The parties shall deal in good faith and attempt to resolve potential disputes
informally.
b) If the dispute persists, the Contractor shall submit to the Authorized Purchasing
Entities' Director or designee a written demand for a final decision regarding the
disposition of any dispute between the parties arising under, related to or involving
this PA. The Contractor's written demand shall be fully supported by factual
information, and if such demand involves a cost adjustment to the applicable
Purchase Order, the Contractor shall include with the demand a written statement
signed by an authorized person indicating that the demand is made in good faith,
that the supporting data are accurate and complete and that the amount
requested accurately reflects the Purchase Order adjustment for which the
Contractor believes the Authorized Purchasing Entities are liable. The Authorized
Purchasing Entities' Director or designee shall have thirty (30) days after receipt of
the Contractor's written demand invoking this Section 42 (Disputes) to render a
written decision. If a written decision is not rendered within thirty (30) days after
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receipt of the Contractor's demand, it shall be deemed a decision adverse to the
Contractor's contention.
c) If the Contractor is not satisfied with the decision of the Authorized Purchasing
Entities' Director or designee, the Contractor may appeal the decision, in writing,
within fifteen (15) days of its issuance (or the expiration of the thirty (30) day period
in the event no decision is rendered by the Authorized Purchasing Entities, to the
Department of Technology, Statewide Technology Procurement Deputy Director
or designee, who shall have thirty (30) days to render a final decision. If the
Contractor does not appeal the decision of the Authorized Purchasing Entities'
Director or designee, the decision shall be conclusive and binding regarding the
dispute and the Contractor shall be barred from commencing an action in court.
d) Pending the final resolution of any dispute arising under, related to or involving this
PA, the Contractor agrees to diligently proceed with the performance of the
applicable Purchase Order.
e) Any final decision of the State shall be expressly identified as such, shall be in
writing, and shall be signed by the Department of Technology Statewide
Technology Procurement Deputy Director or designee if an appeal was made. If
Department of Technology Statewide Technology Procurement Deputy Director
or designee fails to render a final decision within thirty (30) days after receipt of the
Contractor's appeal for a final decision, it shall be deemed a final decision
adverse to the Contractor's contentions. The State's final decision shall be
conclusive and binding regarding the dispute unless the Contractor commences
an action in a court of competent jurisdiction to contest such decision within ninety
(90) days following the date of the final decision or one (1) year following the
accrual of the cause of action, whichever is later.
41.STOP WORK
a) The Authorized Purchasing Entities may, at any time, by written Stop Work Order to
the Contractor, require the Contractor to stop all, or any part, of the work called
for by the applicable Purchase Order for a period of forty-five (45) days after the
Stop Work Order is delivered to Contractor, and for any further period to which the
parties may agree. The Stop Work Order shall be specifically identified as such and
shall indicate it is issued under this clause. Upon receipt of the Stop Work Order,
the Contractor shall immediately comply with its terms and take all reasonable
steps to minimize the incurrence of costs allocable to the work covered by the
Stop Work Order during the period of work stoppage. Within a period of forty-five
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(45) days after a Stop Work Order is delivered to the Contractor, or within any
extension of that period to which the parties shall have agreed, the Authorized
Purchasing Entities shall either: (i) Cancel the Stop Work Order; or (ii) Terminate the
work covered by the Stop Work Order as provided for in the termination for default
or the termination for convenience clause of the PA.
b) If a Stop Work Order issued under this clause is canceled or the period of the Stop
Work Order or any extension thereof expires, the Contractor shall resume work. The
Authorized Purchasing Entities shall make an equitable adjustment in the delivery
schedule, the Purchase Order price, or both, and the Purchase Order shall be
modified, in writing, accordingly, if: (i) The Stop Work Order results in an increase in
the time required, or in the Contractor's cost properly allocable to the
performance of any part of this Contract; and (ii) The Contractor asserts its right to
an equitable adjustment within sixty (60) days after the end of the period of work
stoppage; provided, that if the Authorized Purchasing Entities decides the facts
justify the action, the Authorized Purchasing Entities may receive and act upon a
proposal submitted at any time before final payment under this Contract.
c) If a Stop Work Order is not canceled and the work covered by the Stop Work Order
is terminated in accordance with the provision entitled Termination for the
Convenience of the State, the State shall allow reasonable costs resulting from the
Stop Work Order in arriving at the termination settlement.
d) The State and Authorized Purchasing Entities shall not be liable to the Contractor
for loss of profits because of a Stop Work Order issued under this clause.
42. COVENANT AGAINST GRATUITIES
The Contractor represents and warrants to the State that no gratuities (in the form of
entertainment, gifts or otherwise) were offered or given by the Contractor, or any agent
or representative of the Contractor, to any officer or employee of the State with a view
toward securing the PA or securing favorable treatment with respect to any
determinations concerning the performance of the PA. For breach or violation of this
representation and warranty, the State shall have the right to terminate the PA, either in
whole or in part. The rights and remedies of the State provided in this clause shall not be
exclusive and are in addition to any other rights and remedies provided by law or equity.
43.ASSIGNMENT OF ANTITRUST ACTIONS
Pursuant to Government Code sections 4552, 4553, and 4554, the following provisions are
incorporated herein:
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a) In submitting a bid to the State, the supplier offers and agrees that if the bid is
accepted, it will assign to the State all rights, title, and interest in and to all causes
of action it may have under section 4 of the Clayton Act (15 U.S.C. 15) or under
the Cartwright Act (Chapter 2, commencing with section 16700, or Part 2 of
Division 7 of the Business and Professions Code), arising from purchases of
Equipment, material and other items, or Services by the supplier of sale to the State
pursuant to the solicitation. Such assignment shall be made and become effective
at the time the State tenders final payment to the supplier.
b) If the State receives, either through judgment or settlement, a monetary recovery
for a cause of action assigned under this chapter, the assignor shall be entitled to
receive reimbursement for actual legal costs incurred and may, upon demand,
recover from the State any portion of the recovery, including treble damages,
attributable to overcharges that were paid by the assignor but were not paid by
the State as part of the bid price, less the expenses incurred in obtaining that
portion of the recovery.
c) Upon demand in writing by the assignor, the assignee shall, within one year from
such demand, reassign the cause of action assigned under this part if the assignor
has been or may have been injured by the violation of law for which the cause of
action arose and (i) The assignee has not been injured thereby, or (ii) The assignee
declines to file a court action for the cause of action.
44. RECYCLING
The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact,
percentage of post -consumer material as defined in the Public Contract Code section
12200 -12209, in products, materials, Equipment, or supplies offered or sold to the State
that fall under any of the statutory categories regardless of whether the product meets
the requirements of section 12209.
The certification shall be provided by the Contractor, even if the product or good
contains no postconsumer recycled material, and even if the postconsumer content is
unknown. With respect to printer or duplication cartridges that comply with the
requirements of section 12156(e), the certification required by this subsection shall
specify that the cartridges so comply (Public Contract Code section 12205(b) (2)) . A state
agency contracting officer may waive the certification requirements if the percentage
of postconsumer material in the products, materials, Equipment, or supplies can be
verified in a written advertisement, including, but not limited to, a product label, a
catalog, or a manufacturer or vendor Internet web site. The Contractor is to use, to the
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maximum extent economically feasible in the performance of the PA work, recycled
content products (Public Contract Code section 12203(d)).
45.CHILD SUPPORT COMPLIANCE ACT
For any PA in excess of $100,000, the Contractor acknowledges in accordance with
Public Contract Code section 7110, that:
a) The Contractor recognizes the importance of child and family support obligations
and shall fully comply with all applicable State and federal laws relating to child
and family support enforcement, including, but not limited to, disclosure of
information and compliance with earnings assignment orders, as provided in
Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family
Code; and
b) The Contractor, to the best of its knowledge is fully complying with the earnings
assignment orders of all employees and is providing the names of all new
employees to the New Hire Registry maintained by the California Employment
Development Department.
46. SET-OFF RIGHTS
Notwithstanding anything to the contrary in this Contract, and in addition to the other
rights of the State and/or the applicable Authorized Purchasing Entities hereunder with
respect to disputing invoices or withholding amounts, the State and/or the Authorized
Purchasing Entities, in its sole discretion, may set off against any and all amounts
otherwise payable to the Contractor pursuant to any of the provisions of this Contract:
(i) any and all amounts claimed by the State and/or the Authorized Purchasing Entities
in good faith to be owed by the Contractor to the State and/or the Authorized
Purchasing Entities to any of the provisions of this Contract; and (ii) any and all amounts
that the State and/or Authorized Purchasing Entities believes in good faith that it does
not owe to the Contractor pursuant to any of the provisions of this Contract. Within
twenty (20) calendar days after any such set-off by the State and/or applicable
Authorized Purchasing Entities, the State and/or applicable Authorized Purchasing
Entities shall provide the Contractor with a written accounting of such set-off, a written
statement of the reasons therefore, and a reasonable opportunity to meet and discuss
the claimed set-off. In the event the Contractor does not agree with the set-off applied,
the Contractor or Authorized Purchasing Entities may contact the State to seek equitable
resolution or exercise its rights under applicable law.
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47. CONTRACTOR PERSONNEL
a) When the Contractor needs access to Authorized Purchasing Entities' premises to
perform the required Services under this Contract, the Contractor personnel shall
perform their duties during Authorized Purchasing Entities' regular work days and
normal work hours, except as may be specifically agreed to otherwise by the
Authorized Purchasing Entities and the Contractor.
b) The Authorized Purchasing Entities reserve the right to disapprove the continuing
assignment of the Contractor personnel working on Authorized Purchasing Entities'
premises. If the Authorized Purchasing Entities exercise this right, and the
Contractor cannot immediately replace the disapproved personnel, the
Authorized Purchasing Entities agree to an equitable adjustment in schedule or
other terms that may be affected hereby.
c) The Contractor will make every effort consistent with sound business practices to
honor the specific, commercially reasonable request of the Authorized Purchasing
Entities with regard to assignment of its employees; however, subject to the above
paragraph and the paragraph below, the Contractor reserves the sole right to
determine the assignment of its employees. If a Contractor employee is unable to
perform due to illness, resignation, or other factors beyond the Contractor's
control, the Contractor will make reasonable effort to provide suitable substitute
personnel.
The Contractor represents that the individuals designated as PA Contact in the PA
are, and promises that any subsequent PA Contact shall be, experienced
professionals, possessing the appropriate knowledge, skills, and expertise to
perform properly their assigned duties. The Contractor may transfer or terminate
PA Contact at any time in the event the needs of the Contractor's business support
a transfer, or the individual is eligible for a promotion or other positive type of
employment opportunity, or the individual's personal life experience requires a
transfer, or the individual's employment is terminated for "good cause" (which
term, as used in this Contract, means cause for termination, including a lay-off, as
determined in accordance with the Contractor's employment policies,
consistently applied). The Contractor shall exercise every reasonable effort to
notify the State prior to the transfer of PA Contact to another position within the
Contractor's organization, including upon any such replacement or reassignment
if the function being performed by the individual being replaced or reassigned is
eliminated from the Services. If any of the PA Contact is reassigned, becomes
incapacitated, or ceases to be employed by the Contractor, and therefore
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becomes unable to perform the functions or responsibilities assigned to such
person, the Contractor shall promptly replace such person with another person at
least as well qualified to perform such functions and responsibilities as the person
being replaced.
The parties acknowledge that qualifications include a mix of experience and
education and that equally qualified individuals may have different mixes thereof.
The Contractor shall cause its subcontractors to comply with this provision with
respect to any of individuals of such subcontractors that are designated as PA
Contact.
48.CONTRACTOR BUSINESS RELATIONSHIP RESPONSIBILITY
The Contractor shall cooperate in good faith with the State and Authorized Purchasing
Entities and the other contractors as necessary, including participation in any advisory
forum established by the State and Authorized Purchasing Entities and the establishment
of business processes that facilitate the orderly Transition, Migration, and Transfer of
Authorized Purchasing Entities to other said Services and the implementation of any other
ongoing provisioning support for Services.
49. PROVISIONING OF DELIVERABLES AND SERVICES
The Authorized Purchasing Entities may order Deliverables and Services under the PA by
issuing the appropriate Purchase Order. The Contractor will not commence provisioning
Deliverables or Services for a given Authorized Purchasing Entities until the Contractor
receives a complete, signed, accepted, and accurate order form.
50. NEED FOR CONTRACTOR SERVICES DUE TO EMERGENCY
Unless otherwise specified in the Purchase Order, an emergency is defined in Public
Contract Code Section 1102: "Emergency," as used in this code, means a sudden,
unexpected occurrence that poses a clear and imminent danger, requiring immediate
action to prevent or mitigate the loss or impairment of life, health, property, or essential
public Services.
a) The Contractor shall make reasonable effort to assist the Authorized Purchasing
Entities in procuring use of the Contractor Services consistent with that provided
under the PA to meet emergencies. The price for such compatible Services shall
be reasonably set by the Contractor and, to the extent possible, shall be no
greater than the PA rates set forth in the PA.
b) The Authorized Purchasing Entities, at its option, may accept or reject the use of
emergency equipment.
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51. NON-EXCLUSIVE AGREEMENT
Nothing in the PA shall be construed as a requirements contract or interpreted as
preventing the Authorized Purchasing Entities from obtaining, consistent with Authorized
Purchasing Entities policy, any portion, component, subset or all of the Services offered
under the terms and conditions of the PA, or any other Services (analogous, similar,
comparable or otherwise) from third parties, or providing the same to itself. Nor shall
anything in the PA be construed or interpreted as limiting the Authorized Purchasing
Entities right or ability during the Term of the PA to increase or decrease its demand for
Services hereunder. To the extent the Authorized Purchasing Entities, consistent with
Authorized Purchasing Entities policy, obtains from third parties, or provides to itself,
replacement Services for any of the Services hereunder, the amount to be paid to the
Contractor by the Authorized Purchasing Entities will be for Products and Services
delivered and for the remaining Products and Services.
52. CHARGES
Unless otherwise specified in the Purchase Order (or rate plan thereunder):
The Contractor agrees that the Authorized Purchasing Entities are not subject to any
minimum monthly usage charges for any Services contracted under this Contract.
a) The Contractor agrees that Services not identified in the PA may not be provided
nor charged to the Authorized Purchasing Entities pursuant to the PA, but that the
Contractor may use the invoicing process of the PA so as to allow for invoicing of
Services not related to the PA, provided that such items are clearly identified as
not related to the PA and the Contractor otherwise complies with the requirements
in the PA related to invoicing.
b) The Contractor agrees that charges not identified in the PA may not be assessed
to the Authorized Purchasing Entities in accordance with subsection a).
c) Invoices for all contracted Services shall not be subject to late payment charges
prior to the Purchase Order defined due date.
53. CONTRACTOR COMMITMENTS AND REPRESENTATIONS
Any written commitment by a duly authorized representative of the Contractor within
the scope of the PA shall be binding upon the Contractor. Failure of the Contractor to
fulfill any such commitment shall render the Contractor liable for performance deficiency
charges or other damages due to the Authorized Purchasing Entities as set forth herein.
Such written commitments include but are not limited to:
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a) Any warranty or representation expressly made by the Contractor as to
Deliverables, Service, equipment or software performance, total System
performance, or other physical design or functioning characteristics of a Machine
or software System.
b) Any warranty or representation expressly made by the Contractor concerning the
characteristics of the items described in (a) above, made in any publication,
drawings, or specifications accompanying or referred to in the PA.
c) Any written notification of or affirmation or representation as to the above which
is made by the Contractor in or during the course of negotiations and which is
incorporated into a formal amendment to the PA .
54.SERVICE TO PUBLIC ENTITIES AND LOCAL GOVERNMENT AGENCIES
In accordance with Government Code Section 11541, the Contractor agrees to provide
Service to all Authorized Purchasing Entities in the State pursuant to the PA and hereby
acknowledges that the State is not responsible for payment, Deliverables, requirements
or services rendered these entities. The Contractor agrees that it shall have no recourse
against the State for any act or omission of the Authorized Purchasing Entities, which
arises from the Contractor furnishing Equipment or Services pursuant to the PA. The
Contractor understands and acknowledges that under the PA the State neither promises
nor guarantees any minimum amount of revenue for the Contractor or minimum amount
of Deliverables, requirements, or Services to be purchased.
55. SERVICE COSTS
The Contractor's list of Service and product descriptions accepted by the Authorized
Purchasing Entities shall correlate the Service to the associated PA rates as applicable
under the PA. All Service costs will include all monthly recurring and usage charges,
volume discounts, and non -recurring charges as applicable. Listed pricing will include all
elements necessary to configure an instance of working Service including activation,
delivery, and training. Any no -cost items will be clearly identified and any Service
elements without associated pricing will be considered no charge items.
56. FEDERAL UNIVERSAL SERVICE FUND
Federal Grant programs are available to schools and libraries under the Universal Service
Fund. This program, also referred to as E-rate funding, provides support to schools and
libraries in accessing telecommunications Services. To the extent such programs are
applicable to the Services under the PA, as determined by the Authorized Purchasing
Entities, or required by law, the Contractor agrees to:
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a) Provide PA Services to public entities qualified for Universal Service Fund Support;
b) Be certified as a Universal Service Administrative Company (USAC);
c) Meet Federal requirements for timeliness and accuracy in processing E-rate and
other USAC program request and invoicing; and
57. EXISTING EQUIPMENT & TITLE TO EQUIPMENT
a) The Contractor agrees to reasonably accommodate Authorized Purchasing
Entities and utilize existing equipment. The Contractor's proposed Services shall
reasonably accommodate the use of such existing Authorized Purchasing Entities'
equipment.
Title to equipment, accessories, and devices provided under the PA shall not vest
in the State, unless such items are purchased by the State. All devices and
accessories furnished by the Contractor hereunder, except those purchased by
the Authorized Purchasing Entities, shall accompany the equipment when
returned to the Contractor.
58. UNLAWFUL USE
Authorized Purchasing Entities will not use any Service for any unlawful purpose. Without
limiting any other remedy specified in the PA, the Contractor reserves the right to take
any action it deems necessary to prevent unlawful use and to control fraudulent use.
Such actions by the Contractor may include, but are not limited to, blocking certain
traffic, refusing to accept calling card, collect calling and or third number calls, or
discontinuing provision of Service to the End -User or canceling the End -User's account.
59. DISENTANGLEMENT (MIGRATION -OUT)
a) Term Migration -Out shall be synonymous with Disentanglement. The Migration -Out
shall begin on the earlier of the following dates, as applicable, the "Migration -Out
Commencement Date": (1) as elected by the State, up to sixty (60) calendar days
prior to the end of the PA Term that the State has not elected to extend pursuant
Section 3 (PA Effective Date) or has already extended fully as permitted under this
section; or (2) the date a Notice of Termination is delivered pursuant to Section 19
(Termination for the Convenience of the State) or Section 20 (Termination for
Default); or (3) the Authorized Purchasing Entities' election pursuant to Section 54,
Non -Exclusive Agreement, to obtain any portion, component, subset or all of the
Services offered under the terms and conditions of the PA, or any other Services
(analogous, similar, comparable or otherwise) from third parties, including other
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Contractors, or to provide the same to itself. The Contractor shall provide
Migration -Out Services until it has completed the obligations of this Section.
The Contractor's obligation to continue to provide the affected Services shall
continue until the earlier of (i) completion of a migration to a new Service provider
as provided in this Section, or (ii) eighteen (18) months after the effective date of
any termination or expiration. During Migration -Out, the Contractor shall continue
to provide Service(s) in a manner consistent with the Contractor's provision and
performance of such Service(s) during the period such Service(s) were provided
to the Authorized Purchasing Entities hereunder.
b) Subject to the performance by the Authorized Purchasing Entities and any
subsequent provider of similar Services, the Contractor shall cooperate fully with
the Authorized Purchasing Entities and third parties and shall take all actions
requested by the Authorized Purchasing Entities or as necessary to accomplish a
smooth, complete conversion of responsibility for the Services being terminated
from the Contractor to the Authorized Purchasing Entities, or to any replacement
provider designated by the Authorized Purchasing Entities (a "Migration -Out"),
with no material interruption of, or adverse impact on, the Authorized Purchasing
Entities in any way, including on the Services. In the event the Authorized
Purchasing Entities elects to terminate any Service (but not all Services in the
aggregate) pursuant to the terms hereof, the Contractor shall perform its
Migration -Out obligations hereunder to the extent applicable to the Service or
Services being terminated. The Contractor's obligations hereunder regarding the
collection and payment to the California Department of Technology of
administrative fees shall continue throughout Migration -Out.
c) If the Authorized Purchasing Entities determines that the Contractor has not
complied, or is unlikely to comply, with Migration -Out requirements identified in the
Migration -Out Plan, and such non-compliance was a direct result of the
Contractor, Subcontractor or supplier, and not due to any third party or situations
outside the control of the Contractor, as determined by the Authorized Purchasing
Entities, the Authorized Purchasing Entities may give written notice to the
Contractor of non-compliance. After such notice, the Contractor shall provide to
the Authorized Purchasing Entities all necessary additional Contractor personnel
to accelerate performance as may be required or necessary to timely achieve
compliance or, if the Contractor has already failed to comply, achieve
compliance within a re -adjusted time frame established by the Authorized
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Purchasing Entities. The Contractor shall have seven (7) calendar days, or longer if
agreed to by the Authorized Purchasing Entities in writing, to achieve compliance.
For each material Migration -Out requirement not completed after the notice of
non-compliance period, the Authorized Purchasing Entities shall be entitled to
invoice the Contractor for up to $2,000 per day for each material deficiency, not
to exceed $10,000 per day for all deficiencies until the Contractor is in material
compliance with the requirements of the Migration -Out Plan. The Contractor may
exercise its dispute rights under Section 42 (Disputes), in the event that the
Contractor disagrees with the Authorized Purchasing Entities application of this
Section; however, pending final resolution of any dispute, the Contractor shall
diligently proceed without disruption or delay with the performance of the
Migration -Out Plan.
All Migration -Out Services performed by the Contractor during the conversion shall
be performed by the Contractor at no additional cost to the Authorized
Purchasing Entities beyond what the Authorized Purchasing Entities would pay for
the Services.
The Contractor shall provide to the Authorized Purchasing Entities all their data and
documentation and other information reasonably requested by the Authorized
Purchasing Entities in connection with the conversion that is sufficient to enable
the Authorized Purchasing Entities, or another reasonably competent Service
provider, to fully assume the provision of any terminated Services. Except as the
Contractor is otherwise required to retain such data under the PA or by law, the
Contractor shall destroy all copies of Customer data not turned over to the
Authorized Purchasing Entities.
The Contractor shall export all artifacts and data to the requesting Customer. The
Authorized Purchasing Entities reserves the right to define export data formats,
storage media type, locations to which data is to be delivered, and other special
criteria deemed necessary for successful Migration -Out.
d) To the extent applicable to the Services provided by the Contractor hereunder,
the Contractor shall provide to the Authorized Purchasing Entities as complete and
accurate an inventory as is reasonably practicable and such other information
regarding such items as the Authorized Purchasing Entities reasonably requests
and is necessary for Migration -Out of Services.
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60. SUBCONTRACTORS
As prime vendor, Contractor is responsible for overall service performance and requires
the ability to manage its subcontractors as necessary to fulfill the overall service
performance if and when a subcontractor is required.
As additional clarification, Contractor does not consider local exchange carriers to be
Contractor's subcontractors and will not be responsible for the actions or inactions of
access providers. In addition, Contractor does not consider subcontractor requirements
set forth in this PA to be applicable to any agreements, subcontracts or other business
arrangements between Contractor and its affiliates, roaming partners, suppliers,
subcontractors or any third -parties relating to the provision of any Products or Services
purchased or used by a customer (collectively, "General Supply & Support Agreements")
where such General Supply and Support Agreements were entered into for the purpose
of providing Products and Services to Contractor's customers generally (as opposed to
specifically for the applicable Authorized Purchasing Entity) .
61.SECURITY AND POLICIES
Unless otherwise specified in the PA or Purchase Order:
At all times during the Term, in addition to any other requirements in the PA, at all times
during the Term, the Contractor shall provide all Services, use all resources related
thereto, and use, operate, support, and maintain any systems, in an appropriately secure
and commercially reasonable manner ("Security Policies").
The Contractor shall at all times take all reasonably necessary and appropriate action
with regard to the prevention, detection, and elimination, by all appropriate means, of
fraud, abuse, and other inappropriate or unauthorized access to and use of systems and
the networks involved with the provision or receipt of Services, including the
implementation and deployment network management and maintenance applications
and tools, the use of appropriate encryption technologies, and other security -related
Services. In addition, with respect to the premises of the State and Authorized Purchasing
Entities, all Contractor personnel (including personnel of any subcontractors) shall be
subject to, and shall at all times conform to, all of the State or Authorized Purchasing
Entities' policies, procedures, rules, and requirements regarding the protection of
premises, materials, equipment, and personnel, as the State or Authorized Purchasing
Entities shall provide (in writing or electronically) in advance to the Contractor. The
Contractor shall, and shall cause the Contractor personnel and subcontractors to, fully
comply with and abide by all such Security Policies provided in advance to the
Contractor at all times during the Term. Any violation or disregard of such Security Policies
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by an individual shall be cause for denial of access of such individual to the State or
Authorized Purchasing Entities' property. The Contractor shall exercise due care and
diligence to prevent any injury to person or damage to property while on the State or
Authorized Purchasing Entities' premises. The operation of the Contractor vehicles or
private vehicles of the Contractor personnel on the State or Authorized Purchasing
Entities' property shall conform to posted and other regulations and safe driving
practices. Vehicular accidents on the State or Authorized Purchasing Entities' property
and involving the Contractor personnel shall be reported promptly to the appropriate
State or Authorized Purchasing Entities' personnel. The Contractor shall, and shall cause
the Contractor personnel and subcontractors, to not exceed (or attempt to exceed) the
level of authorized access, if any, to any networks, computer or electronic data storage
systems of the State or Authorized Purchasing Entities' that may be granted during the
Term for purposes only of performing the Services hereunder.
62. ELECTRONIC WASTE RECYCLING ACT OF 2003
The Contractor certifies that it complies with the applicable requirements of the
Electronic Waste Recycling Act of 2003, Chapter 8.5, Part 3 of Division 30, commencing
with Section 42460 of the Public Resources Code. The Contractor shall maintain
documentation and provide reasonable access to its records and documents that
evidence compliance.
63. USE TAX COLLECTION
In accordance with PCC Section 10295.1, the Contractor certifies that it complies with
the requirements of Section 7101 of the Revenue and Taxation Code. The Contractor
further certifies that it will immediately advise the State and Authorized Purchasing Entities
of any change in its retailer's seller's permit or certification of registration or applicable
affiliate's seller's permit or certificate of registration as described in subdivision (a) of PCC
Section 10295.1.
64. EXPATRIATE CORPORATIONS
The Contractor hereby declares that it is not an expatriate corporation or subsidiary of
an expatriate corporation within the meaning of PCC Sections 10286 and 10286.1, and
is eligible to contract with the State and Authorized Purchasing Entities.
65. DOMESTIC PARTNERS
For contracts over $100,000, the Contractor certifies that the Contractor is in compliance
with Public Contract Code Section 10295.3.
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66. PRIORITY HIRING
For contracts including Services in excess of $200,000, the Contractor shall give priority
consideration in filling vacancies in positions funded by the contract to qualified
recipients of aid under Welfare and Institutions Code Section 11200 in accordance with
Public Contract Code Section 10353.
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