2018-40 approval of proposed contract gf-2019-c-0058 for

Appendix A

NFF Contract

Contract No. GF-2019-C-0058

1

BYAND BETWEEN

THE BOARD OF TRUSTEES

OF THE UNIVERSITY OF THE DISTRICT OF COLUMBIA

AND

NETWORKING FOR FUTURE, INC.

This Contract No. GF-2019-C-0058 (“Contract”) is entered into by and between the Board of

Trustees of the University of the District of Columbia, 4200 Connecticut Avenue, NW,

Washington, DC 20008, (the “University”) and Networking For Future Inc., 1331 Pennsylvania

Avenue NW Suite 1210, Washington DC 20004 (“NFF”), effective ____________.

In consideration of the mutual promises and covenants contained herein to be legally bound, the

University and NFF agree as follows:

1.0 ARTICLE I - SCOPE OF SERVICES / PERFORMANCE

1.1 Scope of Services. NFF agrees to furnish all labor, materials, equipment and supervision

necessary to provide data network upgrade and complete infrastructure upgrade for the

University using CISCO Inc. products to maintain equipment standardization, as described

in Exhibits A (Statement of Work – Service Order Form – Master Service Agreement), B

(Warranties),

C (Government of the District of Columbia Standard Contract Provisions for use with

District of Columbia Government Supplies and Services Contracts March 2007, D (Wage

Determination), and E (Living Wage Act of 2006 & Living Wage Act Fact Sheet), each of

which is incorporated and made a part of this Contract. For purposes of Exhibit C, any

reference therein to the “District” shall be interpreted as a reference to the University.

1.2 Standard of Performance.

1.2.1 NFF shall perform the services specified under this Contract with that standard of

care, skill, and diligence normally provided by a first class, professional

organization in the performance of similar services provided to other universities,

and to perform the services in a timely manner as required by this Contract.

1.2.2 NFF shall provide maintenance on all equipment provided under this Contract

throughout the contract period of performance. Additionally, NFF’s services shall

include facilitating any warranty claims made by the University under the

manufacturers’ warranties described in Exhibit B or to which the products are

otherwise subject.

2.0 ARTICLE II - TERM / TERMINATION

2.1 Term of Contract. The term of this Contract shall begin on January 1, 2019, or

following approval of this Contract by the DC Council if that occurs later, and shall

expire on December 31, 2019, unless earlier terminated in accordance with the


Page 2

terms of this Contract. Unless prevented from doing so for reasons wholly outside

of its control, NFF shall complete all of the services contemplated by this Contract

no later than September 30, 2019.

2.2 Termination.

The Chief Contracting Officer for the University may terminate this Contract for

default or convenience pursuant to, and as further provided in, DCMR Title 8B

§3061.

3.0 ARTICLE III - PAYMENT SCHEDULE; INDEMNIFICATION

3.1 During the term of this Contract the University shall pay the contractor for goods

actually purchased and delivered, and for services actually performed at the rates

provided in Exhibit A hereto. Total amount payable under this Contract shall not

exceed $5,688,911.51. At the end of each month during the term, NFF will prepare

and deliver an invoice reflecting the goods and services purchased and delivered

during that month. The University will pay proper and correct invoices upon

satisfactory completion of services or delivery of goods and within 30 days of

receipt of a proper invoice.

NFF shall coordinate payments and deliver or mail all invoices to the following

address:

University of the District of Columbia

Office of the Chief Finance Officer


4200 Connecticut Avenue, NW

Building 39, Suite 200-B

Washington, DC 20008

[email protected]

A detailed statement of its computation of goods and services provided shall

accompany each invoice, and NFF shall furnish additional supporting

documentation to the University upon request.

The check shall include the month and year the payment is for and the project name

“data network upgrade and complete infrastructure upgrade” in the memo of the

check. The check shall be submitted to the Contract Administrator with concurrent

copies to the Contract Officer for recording purposes.

3.2 University Indemnification. The University shall not be liable for any labor,

services or materials furnished by NFF, and no mechanics’ or other liens for any

such labor or materials shall attach to or affect the interest of the University in and

to the property occupied by the University. All contracts relative to any labor or

services shall, to the fullest extent permitted by applicable law, provide explicitly

mailto:[email protected]


Page 3

that the provider of all such labor or services waives any right to assert any

mechanic’s or material man’s claim or lien against the property occupied by the

University. NFF shall defend, indemnify, and hold harmless the University and its

agents, employees, and officers from and against all claims, mechanic’s liens,

material man’s liens, encumbrances, bond claims, damages, losses, and expenses,

including but not limited to attorneys’ fees and expert fees, arising out of or in

connection with the performance of the labor, services, or materials furnished for

the University. In addition, NFF shall, within thirty (30) calendar days of the filing

of any claim for a mechanic’s lien or material man’s lien, cause the property

occupied by the University to be released from any such lien or claim. If NFF fails

to do so, the University is authorized by NFF to remove or satisfy any such lien or

encumbrance, and NFF shall pay to the University all costs and damages incurred

by the University to do so, including attorneys’ fees.

4.0 ARTICLE IV - FACILITIES

4.1 Use of the University’s Facilities / Services. NFF and its employees or agents shall

have the right to use those facilities designated by the University, which are

necessary to perform services under this Contract and shall have no right of access

to any other facilities of the University without the expressed permission of the

University.

5.0 ARTICLE V - PERSONNEL

5.1 Management and Staff. NFF shall be responsible, at its sole cost and expense, to

employ all personnel necessary for the efficient operation of the University in

accordance with the requirements established by the University. NFF shall do

everything in its power to ensure that the management team and the staff of the

University are stable and that their conduct and interaction with the University

community, customers, and vendors are consistent with the mission of the

University.

NFF shall be responsible for the actions of its employees, agents, and independent

contractors hereunder and for the payment of all taxes, wages, benefits and other

costs associated with such persons. While on the University’s premises all

employees, agents and independent contractors of the contractor shall comply with

all applicable University policies and procedures. NFF shall be required to remove

any such employee, agent, or independent contractor from the University and the

University of the District of Columbia Community College (“UDC-CC”) at the

University’s request. The University will retain the right to require NFF at any time

to remove from University property any employee, agent, or representative of NFF

whose conduct, appearance, or performance is reasonably deemed by the

University to be unacceptable.

5.2 Employment of Workers. NFF shall employ only workers for duties under this

Contract that are eligible for such employment under applicable law (including but


Page 4

not limited to U.S. immigration law). To the fullest extent permitted by law and

without limiting any other indemnification obligations of NFF, NFF shall defend,

indemnify, and hold harmless the University from and against any and all claims

arising out of or related to NFF’s failure to employ workers that are eligible for

employment under applicable law (including but not limited to U.S. immigration

law).

5.3 Presence on the University’s Premises. NFF agrees that all persons working for or

on behalf of NFF whose duties require their presence on the University’s premises

shall obey all rules and regulations that are established by the University and shall

comply with the reasonable directions of the University’s officers, employees, or

agents. Further, NFF shall be responsible for the acts of its employees, contractors,

and agents while on the University’s premises and while they are acting in the

employment of NFF, or under its authority. Accordingly, NFF agrees to take all

reasonable measures to prevent injury and loss to persons or property located on

the University’s premises. NFF shall be responsible for all damage to persons or

property caused by NFF or any of its employees, contractors, or agents. NFF shall

promptly repair, to the satisfaction of the University, any damage that it, or its

employees, contractors, or agents may cause to the University’s premises or

equipment. On NFF’s failure to do so, the University may repair such damage and

NFF shall reimburse the University on demand for all costs relating to the repair.

NFF shall perform the services identified in this Contract without interfering in any

way with the activities of the University’s faculty, students, staff, tenants, or

visitors.

NFF shall verify that all subcontractors dealing with NFF performing any work

pursuant to this Contract have sufficient liability and workers’ compensation

insurance and shall obtain certificates evidencing such insurance. In addition, NFF

shall verify that all subcontractors dealing with NFF performing any work pursuant

to this Contract are properly licensed under the laws of the District of Columbia or

any other applicable laws to do the work that such subcontractor is hired to

complete. Finally, NFF shall provide the University with a written list of all

subcontractors who are performing work on the University’s campus and such

contractors must be approved in writing by the University prior to entering onto the

University’s campus. Such approval of subcontractors shall not be unreasonably

withheld.

6.0 ARTICLE VI - LIABILITY / INSURANCE

6.1 Independent Contractor. All of NFF’s employees furnishing services to the

University shall be deemed employees solely of NFF and shall not be deemed for

any purposes whatsoever employees or agents of, acting for or on behalf of, the

University. NFF shall perform all services pursuant to this Contract as an

independent contractor. NFF shall discharge all its duties and liabilities as such.

No acts performed or representations, whether oral or written, made by NFF with

respect to third parties shall be binding on the University.


Page 5

6.2 Insurance Requirements. NFF shall comply with all insurance requirements set

forth in Exhibit “F” attached hereto and incorporated herein by reference.

6.3 Manager. The UDC Manager assigned to the University by NFF must be approved

in advance by the University. Subsequent changes in assignments will be made by

NFF only after prior consultation with, and approval by, the University. The

University expects management continuity (i.e., limited turnover of the Manager)

in order for the contractor to meet the expectations and requirements of the

University.

6.4 Section 504 of the Rehabilitation Act of 1973, As Amended. During the

performance of the contract, NFF and any of its subcontractors shall comply with

Section 504 of the Rehabilitation Act of l973, as amended. This Act prohibits

discrimination against disabled people in federally funded program and activities.

See 29 U.S.C. §794 et seq.

6.5 Americans with Disabilities Act Of 1990 (ADA). During the performance of this

contract, NFF and any of its subcontractors shall comply with the ADA. The ADA

makes it unlawful to discriminate in employment against a qualified individual with

a disability. See 42 U.S.C. §12101 et seq.

6.6 Diversion, Reassignment and Replacement of Key Personnel. The key personnel

specified in the Contract are considered to be essential to the work being performed

hereunder. Prior to diverting any of the specified key personnel for any reason,

NFF shall notify the Contracting Officer at least thirty (30) calendar days in

advance and shall submit justification, including proposed substitutions, in

sufficient detail to permit evaluation of the impact upon the contract. NFF shall

obtain written approval of the Contracting Officer for any proposed substitution of

key personnel.

6.7 Background Checks. NFF shall do their own background checks for each employee

proposed to deliver services under this Contract.

7.0 ARTICLE VII -CHANGES

7.1 This Contract shall not be modified, altered, or changed except pursuant to Title 8B

DCMR Section 3062. The Chief Contracting Officer for the University is the only

person authorized to approve changes in any of the requirements of this Contract.

NFF shall not comply with any order, directive or request that changes or modifies

the requirements of this Contract, unless issued in writing and signed by the

Contracting Officer.


Page 6

In the event NFF effects any change at the instruction or request of any person other

than the Contracting Officer, the change will be considered to have been made

without authority.

7.2 Chief Contracting Officer

The Contracting Officer for contract issues for the University shall be:

Mary Ann Harris, Director and Chief Contracting Officer

Office of Strategic Sourcing and Procurement



Building 39, Suite 200-C


[email protected]

Tel: (202) 274-5426

Point of contact for contract issues for NFF shall be:

George Lewis

Networking For Future, Inc.

1331 Pennsylvania Avenue NW Suite 1210


[email protected]

Telephone: 202-266-4729

Contract Administrator

Michael Rogers

Manager, Network Architecture



Building 41


[email protected]

Tel: 202-274-5986

The Contract Administrator is responsible for general administration of the Contract and

advising the Contracting Officer as to NFF’s compliance or noncompliance with the

Contract. The Contract Administrator has the responsibility of ensuring that the work

conforms to the requirements of this Contract and such other responsibilities and authorities

as may be specified in the Contract. These include:

1. Coordinating site entry for NFF’s personnel, if applicable;

2. Determining the allowable, suspension or disapproval of costs;

3. Approving or disapproving of contractor invoices;





Page 7

4. Reviewing and approving or disapproving the contractor’s requests for payments under

progress payments;

5. Allowing or disapproving University property administration;

6. Monitoring contractor performance to ensure the submission of deliverables; and

7. Performing evaluations of contractor performance.

The Contract Administrator SHALL NOT have the authority to:

1. Award, agree to, or sign any contract, delivery order or task order. Only a Contracting

Officer shall make contractual Contracts, commitments or modifications;

2. Grant deviations from or waive any of the terms and conditions of the Contract;

3. Authorize the expenditure of funds by NFF;

4. Change the period of performance; or

5. Authorize the use of University property, except as specified under the Contract.

NFF shall be fully responsible for any changes not authorized in advance, in writing, by a

University Contracting Officer; and may be denied compensation or other relief for any

additional work performed that is not so authorized; and may also be required, at no

additional cost to the University, to take all corrective action necessitated by reason of the

unauthorized changes.

7.3 Assignment. NFF may not assign any rights or delegate any obligations created by this

Contract without prior written consent of the University which shall not be unreasonably

withheld. Any assignment in violation of this Contract is void. This Contract shall be

binding upon the successors, legal representatives and permitted assigns of the parties. This

Contract is made for the exclusive benefit of the parties, and no benefit to any third party is

intended.

7.4 Force Majeure. In the event that either party is unable, wholly or in part, to carry out its

obligations under this Contract, by reason of acts of God or public enemy, wars, blockades,

insurrections, civil disturbances, epidemics, landslides, lightning, earthquakes, fires, storms,

floods and washouts, and any other causes, whether of the kind enumerated herein or

otherwise, not within the control of the party unable to perform, then the obligations of this

Contract shall be suspended during the reasonable continuance of any inability so caused.

Work stoppages shall not be considered “force majeure” for which obligations of this

Contract may be suspended.

Each of the parties understands that the data network upgrade and complete infrastructure

upgrade for the University is essential to the operation of the University, and to that end, in

the event of the occurrence of an act of force majeure as set forth above, each party to this

Contract shall diligently pursue the removal of the force majeure so as to resume the

performance of this Contract as soon as possible after the act of force majeure so as to

minimize the interference with the provisions set forth in this Contract.

7.5 Waiver. Failure to insist upon strict compliance with any of the terms, covenants, or

conditions herein shall not be deemed a waiver of such terms, covenants, or conditions, nor


Page 8

shall any waiver or relinquishment of any right or power hereunder at any one time or more

times be deemed a waiver or relinquishment of any right or power at any other time or times.

7.6 Publicity. NFF shall at all times obtain the prior written approval from the Contracting

Officer before NFF, any of its officers, agents, employees or subcontractors, either during or

after expiration or termination of the contract, make any statement, or issue any material, for

publication through any medium of communication, bearing on the work performed or data

collected under this contract.

7.7 Conflict of Interest. NFF affirms that to the best of its knowledge, there exists no actual or

potential conflict of interest between NFF’s business or financial interests, and its services

under this Contract, and in the event of change in either its private interests or service under

this Contract, NFF shall inform the University regarding possible conflict of interest which

may arise as a result of such change. NFF also affirms that there exists no actual or potential

conflict between the University’s employees and NFF.

7.8 Severability. The presence in the text of this Contract of any clause, sentence, provision,

paragraph, or article held to be invalid, illegal, or ineffective by a Court of competent

jurisdiction shall not impair, invalidate, or nullify the remainder of this Contract. The effect

of any such holding shall be confined to the portion so held invalid.

7.9 Governing Law. This Contract shall be governed by and construed in accordance with the

domestic laws of the District of Columbia. All disputes or litigation arising out of this

Contract shall be brought in the Courts of the District of Columbia, which shall have

exclusive jurisdiction.

7.10 Compliance with All Laws. NFF shall comply with all laws, ordinances, rules, orders, and

regulations of federal, state and municipal governments, and of any and all of their

departments, divisions, bureaus, and subdivisions, applicable to the operation of the

University.

7.11Entire Contract. This Contract and the Exhibits attached hereto constitute and express the

whole Contract of the parties hereto with reference to the subject matter hereof and to any of

the matters or things herein provided for or hereinbefore discussed or mentioned in reference

to the subject matter hereof all prior promises, undertakings, representations, Contracts,

understandings and arrangements relative thereto being herein merged. This Contract

supersedes all prior statements and Contracts with respect thereto.

8.0 ARTICLE VIII - CONTRACT CLAUSES

8.1 Applicability of Standard Contract Provisions. The Standard Contract Provisions for use

with District of Columbia Government Supplies and Services Contracts dated March, 2007

(“SCP”) are incorporated as part of this Contract. To obtain a copy of the SCP contact the

Contract Administrator or go to www.ocp.dc.gov, click on OCP Policies under the heading

“Information”, then click on “Standard Contract Provisions – Supplies and Services

Contracts.”

http://www.ocp.dc.gov/


Page 9

8.2 Confidentiality of Information. All information obtained by NFF relating to any employee

or customer of the University will be kept in absolute confidence and shall not be used by

NFF in connection with any other matters, nor shall any such information be disclosed to any

other person, firm, or corporation, in accordance with the District and Federal laws governing

the confidentiality of records.

8.3 Confidentiality. NFF shall not publish or otherwise disclose, except to the University, any

information or data obtained hereunder or disclosed in connection herewith, except with the

prior written consent of the University. The University shall not publish or otherwise

disclose, except to NFF, any information or data obtained hereunder or disclosed in

connection herewith, except with the prior written consent of NFF or as required by

applicable law.

8.4 Time. Time, if stated in a number of days, will include Saturdays, Sundays, and holidays,

unless otherwise stated herein.

8.5 Other Contractors. NFF shall not commit or permit any act that will interfere with the

performance of work by another University Contractor or by any University employee.

8.6 Subcontracts. NFF hereunder shall not subcontract any of the NFF’s work or services to any

subcontractor without the prior written consent of the Contracting Officer. Any work or

service so subcontracted shall be performed pursuant to a subcontract Contract, which the

University will have the right to review and approve prior to its execution by NFF. Any such

subcontract shall specify that NFF and the subcontractor shall be subject to every provision

of this contract. Notwithstanding any such subcontract approved by the University, NFF

shall remain liable to the University for all NFF’s Work and services required hereunder.

8.7 Notice. Notices required or permitted by this Contract shall be deemed given when received

if sent by recognized overnight courier or first class mail, or postage prepaid to the following

address, or such other address as the party may specify by notice:

To The University: To NFF:

MaryAnn Harris, Director George Lewis

Office of Strategic Sourcing & Procurement Sr. Public Sector Acct Manager

University of the District of Columbia NFF Operations

4200 Connecticut Avenue, NW 3 Westbrook Corporate Center

Building 39, Suite 200-C Oak Brook, IL 60154


9.0 ARTICLE IX – ORDER OF PRECEDENCE:

In the event of any conflict between or among this contract and any of the documents

attached hereto as Exhibits, the conflict shall be resolved by precedence to the documents

in the following order:


Page 10

9.1 Articles 1 – 9.

9.2 Exhibit C - Government of the District of Columbia Standard Contract Provisions

for use with District of Columbia Government Supplies and Services Contracts

March 2007.

9.3 Exhibit A – Statement of Work

9.4 Exhibit A - Service Order Form

9.5 Exhibit A - Master Services Agreement

9.6 Exhibit B - Warranties

9.7 Exhibit E – Living Wage Act of 2006 if more than Wage Determination

9.8 Exhibit D - Wage Determination

IN WITNESS WHEREOF, the parties have caused this Contract to be executed by

their duly authorized representatives as of the day and yea r indicated on the first

page herein.

NETWORKING FOR FUTURE, INC.

Authorized Signature:

Signer's Printed Name:

George Lewis

Title:

Sr. Public Sector Account Manager

Date:

THE BOARD OF TRUSTEES

OF THE UNIVERSITY OF THE

DISTRICT OF COLUMBIA

Authorized Signature:

Signer's Printed Name:

Mary Ann Harris

Title:

Director, Office of Strategic Sourcing &

Procurement, Chief Contracting Officer

Date:


EXHIBIT F

INSURANCE REQUIREMENTS FOR NFF

NFF shall procure and maintain, all at times during the Term and for a period of three (3) years

thereafter, the types of insurance coverage specified below, which (i) shall be issued in form

reasonably acceptable to University by insurance companies qualified to do business in the

District of Columbia that have received an A or better (and be in a financial size category of

class VII or higher) rating by the latest edition of A.M. Best’s Insurance Rating Service and that

are otherwise reasonably satisfactory to University; (ii) designate as additional insureds,

University, University’s current and former trustees, officers, directors, employees, or agents,

and any other parties in interest from time to time designated in writing by notice from

University to NFF (collectively, the “Additional Insureds”); (iii) be written as primary policy

coverage and not contributing with or in excess of any coverage which University may carry;

(iv) provide for thirty (30) days’ prior written notice to University of any cancellation or other

expiration or material modification of such policy or any defaults thereunder; and (v) contain an

express waiver of any right of subrogation by the insurance company against the Additional

Insureds. Neither the issuance of any insurance policy required hereunder nor the minimum

limits specified herein with respect to NFF’s insurance coverage shall be deemed to limit or

restrict in any way NFF’s liability arising under or out of this Agreement. Prior to NFF’s

installation of any goods on University premises, or the performance of any services, and as may

be requested by University during the Term, NFF shall deliver to University copies of all policies

required to be carried by NFF or, at University’s option, binders or certificates showing the same

to be in full force and effect. NFF shall obtain such additional amounts of insurance and

additional types of coverage as University may reasonably request from time to time.

1. Commercial General Liability Insurance. NFF shall provide evidence that it carries

$1,000,000 per occurrence limits; $2,000,000 aggregate; Bodily Injury and Property

Damage including, but not limited to: premises-operations; broad form property

damage; Products and Completed Operations; Personal and Advertising Injury;

contractual liability and independent contractors.

2. Automobile Liability Insurance. NFF shall provide automobile liability insurance to

cover all owned, hired or non-owned motor vehicles used in conjunction with the

performance of this Contract. The policy shall provide a $1,000,000 per occurrence

combined single limit for bodily injury and property damage.

3. Workers’ Compensation Insurance. NFF shall provide Workers’ Compensation

insurance in accordance with the statutory mandates of the District of Columbia.

4. Employer’s Liability Insurance. NFF shall provide employer’s liability insurance as

follows: $1,000,000 per accident for injury; $1,000,000 per employee for disease; and

$1,000,000 for policy disease limit.

5. Umbrella or Excess Liability Insurance. NFF shall provide umbrella or excess liability

(which is excess over employer’s liability, general liability and automobile liability)

insurance as follows: $5,000,000 per occurrence.

6. Professional Liability Insurance (Errors & Omissions). NFF shall provide professional

liability insurance (errors and omissions) to cover liability resulting from any error or


omission in the performance of professional services under this Agreement. The policy

shall provide limits of $2,000,000 per occurrence for each wrongful act and $2,000,000

annual aggregate.

7. Crime Insurance. NFF shall maintain a third party crime policy to cover the dishonest

acts of NFFs employees, representatives, or agents that result in a loss to the University.

The policy shall provide a limit of $1,000,000 per occurrence.

8. Sexual/Physical Abuse & Molestation. NFF shall provide evidence that it carries

insurance coverage with $1,000,000 per occurrence limits; $2,000,000 aggregate. This

insurance coverage requirement shall be considered met if the general liability policy

includes sexual abuse and molestation coverage for the required amounts.

FISCAL IMPACT STATEMENT

TO: The Board of Trustees

FROM: Managing Director of Finance David A. Franklin

DATE: November 8, 2018

SUBJECT: Networking for Future (NFF)

Conclusion

It is concluded that the proposed contract between Networking for Future (NFF) and the

University of the District of Columbia (“University”) will not result in a negative financial

impact to the University. The University has identified sufficient funding in its FY2019

operating and capital budgets to cover the anticipated cost of $5,688,912 to execute the contract.

Background

The process employed by the Office of Strategic Sourcing & Procurement in awarding the

contract to Networking for Future involved a sole source proposal process. Networking for

Future is an IT firm focused on addressing business challenges with productive IT solutions,

bridging the gap between traditional networking and emerging technologies. Networking for

Future is uniquely qualified to help the University with Technology Solutions and Services that

improve productivity and collaboration efforts, while lowering operational costs.

The primarily objective of the contract agreement is for Networking for Future to provide the

University with installation and configuration services for the purchase of a critical infrastructure

upgrade systems affecting wide array of departments, offices, and units across the University.

Financial Impact

This request has been approved based upon the information provided.

Fund Type Comments Amount

Appropriated

Funds allocation by Mayor for IT infrastructure enhancement

project 2,000,000

Capital

Funds identified through CARES' capital IT support funds as

part of the comprehensive facilities infrastructure enhancement

project 3,688,912

Total 5,688,912

FY19 Funding Sources

2018-40 approval of proposed contract gf-2019-c-0058 for

Documents