ACS Agreement No. 252-000-09-ACS

ALTERNATE CONTRACT SOURCE AGREEMENT

For Use by all Eligible Users

TERMS AND CONDITIONS

This agreement (the “ACS Agreement”) is entered into by the Department of Management Services and the vendor(s) signed below (“Contractor”) for the purpose of authorizing and guiding use of U.S. Communities Contract No. RQ09-997736-42A-D, Technology Products/Equipment and Technology Services/Solutions, competitively solicited for and awarded by the County of Fairfax, Virginia to Contractors. Pursuant to section 287.042(16)(a)-(b), Florida Statutes, the Department of Management Services has evaluated the contract attached hereto as Exhibit B (the "Authorized Contract") and has determined that it is cost-effective and in the best interest of the state to authorize agencies and other eligible users to enter into transactions under the Authorized Contract Vendor. The terms and conditions contained in this Alternate Contract Source Agreement, the Special Conditions in Exhibit A including Price Sheets and all related license documentation, and the Terms and Conditions of the Contract shall apply to all transactions between the Vendor and a Buyer.

A. Scope State agencies and other eligible users (as defined by Rule 60A-1.005, F.A.C.) (hereinafter collectively referred to as “Customers” or a “Customer”) may make purchases from this ACS Agreement pursuant to the terms and conditions of the Authorized Contract as modified and supplemented herein.

B. Changes and Additions to the Authorized Contract

1. This Agreement shall become effective the last date signed below, and shall expire on April 30, 2013, unless terminated earlier. DMS reserves the right to cancel this contract at any time by giving 30 days' written notice to the Contractor.

2. In order to procure commodities or services from the Authorized Contract, Customers shall issue purchase orders referencing this ACS Agreement. Customers are responsible for

reviewing the terms and conditions of this ACS Agreement and the Authorized Contract attached as Exhibit B. The governmental entity that originally procured the underlying Contract is not a party to this Agreement or any purchase order issued by a Buyer hereunder by a Customer.

3. In order to complete any transaction authorized by this ACS Agreement, Contractor must be registered in MyFloridaMarketPlace. Rule 60A-1.031, F.A.C., is hereby incorporated by reference. The State of Florida, through the Department of Management Services, has instituted MyFloridaMarketPlace, a statewide eProcurement system. Pursuant to Section 287.057(23), F.S., (2002), all payments shall be assessed a Transaction Fee of one percent (1.0%), which Contractor shall pay to the State. For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be automatically deducted from payments to Contractor. If automatic deduction is not possible, Contractor shall pay the Transaction Fee pursuant to subsection 60A-1.031(2), F.A.C. By submission of these reports and corresponding payments, Contractor certifies their correctness. All such reports and payments shall be subject to audit by the State or its designee. Contractor shall receive a credit for any Transaction Fee paid by Contractor for the purchase of any item(s) if such item(s) are returned to Contractor through no fault, act, or omission of Contractor. Notwithstanding the foregoing, a Transaction Fee is non-refundable when an item is rejected or returned, or declined, due to Contractor’s failure to perform or comply with specifications or requirements of the agreement. Failure to comply with these requirements shall constitute grounds for declaring Contractor in default. DELINQUENT TRANSACTION FEES SHALL EXCLUDE CONTRACTOR FROM CONDUCTING FUTURE BUSINESS WITH THE STATE.

4. Transaction Fee Report: Contractor is required to submit monthly Transaction Fee Reports in electronic format. Transaction Fee Reports shall be submitted in accordance with the detailed fee reporting instructions and vendor training presentations available online at the Transaction Fee Reporting and Vendor Training subsections under Vendors on the MyFloridaMarketPlace website (located at http://dms.myflorida.com/business_operations/state_purchasing/myflorida_marketplace/mfmp_vendors/vendor_toolkit/mfmp_transaction_fee_and_reporting. 5. The provisions of section 287.058(1)(a), (c), and (f), F.S., are hereby incorporated by reference. If the transaction involves contractual services, the provisions of 287.058(1)(b), (d), and (e), F.S. are also incorporated by reference.

6. The State of Florida's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature. The Vendor shall comply with section 11.062, F.S. and 216.347, F.S., prohibiting use of funds to lobby the Legislature, Judiciary, or State agencies.

7. The Vendor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal,

State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Vendor shall comply with section 247A(e) of the Immigration and Nationalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran’s status.

8. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. A Vendor Ombudsman, whose duties include acting as an advocate for Vendors who may be experiencing problems in obtaining timely payment(s) from a state agency may be contacted at 850-413-5516 or by calling the Florida Department of Financial Services Consumer Hotline, 1-800-342-2762.

9. The exclusive venue of any legal or equitable action that arises out of or relates to this Agreement or the Contract shall be the appropriate state or federal court in Leon County, Florida; in any such action, Florida law shall apply, and the Vendor waives any right to jury trial that it may have.

10. The Department, at its sole discretion, may unilaterally revise the Contract Administrator

name and contact information during the term of this ACS Agreement.

11. Terms and conditions, inconsistent with or contrary to the terms and conditions of this ACS

Agreement and the Authorized Contract, shall not be added to or incorporated into this ACS

Agreement or the Authorized Contract by any subsequent purchase order or otherwise; any such

attempts to add or incorporate such terms and conditions shall be null and void.

12. The Contractor is responsible to submit a quarterly sales report, using the provided STC

reporting form, to the Contract Administrator noted below. Quarterly reports are due by the 15th

of the month following the end of the quarter. Fiscal years run from July 1 – June 30 of each

year. Fiscal quarters are as follows:

Quarter 1 – July 1 – September 30 (due October 15)

Quarter 2 – October 1 – December 31 (due January 15)

Quarter 3 – January 1 – March 31 (due April 15)

Quarter 4 – April 1 – June 30 (due July 15)

13. All transactions are subject to the terms of the following documents, which, in case of conflict, shall have the order of precedence listed:

This Agreement; The Special Conditions contained in Exhibit A (if any); and The Contract contained in Exhibit B. Any Purchase Order pursuant to this ACS Agreement

Agreed by:

Division of State Purchasing _________________________________________ Department of Management Services Contract Vendor

Signature: Signature:

_____________________________________ ___________________________________

Printed Name: Printed Name:

_____________________________________ ___________________________________

Date: Date:

______________________________________ ___________________________________

Exhibit A

Special Conditions

Although the referenced US Communities contract includes a vast selection of Information Technology products and services, the Department is approving the use of this Contract only for purchases that do not conflict with an existing State Term Contract.

Please review the Department's online listing of State Term Contracts for Information Technology hardware, services, software, and other products at http://dms.myflorida.com/business_operations/state_purchasing. This Alternate Contract Source is intended to supplement the existing State Term Contracts. This Alternate Contract Source is not intended to be used for the procurement of any products or services currently offered through any existing mandatory use State Term Contract.

Changes to the following information do not require a formal contract amendment and may be authorized by the Department's Contract Administrator:

Price Sheets Ordering Instructions DMS Contract Administrator

PRICE SHEETS

See the following links for current pricing:

GTSI Corp.

http://gtsi.com//uscommunities

Tech Depot

http://www.techdepot.com/pro/contract.asp?contractid=158&CatID=Z97149

Insight Public Sector, Inc.

www.ips.insight.com/uscommunities

ORDERING INSTRUCTIONS

Insight Public Sector, Inc.

FEIN: 36-3949000

VENDOR: Insight Public Sector, Inc.

STREET ADDRESS OR P.O. BOX: 105 West Fifth Ave

CITY, STATE, ZIP: Tallahassee, FL 32303

CONTACT: Dewey Hudson

PHONE: 800-491-6822 x 15

FAX: 800-222-3457

EMAIL: dewey.hudson@insight.com

Direct Orders from GTSI Corp.

FEIN: 54-1248422

VENDOR: GTSI Corp.

STREET ADDRESS OR P.O. BOX: 2553 Dulles View Drive, Suite 100

CITY, STATE, ZIP: Herndon, VA 20171-5219

CONTACT: Beverly Lester

PHONE: 800-681-2378

FAX: 703-222-5212

EMAIL: uscommunities@gtsi.com

Direct Orders from Tech Depot

FEIN: F061526627

VENDOR: Tech Depot

STREET ADDRESS OR P.O. BOX: 6 Cambridge Drive

CITY, STATE, ZIP: Trumbull, CT 06611

CONTACT: Chris Murphy

PHONE: 1-800-254-3855

FAX: (888) 251-4058

EMAIL: uscommunities@techdepot.com

CONTRACT ADMINISTRATOR

FOR ANY QUESTIONS, SUGGESTIONS, OR CONTRACT SUPPLIER PROBLEMS, PLEASE CONTACT:

Lori Potts

PHONE: (850) 487-4196

E-MAIL: Lori.Potts@dms.myflorida.com

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Exhibit B

The U.S. Communities Technology Products/Equipment and Technology Services/Solutions, No. RQ09-997736-42A-D is hereby incorporated as Exhibit B to this agreement.

http://www.uscommunities.org/Products/Products.aspx?cid=5

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