State of Wisconsin
Department of Administration
DOA-3049 (R01/2000)
S. 51.01(5) Wis. Stats.; s. 111.32(13m) Wis. Stats.
State Bureau of Procurement
101 East Wilson Street, 6 th Floor
P. O. Box 7867
Madison, WI 53707-7867
Commodity or Service:
Request for Bid No: 28026-LAA
Contract Period:
Contract No:
1. This contract is entered into by and between the State of Wisconsin, Department of Administration, and the contractor whose name, address, and principal officer appears below;
2. Whereby the State Bureau of Procurement, Department of Administration, agrees to direct the purchase and the contractor agrees to supply the contract requirements cited above in accordance with the terms and conditions of the request for bid cited above, and in accordance with the contractor's bid submitted on this request for bid; which request for bid is hereby made a part of this contract;
3. In connection with the performance of work under this contract, the contractor agrees not to discriminate against any employe or applicant for employment because of age, race, religion, color, handicap, sex, physical condition, developmental disability as defined in s.51.01(5), Wis. Stats., sexual orientation as defined in s.111.32(13m), Wis. Stats., or national origin. This provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Exc ept with respect to sexual orientation, the contractor further agrees to take affirmative action to ensure equal employment opportunities. The contractor agrees to post in conspicuous places, available for employes and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of the nondiscrimination clause.
4. Contracts estimated to be over twenty-five thousand dollars ($25,000) require the submission of a written affirmative action plan. Contractors with an annual work force of less than twenty-five (25) employes are exempted from this requirement.
Within fifteen (15) working days after the award of the contract, the plan shall be submitted for approval to the contracting agency.
Technical assistance regarding this clause is provided by the Wisconsin Office of Contract Compliance, Department of Administration,
P.O. Box 7867, Madison, WI 53707-7867, (608) 266-5462.
For State of Wisconsin
Department of Administration
State Bureau of Procurement
To be Completed by Contractor
For .
Company Name
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SCOPE OF CONTRACT
This Contract was developed to provide a purchasing vehicle for State Agencies, University Campuses and entities that qualify to purchase from State contracts under Wisconsin’s Cooperative Purchasing Service for the purchase of Cisco Hardware and Software, SMARTnet Maintenance and Optional Professional Services through a statewide Contract.
DEFINITIONS
Agency – means an office, department, agency, institution or higher education, association, society or other body in state government created or authorized to be created by the constitution or any law, which is entitled to expend money appropriated by law, including the legislature and the courts, but not including an authority.
Cisco Gold Certified Partners – means, as determined and certified by Cisco Systems Incorporated, the
Contractor can offer the highest level of branding, economic incentives, and differentiation as a reward for loyalty to Cisco, for capabilities in providing value-added services, and for a commitment to customer success. Cisco
Gold Certified Partners have attained the broadest range of expertise across multiple technologies by achieving all of the following four advanced specializations: Unified Communications, Routing and Switching, Security and
Wireless LAN, and Data Center Networking Infrastructure and Storage Networking. In addition, Gold Certified partners have integrated Cisco Lifecycle Services into their offerings and demonstrated a high level of customer satisfaction.
Cisco U.S. Global Product and Price List – means Cisco’s current U.S. Global Product and Price List as published on Cisco’s web site, www.cisco.com
, that is viewable using a Cisco CCO (Cisco Connection Online)
Login.
Contract – means the written agreement between the Contractor and the State covering the goods and services to be performed.
Contract Manager – means the individual in the State Bureau of Procurement (SBOP) responsible for managing the Contract and contractual issues.
Contractor – means any person, or entity providing equipment, construction work, materials, supplies, contractual services or leasing real property to a contracting agency of the State.
Contractor Personnel - means any individual provided by the Contractor to support the Contract.
Department (DOA) - means the Department of Administration.
End of Life – means a process that guides the final business operations associated with the product life cycle.
The end of life process consists of a series of technical and business milestones and activities that, once completed, make a product obsolete. Once obsolete, the product is not sold, manufactured, improved, repaired, maintained or supported.
End of Sale – means the last date to order the product through Cisco point-of-sale mechanisms. The product is no longer for sale after this date. After this date Cisco will support the product for five (5) years.
F.O.B. Destination Freight Prepaid – means the seller is responsible for freight charges. The seller retains title and control of goods until they are delivered and the contract of carriage has been completed. The seller selects the carrier and is responsible for the risk of transportation. The seller is responsible for filing claims for loss or damage.
F.O.B. Destination Freight Prepaid and Installed – means the seller is responsible for freight charges. The seller retains title and control of goods until they are delivered and the contract of carriage has been completed.
The seller selects the carrier and is responsible for the risk of transportation. The seller is responsible for filing claimsfor loss or damage until delivered and installed at the destination.
IP – means Internet Protocol.
LAN – means Local Area Network.
Last Date of Support – means the last date to receive service and support for the product. After this date, all support services for the product are unavailable and the product becomes obsolete.
Minority Business Enterprise (MBE) – means a business that has been certified under s. Comm 105.14,
105.21, or 105.23.
SBOP – means the Department of Administration’s State Bureau of Procurement.
Services - means all products, support, recommendations, research, and documentation provided by the
Contractor necessary to accomplish those requested by the State.
State – means an office, department, agency, institution of higher education, association, society or other body in state government created or authorized to be created by the constitution or any law which is entitled to expend moneys appropriated by law, including the legislature and the courts, but not including an authority.
State Business Hours – means 7:45 a.m. to 4:30 p.m. Monday through Friday.
Subcontract - means any agreement, written or oral, financial or non-financial, between the Contractor and any other party to fulfill the requirements and performance obligations of the Contract, including any agreement between the Contractor or a Subcontractor and any other provider of goods and services when the Subcontractor is acting for or on behalf of the Contractor.
Subcontractor – means any entity that enters into any agreement with the Contractor for the purpose of delivering Cisco Hardware and Software, SMARTnet Maintenance and Optional Professional Services to the
State.
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Wisconsi n’s Cooperative Purchasing Service – means Wisconsin statutes (s. 16.73, Wis. Stats.) establish authority to allow Wisconsin municipalities to purchase from state contracts. Participating in the service gives vendors opportunities for additional sales without additional bidding. Municipalities use the service to expedite purchases. A "municipality" is defined as any county, city, village, town, school district, board of school directors, sewer district, drainage district, vocational, technical and adult education district, or any other public body having the authority to award public contracts (s. 16.70(8), Wis. Stats.). Federally recognized Indian tribes and bands in this state may participate in cooperative purchasing with the state or any municipality under ss. 66.0301(1) and
(2), Wis.Stats.
ORDERING/DELIVERY
Orders shall be placed directly to the Contractor by an authorized State Agency, University Campus or entity that qualifies to purchase from State contracts under Wisconsin’s Cooperative Purchasing Service. Contractor shall contact the authorized State Agency, University Campus or entity that qualifies to purchase from State contracts under Wisconsin’s Cooperative Purchasing Service within two (2) business days following placement of order to verify pricing and establish an exact shipping/delivery date. A blanket purchase order may be issued and purchasing entity may request release orders as needed.
Contractor is responsible for notifying potential buyers of End of Sale and/or End of Life products if those products are being requested.
Pricing must be computed based on Cisco’s U.S. Global Product and Price List in effect on the day an order is placed. Price increases to Cisco’s U.S. Global Product and Price List will not affect orders placed prior to the effective date of such change.
Equipment must be delivered to the location as specified by the State Agency, University Campus or entity that qualifies to purchase from State contracts under Wisconsin’s Cooperative Purchasing Service and within the timeframe according to Cisco’s publicly published lead time schedule. All shipping is F.O.B. Destination Freight
Prepaid meaning prices include packing, insurance, transportation and documentation. All products must be delivered in standard containers so constructed as to ensure acceptance by common or other carriers for safe transportation at the lowest rate to the point of destination.
Orders placed F.O.B. Destination Freight Prepaid and Installed means prices include packing, insurance, transportation, installation and documentation.
PAYMENT TERMS AND INVOICING
State Agencies, University Campuses and entities that qualify to purchase from State contracts under Wisconsin’s
Cooperative Purchasing Service are responsible for making payment directly to the Contractor.
The State of Wisconsin normally will pay properly submitted vendor invoices within thirty (30) days of receipt providing goods and/or services have been delivered, installed (if required) and accepted as specified.
Invoices presented for payment must be submitted in accordance with instructions contained on the purchase order including reference to purchase order number and submitted to the correct address for processing.
A good faith dispute creates an exception to prompt payment.
TAXES
The State of Wisconsin and its agencies are exempt from payment of all federal tax and Wisconsin state and local taxes.
GUARANTEED DELIVERY
Failure of the Contractor to adhere to delivery schedules as specified or to promptly replace rejected materials shall render the Contractor liable for all costs in excess of the Contract price when alternate procurement is necessary. Excess costs shall include the administrative costs.
APPLICABLE LAW
This Contract shall be governed under the laws of the State of Wisconsin.
COMPLIANCE WITH LAWS
The Contractor shall at all times comply with and observe all federal and state laws, local laws, ordinances, and regulations which are in effect during the period of this Contract and which in any manner affect the work or its conduct. Failure to do so will constitute breach and will lead to cancellation of Contract.
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9. CONTRACT CANCELLATION
The State of Wisconsin reserves the right to cancel this Contract if the Contractor fails to follow the requirements of s. 77.66, Wis. Stats., and related statutes regarding certification for collection of sales and use tax. The State of Wisconsin also reserves the right to cancel this Contract if the Contractor becomes a federally debarred contractor or otherwise becomes identified on the list of parties excluded from federal contracts.
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ASSIGNMENT
This Contract may not be assigned in whole or in part without the prior written consent of the State of Wisconsin.
NONDISCRIMINATION AND AFFIRMATIVE ACTION
The Contractor shall not discriminate against any employee or applicant for employment because of age, race, religion, color, handicap, sex, physical condition, developmental disability as defined in s. 51.01(5), Wis. Stats., sexual orientation as defined in s. 111.32(13m), Wis. Stats., or national origin. This provision shall include, but not be limited to employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.
Except with respect to sexual orientation, the Contractor shall take affirmative action to ensure equal employment opportunities.
Affirmative Action Plan Requirement
Within fifteen (15) working days after the Contract is awarded, the Contractor must submit its plan to the
Department of Administration for approval. Instructions on preparing the plan and technical assistance regarding this clause are available from the Contract Manager.
State Contracts estimated to be over twenty-five thousand dollars ($25,000) require the submission of a written affirmative action plan by the Contractor, any subcontractor or consortium member. The Contractor may be exempt from this requirement if it has a workforce of less than twenty-five (25) employees.
Posting of Non-Discrimination Law
The Contractor shall post in conspicuous places, available for employees and applicants for employment, a notice to be provided by the Department of Administration that sets fort h the provisions of the State of Wisconsin’s nondiscrimination law.
Failure to Comply
Failure to comply with the conditions of this clause may result in either the Contractor being declared “ineligible” to contract with the State of Wisconsin, the termination of the Contract, or the withholding of future payments due.
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The Contractor shall be responsible for obtaining and forwarding the Affirmative Action plans or the signed exemption form from any subcontractor or consortium member who receives an engagement with the State to the
Contract Manager.
PATENT INFRINGEMENT
The Contractor guarantees that any products or commodities to be provided under this Contract will be manufactured or produced in accordance with applicable federal labor laws and that the sale or use of the articles described herein shall not infringe any United States patent. The Contractor shall, at its own expense, defend every suit which shall be brought against the State (provided that such Contractor is promptly notified of such suit, and all papers therein are delivered to it) for any alleged infringement of any patent by reason of the sale or use of such articles, and shall pay all costs, damages, and profits recoverable in any such suit.
13. INSURANCE RESPONSIBILITY
The Contractor performing services hereunder shall maintain the following insurance:
Workers Compensation Insurance
Workers compensation insurance as required by Wisconsin Statutes, for all employees engaged in the work.
Other Types of Insurance
Commercial liability, bodily injury, and property damage insurance against any claim(s), which might occur in carrying out a State Contract. Minimum coverage shall be one million dollars ($1,000,000) liability for bodily injury and property damage including products liability and completed operations. Provide motor vehicle insurance for all owned, non-owned, and hired vehicles that are used in carrying out this Contract. Minimum coverage shall be one million dollar ($1,000,000) per occurrence combined single limit for automobile liability and property damage.
Insurance Limits
The State reserves the right to require higher or lower limits where warranted.
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STATE PUBLIC OFFICIAL DISCLOSURE REQUIREMENTS
This Contract may be voided by the State if the following conditions apply:
 A state public official (as defined in s. 19.42(14), Wis. Stats.), or a member of a state public official’s immediate family, or any organization in which a state public official or a member of the official’s immediate family owns or controls a ten percent (10%) interest is a Party, and
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The Contract involves the payment of more than three thousand dollars ($3,000) within a twelve (12) month period.
The State may void this Contract unless appropriate disclosure is made according to s. 19.45(6), Wis. Stats., before this Contract is executed . Disclosure shall be made to the State of Wisconsin Government
Accountability Board, Ethics and Accountability Division, 212 East Washington Avenue, Third Floor, P.O. Box
7984, Madison, Wisconsin 53707-7984; telephone (608) 266-8123.
State classified and former employees and certain University of Wisconsin faculty or staff are subject to separate disclosure requirements under s. 16.417, Wis. Stats.
INDEMNIFICATION
The Contractor shall hold the State harmless and shall indemnify the State and its agencies and employees against any and all claims, suits, actions, liabilities and costs of any kind, including attorney’s fees for personal injury or damage to property arising from the acts or omissions in the performance of services of the Contractor, its agents, officer, employees, subcontractors or consortium members. The Contractor shall not be liable for any injury or damage as a result of any negligent act or omission committed by the State, its officers or employees.
PROMOTIONAL ADVERTISING AND NEWS RELEASES
Reference to or use of the State of Wisconsin, the Great Seal of the State of Wisconsin, the Wisconsin Coat of
Arms, any of its departments, agencies or other subunits, or any state official or employee for commercial promotion is prohibited. News releases pertaining to the procurement or State Contract shall not be made without prior approval of the State. Release of broadcast emails pertaining to this Contract shall not be made without prior written authorization of the contracting agency.
FOREIGN CORPORATION
A foreign corporation (any corporation other than a corporation formed in Wisconsin) that becomes a party to a
State contract is required to conform to all the requirements of Chapter 180, Wis. Stats., related to a foreign corporation. This includes possession of a Certificate of Authority from the Wisconsin Department of Financial
Institutions, unless the corporation is transacting business in interstate commerce or is otherwise exempt from the requirement of obtaining a certificate of authority. The Department of Financial Institutions, Division of
Corporation may be contacted at P.O. Box 7846, Madison, WI 53707-7846; telephone (608) 266-3590.
RECORDKEEPING, RECORD RETENTION AND REPORTING
The Contractor shall establish and maintain adequate records of all expenditures incurred under this Contract. All records shall be kept in accordance with generally accepted accounting procedures. All procedures shall be in accordance with federal, State and Local ordinances.
The State shall have the right to audit, review, examine, copy and transcribe any pertinent records or documents relating to this Contract. This right includes any subcontractor or consortium member records or documents relating to the Contract. The Contractor shall retain all documents applicable to the Contract for a period of not less than three (3) years after the Contract has expired.
Contractor shall maintain records of all purchases against the Contract and provide a report, on a monthly basis, to the State’s Contract Manager. Reports shall be provided electronically in MS EXCEL format and itemize all expenditures incurred under the Contract. Monthly reports must reflect the previous month’s expenditures and shall be provided to the State’s Contract Manager no later than fifteen (15) days after the end of each month. The reporting period starts on the date of implementation of the Contract.
Monthly report must include, but is not limited to:
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Date of invoice
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Name of Agency or entity that qualifies to purchase under Wisconsin’s Cooperative Purchasing Service
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Brief product description
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Quantity
 Per unit price at time of order (from Cisco’s U.S. Global Product and Price List)
 Percentage of discount from Cisco’s U.S. Global Product and Price List
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Contract per unit price
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Product expedite fee (if any)
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Total invoice cost
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Grand total spent against the Contract
The Contractor shall be liable for liquidated damages in the amount of two-hundred dollars ($200) for each week
(7 days) after the fifteenth (15 th ) of the month that the accurate and complete report as specified herein has not been provided to the State’s Contract Manager. The State may elect to waive the imposition of liquidated damages on an individual basis, but such waiver of this type of Contract breach shall not act as a waiver for any subsequent breach.
Upon the imposition of liquidated damages for a third (3 rd ) breach under this Section 18 or upon the third (3 rd ) waiver thereof such breach, or any combination thereof, the State may serve notice of termination of this Contract for cause.
SEVERABILITY
If any provision of this Contract is found by a proper authority to be invalid or unenforceable, the remainder of the
Contract shall remain valid and the invalid provision shall be replaced by a valid provision, which comes closest in intent to the invalid provision. The rest of the provisions shall remain in full force and effect.
STATE’S CONTRACT MANAGER
The State’s Contract Manager for this Contract is Lizabeth Ascher or successor.
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NOTIFICATION
Either party may give written notice to the other party in accordance with the terms of this section. Any notice required or permitted to be given hereunder shall be deemed to have been given on the date of delivery by personal service or hand delivery or three (3) business days after being mailed.
To the State:
Contract Manager
Lizabeth Ascher or successor
Department of Administration
Division of Enterprise Operations
101 East Wilson Street
Madison, Wisconsin 53703-3405
Telephone: (608) 266-9796
FAX: (608) 267-0600
Email: beth.ascher@wisconsin.gov
To the Contractor:
Tori Pawlowski or successor
Heartland Business Systems
1700 Stephen Street
Little Chute, Wisconsin 54140
Telephone: (920) 687-4143
FAX:
Email: tpawlowski@hbs.net
CHANGE OF NOTIFICATION CONTACT OR ADDRESS
In the event the Contractor moves or updates any contact information, the Contractor shall inform the State’s
Contract Manager of such changes in writing not less than ten (10) business days prior to such a move, and if possible any change in contact information. No governmental entity shall be held responsible for notices payments, or purchase orders delayed due to Contractor’s failure to provide such notice. Change of Contractor’s contact, email address, mailing address or telephone updates must be forwarded to the State ’s Contract Manager as provided in the Notification paragraph above. The State shall publish contact change information for its
Contract Manger on the web page for this Contract on VendorNet.
EXAMINATION OF RECORDS
The State shall, at any time upon reasonable notice, have access to and the right to examine, audit, excerpt, transcribe, and copy, on the Contractor’s premises, any directly pertinent records and computer data storage media of Contractor involving transactions relating to this Contract. If the material is on computer data storage media, the Contractor shall provide copies of the data storage media or such computer printout as may be requested by the State. The Contractor, following final payment shall retain such material for three (3) years.
This provision shall also apply in the event of termination pursuant to Termination section of this Contract. Any charges for copies provided by the Contractor of books, documents, papers, records, computer data storage media, or computer printouts shall not exceed the actual cost to the Contractor.
INDEPENDENT CONTRACTOR
The Contractor shall act as an independent contractor in performing all services under this Contract and shall maintain control over its employees and subcontractors, if any.
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RESPONSIBILITIES OF CONTRACTOR
The Contractor and/or its Contractor Personnel shall:
Performance
Perform those tasks and provide the Cisco Hardware and Software, SMARTnet Maintenance and Optional
Professional Services (“Deliverables”) as identified in Attachment 1 of this Contract.
Contract Administration
Appoint a Contract Administrator for liaison and consultation with the State. The Contract Administrator shall have authority to make managerial and technical decisions concerning the Deliverables under this Contract.
SUBCONTRACTORS
Contractor Responsibility
The Contractor shall be directly responsible for any subcontractor’s performance and work quality when used by the Contractor to carry out the scope of this Contract.
Agreement by Subcontractors to Contract Language
The Contractor shall ensure that any subcontractors agree to the terms and conditions in this Contract.
TASKS, DELIVERABLES AND PAYMENT
Attachment 1 of this Contract describes specifically the nature and goals of the Deliverables to be performed by the Contractor hereunder and how they shall be performed.
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WARRANTY OF OPERATION
The Contractor warrants that all Services delivered hereunder shall meet the specifications set forth in Attachment
1 of this Contract, and the Contractor shall without charge to the State Agency, University Campus or entity that qualifies to purchase from State contracts under Wisconsin’s Cooperative Purchasing Service correct any such defects and make such additions, modifications, or adjustments to the Services as may be necessary to keep the
Services operating in accordance with such specifications.
CANCELLATION AND TERMINATION
29.1 TERMINATION FOR CAUSE
The State may terminate this Contract after providing the Contractor with thirty (30) calendar days written notice of the Contractor ’s right to cure a failure of the Contractor to perform under the terms of this
Contract.
The Contractor may terminate this Contract after providing the State one hundred and twenty (120) calendar days notice of the State’s right to cure a failure of the State to perform under the terms of this
Contract.
Upon the termination of this Contract for any reason, or upon Contract expiration, each party shall be released from all obligations to the other party arising after the date of termination or expiration, except for those that by their terms survive such termination or expiration.
29.2 TERMINATION FOR CONVENIENCE
Either party may terminate this Contract at any time, without cause, by providing a written notice; the
State by providing at least thirty (30) calendar days notice to the Contractor, and the Contractor providing at least one hundred and twenty (120) calendar days notice to the State in advance of the intended date of termination.
In the event of termination for convenience, the Contractor shall be entitled to receive compensation for any fees owed under the Contract. The Contractor shall also be compensated for partially completed
Services. In this event, compensation for such partially completed Services shall be no more than the percentage of completion of the Services requested, at the sole discretion of the State, multiplied by the corresponding payment for completion of such Services as set forth in the Contract. Alternatively, at the sole discretion of the State, the Contractor may be compensated for the actual Service hours provided.
The State shall be entitled to a refund for goods or services paid for but not received or implemented, such refund to be paid within 30 days of written notice to the Contractor requesting the refund.
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29.3 CONTRACT CANCELLATION
The State reserves the right to cancel this Contract in whole or in part without penalty if the Contractor:
 Breaches or defaults an obligation under the Contract as follows:
- Fails to perform any material obligation required under the Contract
- Files a petition in bankruptcy, becomes insolvent, or otherwise takes action to dissolve as a legal entity
- Allows any final judgment not to be satisfied or a lien not to be disputed after a legally-imposed,
30-day notice.
- Makes an assignment for the benefit of creditors
 Fails to follow the sales and use tax certification requirements of s. 77.66 of the Wisconsin Statutes;
 Incurs a delinquent Wisconsin tax liability;
 Fails to submit a non-discrimination or affirmative action plan as required here in.
 Fails to follow the non-discrimination or affirmative action requirements of subch. II, Chapter 111 of the Wisconsin Statutes (Wisconsin’s Fair Employment Law);
 Becomes a federally debarred Contractor;
 Is excluded from federal procurement and non-procurement contracts;
 Fails to maintain and keep in force all required insurance, permits and licenses as provided in this
Contract
 Fails to maintain the confidentiality of the State’s information that is considered to be Confidential
Information, proprietary, or containing Personally Identifiable Information, or
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Contractor performance threatens the health or safety of a State employee or State customer .
29.3 Other Remedies
Termination of this Contract by either party in accordance with the provisions of this Section shall be without prejudice to any other remedies that such party may have in law or equity.
29.4 Release
Upon the Termination of this Contract for any reason, each party shall be released from all obligations to the other arising after the date of Termination Date, except for those that by their terms survive such
Termination.
29.5 Survival
All terms of this Agreement, which by their language or nature would survive the expiration or termination of this Contract, shall survive.
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CONFIDENTIAL, PROPRIETARY, AND PERSONALLY IDENTIFIABLE INFORMATION
In connection with the performance of Work hereunder, it may be necessary for the State to disclose to the
Contractor certain information that is considered to be confidential, proprietary, or containing Personally
Identifiable Information (PII). For a period of three (3) years from the date of this Contract’s termination, the
Contractor shall maintain the confidentiality of all such information that is clearly identified as confidential, proprietary, or that contains Personally Identifiable Information at the time of first disclosure to the Contractor, by using the same degree of care that the Contractor takes to hold in confidence its own proprietary information of a similar nature. However, except as to Personally Identifiable Information the Contractor shall not be required to keep confidential any information which is or becomes publicly available without fault on the part of the
Contractor, is independently developed by the Contractor outside the scope of this Contract, or is rightfully obtained from third parties. The Contractor shall require all of its employees, agents and representatives assigned to work on this Contract to read and sign a nondisclosure statement protecting the State’s confidential, proprietary, and Personally Identifiable Information. The Contractor shall be responsible for any breach of this provision by any of its employees, agents and representatives.
FORCE MAJEURE
Neither Party shall be held liable for any delay or failure in performance of any part of this Agreement from any cause beyond its control and without its fault or negligence, including but not limited to acts of God, acts of civil or military authority, government regulations, embargoes, epidemics, war, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, strikes, power surges, failures and blackouts, fiber cuts that are not caused by Contractor or its Subcontractors, volcanic action, or other major environmental disturbances, unusually severe weather conditions, acts or omissions of transportation common carriers.
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Contractor must retain Cisco Gold Certification and specialization(s) throughout the term of the Contract, including optional renewal periods. Upon request Contractor must provide documentation of certification and specialization(s).
Contractor’s Cisco Gold Certified Partner technical staff supporting the Contract on a day-to-day basis must be located within two-hundred and fifty (250) miles of Madison, Wisconsin.
Contractor’s Contract Administrator, single point of contact, shall have full authority on the Contractor’s behalf to oversee all matters pertaining to this Contract. Changes in Contractor Contract Administrator information must be communicated to the State’s Contract Manager within one (1) business day of change.
Contractor’s account management team must:
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Ensure adequate oversight and ample support in assisting with Agency needs to meet Contract requirements.
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Consist of knowledgeable sales specialists who are available for all locations in which the State has a presence.
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Assist Agencies in obtaining product information, product availability, pricing and answering general questions about product compatibility, usability, etc.
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Be accessible by both telephone and email between the hours of 8 a.m. and 5 p.m., Central Time, Monday through Friday.
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Provide pre-sales design and engineering support at no additional cost to the State including, but not limited to, pre-sales design and engineering support at no additional cost to the State. This must include, but is not limited to, current and new product information, configuration assistance and product pricing.
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Respond to contacts from Agencies, e.g., telephone calls and emails, within twenty-four (24) hours after requested by the Agency at no additional cost to the State.
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Participate in on-site (determined by the Agency) for pre-sales design and support collaboration at no additional cost to the State.
Changes in account management team contact information must be communicated to the State’s Contract
Manager within one (1) business day of change.
Contractor must provide on-site installation services upon request by the Agency. If the equipment is considered to be user-installable, Contractor must provide installation assistance (e.g., telephone support), if requested.
Contractor pricing quotations must be provided within two (2) business days from Agency request. Pricing quotations must be provided in writing, itemized and dated. Pricing quotations must be valid for sixty (60) days after presented to an Agency. Pricing quotations must include, at a minimum, the following information:
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Date the pricing quotation is generated.
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Appropriate Agency information (e.g., Agency name, address, contact information, etc.).
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Product part number.
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Product description.
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Product quantity.
 Product unit cost from Cisco’s U.S. Global Product and Price List.
 Contracted percentage of discount from Cisco’s U.S. Global Product and Price List.
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Agency product unit cost.
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SMARTnet Maintenance options and cost.
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Pricing quotation total cost.
Contractor is responsible for notifying potential buyers of End of Sale and/or End of Life products if those products are being requested.
Contractor must support agency End of Life Cisco products for five (5) years following Cisco’s final notice of product discontinuance.
Contractor must assist Agency purchasing and technical staff, if requested, with obtaining a Cisco CCO (Cisco
Connection Online) Login that provides access to Cisco’s current U.S. Global Product and Price List and the publicly published lead time schedule.
Contractor provided Cisco products must comply with Federal Communications Commission (FCC) requirements and be Underwriter Laboratories (UL) safety approved.
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11. Contractor must provide the full line of Cisco products within all Cisco Specialization Categories. This includes products, pre-sales support, installation (if requested), engineering, help-desk/telephone/electronic support, Cisco
SMARTnet Maintenance, training, and hourly time and material professional services for all Agencies located within the State. Contractor must be able to meet at any location within the State, as requested, and the Agency will not incur additional cost.
12. Contractor must have access to Cisco original manufacturer technical resources.
13. Contractor must provide equipment that is equipped with Cisco’s latest software release version, unless an
Agency requests an alternative software version be installed on the equipment.
14. Contractor must provide new and unused Cisco equipment and accessories made of first class materials. Used, remanufactured, or refurbished equipment will not be acceptable.
15. Contractor must supply the user documentation/operating manuals necessary to install, operate and maintain the
Cisco products purchased.
16. SMARTnet Maintenance a. Contractor must provi de direct access to Cisco’s various levels of service provided by Cisco’s maintenance technicians. Contractor must have a comprehensive service organization capable of providing the various service levels. b. Contractor must provide SMARTnet Maintenance services for hardware and software on-site in accordance with Cisco’s coverage areas within the State of Wisconsin (both during and after the warranty). Contractor must provide advanced parts replacement whether on-site Contractor personnel is or is not required . Contractor’s software maintenance must include software fixes, patches, upgrades, and new releases as available in the Cisco software maintenance offerings. Each Agency shall choose which, if any, SMARTnet Maintenance coverage best meets their needs. c. The State reserves the right to cancel SMARTnet Maintenance on any or all of the item(s) with thirty days written notice to the Contractor. d. SMARTnet Maintenance must, at a minimum, include:

Renewable SMARTnet Maintenance agreements.

Advance hardware replacement options of 24 x 7 x 2 hour, 24 x 7 x 4 hour, 8 x 5 x 4 hour, 8 x 5 x
NBD (Next Business Day) and Return for Repair (RFR). Advance hardware replacement timeframe options must be based on Wisconsin time. Advance hardware replacement options shall be determined by Agency at the time of purchase.

Ongoing Cisco operating system updates within the licensed feature set including both minor and major releases.

Around-the-clock global access to the Cisco Technical Assistance Center (TAC).

24 x 7 registered access to Cisco.com including online Cisco Expertise on Demand.

Smart Services diagnostics and alerts.

F.O.B. Destination shipping both directions. e. Contractor’s account management team must provide Agency assistance and options to determine the appropriate level of SMARTnet Maintenance. f. Contractor must include SMARTnet Maintenance pricing with all pricing quotations for Cisco products.
The Agency retains the option to purchase or not to purchase SMARTnet Maintenance. g. Contractor must provide notification to the Agency of any expiring SMARTnet Maintenance at least thirty
(30) days in advance of the actual expiration date. h. Contractor’s staff must, if requested, assist Agency and Cisco’s Technical Assistance Center (TAC) with hardware and software support services, break fix services, technical assistance services and troubleshooting services. i. SMARTnet Maintenance Premium Options (e.g., Cisco Smart Call Home Feature, Cisco SMARTnet
Onsite Service) must be available at like or greater discounts.
10

17.
18.
19.
20.
21.
22.
24.
25.
26.
Contractor must provide 24 x 7 help desk service that includes call back within one (1) hour following initial contact from Agency.
Contractor must accommodate and negotiate special terms and conditions directly with Agency when working on special projects.
Contractor must have a minimum of seven-hundred and fifty (750) square feet of storage space available at
Contractor location that may be used by an Agency, upon request, for staging of equipment to meet specific delivery requirements. There shall be no additional cost for utilizing Contractor storage space.
Contractor’s Cisco products must be shipped F.O.B. Destination to the location as designated by the Agency, arrive in operating condition and include standard operating instructions/manuals. Operating and maintenance documentation must be furnished to the Agency at no additional cost.
Contractor must honor Cisco’s standard hardware and/or software warranty which shall, at a minimum, apply for ninety (90) da ys. Following installation and during Cisco’s standard hardware and/or software warranty period
Contractor must provide troubleshooting and problem resolution. Agency reserves the right to escalate any matter deemed to be an emergency. The Agency shall be the sole judge of what constitutes an emergency.
Warranty period maintenance, including parts and labor, must be performed by Cisco authorized and certified staff ONLY.
Contractor must honor Cisco’s hardware and/or software warranty on products which have a standard warranty period greater than ninety (90) days. Following installation and during Cisco’s hardware/and or software standard warranty period greater than ninety (90) days Contractor must provide troubleshooting and problem resolution.
Agency reserves the right to escalate any matter deemed to be an emergency. The Agency shall be the sole judge of what constitutes an emergency. Warrant period maintenance, including parts and labor, must be performed by Cisco authorized and certified staff ONLY.
Contractor must, upon request, in the event of equipment failure provide loaner equipment. Agency shall incur no additional charge including shipping.
Contractor must provide Agency, in writing, a specific Statement of Work (SOW) which clearly identifies and defines project deliverables and timeframes when Contractor is engaged to provide time and material professional services.
DELIVERY OF EQUIPMENT FOR THE UNIVERSITY OF WISCONSIN SYSTEM: a. If Contractor does not deliver equipment within ninety (90) days of the date of order by The University of
Wisconsin System (or by the date specified in the order), Contractor shall pay The University of Wisconsin
System, as fixed and agreed liquidated damages, for each calendar day beyond ninety (90) days of the date of the order (or beyond the date specified in the order) the greater of $200.00 for each item not delivered or
1/30th of the monthly charges (lease, rental, lease/purchase) for all undelivered equipment or 1/200th of the purchase price of all undelivered equipment. In no event shall the Contractor be obligated for more than one hundred eighty (180) calendar days from the delivery date.
Contractor has the right to reject and return any order issued by The University of Wisconsin System within ten (10) days of the date of the order if it cannot accept The University of Wisconsin System’s delivery schedule or Contractor cannot make delivery within ninety (90) days. In the event that Contractor rejects The
University of Wisconsin Sys tem’s order, liquidated damages cannot be invoked. b. If some, but not all, of the equipment specified in an order is delivered and ready for use by the date specified, and The University of Wisconsin uses any such installed equipment, liquidated damages shall not accrue against the equipment used. c. Substitute Equipment: If Contractor provides substitute equipment acceptable to The University of Wisconsin
System on or before the delivery date specified in the order, liquidated damages shall not apply to the equipment for which substitute equipment was provided. d. If Contractor does not deliver all of the equipment and any specified software, including special features and accessories included on the same order, and, as a result, no portion of the total system is ready for use by the specified delivery date, daily liquidated damages shall be paid by Contractor. e. Replacement Equipment: If Contractor fails to deliver all of the equipment identified herein within ninety (90) days (or by the date specified in the order), including special features and accessories, The University of
Wisconsin System may upon written notice to Contractor obtain replacement equipment from another
11

vendor. In this event Contractor shall be liable for the greater of: (i) liquidated damages from the delivery date specified until replacement equipment is delivered or (ii) liquidated damages for one hundred eighty
(180) days from the delivery date.
12

PRICING AT TIME OF ORDER: Pricing must be computed based on Cisco’s U.S. Global Product and Price List in effect on the day an order is placed. Price increases to Cisco’s U.S. Global Product and Price List will not affect orders placed prior to the effective date of such change.
DISCOUNTS: For the purpose of this Contract, discounts may not be decreased for the entire term of the Contract including optional renewal periods. Contractor’s percentage discount off Cisco’s U.S. Global Product and Price List may be increased due to general market conditions. Failure on the part of the Contractor to promptly accord industry-wide price decreases to the State may constitute a breach and the Contract may be cancelled.
SPECIAL PRICING INCENTIVES/PROGRAMS: Contractor must offer Agency pricing based on applicable and/or available Cisco special incentives/programs. This may include, but is not limited to, greater one-time discounts for special purchases and equipment trade-in options. Agency reserves the right to negotiate special discounts and pricing incentives based on individual purchases.
PRICING FROM MULTIPLE CONTRACTORS: To accommodate a competitive quotation process Agencies will be required to seek pricing quotations from multiple Contractors to ensure their purchase is based on a combination of best value and lowest cost. Agency reserves the right to negotiate special discounts and pricing incentives based on individual purchases and projects.
13

Agencies will be encouraged to seek Cisco Hourly Time and Material Professional Services on a project-by-project basis but will not be required to purchase from the Contractor if such professional services can be acquired at a lower cost elsewhere. Agencies reserve the right to negotiate special discounts and pricing incentives based on individual purchases and projects.
Cisco Hourly Time and Material Professional Services pricing may be decreased due to general market conditions but may not be increased for the entire term of the Contract, including optional renewal periods. Failure on the part of Bidder to promptly accord industry-wide decreases to the State may constitute a breach and the Contract may be cancelled.
Personnel Classification Title Hourly Pricing On-
Site Consultant with
ALL Travel Expenses
Included in Hourly
Hourly Pricing Off-
Site Consultant (no travel expenses)
Rate
Routing and Switching
Expert Level Position – CCIE Routing & Switching $160.00 $140.00
Professional Level Position – CCNP
Associate Level Position – CCNA
$145.00
$130.00
$125.00
$110.00
Entry Level Position – CCENT
Design
Cisco Certified Architect
Expert Level Position – CCDE
Professional Level Position – CCDP
Associate Level Position – CCNA & CCDA
Entry Level Position – CCENT
Network Security
Expert Level Position – CCIE Security
Professional Level Position – CCNP
Associate Level Position – CCNA Security
Entry Level Position – CCENT
Service Provider
Expert Level Position – CCIE Service Provider
Professional Level Position – CCIP
$125.00
$160.00
$145.00
$130.00
$125.00
$125.00
$160.00
$145.00
$130.00
$125.00
$160.00
$145.00
$105.00
$140.00
$125.00
$110.00
$105.00
$105.00
$140.00
$125.00
$110.00
$105.00
$140.00
$125.00
Associate Level Position -- CCNA
Entry Level Position – CCENT
Storage Networking
Expert Level Position – CCIE Storage Networking
Professional Level Position – CCNP
Associate Level Position – CCNA
Entry Level Position – CCENT
Voice
Expert Level Position – CCIE Voice
$130.00
$125.00
$160.00
$145.00
$130.00
$125.00
$160.00
$110.00
$105.00
$140.00
$125.00
$110.00
$105.00
$140.00
14

Professional Level Position – CCVP
Associate Level Position – CCNA Voice
$145.00
$130.00
$125.00
$110.00
Entry Level Position – CCENT
Wireless
Expert Level Position – CCIE Wireless
$125.00
$160.00
$105.00
$140.00
Professional Level Position – CCNP Wireless
Associate Level Position – CCNA Wireless
$145.00 $125.00
$130.00 $110.00
Entry Level Position – CCENT $125.00
Personnel Classification Title
Specialist Certifications Hourly Pricing On-
Site Consultant with
ALL Travel Expenses
Included in Hourly
Rate
Advanced Routing and
Switching
Cisco Routing and Switching Field
Specialist
Cisco Routing and Switching Sales
Specialist
Cisco Routing and Switching
Solutions Specialist
$160.00
$160.00
$160.00
Data Center
Certifications
Data Center Networking
Infrastructure
Cisco Data Center Networking
Infrastructure Design Specialist
Cisco Data Center Networking
Infrastructure Support Specialist
Cisco Data Center Application
Services Support Specialist
Data Center Application Services
Cisco Data Center Application
Services Design Specialist
Cisco Data Center Application
Services Support Specialist
Data Center Storage Networking
$160.00
$160.00
$160.00
$160.00
$160.00
Foundation for Channel
Partners
Unified Communications and Video Certifications
Cisco Data Center Storage
Networking Design Specialist
Cisco Data Center Storage
Networking Support Specialist
Cisco Data Center Storage
Networking Sales Specialist
Cisco Express Foundation Design
Specialist
Cisco Express Foundation Field
Specialist
Cisco Express Foundation Sales
Specialist
Unified Communications
Certifications
Cisco Advanced IP Communications
Sales Specialist
Cisco IP Communications Express
Specialist
Cisco IP Communications Express
Sales Specialist
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$105.00
Hourly Pricing Off-
Site Consultant (no travel expenses)
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
15

MeetingPlace
Certifications
Cisco IP Contact Center Express
Specialist
Cisco IP Telephony Design
Specialist
Cisco Unity Design Specialist
Cisco Unity Support Specialist
Cisco Unified Presence Specialist
Video Certifications
Cisco Rich Media Communications
Specialist
Cisco TelePresence Installations
Specialist
Cisco TelePresence Solutions
Speclalist
Cisco MeetingPlace Design
Specialist
VPN and Security
Certifications
Cisco MeetingPlace Sales Specialist
Cisco MeetingPlace Support
Specialist
Cisco ASA Specialist
Cisco IPS Specialist
Cisco Network Admission Control
Specialist
Cisco Security Sales Specialist
Cisco Security Solutions and Design
Specialist
Cisco Advanced Wireless LAN
Design Specialist
Wireless LAN
Certifications
Cisco Advanced Wireless LAN Field
Specialist
Cisco Advanced Wireless LAN Sales
Specialist
Personnel Classification Title
Project Manager
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
$160.00
Hourly Pricing On-
Site with ALL Travel
Expenses Included in
Hourly Rate
$145.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
$140.00
Hourly Pricing Off-
Site (no travel expenses)
$125.00
Project Manager (PMP) $145.00 $125.00
IPCC Enterprise Specialist
Training Specialist
Network Administrator
Dedicated Pre-Sales Engineer
$145.00
$145.00
$145.00
$145.00
$125.00
$125.00
$125.00
$125.00
Dedicated SMARTnet Specialist
Dedicated Business ISR Team
Dedicated SLED Business Development Manager
$125.00
$125.00
$125.00
$105.00
$105.00
$105.00
16

17

1.0 ACCEPTANCE/STANDARD OF PERFORMANCE: A standard of performance must be met before any of the equipment is accepted by the State. It is also applicable to any replacement or substitute machines which are added or field modified after the equipment has completed a successful performance period.
1.1 The performance period shall begin when the State notifies Contractor in writing that acceptance testing may commence and shall end when the equipment has met the standard of performance for a period of thirty (30) consecutive business days. The performance period will determine whether the following acceptance criteria are met: a. Equipment operates in conformance with Contractor's technical specifications and functional descriptions. b. Equipment meets the specifications and performs the functions as contained in the State's solicitation document. c. Equipment is capable of running on a repetitive basis using a variety of live data, as supplied by the
State, without failure. d. Equipment is capable of meeting the State's performance requirement as expressed in the State's solicitation document. e. Equipment does not require modifications to other operational systems and does not cause performance degradation of other systems operating on the State's computing system(s) and network(s).
Equipment must operate at an effectiveness level of ninety-nine and a half percent (99.5%) or more.
(See items 1.5 through 1.10 below.)
1.2
1.3
In the event the equipment does not meet the standard of performance during the initial thirty (30) consecutive business days, the standard of performance test shall, at the option of the State, continue on a day-to-day basis until the standard of performance is met for a total of thirty (30) consecutive business days.
If the equipment fails to meet the standard of performance after ninety (90) calendar days, from commencement of acceptance testing, the State may, at its option, terminate this Agreement without penalty, request replacement equipment or continue the performance test. Contractor shall be liable for all inbound and outbound preparation and shipping costs for equipment returned pursuant to this provision. The State's option to terminate this Agreement shall remain in effect until such time as a successful completion of the performance period is attained.
1.4 The date of acceptance shall be the first day after the completion of the successful performance period and shall be the first day that authorized charges will be paid.
1.5 The effectiveness level for equipment acquired under this Agreement is computed by dividing the operational use time by the sum of that time plus system failure downtime.
1.6
1.7
Operational use time for performance testing for the equipment acquired under this Agreement is defined as the accumulated time during which the equipment is in actual use.
Equipment failure downtime is that period of time when the equipment is unavailable due to equipment malfunction not caused by Force Majeure.
1.8
1.9
During any period of equipment downtime, the State may use operable equipment when such action does not interfere with maintenance of the inoperable equipment.
Downtime for each incident shall start from the time the State makes a bona fide attempt to contact
Contractor's designated representative until equipment is returned to the State in proper operating condition.
1.10 During the performance period for equipment, a minimum of 20 hours per day of operational use time with productive or simulated work will be required as a basis for computation of the effectiveness level.
However, in computing the effectiveness level the actual number of operational use hours shall be used when in excess of the minimum of 20 hours.
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2.0
3.0
4.0
5.0
6.0
ACCESS TO EQUIPMENT: Contractor, its agents or employees shall have full access to the equipment at reasonable times when State offices are open to inspect the equipment or observe its use upon first giving notice to the State of Contractor's intent to perform such inspection.
DOCUMENTATION AND OPERATING MANUALS: Contractor shall provide, at no additional charge, operating manuals which describe equipment capabilities, its operation, malfunction identification and troubleshooting procedures. Two (2) copies of these manuals will be furnished for each individual piece of equipment ordered by the State. Manual updates or revisions published by the Contractor shall be provided free of charge. Contractor agrees that the State may make such additional copies of supplied documentation as are needed for use by
State employees.
EMERGENCY EQUIPMENT: Contractor agrees to make every reasonable effort to assist the State in obtaining the use of equipment compatible with that used by the State to meet emergencies such as a major system or equipment failure or loss which extends or is expected to extend beyond twenty-four (24) hours. The State, at its option, may accept or reject the offer of use of emergency equipment from the Contractor.
ENGINEERING CHANGES AND/OR FIELD MODIFICATIONS: Contractor sponsored modifications and/or engineering changes shall be made with the consent of the State at no additional charge. The State reserves the right at all times to schedule these Contractor sponsored modifications and/or engineering changes to minimize the impact on the daily operations of the State. Contractor warrants that, to their knowledge, installation of such engineering changes and/or field modifications as are required or recommended from time to time, shall not cause the performance of the equipment modified to degrade below the standard of performance established for acceptance of the equipment or as described in Contractor's technical specifications and accepted by the State. Liquidated damages as provided for in section 6.2 of this Hardware Rider will be assessed by the State if engineering changes and/or field modifications result in an unacceptable performance level for the equipment.
LIQUIDATED DAMAGES: The State declares, and Contractor acknowledges, that the State may suffer damages due to lack of performance of the terms and conditions of this Agreement by Contractor. Since it is impractical and extremely difficult to fix the actual damage sustained in the event of any such nonperformance, the State and Contractor, therefore, presume that in the event of any such nonperformance, the amount of damage which will be sustained from the nonperformance will be the amount set forth in this section and they agree that, in the event of any such nonperformance, the Contractor shall pay that amount as liquidated damages and not as a penalty. Liquidated damages shall be the exclusive damages available to the State in respect to subparagraphs 6.1, 6.2 and 6.3. Amounts due the State as liquidated damages may be deducted by the State from any money payable to Contractor and any amount outstanding over and above the amounts deducted from invoices will be promptly tendered by check by Contractor to the State.
The State shall notify Contractor in writing of any claim for liquidated damages pursuant to this section on or before the date when the State deducts such sums from money payable to Contractor and, in any case, within thirty (30) days after Contractor's failure to perform in accordance within the terms and conditions of this
Agreement. Delay in reporting such claim to Contractor will void any claim for liquidated damages.
Except with respect to defaults of subcontractors, Contractor shall not be liable for liquidated damages when delays arise out of cause beyond the reasonable control and without the fault or negligence of Contractor.
Delays due to causes of Force Majeure (which are outside of the control of both parties and could not be avoided by exercise of due care) or due to the responsibility of the State or other contractors of the State shall extend the dates on a day for day basis; but in every case the delay must be beyond the reasonable control and without the fault or negligence of Contractor. Delays caused by the default of a subcontractor, when such default arises out of causes beyond the control of both Contractor and the subcontractor and without the fault or negligence of either of them, shall extend the dates on a day for day basis, unless the supplies or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit Contractor to meet the required performance schedule.
6.1 DELIVERY OF EQUIPMENT: Shall be in accordance with Section 3, Ordering/Delivery, of this
Contract. a. If Contractor does not deliver equipment within ninety (90) days of the date of order by the State (or by the date specified in the order), Contractor shall pay the State, as fixed and agreed liquidated damages, for each calendar day beyond ninety (90) days of the date of the order (or beyond the date specified in the order) the greater of $200.00 for each item not delivered or 1/30th of the monthly charges (lease, rental, lease/purchase) for all undelivered equipment or 1/200th of the
19

7.0
8.0 purchase price of all undelivered equipment. In no event shall the Contractor be obligated for more than one hundred eighty (180) calendar days from the delivery date.
Contractor has the right to reject and return any order issued by the State within ten (10) days of the date of the order if it cannot accept the State's delivery schedule or Contractor cannot make delivery within ninety (90) days. In the event that Contractor rejects the State's order, liquidated damages cannot be invoked. b. If some, but not all, of the equipment specified in an order is delivered and ready for use by the date specified, and the State uses any such installed equipment, liquidated damages shall not accrue against the equipment used. c. Substitute Equipment: If Contractor provides substitute equipment acceptable to the State on or before the delivery date specified in the order, liquidated damages shall not apply to the equipment for which substitute equipment was provided. d. If Contractor does not deliver all of the equipment and any specified software, including special features and accessories included on the same order, and, as a result, no portion of the total system is ready for use by the specified delivery date, daily liquidated damages shall be paid by
Contractor. e. Replacement Equipment: If Contractor fails to deliver all of the equipment identified herein within ninety (90) days (or by the date specified in the order), including special features and accessories, the State may upon written notice to Contractor obtain replacement equipment from another vendor. In this event Contractor shall be liable for the greater of: (i) liquidated damages from the delivery date specified until replacement equipment is delivered or (ii) liquidated damages for one hundred eighty (180) days from the delivery date.
6.2 ONGOING PERFORMANCE: If Contractor does not meet the Ongoing Performance Requirement specified in Section 7.0 of this Hardware Rider, Contractor shall pay the State, as fixed and agreed liquidated damages for each month, the greater of one month's monthly charge for the equipment which was subject to nonperformance or four percent (4%) of the purchase price of all equipment which was subject to nonperformance.
The State shall maintain appropriate daily records of the ongoing performance level of equipment that is the subject of this Agreement. If Contractor believes that equipment is operating as certified, the State shall offer such records as evidence in assessing damages.
6.3 REPORTING: If Contractor does not meet the Reporting requirements of the State’s solicitation document, Section 4.8, the Contractor shall pay the State as a fixed and agreed liquidated damages in the amount of $200 for each week (7 days) after the fifteenth (15 th ) of the month that the report has not been provided, as specified, to the State’s Contract Manager until such time as the reporting requirements are met.
ONGOING PERFORMANCE REQUIREMENT: Any equipment installed as a result of this Agreement must perform at an effectiveness level of ninety-nine and a half percent (99.5%) each month following acceptance during the term of the manufacturer’s warranty.
Should any equipment fail to meet this standard of performance, the State may at its option, choose to liquidate the damages it suffers as a result of equipment failure. In the event that equipment is inoperative, due to equipment failure, and the effectiveness level is below ninety-nine and a half percent (99.5%) of the total operational use time for three (3) consecutive calendar months, the State reserves the right to terminate this
Agreement without penalty or to require Contractor to replace the equipment. As applicable, the purchase option credits for any replacement equipment shall not be less than the credits accrued from the date of acceptance of the original equipment, regardless of whether the replacement is made at the request of the State or for the convenience of Contractor.
RETURN OF EQUIPMENT:
8.1 If equipment is returned to Contractor for failure to fulfill contractual obligations, the following procedure will be used: a. Within twenty (20) days of written notification Contractor shall provide the State with the required shipping instructions. b. Within thirty (30) days following preparation of equipment for shipping, the State shall ship the equipment in accordance with instructions from Contractor. c. All shipping cost will be borne by Contractor.
20

9.0
10.0
11.0
8.2 If equipment is returned to Contractor for any other reason the shipping cost will be borne by Contractor.
SITE PREPARATION: Equipment environmental specifications shall be furnished in writing by Contractor to the ordering agency at least sixty (60) days prior to delivery. These specifications shall be in such detail to ensure that the equipment to be installed shall operate efficiently from the point of view of its environment.
The State shall prepare the site at its own expense and in accordance with the Contractor's equipment environmental specifications, and shall make the site available thereafter for inspection by Contractor. Failure by Contractor to inspect the site prior to delivery shall be deemed to be approval of the site as meeting
Contractor's equipment environmental specifications.
Contractor will notify the State in writing as to the adequacy of the site and the State's planned layout of the equipment within ten (10) days after inspection.
Contractor warrants that all equipment which is the subject of this Agreement has been approved by
Underwriters Laboratories or a recognized equivalent certification agency.
SPARE PARTS: Contractor agrees to furnish to the State price lists and instructions for ordering spare parts for all equipment proposed in the Contractor's response to the State's solicitation document. Contractor agrees that these spare parts will be available, either to the State or to a third-party maintenance contractor retained by the State for the purpose of maintaining Contractor's equipment if the State chooses not to contract for maintenance service with Contractor.
SUPPLIES: Contractor's prices do not include operational supplies (e.g., paper, tape, etc.) unless such supplies are specifically identified. All supplies used by the State shall conform to Contractor's published specifications provided to the State at the time of equipment installation. The State reserves the right to acquire such supplies from any vendor of its choice.
21