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Va-140331-Dell.Pdf Commonwealth of Virginia Virginia Information Technologies Agency STATEWIDE HARDWARE AND MAINTENANCE CONTRACTS Date: February 4, 2016 Contract #: VA-140331-DELL Authorized User: All public bodies, including VITA, and all Commonwealth Agencies as defined by §2.2-4301 and referenced by §2.2-4304 of the Code of Virginia Contractor: Dell Marketing LP One Dell Way, Building 8 Round Rock, TX 78682 FIN: 74-2616805 Contact Person: Joseph Boyd, Inside Sales Acct Manager Voice: (512) 728-8956 Fax: (512) 283-6759 Email: [email protected] Term: March 31, 2016 – March 30, 2017 Payment: Net 30 days For Additional Contract Information, Please Contact: Virginia Information Technologies Agency Supply Chain Management Greg Scearce Strategic Sourcing Specialist Phone: 804-416-6166 E-Mail: [email protected] Fax: 804-416-6361 NOTES: Individual Commonwealth of Virginia employees are not authorized to purchase equipment or services for their personal use from this Contract. For updates, please visit our Website at http://www.vita.virginia.gov/procurement/contracts.cfm VIRGINIA INFORMATION TECHNOLOGIES AGENCY (VITA): Prior review and approval by VITA for purchases in excess of $100,000.00 is required for State Agencies and Institutions only. Page 1 of 2 VA-140331-DELL CONTRACT CHANGE LOG Change Effective No. Description of Change Date 1 Updated contact person 06/20/14 Mod 1 adds clauses to clarify/define certain terminology used in the 2 contract 10/02/14 3 Updated Supplier’s Contact Info 06/19/15 4 Updated Supplier’s Contact Info 07/29/15 5 Extends contract term 03/31/16 Page 2 of 2 COMMONWEALTH of VIRGINIA Virginia Information Technologies Agency Nelson P. Moe 11751 Meadowville Lane TDD VOICE -TEL. NO. Chief Information Officer 711 Email: [email protected] Chester, Virginia 23836-6315 (804) 416-6100 February 04, 2016 Joseph Boyd Dell Marketing L P One Dell Way Round Rock Texas 78682 Mr. Boyd, Per Section 3.A. (“Term and Termination”) of contract VA-140331-DELL, The Virginia Information Technologies Agency has elected to exercise its option to renew the contract for one year, from March 31, 2016 through March 30, 2017. Should you have any questions, please feel free to contact me. Respectfully, Doug Crenshaw Strategic Sourcing Manager Virginia Information Technologies Agency (804) 416-6160 AN EQUAL OPPORTUNITY EMPLOYER Hardware and Maintenance Contract between The Virginia Information Technologies Agency on behalf of The Commonwealth of Virginia and DELL MARKETING LP VA-140331-DELL Page 1 of 28 HARDWARE AND MAINTENANCE CONTRACT TABLE OF CONTENTS 1. PURPOSE 4 2. DEFINITIONS 4 A. Acceptance 4 B. Agent 4 C. Authorized Users 4 D. Confidential Information 4 E. Maintenance Level 4 F. Maintenance Coverage Period (MCP) 4 G. Maintenance Services (or Maintenance) 4 H. Operating Condition 4 I. Party 4 J. Product 5 K. Receipt (of Product) 5 L. Requirements 5 M. Response Time 5 N. Service 5 O. Software Publisher 5 P. Supplier 5 Q. System Software 5 3. TERM AND TERMINATION 5 A. Contract Term 5 B. Termination for Convenience 6 C. Termination for Breach or Default 6 D. Termination for Non-Appropriation of Funds 6 E. Effect of Termination 6 F. Transition of Services 6 G. Contract Kick-Off Meeting 6 H. Contract Closeout 7 4. DELIVERY, INSTALLATION AND ACCEPTANCE 7 A. Delivery Procedure 7 B. Late Delivery 7 C. Product Trade-in and Upgrade 8 D. Product Installation 8 E. Product Acceptance 8 F. Cure Period 8 G. Product Discontinuation 9 H. Authorized User or Third Party Support 9 I. Engineering Changes and Product Modification 9 J. Training 9 K. Parts and Maintenance Support 10 L. Inventory Record 10 M. Product Service Record 10 N. Additional Services 10 O. Proprietary Rights 10 5. WARRANTY AND REMEDY 11 A. Supplier 11 B. Ownership 11 C. Supplier Viability 11 D. Product 11 E. Product Performance Data 12 F. Warranty Services 12 VA-140331-DELL Page 2 of 28 7. MAINTENANCE SERVICES 13 G. Ordering 14 H. Renewal 14 I. Services 14 8. SCOPE OF USE 15 9. SOFTWARE LICENSE 16 10. ORDERS AND COMPENSATION 16 A. Supplier Quote and Request for Quote 16 B. Orders 17 C. Purchase Price and Price Protection 17 D. Supplier-Sponsored Product Promotions 18 E. Invoice Procedure 18 F. Purchase Payment Terms 19 G. Universal Service Fund 19 11. REPORTING 19 12. STEERING COMMITTEE 20 13. CONFIDENTIALITY 20 A. Treatment and Protection 20 B. Exclusions 20 C. Return or Destruction 20 14. INDEMNIFICATION AND LIABILITY 21 A. Indemnification 21 B. Liability 22 15. SECURITY COMPLIANCE 22 16. GENERAL PROVISIONS 23 A. Relationship Between VITA and Authorized User and Supplier 23 B. Incorporated Contractual Provisions 23 C. Compliance with the Federal Lobbying Act. 23 D. Governing Law 24 E. Dispute Resolution 24 F. Advertising and Use of Proprietary Marks 24 G. Notices 24 H. No Waiver 24 I. Assignment 25 J. Captions 25 K. Severability 25 L. Survival 25 M. Force Majeure 25 N. Remedies 25 O. Right to Audit 25 P. Offers of Employment 26 Q. Contract Administration 26 R. Entire Contract 26 VA-140331-DELL Page 3 of 28 HARDWARE AND MAINTENANCE CONTRACT THIS HARDWARE AND MAINTENANCE CONTRACT (“Contract”) is entered into by and between the Virginia Information Technologies Agency (hereinafter referred to as “VITA”), pursuant to §2.2-2012 of the Code of Virginia and on behalf of the Commonwealth of Virginia, and Dell Marketing LP (“Supplier”), a corporation headquartered at One Dell Way, Round Rock, Texas 78682, to be effective as of March 31, 2014 (“Effective Date”). 1. PURPOSE This Contract sets forth the terms and conditions under which Supplier agrees to provide purchase of personal computer devices, servers, peripherals and related accessories/supplies, Services and Maintenance to Authorized Users of this Contract. 2. DEFINITIONS A. Acceptance Acceptance shall take the form of successful delivery to the designated ship to location (Receipt), as specified in the applicable order. B. Agent Any third party independent agent of any Authorized User. C. Authorized Users All Public Bodies, including VITA and all Commonwealth agencies, as defined by §2.2-4301 and referenced by §2.2-4304 of the Code of Virginia. D. Confidential Information Any confidential or proprietary information of a Party that is disclosed in any manner, including oral or written, graphic, machine readable or other tangible form, to any other Party in connection with or as a result of discussions related to this Contract or any order issued hereunder, and which at the time of disclosure either (i) is marked as being “Confidential” or “Proprietary”, (ii) is otherwise reasonably identifiable as the confidential or proprietary information of the disclosing Party, or (iii) under the circumstances of disclosure should reasonably be considered as confidential or proprietary information of the disclosing Party. E. Maintenance Level The parameters of Maintenance Services, including the times during which and time-frames in which Supplier shall respond to a request for Maintenance Services. The available Maintenance Levels shall be as defined in Exhibit D hereto. The actual Maintenance Level for a unit of Product shall be set forth in the executed order for Maintenance of that Product referencing this Contract. F. Maintenance Coverage Period (MCP) The term during which Maintenance is to be provided for a unit of Product. G. Maintenance Services (or Maintenance) Those Services, preventive and remedial, performed by Supplier at Authorized User’s request in order to ensure continued operation of the Product. Maintenance Services shall include support services. H. Operating Condition That condition which allows the Product to function in a normal, acceptable working manner, as designed by the Product manufacturer. I. Party Supplier, VITA, or any Authorized User. VA-140331-DELL Page 4 of 28 J. Product Hardware, peripherals, and any other equipment, including the System Software, all upgrades, all applicable user documentation and related accessories as set forth on Exhibit C provided pursuant to this Contract. K. Receipt (of Product) An Authorized User or its Agent has physically received the Product at the correct “ship to” location. L. Requirements The functional, performance, operational, compatibility, and other parameters and characteristics of the Product as set forth in the applicable Product documentation, Exhibit A and such other parameters, characteristics, or performance standards for the Product that may be agreed upon in writing by the Parties. M. Response Time The time between Supplier’s receipt of Authorized User’s request for Maintenance and the time Supplier commences repair of the Product. N. Service Any Product-related work performed or service provided, including certain Maintenance Services or other services for the Product and provision to the Authorized User of any deliverable, by Supplier under this Contract, including but not limited to installation/de-installation, maintenance, support, training, migration, and optimization of hardware or software, warranty services, factory integration (software or equipment components), asset management, recycling/disposal, certification, migration, pre-implementation design, disaster recovery planning and support, service desk/helpdesk and any other related technical support service required for the effective operation or optimization of a hardware or software product.. O. Software Publisher The licensor of the System Software provided by Supplier under this Contract. P. Supplier Means the Supplier and any of its Affiliates (i.e., an entity that controls, is controlled
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