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HomeMy WebLinkAboutP-25-043 Card Integrators dba CI Solutions.pdf CO,U County of Fresno �+ INTERNAL SERVICES DEPARTMENT Facilities• Fleet•Graphics• Purchasing •Security•Technology O� 1$5�O PROCUREMENT AGREEMENT Agreement Number P-25-043 February 3, 2025 Card Integrators Corp. dba Cl Solutions 3625 Serpentine Drive Los Alamitos, CA 90720 The County of Fresno (County) hereby contracts with Card Integrators Corp. dba Cl Solutions (Contractor)to provide Photo ID Systems in accordance with the text of this agreement, and Attachment"A", and TIPS Contract Number 241102 by this reference made a part hereof. TERM: This Agreement shall become effective February 1, 2025 and shall remain in effect through January 31, 2028. MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County reserves the right to increase or decrease orders or quantities. CONTRACTOR'S SERVICES: Contractor shall perform the services as described in Attachment"A" attached, at the rates set forth in Attachment"A". ORDERS: Orders will be placed on an as-needed basis by County of Fresno Internal Services Department— Security Division under this contract. PRICES: Prices shall be firm for the contract period. MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of one hundred twenty-five thousand dollars ($125,000.00). ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as deemed necessary. Such additions shall be made in writing and signed by both parties. DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be delivered complete as specified. All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT: In case of default by Contractor, the County may procure the articles/services from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County. The prices paid by County shall be considered the prevailing market price at the time such purchase is made. Inspection of deliveries or offers for delivery, which do not meet specifications, will be at the expense of Contractor. INVOICING: An itemized invoice shall be sent to requesting County department in accordance with invoicing instructions included in each order referencing this Agreement. The Agreement number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days. 333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110 *The County of Fresno is an Equal Employment Opportunity Employer* PROCUREMENT AGREEMENT NUMBER: P-25-043 Page 2 Card Integrators Corp. dba CI Solutions February 3, 2025 INVOICE TERMS: Net forty-five (45) days from the receipt of invoice. The Agreement number must appear on all shipping document and invoices. Internal Services invoices are to be emailed to ISDContracts(a)fresnocountyca.gov and Sheriff's Office invoices are to be emailed to Sheriff.Contracts(cDfresnosheriff.org. TERMINATION: The County reserves the right to terminate this Agreement upon thirty(30) days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel engaged in service covered by this Agreement. AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible condition all books, documents, papers, data files and other records related to its performance under this contract. Such records shall be complete and available to Fresno County, the State of California, the federal government or their duly authorized representatives for the purpose of audit, examination, or copying during the term of the contract and for a period of at least three years following the County's final payment under the contract or until conclusion of any pending matter(e.g., litigation or audit), whichever is later. Such records must be retained in the manner described above until all pending matters are closed. LIABILITY: The Contractor agrees to: Pay all claims for damage to property in any manner arising from Contractor's operations under this Agreement. Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and employees from any and all claims for damage or other liability, including costs, expenses (including attorney's fees and costs), causes of action, claims or judgments resulting out of or in any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this Agreement, and from any and all costs and expenses (including attorney's fees and costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm or corporation who may be injured or damaged by the performance, or failure to perform, of Contractor, its officers, agents, or employees under this Agreement. INSURANCE: Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following insurance policies or a program of self-insurance, including but not limited to, an insurance pooling arrangement or Joint Powers Agreement (JPA)throughout the term of the Agreement: A. Commercial General Liability: Commercial general liability insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis. Coverage must include products, completed operations, property damage, bodily injury, personal injury, and advertising injury. The Contractor shall obtain an endorsement to this policy naming the County of Fresno, its officers, agents, employees, and volunteers, individually and collectively, as additional insureds, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insureds will apply as primary insurance and any other insurance, or self-insurance, maintained by the County is excess only and not contributing with insurance provided under the Contractor's policy. B. Automobile Liability: Automobile liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages. Coverage must include any auto used in connection with this Agreement. C. Professional Liability: Professional liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence and an annual aggregate of Three Million Dollars ($3,000,000). If this is a claims-made policy, then (1)the retroactive date must be prior to the date on which services began under this Agreement; (2)the Contractor shall maintain the policy and provide to the County annual P-25-043 Card Integrators dba CI Solutions.docx PROCUREMENT AGREEMENT NUMBER: P-25-043 Page 3 Card Integrators Corp. dba CI Solutions February 3, 2025 evidence of insurance for not less than five years after completion of services under this Agreement; and (3) if the policy is canceled or not renewed, and not replaced with another claims-made policy with a retroactive date prior to the date on which services begin under this Agreement, then the Contractor shall purchase extended reporting coverage on its claims-made policy for a minimum of five years after completion of services under this Agreement. D. Worker's Compensation: Workers compensation insurance as required by the laws of the State of California with statutory limits. Additional Requirements Relating to Insurance: Contractor shall obtain endorsements to the Commercial General Liability insurance naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees shall be excess only and not contributing with insurance provided under Contractor's policies herein. This insurance shall not be cancelled or changed without a minimum of thirty (30)days advance written notice given to County. Contractor hereby waives its right to recover from County, its officers, agents, and employees any amounts paid by the policy of worker's compensation insurance required by this Agreement. Contractor is solely responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of subrogation, but Contractor's waiver of subrogation under this paragraph is effective whether or not Contractor obtains such an endorsement. Within Thirty (30) days from the date Contractor signs and executes this Agreement, Contractor shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies, as required herein, to the County of Fresno, Internal Services—Security Division, 333 W. Pontiac Way, Clovis, CA 93612, stating that such insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; that such Commercial General Liability insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned; that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees, shall be excess only and not contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30) days advance, written notice given to County. Certificates of Insurance are to include the contract number at the top of the first page. In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, the County may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California. Insurance purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence. INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed by Contractor under this Agreement, it is mutually understood and agreed that Contractor, including any and all of Contractor's officers, agents, and employees will at all times be acting and performing as an independent contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee,joint venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise or direct the manner or method by which Contractor shall perform its work and function. However, County shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable P-25-043 Card Integrators dba CI Solutions.docx PROCUREMENT AGREEMENT NUMBER: P-25-043 Page 4 Card Integrators Corp. dba CI Solutions February 3, 2025 provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof. Because of its status as an independent contractor, Contractor shall have absolutely no right to employment rights and benefits available to County employees. Contractor shall be solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee benefits. In addition, Contractor shall be solely responsible and save County harmless from all matters relating to payment of Contractor's employees, including compliance with Social Security, withholding, and all other regulations governing such matters. It is acknowledged that during the term of this Agreement, Contractor may be providing services to others unrelated to the County or to this Agreement. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both parties. INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1)the text of this Agreement (excluding Attachment"A"); (2)Attachment"A"; and (3)TIPS Contract Number 241102. GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the State of California. Venue for any action shall only be in County of Fresno. ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to (1) a digital signature; (2) a faxed version of an original handwritten signature; or(3)an electronically scanned and transmitted (for example by PDF document) of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. Please acknowledge your acceptance by returning all pages of this Agreement to my office via email or USPS. P-25-043 Card Integrators dba CI Solutions.docx PROCUREMENT AGREEMENT NUMBER: P-25-043 Page 5 Card Integrators Corp. dba CI Solutions February 3, 2025 Please refer any inquiries in this matter to Susan Walker, Purchasing Technician, at 559-600-7111 or suwalker@fresnocountyca.gov. FOR THE COUNTY OF FRESNO Digitally signed by Rley Blckbur Riley Blackburn Date:2025.02.2111:34:31a08'OOn Riley Blackburn Purchasing Manager 333 W. Pontiac Way Clovis, CA 93612 P-25-043 Card Integrators dba CI Solutions.docx PROCUREMENT AGREEMENT NUMBER: P-25-043 Page 6 Card Integrators Corp. dba Cl Solutions February 3, 2025 CONTRACTOR TO COMPLETE: Company: Card Integrators Corporation dba Cl Solutions Type of Entity: ❑ Individual ❑ Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership ■❑ Corporation ❑ General Partnership 3625 Serpentine Drive Los Alamitos CA 90720 Address City State Zip 562-431-2594 customerservice@cardintegrators.com TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS Print Name & Tay for Cole Title: Print Name &Title: Digitally signed by Taylor Cole Taylor Cole Date 025.02.21 Signature: 09:29:38-08'00' Signature: ACCOUNTING USE ONLY ORG No.: 8970, 31112415 Account No.: 7295, 7265 Requisition No.: 9702500017, 3111259046 (7/2024) P-25-043 Card Integrators dba Cl Solutions.docx PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 1 of 45 01/31/2025 TIPS VENDOR AGREEMENT TIPS RFP 241102 Photo ID Systems The following Vendor Agreement("Agreement")creates a legal agreement between The Interlocal Purchasing System("TIPS"),a government purchasing cooperative and Department of Texas Region 8 Education Service Center and(INSERT ENTITY NAME): Card Integrators (ENTER ENTITY NAME] its owners, agents, subsidiaries, and affiliates (together, "Vendor") (individually, "Party", and collectively the "Parties") and this agreement shall exclusively govern the contractual relationship("Agreement")between the Parties. TIPS,a g ental entity and a national purchasing cooperative seeks to provide a valuable and necessary solution to public entities and quali in� erfArming the public procurement solicitation process and awarding compliant contracts �q�alified vendorsohen,where the la cust �cu �cess, ows,instead of public entities and qualifying non-profits expending time, money,and resources on the extensive the use of TIPS allows public entities to quickly select and purchase their eferred products or services from qualified,competitively evaluated,-dors through cooperative purchasing. 1. 1h4o rpose of this Agreement is to identify the terms and conditio the rel hip between TIP Public non-profits that properly join or utilize TIPS ("TIPS Member�y elect to "pi f TIPS' agreements where the laws of their jurisdiction allow. TIPS Members ontrac arties o is Agreement d conditions of this Agreement may ensure benefits to TIPS Members. 2. 4gthority. The Parties agree that the signatories below are individual authorized to enter into this Agreement on behalf of their entity I*at they arc acting under due and proper authority under applicable law. 3. Ations. a. TIPS Pricing: The specific pricing, discounts, and other pricing terms anApne4rmi s whichf submitted and TIPS approve S Contract awarded to Vendor and ble,subsequent pricing updates submitted by aecepted by TIPS,if any. � ^l horized Reseller:A reseller or dealer authorized and added'"I or through their online TIPS Vendor Portal to make TIPS sales according Ito the terms and conditions herein 4. Entire Agreement. This Agreement r ted om posting a "TIPS Sol Q, or other) and Vendor submitting a proposal in response to thatsted TIPS Solicitation for evaluatiord. re that this Agreement consists of the provisions set forth herein and.(1) T TIPS s tion documng i nt; (2) Any addenda or clarifications issued in relation to the TIPS solicitatio 3 Al�itation information provide IPS through the TIPS eBid System;(3)Vendor's entire proposal response to t P olicitation including all accept ents,acknowledged notices and certifications, accepted negotiated terms,pri g, accepted responses to questions, and accept tten clarifications of Vendor's proposal, and; any properly included attachmen this Agreement. All documentation and info ation listed is hereby incorporated by reference as if set forth herein verbatim. In the event of conflict between the terms herein and one of the incorporated documents the terms and conditions herein shall control. 5. Vendor's Specific Warranties, Terms, and License Agreements. Because TIPS serves public entities and non-profits throughout the nation all of which are subject to specific laws and policies of their jurisdiction, as a matter of standard practice, TIPS does not typically accept a Vendor's specific"Sale Terms"(warranties, license agreements,master agreements,terms and conditions, etc.)on behalf of all TIPS Members. TIPS may permit Vendor to attach those to this Agreement to display to interested customers what terms may apply to their Supplemental Agreement with Vendor(if submitted by Vendor for that purpose). However,unless this term of the Agreement is negotiated and modified to state otherwise, those specific Sale Terms are not accepted by TIPS on behalf of all TIPS Members and each Member may choose whether to accept,negotiate,or reject those specific Sale Terms,which must be reflected in a separate agreement between Vendor and the Member in order to be effective. TIPS Vendor Agreement Page 1 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 2 of 45 01/31/2025 6. Vendor Identity and Contact Information. It is Vendor's sole responsibility to ensure that all identifying vendor information(name, EIN,d/b/a's,etc.)and contact information is updated and current at all times within the TIPS eBid System and the TIPS Vendor Portal. It is Vendor's sole responsibility to confirm that all e-correspondence issued from tips-usa.com,ionwave.net,and tipsconstruction.com to Vendor's contacts are received and are not blocked by firewall or other technology security. Failure to permit receipt of correspondence from these domains and failure to keep vendor identity and contact information current at all times during the life of the contract may cause loss of TIPS Sales, accumulating TIPS fees, missed rebid opportunities, lapse of TIPS Contract(s), and unnecessary collection or legal actions against Vendor. It is no defense to any of the foregoing or any breach of this Agreement that Vendor was not receiving TIPS' electronic communications issued by TIPS to Vendor's listed contacts. 7. Initiation of TIPS Sales. When a public entity initiates a purchase with Vendor,if the Member inquires verbally or in writing whether Vendor holds a TIPS Contract,it is the duty of the Vendor to verify whether the Member is seeking a TIPS purchase. Once verified, Vendor must include the TIPS Contract Number on all purchase communications and sales documents exchanged with the TIPS Member. 8. TIPS S and Supplemental Agreements. The terms of the specific TIPS order, including but not limited to: shipping, freight, insuranc delivWfees,- ding, cost, delivery expectations and location, returns, refunds, terms, conditions, cancellaLjffim„ order assist , etc., shall be co d e purc ase agreement (Purchase Order, Contract, Invoice, etc.) (hereinafter "Supplemental Agre t, entered into betw PS Member and Vendor only. TIPS is not a party to any Supplemental Agreement. All S emental Agreements sh ude Vendor's known to TIPS,and TIPS Contract Name and Number. r accepts and derstands that TIPS is not a legal party to TIPS Sales and Vendor i$ elynsible for identify' istakes, u eptable terms,or misrepresentations for the specific order prior toAing.Vendor a that any order Wreviewedn ustomer to endor, even when processed through TIPS, constitutes a le 1 cotween t 1 mer and Vend Vendor Or cepts or fulfills an order, cven when processed through TIP ndoesenting t e*or has carefuhe order 1 thenticity,and accuracy and TIPS shall not be I responsible for the same. n the ev nt of a conflict between the term IPS Vendor Agreement and those contained in any Supplemental Agreement,the provis' set fortlherein shall control ipless otherwise agreed to and authorized by the Parties in writing w' the upplemental Agre t. 9. Right of Refusal. Vendor has the right not to sell to a TIPS Member under the awarded agreement at Vendor's discretion unless otherwise required by law. 10. ReWting TIPS Sales. Vendor must report all TIPS Sales to TIPS. If a TIPS sale is initiated by Vendor r IPS Member's purcha order from TIPS directly, Vend that specific TIPS Sale reportwk-Otherw eption of TIPS Automa Vendors,who have signed an exusive agreement with TIPS regarding reporting,all TIPS es m eported to TIPS by either: Emailing the purchase order or similar purchase document (with Vendor's Name, as known to IPS, and the TIPS Contract N e and Number included)to T14 at ti s o ti s-usc with"Confirmation Only"in the subject line of the email within three business days of Vendor's acceptance7W a. the order,or;(2)Withil 3 business day of the order being accepted by Vendor,Vendor must login to the TIPS Vend rtal and successfully self-report all necessary sale inrnation within the Vendor Portal and confirm that it shows up accurately on y ur current Vendor Portal statement. No other method of repo eptable unless agreed to by the Parties in writing. Failure to report sales p>�uant to this pre re�cellation of Vendor's TIPS Contract(s)for cause at TIPS' sole discreti fer to s for mere information about reporting sales and if you have further questions,contact t o n i sa.com. 11. TIPS Administration Fees. The collection of adminis s by TIPS,a government entity,for perfo of these procurement services is required pursuant to Texas Government Code n 791.011 et.seq. The administration fee E" dministration Fee") is the amount legally owed by Vendor to TIPS for TIPS made by Vendor. The TIPS Administration' amount is typically a set percentage of the amount paid by the TIPS Member for each TIPS Sale, less shipping cost,bond cost,and taxes if applicable and identifiable,which is legally due to TIPS, but the exact TIPS Administration Fee for this Contract is published in the corresponding solicitation and is incorporated herein by reference. TIPS Administration Fees are due to TIPS immediately upon Vendor's receipt of payment,including partial payment,for a TIPS Sale. The TIPS Administration Fee is assessed on the amount paid by the TIPS Member, not on the Vendor's cost or on the amount for which the Vendor sold the item to a dealer or Authorized Reseller. Upon receipt of payment for a TIPS Sale,including partial payment(which renders TIPS Administration Fees immediately due),Vendor shall issue to TIPS the corresponding TIPS Administration Fee payment as soon as possible but not later than thirty-one calendar days following Vendor's receipt of payment. Vendor shall pay TIPS via check unless otherwise agreed to by the Parties in writing. Vendor shall include clear documentation with the issued payment dictating to which sale(s)the amount should be applied. Vendor may create a payment report within their TIPS Vendor Portal which is the preferred documentation dictating to which TIPS Sale(s) the amount should be applied. Failure to pay all TIPS Administration Fees pursuant to this provision may result in immediate cancellation of Vendor's TIPS Contract(s) for cause at TIPS' sole discretion as well as the initiation of collection and legal actions by TIPS against Vendor to the extent permitted by law. Any overpayment of participation fees to TIPS by Vendor will be refunded to the Vendor TIPS Vendor Agreement Page 2 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 3 of 45 01/31/2025 within ninety(90)days of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six (6) months from the date of overpayment and TIPS determines that the amount was not legally due to TIPS pursuant to this agreement and applicable law. Any notification of overpayment received by TIPS after the expiration of six(6)months from the date that TIPS received the payment will render the overpayment non-refundable. Region 8 ESC and TIPS reserve the right to extend the six(6)month deadline if approved by the Region 8 ESC Board of Directors. TIPS reserves all rights under the law to collect TIPS Administration Fees due to TIPS pursuant to this Agreement. 12. Term of the Agreement.This Agreement with TIPS is for approximately three years with a one-year,consecutive option for renewal as described herein. Renewal options are not automatic and shall only be effective if offered by TIPS at its sole discretion. If TIPS offers a renewal option,the Vendor will be notified via email issued to Vendor's then-listed Primary Contact. The renewal option shall be deemed accepted by Vendor unless Vendor notifies TIPS of its objection to the renewal option in writing and confirms receipt by TIPS. Actual I&ctive Date: Agreement is effective upon signature by authorized representatives of both Parties. The Effective Date does not affec erm Calculation Start Date." Term lculation Start o e the contract term consistent for all vendors awarded under a single TIPS contract. vendor shall late the foregoing�as s y of the month that"Award Notifications"are anticipated as published in the Solic' n,regardless of the actual Effect' Ex ple of Term Calculation Start DateW- Wipated''Award Date" �alat&iart licitation is May 2 but extended n ations delay award until June 27, 2023 (Actual Effective Date), the Te Date shall b 31, 2023 in this e le. ontract Expiration Date: To keep the contract term consistent for all vendors awarded under a single �IPS contract, the term expiration date shall be three-years from the Term Calculation Start Date. ple of Contract Expiration Date: If the anticipated"Award Date"published in the Solicitation is May 22,2023,but extended -a n tions delay award until June 27,2023 (Actual Effective Date),the Term Calculation Start Date shall be May 31, 2023 and the act Expiration Date of the resulting initial "three-year"term, (which is subject to an extension(s))will be May 31, 2026 in this e z_ O LL p, Renewal: Any option(s) for renewal shall be in on the Contrac he date of the expiration of the prior re term where applicable,and continue for theWWon specified option he "P Example of Option(s)for Renewal: In this example,if TIPS offers a one-y ewal and the Contract Expiration Date is May 31, 2026,then the one-year renewal is effective from May 31,2026 to May 31,202 . TIPS may offer to extend Vendor Agreem the fullest extent the Solicitation resulting in this Agreement permits. 13. TIPS Pricing. Vendor agrees and undo and IPS C et that it holds, V b d, agreed to, and received TIPS' approval for specific pricing,disco er pricing terms and incentives which or's TIPS Pricing for that TIPS Contract("TIPS Pricing"). Vendor Vendor will not adW TIPS Administration a charge or line-item in a TIPS Sale. Vendor hereby certifies that Ven r sha only offer goods and services through this TIP ontract if those goods and services are included in or added to Vendor's TIPS PriVp proved by TIPS.TIPS reservesthe rig ew Vendor's pricing update requests as specifically as line-item by line-iteermine compliance. However, Vendor ally agrees that all submitted pricing updates shall be within the original tohe Vendor's TIPS Pricing(scope,propose ounts,price increase limitations,and other pricing terms and incentives origiposed by Vendor)such that TIPS may accept Vendors price increase requests as submitted without additional vetting at TIPS discretion. Any pricing quoted by Vendor to a TIPS Member or on a TIPS Quote shall never exceed Vendor's TIPS Pricing for any good or service offered through TIPS. TIPS Pricing price increases and modifications, if permitted,will be honored according to the terms of the solicitation and Vendor's proposal, incorporated herein by reference. 14. Indemnification of TIPS. VENDOR AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND TIPS, TIPS MEMBERS, TIPS OFFICERS, TIPS EMPLOYEES, TIPS DIRECTORS, AND TIPS TRUSTEES (THE "TIPS INDEMNITEES") FROM AND AGAINST ALL CLAIMS AND SUITS BY THIRD-PARTIES FOR DAMAGES,INJURIES TO PERSONS(INCLUDING DEATH),PROPERTY DAMAGES,LOSSES, EXPENSES,FEES,INCLUDING COURT COSTS,ATTORNEY'S FEES,AND EXPERT FEES,ARISING OUT OF OR RELATING TO VENDOR'S PERFORMANCE UNDER THIS AGREEMENT (INCLUDING THE PERFORMANCE OF VENDOR'S OFFICERS, EMPLOYEES, AGENTS, AUTHORIZED RESELLERS,SUBCONTRACTORS,LICENSEES,OR INVITEES),REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION, INCLUDING WITHOUT LIMITATION CAUSES OF ACTION BASED UPON COMMON,CONSTITUTIONAL,OR STATUTORY LAW OR BASED IN TIPS Vendor Agreement Page 3 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 4 of 45 01/31/2025 WHOLE OR IN PART UPON ALLEGATIONS OF NEGLIGENT OR INTENTIONAL ACTS OR OMISSIONS ON THE PART OF VENDOR, ITS OFFICERS,EMPLOYEES,AGENTS,AUTHORIZED RESELLERS,SUBCONTRACTORS,LICENSEES,OR INVITEES. NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED TO BY TIPS. APART FROM THIS INDEMNIFICATION PROVISION REQUIRING INDEMNIFICATION OF THE TIPS INDEMNITEES' ATTORNEY'S FEES AS SET FORTH ABOVE,RECOVERY OF ATTORNEYS' FEES BY THE PREVAILING PARTY IS AUTHORIZED ONLY IF AUTHORIZED BY TEX.EDUC.CODE&44.032(F). 15. Indemnification and Assumption of Risk — Vendor Data. VENDOR AGREES THAT IT IS VOLUNTARILY PROVIDING DATA (INCLUDING BUT NOT LIMITED TO:VENDOR INFORMATION,VENDOR DOCUMENTATION,VENDOR'S PROPOSALS,VENDOR PRICING SUBMITTED OR PROVIDED TO TIPS, TIPS CONTRACT DOCUMENTS, TIPS CORRESPONDENCE, VENDOR LOGOS AND IMAGES, VENDOR'S CONTACT INFORMATION, VENDOR'S BROCHURES AND COMMERCIAL INFORMATION, VENDOR'S FINANCIAL INFORMATION,VENDOR'S CERTIFICATIONS,AND ANY OTHER VENDOR INFORMATION OR DOCUMENTATION,INCLUDING WITHOUT LIMITATION SOFTWARE AND SOURCE CODE UTILIZED BY VENDOR,SUBMITTED TO TIPS BY VENDOR AND ITS AGENTS)("VENDOR DATA" o TIPS. FOR THE SAKE OF CLARITY AND WITHOUT LIMITING THE BREADTH OF THE INDEMNITY OBLIGATIONS IN SECTIO 14 ABOVE VENDOR AGREES TO PROTECT INDEMNIFY AND HOLD THE TIPS INDEMNITEES HARMLESS FROM AND AGAINST ANY AN ILL L S ACTIONS DEMANDS ALLEGATIONS SUITS JUDGMENTS COSTS EXPENSES FEES INCLUDI OURT COSTS TTORNEY'S F X TFF, ND ALL OTHER LIABILITY OF ANY NATURE WHATSOEVER ARISING OUT OF OR RELATING TO: I ANY U—NAT—TWUMM, OF OR CYBER DATA BREACH INCIDENT AND VIRUSES OR OTHER CORRUPTING AGENTS IRMWNIS ENDO FORMATION COMPUTERS OR OTHER ILXRDWARE OR SOFAVARE SYSTEMS AND; 11 ALLEGATIONS OR CLAIMS THAT AMENEMR D&k IN=JiTGES ON THE INTELLAW91ML PROPERTY RH&S OF A THIRD-PARTY OR VENDOR. or shall pay 4�Mounts set forth in 16. edures Related to Indemnification.In the event that an ' nity obligation arises, ,* Section 14 and 15 above (including any settlements) and—if Mcccpted its indemnity obligation without qualification—control the legal defense to such claim or cause of action,including wi itation attorney selection,strategy,discovaly,trial,appeal,and settlement,and TIPS shall,at Vendor's cost and expense(with respect reasonable out of pockets and expenses incurred by TIPS which shall be reimbursed to TIPS by Vendor),provide all commercia ly reasonable assistance r uested by Vendor. In controlling aqy defense, Vendor shall ensure that all assertions of governmental immunity and all applicable pleas and defenses shall be promptly as ed. 17. In Underlying Sales and Supplemental Agreements. Vendor shall be solely responsible for any customer claims or any dispu g out of TIPS Sales or any SugiowRtal Agreement as if sold in the op�ii lcet. Thel%Lties agree that TIPS shall not be liab e or any claims arising out of Vendor's TIPS Sales or Supplemental Agreements, including bu of limited to: allegations of product defect or insufficiency, allegati-s of service defect or insufficiency, allegations regarding delivery defect or insufficiency, allegations of fraud or misrepresentation, a legations regarding prickv or amounts owed for TIPS sales, and/or allegations regarding payment, over-paymq* under-payment, or non-payment for TIPSII Sales. Payme t/Drafting, overpayment/over-drafting, under- payment/under-drafting,yr aylpent for T S Sales between customer and Vend%and inspections, rejections, or acceptance of such purchases shall be the exc sive relh ective�bli ations of Vendor/Customer,and disputes shall be handled in accordance with the terms of the underlying Supplemental A me�itered into betio ndor endor acknowledges that TIPS is not a dealer, subcontractor,agent,or resell of Vendor's goods and no e%rVnsible for any claims arising out of alleged insufficiencies or defects in Vendo goods d se 18. Confidentiality of Vendor Data. Vendor understands es that by signing this Agreement,all Vti to is hereby released to TIPS,TIPS Members,and TIPS third-party administra effectuate Vendor's TIPS Contract excepided for herein. The Parties agree that Vendor Data is accessible by all TIPS rs as if submitted directly to that TIPS Mstomer for purchase consideration. If Vendor otherwise considers any portion o Vendor's Data to be confidential and not subject to public disclosure pursuant to Chapter 552 Texas Gov't Code(the"Public Information Act")or other law(s)and orders,Vendor must have identified the claimed confidential materials through proper execution of the Confidentiality Claim Form which is required to be submitted as part of Vendor's proposal resulting in this Agreement and incorporated by reference. The Confidentiality Claim Form included in Vendor's proposal and incorporated herein by reference is the sole indicator of whether Vendor considers any Vendor Data confidential in the event TIPS receives a Public Information Request. If TIPS receives a request,any responsive documentation not deemed confidential by you in this manner will be automatically released. For Vendor Data deemed confidential by you in this manner, TIPS will follow procedures of controlling statute(s)regarding any claim of confidentiality and shall not be liable for any release of information required by law, including Attorney General determination and opinion. In the event that TIPS receives a written request for information pursuant to the Public Information Act that affects Vendor's interest in any information or data furnished to TIPS by Vendor,and TIPS requests an opinion from the Attorney General,Vendor may,at its own option and expense,prepare comments and submit information directly to the Attorney General stating why the requested information is exempt from disclosure pursuant to the requirements of the Public Information Act. Vendor is solely responsible for submitting the memorandum brief and information to the Attorney General TIPS Vendor Agreement Page 4 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 5 of 45 01/31/2025 within the time period prescribed by the Public Information Act.Notwithstanding any other information provided in this solicitation or Vendor designation of certain Vendor Data as confidential or proprietary, Vendor's acceptance of this TIPS Vendor Agreement constitutes Vendor's consent to the disclosure of Vendor's Data,including any information deemed confidential or proprietary,to TIPS Members or as ordered by a Court or government agency, including without limitation the Texas Attorney General. Vendor agrees that TIPS shall not be responsible or liable for any use or distribution of information or documentation by TIPS Members or as required by law. 19. Vendor's Authorized Resellers. TIPS recognizes that many vendors operate in the open market through the use of resellers or dealers. For that reason, TIPS permits Vendor to authorize Authorized Resellers within its Vendor Portal and make TIPS Sales through the Authorized Reseller(s). Once authorized by Vendor in the Vendor Portal, the Authorized Reseller(s)may make TIPS sales to TIPS Members. However, all purchase documents must include: (1)Authorized Reseller's Name; (2)Vendor's Name, as known to TIPS, and;(3)Vendor's TIPS Contract Name and Number under which it is making the TIPS Sale. Either Vendor or Reseller may report the sale pursuant to the terms herein. However,Vendor agrees that it is legally responsible for all reporting and fee payment as described herein f TIPS Sales made by Authorized Resellers. The TIPS Administration Fee is assessed on the amount paid by the TIPS Member n the Vendor's cost or on the amount for which the Vendor sold the item to a dealer or Authorized Reseller. The Parties intend t endor s�Le responsible and liable for TIPS Sales made by Vendor's Authorized Resellers. Vendor agrr�at it is voles authorizing this AuthorizWr in doing so,Vendor agrees that it is doing so at its own risk and agrees to protect, inde and hold TIPS harmless iith Sections 14-17 above related to Authorized Reseller TIPS Sales made pursuant to thi greement or purporting to bet to this Agreement that may be asserted against Vendor whether righ y brought or o rwise. The Parties further agree that it is no defense to Vendor's breach J&s Vament that an Auth ed V r of breach this Agreement. 20. eution of TIPS Sales. When blic ty initiatekchase r,if the NV mber inquires Ave writing endor holds a TIPS Contract the tyf theverify the Member is seeking a TIPS purchase. Any request for quote,customer communication,or mer pureed throug or referencing a TIPS Contraiq shall be completed through TIPS pursuant to this Agreement. Any encouragemartici by Vendor icumventing a TIPS sale being cy result in immediate termination of Vendor's TIPS for cause as wfas preclusion from future TIPS o at TIPS sole discretion. 21. State of Texas Franchise Tax. By signature hereon,Vendor hereby certifies that Vendor is not currentl t in the payment of any franchise taxes owed to the State of Texas under Chapter 171 of the Texas Tax Code. 22. Termin ion. - A) Termination for Conveniance.TIPS may,by writ notice to Atr,terminate this Agreement for convenience, in whole or in part, at an time by giving thirty( 0) days' en notice to Vendor of such termination, and specifying4he effective d ereof. B) Termination for Caus . Vendor ails to materially perform pursuant tot Agreement,TIPS shall provide written notice Vend cifying t . If Vendor does not cure s uIt within thirty(30) days,TIPS may terminate ITiis A e or in pare,for cause.If TIPS to this Agreement for cause,and it is later determined th ion for cause was wrongful,the term hall automatically be converted to and treated as a term for convenience. Q Vendor's Termination.If TIPS fails to m Ir ially perform pursuant to the terms of this Agreement,Vendor shall provide written notice to TIPS specifying the default(`Notice of Default"). If TIPS does not cure such default within thirty (30) days, Vendor may terminate this Agreement, in whole or in part, for cause. If Vendor terminates this Agreement for cause,and it is later determined that the termination for cause was wrongful,the termination shall automatically be converted to and treated as a termination for convenience. D) Upon termination, all TIPS Sale orders previously accepted by Vendor shall be fulfilled and Vendor shall be paid for all TIPS Sales executed pursuant to the applicable terms. All TIPS Sale orders presented to Vendor but not fulfilled by Vendor,prior to the actual termination of this agreement shall be honored at the option of the TIPS Member. TIPS shall submit to Vendor an invoice for any outstanding TIPS Administration Fees and approved expenses and Vendor shall pay such fees and expenses within 30 calendar days of receipt of such valid TIPS invoice. Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS' sole discretion and that any Vendor may be removed from the TIPS program at any time with or without cause.This TIPS Vendor Agreement Page 5 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 6 of 45 01/31/2025 termination clause does not affect TIPS Sales Supplemental Agreements pursuant to this term regarding termination and the Survival Clause term. E) Vendor hereby waives any and all claims for damages, including,but not limited,to consequential damages or lost profits,that might arise from TIPS' act of terminating this Agreement. 23. Survival Clause. It is the intent of the Parties that this Agreement and procurement method applies to any TIPS Sale made during the life of this Agreement even if made on or near the Contract Expiration Date as defined herein. Thus,all TIPS Sales,including but not limited to:leases,service agreements,license agreements,open purchase orders,warranties,and contracts,even if they extend months or years past the TIPS Contract Expiration Date,shall survive the expiration or termination of this Agreement subject to the terms and conditions of the Supplemental Agreement between Customer and Vendor or unless otherwise specified herein. 24. Audit Rights. Due to transparency statutes and public accountability requirements of TIPS and TIPS Members,Vendor shall at their sole expur,maintain documentation of all TIPS Sales for a period of three years from the time of the TIPS Sale. In order to ensure and con liance with this agreement,TIPS shall have authority to conduct audits of Vendor's TIPS Pricing or TIPS Sales with thirty-da it is ordered by a Court Order or by a Government Agency with authority to do so without-Abdaiotice. Notwi riding the forego th PS is made aware of any pricing being offered to eligible entities that is materially inc on t with Vendor's TIPS Pricin *aLl-1-ha4Wal to conduct the audit internally or may engage a third-party auditing firm nvestigate any possible non-comp cantnet or may erminate the Agreement according to the terms of this greement. In the nt of an audit,the requested materials she reasonably provided in the , and at the locatTotermination. able to TIPS. T grees not to perform a random audit the TIPS transaction documentation more than oncWer calendar yerves the right t for just cause or as required by any governmental agency or court with regulatory authority over TIPIPS Member. his shall survive termination of this Agreement for a period of one(1)year from*effectu 25. Conflicts of Interest. The Parties confirm that they have not offered, given, or accepted,nor intend to give at any time hereafter any economic opportunity,future employment,gift,loan,gratuity, special discount,trip,favor, service to the other in connection with this Agreement. Vendor affirms that,to the best of Vendor's knowledge,this Agreement has been arrived at independently,and is awarded v4ftut collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair a tage over other vendors in the award of this Agreement. Vendor agrees that it has disclosed any necessary affiliations with MW 8 Education Service Center and the TIPS Dftmnt, any, through the Conflict of Interest attachme provided in the soli ation resulting in this Agreement. 26. Volume of TIPS Sales. Nothing in this Agreement ommunieation may be construed as a wan at TIPS or TIPS Members will submit any TIPS orders to Vendor at any time. 27. Compliance with thaw. The Parties agree.to comply fully withlFapplicable federal, state, and local statutes, ordinances,rules, and regulations applicable Heir entity in co ction with the progzrams contemplates rider this Agreement. 28. Severability. If any term(s) or provisions of this Agreement are held b a c on to be invalid, void, or unenforceable, then such term(s) or provi e dee the origina mte the Parties as nearly as possible in accordance with applicable law an is finder Bement, the remainder of th ions of this Agreement shall remain in full force and effect and shall in no wa impaired or invalidated,unless such auses the obligations of the Parties hereto to be impossible to perform or sha r the terms of this Agreement to be incon ith the intent of the Parties hereto. 29. Force Majeure. If by reason of Force Majeure,either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement through no fault of its own then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon.Upon delivering such notice,the obligation of the affected party, so far as it is affected by such Force Majeure as described, shall be suspended during the continuance of the inability then claimed but for no longer period,and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. In the event that Vendor's obligations are suspended by reason of Force Majeure,all TIPS Sales accepted prior to the Force Majeure event shall be the legal responsibility of Vendor and the terms of the TIPS Sale Supplemental Agreement shall control Vendor's failure to fulfill for a Force Majeure event. 30. Immunity. Vendor agrees that nothing in this Agreement shall be construed as a waiver of sovereign or government immunity;nor constitute or be construed as a waiver of any of the privileges,rights,defenses,remedies,or immunities available to Region 8 Education Service Center or its TIPS Department. The failure to enforce, or any delay in the enforcement of, any privileges, rights, defenses, TIPS Vendor Agreement Page 6 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 7 of 45 01/31/2025 remedies, or immunities available to Region 8 Education Service Center or its TIPS Department under this Agreement or under applicable law shall not constitute a waiver of such privileges,rights,defenses,remedies,or immunities or be considered as a basis for estoppel. 31. Insurance Requirements. Vendor agrees to maintain the following minimum insurance requirements for the duration of this Agreement. All policies held by Vendor to adhere to this term shall be written by a carrier with a financial size category of VII and at least a rating of"A-"by A.M. Best Key Rating Guide. The coverages and limits are to be considered minimum requirements and in no way limit the liability of the Vendor(s). Any immunity available to TIPS or TIPS Members shall not be used as a defense by the contractor's insurance policy. Only deductibles applicable to property damage are acceptable,unless proof of retention funds to cover said deductibles is provided."Claims made"policies will not be accepted.Vendor's required minimum coverage shall not be suspended, voided, cancelled, non-renewed or reduced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except after thirty(30)days prior written notice by certified mail,return receipt requested has been given to TIPS or the TIPS Member if a project or pending delivery of an order is ongoing.Upon request,certified copies of all insurance policies shall be furnished to the TI or the TIPS Member. Vendor agrees that when Vendor or its subcontractors are liable for any damages or claims,Vendor's policy,s rimary over any other valid and collectible insurance carried by the Member or TIPS. Gener ...each rence/Aggregate Auto e is n n ,0l Includ wn Wor Compensation: Statutory limits f t e ju ich the endor performs under this Agreement. If Ve performs in multiple jurisdictions,Vendor shall maintain tnoAi r the jurisdiction w' test dollar policy limit requirement. Um re Liability: S1.000,000 each Occurrence/Aggregate 32. Jaaiver of any single breach or multiple breaches of any provAshall b ed to be a waiver of any breach of any other provision.No delay in acting regarding any breach of any provision be e a waiver of such breach. 33. Binding Agreement. This Agreement shall be binding and inure to the benefit of the Parties hereto and their respective heirs, legal successors,and assigns. 34. Hengs. The paragraph headings contained in this Agreement are included so e y or con of refe shall not in any way affect the meaning or interpretation of anyAM-provisions of this Agreement. 35. Choice o w and Venue. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas. A ding,claim,action,or alternative dispute resolution arising out of or relating to this Agreement or involving TIPS shall be brought in a to Court of competent jurisdiction in Camp County, Texas, f Federal Court is legally required, a Federal Court of competent jdrisdi th*Eastern District of Texas,and each of the Parties9Mevocably submits to the exclusive jurisdiction of said court in any such proceeding,waives any objection it ma3ql&— or hereafter hav to convenience of forum, agrees that all claims in respect of the proceedin all be heard and determT d only in any s ees not to bring any proceeding arising out of or relating to this procuremei process or any contra om or and Conte a nsaction in any other court. The Parties agree that either or both of them may fi a copy of aragraph with any court as wri evidence of the knowing, voluntary and freely bargained for agreement betwee V s rrevocably to waive any objections venue or to convenience of forum. 36. Relationship of the Parties. Nothing contained in thient shall be construed to make one Party anodent of the other Party nor shall either party have any authority to bind the other in any respect,unless expressly authorized by the other party in writing. The Parties are independent contractors and nothing in this Agreement creates a relationship of employment,trust, agency or partnership between them. 37. Assignment. No assignment of this Agreement or of any duty or obligation of performance hereunder, shall be made in whole or in part by a Party hereto without the prior written consent of the other Party. Written consent of TIPS shall not be unreasonably withheld. 38. Minimum Condition and Warranty Requirements for TIPS Sales. All goods quoted or sold through a TIPS Sale shall be new unless clearly stated otherwise in writing. All new goods and services shall include the applicable manufacturers minimum standard warranty unless otherwise agreed to in the Supplemental Agreement. TIPS Vendor Agreement Page 7 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 8 of 45 01/31/2025 39. Minimum Customer Support Requirements for TIPS Sales. Vendor shall provide timely and commercially reasonable support for TIPS Sales or as agreed to in the applicable Supplemental Agreement. 40. Minimum Shipping Requirements for TIPS Sales. Vendor shall ship, deliver, or provide ordered goods and services within a commercially reasonable time after acceptance of the order. If a delay in delivery is anticipated,Vendor shall notify the TIPS Member as to why delivery is delayed and provide an updated estimated time for completion. The TIPS Member may cancel the order if the delay is not commercially acceptable or not consistent with the Supplemental Agreement applicable to the order. 41. Minimum Vendor License Requirements. Vendor shall maintain, in current status, all federal, state, and local licenses,bonds and permits required for the operation of the business conducted by Vendor.Vendor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of goods or services under the TIPS Agreement. TIPS and TIPS Members reserve the right to stop work and/or cancel a TIPS Sale or terminate this or any TIPS Sale Supplemental Agreement involving Vendor if Vendor's license(s) required to perform under this Agreement or under the specific TIPS Sale have expired, lapsed, are suspendlkr terminated subject to a 30-day cure period unless prohibited by applicable statue or regulation. 42. Minimum uirements. Vendor shall remain aware of and comply with this Agreement and all local, state, and federa s governing the of produc ffered by Vendor under this contract. Such applicable laws, ordinances, and polici ust be complied with even if not 43. Min mum Site Requirements for TIPS Sales(when le to TIPS Sale). Cleanup:When performing work on site at a TIPS Member's propekyn.en Vdor shall clean move all deb*rMuesulting from their work as required or directed by the TIPS Member or as ad by the parties. Upon letion the premises shall be left in good repair and an orderly,neat, clean and unobstructed con Preparation: Vendor shall not begin a project for which a TIPS Member has not prepared the site,unless Vendor es the preparation work at no cost,or until TIPS Member includes the cost of site preparation in the TIPS Sale Site preparation includes,but is not limited to: vi;g furniture,installing wiring for networks or power,and similar pre-installation requirements. Reg d Sex Offender Restrictions: For work to be performed at schools, Vendor agrees that no employee of Vendor or a subcbn for who has been adjudicated tox offender will perform v*VbwA-ftry timellkn students are,or reasonably expeute be,present unless otherwise agreed by the TIPS Member.Vendor agrees that a violation of th condition shall be considered a material breach and may result in the4aancellation of the TIP-SiSale at the TIPS Member's discretion. Vendor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. 4 Safety Measures: Vendor shall take all reasonable precautions for the safety of employees on the worksite,and shall erect and properly maintain all necessary safeguards for prof on of workers and the public. Vendors os signs against all hazards created by the operation and work in progress.Prop precautions shall be state Taw a practices to protect workers, general public and existing structures from i jury or d Smoking: Persons working under Agreement shall a r TIPS Member's or local smoking st odes, ordinances, and policies. 44. Payment for TIPS Sales. TIPS Members may make payments for TIPS Sales directly to Vendor,Vendor's Authorized Reseller,or as otherwise agreed to in the applicable Supplemental Agreement after receipt of the invoice and in compliance with applicable payment statutes. Regardless of how payment is issued or received for a TIPS Sale, Vendor is responsible for all reporting and TIPS Administration Fee payment requirements as stated herein. 45. Marketing. Vendor agrees to allow TIPS to use their name and logo within the TIPS website, database, marketing materials, and advertisements unless Vendor negotiates this term to include a specific acceptable-use directive. Any use of TIPS' name and logo or any form of publicity,inclusive of press release,regarding this Agreement by Vendor must have prior approval from TIPS which will not be unreasonably withheld. Request may be made by email to tipsna,tips-usa.com. For marketing efforts directed to TIPS Members, Vendor must request and execute a separate Joint Marketing Disclaimer,at marketing tips-usa.com,before TIPS can release contact information for TIPS Member entities for the purpose of marketing your TIPS contract(s). Vendor must adhere to strict Marketing Requirements once a disclaimer is executed. The Joint Marketing Disclaimer is a supplemental agreement specific to joint marketing efforts and has no effect on the terms of the TIPS Vendor Agreement.Vendor agrees that any images,photos,writing, audio,clip art, TIPS Vendor Agreement Page 8 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 9 of 45 01/31/2025 music,or any other intellectual property("Property")or Vendor Data utilized,provided,or approved by Vendor during the course of the joint marketing efforts are either the exclusive property of Vendor,or Vendor has all necessary rights,license,and permissions to utilize said Property in the joint marketing efforts. Vendor agrees that they shall indemnify and hold harmless TIPS and its employees, officers,agents,representatives,contractors,assignees,designees,and TIPS Members from any and all claims,damages,and judgments involving infringement of patent, copyright, trade secrets, trade or services marks, and any other intellectual or intangible property rights and/or claims arising from the Vendor's (including Vendor's officers', employees', agents', Authorized Resellers', subcontractors',licensees',or invitees')unauthorized use or distribution of Vendor Data and Property. 46. Tax Exempt Status of TIPS Members. Most TIPS Members are tax exempt entities and the laws and regulations applicable to the specific TIPS Member customer shall control. 47. Automatic Renewal Limitation for TIPS Sales. No TIPS Sale may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply. All renewal terms incorporated into a TIPS Sale Supplemental Agreement shall on e valid and enforceable when Vendor received written confirmation of acceptance of the renewal term from the TIPS Member the specific renewal term. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a eriod in Micltitlie governing body of the TIPS Member has not properly appropriated and budgeted the funds tgAgiffy the Agreement renewal. Any TIPS Sale Supp taI A Bement containing an "Automatic Renewal" clause that conflicts with these terms is rendered void and unenforceable. 48. Ch a of Law Limitation for TIPS Sales. Vendor agrees that if any "Choice of Lrovision is includ IPS Sale Wa een Vendor and a TIPS Member, that clause must provide that t hoice of Law". ' he TIPS Sae between Vendor and TIPS Member shall be the state where S Member op the TIPS em rAD ssl e s otherwise. Any TIPS Sale Supplemental Agreement containing dS a of La "clause at conflicts with esete ren d void and unenforceablc.pr 49. Venue Limitation for TIPS Sales. Vendor agrees that if any "Venue" provision is included i TIPS Sale Agreement/contract en Vendor and a TIPS Member,that clause must provide that the"Venue"for any litigation or alternative dispute resolution shall b the state and county where the TIPS Member operates unless the TIPS Member expressly agrees otherwise. Any TIPS Sale S mental Agreement containing a"Venue"clause that conflicts with these terms is rendered void anJe eable. 50. Ind mitation for TIPS Sales. Texas and other jurisdictions restrict the ability of ta emnify others. Vendo s that if any"Indemnity"provision which req TIPS Member to end y Ven or any TIPS sales agreeme ntract between Vendor and a TIPS Member, use must either be stricken or quauding that such indemnity my permitted, "to the extent permitted by the laws Id constitution of[TIPS Member's Stathe TIPS Member expressly a otherwise. Any TIPS Sale upplemental Agreement containing an"Indemnity"clause that cotflicts with these terms is rendered void and unenforceable. 51. Arbitration Limitation for TIPS Sales. Vendor agrees "Arbitra n is included in any TIPS Sale agreement/contract between Vendor an IPS Member, that clause may not a e arbitra is mandatory or binding. Vendor agrees that if any"Arbitration"pro ded in any TIP agre ent/eontract�e dor and a TIPS Member, that clause provides for only voluntary an - inr Tiles theS Member expressl es otherwise. Any TIPS Sale Supplemental Agreement containing a"Arbitrateonflicts with these terms is render and unenforceable. In Witness Whereof,the parties hereto,each acting underer authority,have signed this Agree TIPS Vendor Agreement Page 9 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 10 of 45 01/31/2025 TIPS VENDOR AGREEMENT SIGNATURE FORM TIPS 241102 Photo ID Systems Vendor Name: Card Integrators 3625 Serpentine Drive Vendor Address: Los Alamitos CA 90720 City: State: Zip Code: Vendor Authorized Signatory Name: Taylor Cole Coo Vendor Authorized Signatory Title: 562-431 -2594 ext 536 Vendor Authorized Signatory Phone: Vendor Authorized Signatory Email: taylorC@cardintegrators.com Taylor Cole Date:2024.12.06 13:29:10-08'00'Digitally signed by Taylor Cole 12/6/2 024 Vendor Authorized Signature: Date: (The following is for TIPS completion only) Dr. Fitts TIPS Authorized Signatory Name: Executive Director TIPS Authorized Signatory Title: 01-15-2025 TIPS Authorized Signature: '"' Date: TIPS Vendor Agreement Signature Form Page I PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 11 of 45 01/31/2025 241102 Cl Solutions Cl Solutions Supplier Response Event Information Number: 241102 Title: Photo ID Systems Type: Request for Proposal Issue Date: 11/7/2024 Deadline: 12/13/2024 03:00 PM (CT) Notes: This is a solicitation issued by The Interlocal Purchasing System (TIPS), a department of Texas Region 8 Education Service Center. It is an Indefinite Delivery, Indefinite Quantity ("IDIW) solicitation. It will result in contracts that provide, through adoption/"piggyback" an indefinite quantity of supplies/services, during a fixed period of time, to TIPS public entity and qualifying non-profit"TIPS Members"throughout the nation. Thus, there is no specific project or scope of work to review. Rather this solicitation is issued as a prospective award for utilization when any TIPS Member needs the goods or services offered during the life of the agreement. IF YOU CURRENTLY HOLDS TIPS CONTRACT 211102 PHOTO ID SYSTEMS,YOU MUST RESPOND TO THIS SOLICITATION TO PREVENT LAPSE OF CONTRACT UNLESS YOU HOLD ANOTHER CURRENT TIPS CONTRACT THAT COVERS ALL OF YOUR PHOTO ID OFFERINGS. THIS AWARDED CONTRACT WILL REPLACE YOUR EXPIRING TIPS CONTRACT 211102. IF YOU HOLD ANOTHER TIPS CONTRACT OTHER THAN 211102 WHICH COVERS ALL OF Page 1 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba CI%IJkrl5H0T0 ID OFFERINGS AND YOU ARE SATISFIED WITH IT,THERE IS NO Ngewfb of 45 01/31/2025 RESPOND TO THIS SOLICITATION UNLESS YOU PREFER TO HOLD BOTH CONTRACTS. Contact Information Address: Region 8 Education Service Center 4845 US Highway 271 North Pittsburg, TX 75686 Phone: +1 (866) 839-8477 Email: bids@tips-usa.com Page 2 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 13 of 45 01/31/2025 CI Solutions Information Contact: Chanin Beckett Address: 3625 Serpentine Drive Los Alamitos, CA 90720 Phone: (800) 599-7385 x510 Fax: (562) 793-2714 Toll Free: (800) 599-7385 Email: chaninb@cardintegrators.com Web Address: www.cardintegrators.com By submitting your response, you certify that you are authorized to represent and bind your company. Taylor Cole taylorc@cardintegrators.com Signature Email Submitted at 1211112024 07:44:45 PM (CT) Requested Attachments Pricing Form 1 241102 Pricing Form 1_ex.xlsx Pricing Form 1 must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed as instructed, and uploaded to this location. Pricing Form 2 241102 Pricing Form 2_ex.xlsx Pricing Form 2 must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed as instructed, and uploaded to this location. (3) Required Customer Reference Letters TIPS3Customer.pdf Vendor is required to upload three Customer Reference Letters from three separate customers as described herein. Vendor will be scored on the aggregate Reference Letters received from customers as described in the solicitation. Vendor must provide three current letters (issued within the 12-months preceding the date on which the solicitation was posted)from its customers verifying Vendor's customer service and reputation as described herein. (Ex. if the solicitation/bid posted on February 4, 2024, the letters must be dated on or after February 1, 2023). The letters must be issued from customers who have received goods or services from the Vendor or its current corporate officials, on entity/company letterhead, must specify its customer experience with Vendor, and must be signed by an authorized representative of the customer. TIPS Reference Forms from past bids will no longer be accepted. Required Confidentiality Claim Form 241102 Required Confidentiality Claim Form.pdf The Required Confidentiality Claim Form must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed, and uploaded to this location. This is the only way for Vendor to assert confidentiality of any information submitted. Vendor Agreement 241102 Vendor Agreement.pdf The Vendor Agreement must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, Vendor Name placed in the line provided at the top, and uploaded to this location. If Vendor has proposed deviations to the Vendor Agreement, Vendor may assert so in the Attribute Questions and those shall be addressed during evaluation. Vendor Agreement Signature Form 241102 Vendor Agreement Signature Form.pdf The Vendor Agreement Signature Form must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed, and uploaded to this location. If Vendor has proposed deviations to the Vendor Agreement, Vendor may leave the signature line of this page blank and assert so in the Attribute Questions and those shall be addressed during evaluation. Page 3 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions 2024 Cl SoluFB%'M4Aev. 3-2024 Current FbaM4AI15-9 (live signature) (2).pdf Vendor must upload their current IRS Tax Form W-9. The legal name, EIN, and d/b/a's listed should match the information provided herein exactly. This form will be utilized by TIPS to properly identify your entity. Alternate or Supplemental Pricing Documents No response Optional. If when completing Pricing Form 1 & Pricing Form 2 you direct TIPS to view additional, alternate, or supplemental pricing documentation, you may upload that documentation. Certificates & Licenses (Supplemental Vendor Information Only) No response Optional. If Vendor would like to display any applicable certificates or licenses (including HUB certificates)for TIPS and TIPS Member Customer consideration, Vendor may upload those at this location. These supplemental documents shall not be considered part of the TIPS Contract. Rather, they are Vendor Supplemental Information for marketing and informational purposes only. Vendor Logo (Supplemental Vendor Information Only) ci logo Iarge.png Optional. If Vendor desires that their logo be displayed on their public TIPS profile for TIPS and TIPS Member viewing, Vendor may upload that logo at this location. These supplemental documents shall not be considered part of the TIPS Contract. Rather, they are Vendor Supplemental Information for marketing and informational purposes only. Vendor's Warranties, Terms, and Conditions (Supplemental Vendor No response Information Only) Optional. If Vendor would like to display any standard warranties, terms, or conditions which are often applicable to their offerings for TIPS and TIPS Member Customer consideration, Vendor may upload those at this location. These supplemental documents shall not be considered part of the TIPS Contract. Rather, they are Vendor Supplemental Information for marketing and informational purposes only. Supplemental Vendor Information (Supplemental Vendor Information No response Only) Optional. If Vendor would like to display or include any brochures, promotional documents, marketing materials, or other Vendor Information for TIPS and TIPS Member Customer consideration, Vendor may upload those at this location. These supplemental documents shall not be considered part of the TIPS Contract. Rather, they are Vendor Supplemental Information for marketing and informational purposes only. Conflict of Interest Questionnaire - Form CIQ No response Do not upload this form unless you have a reportable conflict with TIPS. There is an Attribute entitled "Conflict of Interest Questionnaire Requirement" immediately followed by an Attribute entitled "Conflict of Interest Questionnaire Requirement— Form CIQ— Continued." Properly respond to those Attributes and only upload this form if applicable/instructed. If upload is required based on your response to those Attributes, the Conflict of Interest Questionnaire— Form CIQ must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed, and uploaded at this location. Disclosure of Lobbying Activities - Standard Form - LLL No response Do not upload this form unless Vendor has reportable lobbying activities. There are Attributes entitled, "2 CFR Part 200 or Federal Provision - Byrd Anti-Lobbying Amendment— Continued." Properly respond to those Attributes and only upload this form if applicable/instructed. If upload is required based on your response to those Attributes, the Disclosure of Lobbying Activities— Standard Form - LLL must be downloaded from the "Attachments" section of the IonWave eBid System, reviewed, properly completed, and uploaded to this location. Page 4 of 31 pages Vendor: Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Bid Attrd rd lUte�grators dba Cl Solutions Page 15 of 45 1 Disadvantaged/Minority/Women Business & Federal HUBZone Some participating public entities are required to seek Disadvantaged/Minority/Women Business & Federal HUBZone ("D/M/WBE/Federal HUBZone") vendors. Does Vendor certify that their entity is a D/M/WBE/Federal HUBZone vendor? If you respond "Yes," you must upload current certification proof in the appropriate "Response Attachments" location. NO 2 Historically Underutilized Business (HUB) Some participating public entities are required to seek Historically Underutilized Business (HUB) vendors as defined by the Texas Comptroller of Public Accounts Statewide HUB Program. Does Vendor certify that their entity is a HUB vendor? If you respond "Yes," you must upload current certification proof in the appropriate "Response Attachments" location. No 3 National Coverage Can the Vendor provide its proposed goods and services to all 50 US States? Yes -All 50 States 4 States Served If Vendor answered "No" to the question entitled "National Coverage," please list all states where vendor can provide the goods and services proposed directly below. Your response may dictate which potential TIPS Member customers consider purchasing your offerings. No response 5 Description of Vendor Entity and Vendor's Goods & Services If awarded, this description of Vendor and Vendor's goods and services will appear on the TIPS website for customer/public viewing. Cl Solutions provides comprehensive materials, software and support for the production of ID card solutions. We specialize in RFID. 6 Primary Contact Name Please identify the individual who will be primarily responsible for all TIPS matters and inquiries for the duration of the contract. Taylor Cole 7 Primary Contact Title Primary Contact Title COO 8 Primary Contact Email Please enter a valid email address that will definitely reach the Primary Contact. taylorc@cardintegrators.com Page 5 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 9 Primaryy--COotact Phone Numbers only, no symbols or spaces (Ex. 8668398477). The system will auto-populate your entry with commas once submitted which is appropriate and expected (Ex. 8,668,398,477). Please provide the accurate and current phone number where the individual who will be primarily responsible for all TIPS matters and inquiries for the duration of the contract can be reached directly. 5624312594 1 Primary Contact Fax U Numbers only, no symbols or spaces (Ex. 8668398477). The system will auto-populate your entry with commas once submitted which is appropriate and expected (Ex. 8,668,398,477). No response 1 Primary Contact Mobile 1 Numbers only, no symbols or aces Ex. 8668398477 . The system will auto-populate our entr with commas Y p ( ) YY Y once submitted which is appropriate and expected (Ex. 8,668,398,477). No response 1 Secondary Contact Name 2 Please identify the individual who will be secondarily responsible for all TIPS matters and inquiries for the duration of the contract. Erica Andrade 1 Secondary Contact Title 3 Secondary Contact Title Customer Experience Manager 1 Secondary Contact Email 4 Please enter a valid email address that will definitely reach the Secondary Contact. ericaa@cardintegrators.com 1 Secondary Contact Phone 5 Numbers only, no symbols or aces Ex. 8668398477 . The system will auto-populate our entr with commas Y p ( ) YY Y once submitted which is appropriate and expected (Ex. 8,668,398,477). Please provide the accurate and current phone number where the individual who will be secondarily responsible for all TIPS matters and inquiries for the duration of the contract can be reached directly. 5624312594 1 Secondary Contact Fax 6 Numbers only, no symbols or spaces (Ex. 8668398477). The system will auto-populate your entry with commas once submitted which is appropriate and expected (Ex. 8,668,398,477). No response 1 Secondary Contact Mobile 7 Numbers only, no symbols or aces Ex. 8668398477 . The system will auto-populate our entr with commas Y p ( ) YY Y once submitted which is appropriate and expected (Ex. 8,668,398,477). No response Page 6 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 1 Admiabstm een Fee Contact Name 8 Please identify the individual who will be responsible for all payment, accounting, and other matters related to Vendor's TIPS Administration Fee due to TIPS for the duration of the contract. Erik Serna 1 Administration Fee Contact Email 9 Please enter a valid email address that will definitely reach the Administration Fee Contact. eriks@cardintegrators.com 2 Administration Fee Contact Phone U Numbers only, no symbols or spaces (Ex. 8668398477). The system will auto-populate your entry with commas once submitted which is appropriate and expected (Ex. 8,668,398,477). 11 5623049613 2 Purchase Order and Sales Contact Name 1 Please identify the individual who will be responsible for receiving and processing purchase orders and sales under the TIPS Contract. Orders 2 Purchase Order and Sales Contact Email 2 Please enter a valid email address that will definitely reach the Purchase Order and Sales Contact. orders@cardintegrators.com 2 Purchase Order and Sales Contact Phone 3 Numbers only, no symbols or spaces (Ex. 8668398477). The system will auto-populate your entry with commas once submitted which is appropriate and expected (Ex. 8,668,398,477). 5624312594 2 Company Website 4 Company Website (Format-www.company.com) www.card integrators.com 2 Entity D/B/A's and Assumed Names 5 You must confirm that you are responding to this solicitation under your legal entity name. Go now to your Supplier Profile in this eBid System and confirm that your profile reflects your"Legal Name" as it is listed on your W9. In this question, please identify all of your entity's assumed names and D/B/A's. Please note that you will be identified publicly by the Legal Name under which you respond to this solicitation unless you organize otherwise with TIPS after award. Card Integrators 2 Primary Address 6 Primary Address 3625 Serpentine Drive 2 Primary Address City 7 Primary Address City Los Alamitos Page 7 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 2 PrimavyAddress State 8 Primary Address State (2 Digit Abbreviation) CA 2 Primary Address Zip 9 Primary Address Zip 90720 3 Search Words Identifying Vendor U Please list all search words and phrases to be included in the TIPS database related to your entity. Do not list words which are not associated with the bid category/scope (See bid title for general scope). This will help users find you through the TIPS website search function. You may include product names, manufacturers, specialized services, and other words associated with the scope of this solicitation. RFID, RFID CARDS, PROX CARDS, HID, ID CARD SOFTWARE, BADGE HOLDERS, ID CARD RIBBON 3 Certification of Vendor Residency (Required by the State of Texas) Does Vendor's parent company or majority owner: (A) have its principal place of business in Texas; or(B) employ at least 500 persons in Texas? Texas Education Code Section 44.031 requires that this information be considered in evaluation for certain contracts. However, Vendor response does not affect points, scoring, or potential award. No 3 Vendor's Principal Place of Business (City) 2 In what city is Vendor's principal place of business located? Los Alamitos 3 Vendor's Principal Place of Business (State) 3 In what state is Vendor's principal place of business located? CA 3 Vendor's Years in Business 4 How many years has the business submitting this proposal been operating in its current capacity and field of work? 30 3 Certification Regarding Entire TIPS Agreement 5 Vendor agrees that, if awarded, Vendor's final TIPS Contract will consist of the provisions set forth in the finalized TIPS Vendor Agreement, Vendor's responses to these attribute questions, and: (1) The TIPS solicitation document resulting in this Agreement; (2) Any addenda or clarifications issued in relation to the TIPS solicitation; (3) All solicitation information provided to Vendor by TIPS through the TIPS eBid System; (3) Vendor's entire proposal response to the TIPS solicitation including all accepted required attachments, acknowledged notices and certifications, accepted negotiated terms, accepted pricing, accepted responses to questions, and accepted written clarifications of Vendor's proposal, and; any properly included attachments to the TIPS Contract. Does Vendor agree? Yes, Vendor agrees Page 8 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 3 Minirrnar /Fte$centage Discount Offered to TIPS Members on all Goods and Services (READ 6 CAREFULLY) Please read thoroughly and carefully as an error on your response can render your contract award unusable. TIPS Members often turn to TIPS Contracts for ease of use and to receive discounted pricing. What is the minimum percentage discount that you can offer TIPS Members off of all goods and service pricing (whether offered through Pricing Form 1, Pricing Form 2, or in another accepted format) that you offer? Only limited goods/services specifically identified and excluded from this discount in Vendor's original proposal may be excluded from this discount. Vendor must respond with a percentage from 0%-100%. The percentage discount that you input below will be applied to your "Catalog Pricing", as defined in the solicitation, for all TIPS Sales made during the life of the contract. You cannot alter this percentage discount once the solicitation legally closes. You will always be required to discount every TIPS Sale by the percentage included below with the exception of limited goods/services specifically identified and excluded from this discount in Vendor's original proposal. If you add goods or services to your "Catalog Pricing" during the life of the contract, you will be required to sell those new items with this discount applied. Example: In this example, you enter a 10% minimum percentage discount below. In year-one of your TIPS Contract, your published "Catalog Pricing" (website/store/published pricing) for "Tablet A" is $100 and for "Tablet Set-Up Service" is $100. In this example, you must sell those items under the TIPS Contract at the proposed 10% discounted price of: "Tablet A" - $90, "Tablet Set-Up Service" - $90. In year two of your TIPS Contract, you update your "Catalog Pricing" with the market. You add "Tablet B" to your "Catalog Pricing" for $200 and have increased the price of"Tablet A" to $110 and the price of"Tablet Set-Up Service" to $110. In this example, after the "Catalog Pricing" update, you must still sell those items under the TIPS Contract at the proposed 10% discounted price of: "Tablet A" - $99, "Tablet Set-Up Service" - $99, and "Tablet B" - $180.00. With the exception of limited goods/services specifically identified and excluded from this discount in Vendor's original proposal, if you cannot honor the discount on all goods and items now included or which may be added in the future with certainty, then you should offer a lesser discount percentage below. What is the minimum percentage discount that you can offer TIPS Members off of all goods and service pricing (whether offered through Pricing Form 1, Pricing Form 2, or in another accepted format) that you offer? 10°/a 3 Honoring Vendor's Minimum Percentage Discount 7 Vendor is asked in these Attribute Questions to provide a Minimum Percentage Discount offered to TIPS Members on all goods and services sold under the TIPS Contract. Points will be assigned for your response and scoring of your proposal will be affected. A "YES" answer will be awarded the maximum 10 points and a "NO" answer will be awarded 0 points. Does Vendor agree to honor the Minimum Percentage Discount off of their TIPS "Catalog Pricing" that Vendor proposed for all TIPS Sales made for the duration of the TIPS Contract? Yes, Vendor agrees 3 Volume and Additional Discounts 8 In addition to the Minimum Percentage Discount proposed herein, does Vendor ever expect and intend to offer additional, greater, or volume discounts to TIPS Members? Point(s) may be assigned for your response in the category of"Pricing" during scoring and evaluation. Yes Page 9 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 3 "CatatoglRoeeing" and Pricing Requirements 9 This is a requirement of the TIPS Contract and is non-negotiable. In this solicitation and resulting contract, "Catalog Pricing" shall be defined as: "The then available list of goods or services, in the most current listing regardless of date, that takes the form of a catalog, price list, price schedule, shelf-price or other viewable format that: A. is regularly maintained by the manufacturer or Vendor of an item; and B. is either published or otherwise available for review by TIPS or a customer during the purchase process; C. to which the Minimum Percentage Discount proposed by the proposing Vendor may be applied. If awarded on this TIPS Contract, for the duration of the contract, Vendor agrees to provide, upon request, their then current "Catalog Pricing." Or, in limited circumstances where Vendor has proposed the Percentage Mark-Up method of pricing in this proposal, proof of Vendor's "cost" may be accepted by TIPS in place of catalog pricing. YES 4 EXCEPTIONS & DEVIATIONS TO TIPS STANDARD TERMS AND CONDITIONS U Vendor agrees that, if awarded, Vendor's final TIPS Contract will consist of the provisions set forth in the finalized TIPS Vendor Agreement, Vendor's responses to these attribute questions, and: (1) The TIPS solicitation document resulting in this Agreement; (2) Any addenda or clarifications issued in relation to the TIPS solicitation; (3) All solicitation information provided to Vendor by TIPS through the TIPS eBid System; (3) Vendor's entire proposal response to the TIPS solicitation including all accepted required attachments, acknowledged notices and certifications, accepted negotiated terms, accepted pricing, accepted responses to questions, and accepted written clarifications of Vendor's proposal, and; any properly included attachments to the TIPS Contract. In the event of conflict between the terms of the finalized Vendor Agreement and one of the incorporated documents the terms and conditions which are in the best interest of governmental/qualifying non-profit TIPS Members shall control at TIPS sole discretion. If Vendor responds, "No, Vendor does not agree" to this Attribute, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. This is the only proper way to submit proposed deviations for TIPS consideration. TIPS reserves the right to accept, decline, or modify Vendor's requested negotiated terms. For this reason, answering "No, Vendor does not agree" may ultimately delay or prevent award. Does Vendor agree with TIPS standard terms and conditions as presented in the TIPS solicitation document (RFP, RCSP, RFQ, or other) and the TIPS Vendor Agreement document? Yes, Vendor agrees Page 10 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 4 TIPS SatersoReporting Requirements This is a requirement of the TIPS Contract and is non-negotiable. By submitting this proposal, Vendor certifies that Vendor will properly report all TIPS sales. With the exception of TIPS Automated Vendors, who have signed an exclusive agreement with TIPS regarding reporting, all TIPS Sales must be reported to TIPS by either: (1) Emailing the purchase order or similar purchase document (with Vendor's Name, as known to TIPS, and the TIPS Contract Name and Number included) to TIPS at tipspo@tips-usa.com with "Confirmation Only" in the subject line of the email within three business days of Vendor's acceptance of the order, or; (2) Within 3 business days of the order being accepted by Vendor, Vendor must login to the TIPS Vendor Portal and successfully self-report all necessary sale information within the Vendor Portal and confirm that it shows up accurately on your current Vendor Portal statement. No other method of reporting is acceptable unless agreed to by the Parties in writing. Failure to report all sales pursuant to this provision may result in immediate cancellation of Vendor's TIPS Contract(s) for cause at TIPS' sole discretion. 4 TIPS Administration Fee Requirement and Acknowledgment 2 This is a requirement of the TIPS Contract and is non-negotiable. The collection of fees by TIPS, a government entity, for performance of these procurement services is required pursuant to Texas Government Code Section 791.011 et. seq. The TIPS Administration Fee is the amount legally owed by Vendor to TIPS for TIPS Sales made by Vendor. The TIPS Administration Fee amount is typically a set percentage of each TIPS Sale legally due to TIPS, but the exact TIPS Administration Fee for this Contract is published in the corresponding RFP or RCSP document. TIPS Administration Fees are due to TIPS immediately upon Vendor's receipt of payment, including partial payment, for a TIPS Sale. By submitting a proposal, Vendor agrees that it has read, understands, and agrees to the published TIPS Administration Fee amount, calculation, and payment requirements. By submitting a proposal Vendor further confirms that all TIPS Pricing includes the TIPS Administration Fee and Vendor will not show adding the TIPS Administration Fee as a charge or line-item in any TIPS Sale. 4 TIPS Member Access to Vendor Proposal & Documentation 3 This is a requirement of the TIPS Contract and is non-negotiable. Notwithstanding any other information provided in this solicitation or Vendor designation of certain documentation as confidential or proprietary, Vendor's submission of this proposal constitutes Vendor's express consent to the disclosure of Vendor's comprehensive proposal, including any information deemed confidential or proprietary, to TIPS Members. The proposing Vendor agrees that TIPS shall not be responsible or liable for any use or distribution of information or documentation to TIPS Members or by TIPS Members. By submitting this proposal, Vendor certifies the foregoing. Page 11 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 4 Non-GaUtcAe Bidding Certificate 4 This is a requirement of the TIPS Contract and is non-negotiable. By submission of this proposal, the Vendor certifies that: 1) This proposal has been independently arrived at without collusion with any other entity, bidder, or with any competitor; 2) This proposal has not been knowingly disclosed and will not be knowingly disclosed, prior to the opening of bids, or proposals for this project, to any other bidder, competitor or potential competitor: 3) No attempt has been or will be made to induce any other person, partnership or corporation to modify, submit, or not to submit a bid or proposal; and 4) The person signing this bid or proposal certifies that they are duly authorized to execute this proposal/contract on behalf of Vendor and they have fully informed themselves regarding the accuracy of the statements contained in this certification, and under the penalties being applicable to the bidder as well as to the person signing in its behalf; 4 Antitrust Certification Statements (Tex. Government Code § 2155.005) 5 This is a requirement of the TIPS Contract and is non-negotiable. By submission of this bid or proposal, Vendor certifies under penalty of perjury of the laws of the State of Texas that: (1) I am duly authorized to execute this proposal/contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Vendor) identified herein; (2) In connection with this proposal, neither I nor any representative of Vendor has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; (3) In connection with this proposal, neither I nor any representative of the Vendor has violated any federal antitrust law; (4) Neither I nor any representative of Vendor has directly or indirectly communicated any of the contents of this bid to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company. 4 Limitation on Out-of-State Litigation -Texas Business and Commerce Code § 272 6 This is a requirement of the TIPS Contract and is non-negotiable. Texas Business and Commerce Code § 272 prohibits a construction contract, or an agreement collateral to or affecting the construction contract, from containing a provision making the contract or agreement, or any conflict arising under the contract or agreement, subject to another state's law, litigation in the courts of another state, or arbitration in another state. If included in Texas construction contracts, such provisions are voidable by a party obligated by the contract or agreement to perform the work. By submission of this proposal, Vendor acknowledges this law and if Vendor enters into a construction contract with a Texas TIPS Member under this procurement, Vendor certifies compliance. Page 12 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 4 RequirechConfidentiality Claim Form 7 This is a requirement of the TIPS Contract and is non-negotiable. TIPS provides the required TIPS Confidentiality Claim Form in the "Attachments" section of this solicitation. Vendor must execute this form by either signing and waiving any confidentiality claim, or designating portions of Vendor's proposal confidential. If Vendor considers any portion of Vendor's proposal to be confidential and not subject to public disclosure pursuant to Chapter 552 Texas Gov't Code or other law(s) and orders, Vendor must have identified the claimed confidential materials through proper execution of the Confidentiality Claim Form. If TIPS receives a public information act or similar request, any responsive documentation not deemed confidential by you in this manner will be automatically released. For Vendor documents deemed confidential by you in this manner, TIPS will follow procedures of controlling statute(s) regarding any claim of confidentiality and shall not be liable for any release of information required by law, including Attorney General determination and opinion. Notwithstanding any other Vendor designation of Vendor's proposal as confidential or proprietary, Vendor's submission of this proposal constitutes Vendor's agreement that proper execution of the required TIPS Confidentiality Claim Form is the only way to assert any portion of Vendor's proposal as confidential. 4 Non-Discrimination Statement and Certification 8 This is a requirement of the TIPS Contract and is non-negotiable. In accordance with Federal civil rights law, all U.S. Departments, including but not limited to the USDA, USDE, FEMA, are prohibited from discriminating based on race, color, national origin, religion, sex, gender identity (including gender expression), sexual orientation, disability, age, marital status, family/parental status, income derived from a public assistance program, political beliefs, or reprisal or retaliation for prior civil rights activity, in any program or activity conducted or funded by federal funds (not all bases apply to all programs). Vendor certifies that Vendor will comply with applicable Non-Discrimination and Equal Opportunity provisions set forth in TIPS Member Customers' policies and other regulations at the local, state, and federal levels of governments. ❑Yes, I certify 4 Limitation of Vendor Indemnification and Similar Clauses 9 This is a requirement of the TIPS Contract and is non-negotiable. TIPS, a department of Region 8 Education Service Center, a political subdivision, and local government entity of the State of Texas, is prohibited from indemnifying third-parties (pursuant to the Article 3, Section 52 of the Texas Constitution) except as otherwise specifically provided for by law or as ordered by a court of competent jurisdiction. Article 3, Section 52 of the Texas Constitution states that "no debt shall be created by or on behalf of the State ... " and the Texas Attorney General has opined that a contractually imposed obligation of indemnity creates a "debt" in the constitutional sense. Tex. Att'y Gen. Op. No. MW-475 (1982). Thus, contract clauses which require TIPS to indemnify Vendor, pay liquidated damages, pay attorney's fees, waive Vendor's liability, or waive any applicable statute of limitations must be deleted or qualified with "to the extent permitted by the Constitution and Laws of the State of Texas." Does Vendor agree? ❑Yes, I Agree Page 13 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 5 AlterralltiveolDispute Resolution Limitations 0 This is a requirement of the TIPS Contract and is non-negotiable. TIPS, a department of Region 8 Education Service Center, a political subdivision, and local government entity of the State of Texas, does not agree to binding arbitration as a remedy to dispute and no such provision shall be permitted in this Agreement with TIPS. Vendor agrees that any claim arising out of or related to this Agreement, except those specifically and expressly waived or negotiated within this Agreement, may be subject to non-binding mediation at the request of either party to be conducted by a mutually agreed upon mediator as prerequisite to the filing of any lawsuit arising out of or related to this Agreement. Mediation shall be held in either Camp or Titus County, Texas. Agreements reached in mediation will be subject to the approval by the Region 8 ESC's Board of Directors, authorized signature of the Parties if approved by the Board of Directors, and, once approved by the Board of Directors and properly signed, shall thereafter be enforceable as provided by the laws of the State of Texas. Does Vendor agree? Yes, Vendor agrees 5 No Waiver of TIPS Immunity This is a requirement of the TIPS Contract and is non-negotiable. Vendor agrees that nothing in this Agreement shall be construed as a waiver of sovereign or government immunity; nor constitute or be construed as a waiver of any of the privileges, rights, defenses, remedies, or immunities available to Region 8 Education Service Center or its TIPS Department. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to Region 8 Education Service Center or its TIPS Department under this Agreement or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. Does Vendor agree? ❑Yes, Vendor agrees 5 Payment Terms and Funding Out Clause 2 This is a requirement of the TIPS Contract and is non-negotiable. Vendor agrees that TIPS and TIPS Members shall not be liable for interest or late-payment fees on past-due balances at a rate higher than permitted by the laws or regulations of the jurisdiction of the TIPS Member. Funding-Out Clause: Vendor agrees to abide by the applicable laws and regulations, including but not limited to Texas Local Government Code § 271.903, or any other statutory or regulatory limitation of the jurisdiction of any TIPS Member, which requires that contracts approved by TIPS or a TIPS Member are subject to the budgeting and appropriation of currently available funds by the entity or its governing body. Does Vendor agree? ❑Yes, Vendor agrees 5 Certification Regarding Prohibition of Certain Terrorist Organizations (Tex. Gov. Code 2270) 3 Vendor certifies that Vendor is not a company identified on the Texas Comptroller's list of companies known to have contracts with, or provide supplies or services to, a foreign organization designated as a Foreign Terrorist Organization by the U.S. Secretary of State. Does Vendor certify? Yes, Vendor certifies Page 14 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 5 CertifhaM+ou Regarding Prohibition of Boycotting Israel (Tex. Gov. Code 2271) 4 If (a) Vendor is not a sole proprietorship; (b) Vendor has ten (10) or more full-time employees; and (c) this Agreement or any agreement with a TIPS Member under this procurement has value of $100,000 or more, the following certification shall apply; otherwise, this certification is not required. Vendor certifies, where applicable, that neither the Vendor, nor any affiliate, subsidiary, or parent company of Vendor, if any, boycotts Israel, and Vendor agrees that Vendor and Vendor Companies will not boycott Israel during the term of this Agreement. For purposes of this Agreement, the term "boycott' shall mean and include refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory but does not include an action made for ordinary business purposes. When applicable, does Vendor certify? Yes, Vendor certifies 5 Certification Regarding Prohibition of Contracts with Certain Foreign-Owned Companies (Tex. Gov. 5 Code 2274) Certain public entities are prohibited from entering into a contract or other agreement relating to critical infrastructure that would grant Vendor direct or remote access to or control of critical infrastructure in this state, excluding access specifically allowed by a customer for product warranty and support purposes. Vendor certifies that neither it nor its parent company nor any affiliate of Vendor or its parent company, is (1) owned by or the majority of stock or other ownership interest of the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or a designated country; (2) a company or other entity, including governmental entity, that is owned or controlled by citizens of or is directly controlled by the government of China, Iran, North Korea, Russia, or a designated country; or (3) headquartered in China, Iran, North Korea, Russia, or a designated country. For purposes of this certification, "critical infrastructure" means "a communication infrastructure system, cybersecurity system, electric grid, hazardous waste treatment system, or water treatment facility." Vendor certifies that Vendor will not grant direct or remote access to or control of critical infrastructure, except for product warranty and support purposes, to prohibited individuals, companies, or entities, including governmental entities, owned, controlled, or headquartered in China, Iran, North Korea, Russia, or a designated country, as determined by the Governor. When applicable, does Vendor certify? Yes, Vendor certifies Page 15 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 5 CertifivadonRegarding Prohibition of Discrimination Against Firearm and Ammunition Industries (Tex. 6 Gov. Code 2274) If (a) Vendor is not a sole proprietorship; (b) Vendor has at least ten (10) full-time employees; and (c) this Agreement or any Supplemental Agreement with certain public entities have a value of at least $100,000 that is paid wholly or partly from public funds; (d) the Agreement is not excepted under Tex. Gov. Code 2274 and (e) the purchasing public entity has determined that Vendor is not a sole-source provider or the purchasing public entity has not received any bids from a company that is able to provide this written verification, the following certification shall apply; otherwise, this certification is not required. Vendor certifies that Vendor, or association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited liability company, including a wholly owned subsidiary, majority-owned subsidiary parent company, or affiliate of these entities or associations, that exists to make a profit, does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate during the term of this contract against a firearm entity or firearm trade association. For purposes of this Agreement, "discriminate against a firearm entity or firearm trade association" shall mean, with respect to the entity or association, to: "(1) refuse to engage in the trade of any goods or services with the entity or association based solely on its status as a firearm entity or firearm trade association; (2) refrain from continuing an existing business relationship with the entity or association based solely on its status as a firearm entity or firearm trade association; or (3) terminate an existing business relationship with the entity or association based solely on its status as a firearm entity or firearm trade association." "Discrimination against a firearm entity or firearm trade association" does not include: "(1) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of ammunition, firearms, or firearm accessories; and (2) a company's refusal to engage in the trade of any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency, or for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or association's status as a firearm entity or firearm trade association." When applicable, does Vendor certify? Yes, Vendor certifies 5 Certification Regarding Termination of Contract for Non-Compliance (Tex. Gov. Code 552.374) 7 If Vendor is not a governmental body and (a) this Agreement or any Supplemental Agreement with a public entity has a stated expenditure of at least $1 million in public funds for the purchase of goods or services by certain public entities; or (b) this Agreement or any Supplemental Agreement results in the expenditure of at least $1 million in public funds for the purchase of goods or services by certain public entities in their fiscal year, the following certification shall apply; otherwise, this certification is not required. As required by Tex. Gov. Code 552.374, the following statement is included in the RFP and the Agreement (unless the Agreement is (1) related to the purchase or underwriting of a public security; (2) is or may be used as collateral on a loan; or (3) proceeds from which are used to pay debt service of a public security of loan): "The requirements of Subchapter J, Chapter 552, Government Code, may apply to this solicitation and Agreement and the Vendor agrees that this Agreement and any applicable Supplemental Agreement can be terminated if Vendor knowingly or intentionally fails to comply with a requirement of that subchapter." Pursuant to Chapter 552 of the Texas Government Code, Vendor certifies that Vendor shall: (1) preserve all contracting information related to this Agreement as provided by the records retention requirements applicable to TIPS or the purchasing TIPS Member for the duration of the Agreement; (2) promptly provide to TIPS or the purchasing TIPS Member any contracting information related to the Agreement that is in the custody or possession of Vendor on request of TIPS or the purchasing TIPS Member; and (3) on completion of the Agreement, either (a) provide at no cost to TIPS or the purchasing TIPS Member all contracting information related to the Agreement that is in the custody or possession of Vendor, or (b) preserve the contracting information related to the Agreement as provided by the records retention requirements applicable to TIPS or the purchasing TIPS Member. When applicable, does Vendor certify? Yes, Vendor certifies Page 16 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 5 Certiffd &H-Regarding Prohibition of Boycotting Certain Energy Companies (Tex. Gov. Code 2274) 8 If (a) Vendor is not a sole proprietorship; (b) Vendor has ten (10) or more full-time employees; and (c) this Agreement or any Supplemental Agreement with certain public entities has a value of $100,000 or more that is to be paid wholly or partly from public funds, the following certification shall apply; otherwise, this certification is not required. Vendor certifies that Vendor, or any wholly owned subsidiary, majority-owned subsidiary, parent company, or affiliate of these entities or business associations, if any, do not boycott energy companies and will not boycott energy companies during the term of the Agreement or any applicable Supplemental Agreement. For purposes of this certification the term "company" shall mean an organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited liability company, that exists to make a profit. The term "boycott energy company" shall mean "without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company (a) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel-based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law, or (b) does business with a company described by paragraph (a)." (See Tex. Gov. Code 809.001). When applicable, does Vendor certify? Yes, Vendor certifies 5 Felony Conviction Notice -Texas Education Code 44.034 9 Texas Education Code, Section 44.034, Notification of Criminal History, Subsection (a), states, "a person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator of the business entity has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony." Subsection (b) states, "a school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract." Subsection (c) states, "This section does not apply to a publicly held corporation. Vendor certifies one of the following: A. My firm is a publicly held corporation; therefore, this reporting requirement is not applicable, or; B. My firm is not owned nor operated by anyone who has been convicted of a felony, or; C. My firm is owned or operated by the following individual(s)who has/have been convicted of a felony. If Vendor responds with Option (C), Vendor is required to provide information in the next attribute. B. My firm is not owned nor operated by felon. Page 17 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 6 FelonyiCamiction Notice -Texas Education Code 44.034 - Continued 0 If Vendor selected Option (C) in the previous attribute, Vendor must provide the following information herein: 1. Name of Felon(s) 2. The Felon(s) title/role in Vendor's entity, and 3. Details of Felon(s) Conviction(s). No response 6 Conflict of Interest Questionnaire Requirement Vendor agrees that it has looked up, read, and understood the current version of Texas Local Government Code Chapter 176 which generally requires disclosures of conflicts of interests by Vendor hereunder if Vendor: (1) has an employment or other business relationship with a local government officer of our local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of our local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of our local governmental entity. (4) Any other financial, commercial, or familial relationship with our local government that may warrant reporting under this statute. Does Vendor certify that it has NO reportable conflict of interest? Yes, Vendor certifies -VENDOR HAS NO CONFLICT 6 Conflict of Interest Questionnaire Requirement - Form CIQ - Continued 2 If you responded "No, Vendor does not certify -VENDOR HAS CONFLICT" to the Conflict of Interest Questionnaire question above, you are required by law to fully execute and upload the form attachment entitled "Conflict of Interest Questionnaire - Form CIQ." If you accurately claimed no conflict above, you may disregard the form attachment entitled "Conflict of Interest Questionnaire - Form CIQ." Have you uploaded this form if applicable? Not Applicable 6 Upload of Current W-9 Required 3 Vendors are required by TIPS to upload a current, accurate W-9 Internal Revenue Service (IRS) Tax Form for your entity. This form will be utilized by TIPS to properly identify your entity. You must confirm that you are responding to this solicitation under your legal entity name. Go now to your Supplier Profile in this eBid System and confirm that your profile reflects your"Legal Name" as it is listed on your W9. 6 Regulatory Good Standing Certification 4 Does Vendor certify that its entity is in good standing will all government entities and agencies, whether local, state, or federal, that regulate any aspect of Vendor's field of work or business operations? If Vendor selects "No", Vendor must provide explanation on the following attribute question. Yes, Vendor certifies Page 18 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 6 RegulatovWGood Standing Certification - Explanation - Continued 5 If Vendor responded to the prior attribute that "No", Vendor is not in good standing, Vendor must provide an explanation of that lack of good standing here for TIPS consideration. No response 6 Instructions Only - Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion 6 Instructions for Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion 1. By answering yes to the next Attribute question below, the vendor and prospective lower tier participant is providing the certification set out herein in accordance with these instructions. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification in addition to other remedies available to the federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and / or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participants," "person," "primary covered transaction," "principal," "proposal" and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction" without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible or voluntarily excluded from participation in this transaction, in addition to other remedies available to the federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and /or debarment. Page 19 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 6 Suspemiamor Debarment Certification 7 Read the instructions in the attribute above and then answer the following accurately. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. Does Vendor certify? Yes, Vendor certifies 6 Vendor Certification of Criminal History -Texas Education Code Chapter 22 8 Texas Education Code Chapter 22 requires entities that contract with school districts to provide services to obtain criminal history record information regarding covered employees. Contractors must certify to the district that they have complied. Covered employees with disqualifying criminal histories are prohibited from serving at a school district pursuant to this law. DEFINITIONS Covered employees: Employees of a contractor or subcontractor who have or will have continuing duties related to the service to be performed at the District and have or will have direct contact with students. The District will be the final arbiter of what constitutes direct contact with students. Disqualifying criminal history: Any conviction or other criminal history information designated by the District, or one of the following offenses, if at the time of the offense, the victim was under 18 or enrolled in a public school: (a) a felony offense under Title 5, Texas Penal Code; (b) an offense for which a defendant is required to register as a sex offender under Chapter 62, Texas Code of Criminal Procedure; or (c) an equivalent offense under federal law or the laws of another state. Vendor certifies: NONE (Section A): None of the employees of Vendor and any subcontractors are covered employees, as defined above. If this box is checked, I further certify that Contractor has taken precautions or imposed conditions to ensure that the employees of Vendor and any subcontractor will not become covered employees. Contractor will maintain these precautions or conditions throughout the time the contracted services are provided under this procurement. OR SOME (Section B): Some or all of the employees of Vendor and any subcontractor are covered employees. If this box is checked, I further certify that: (1) Vendor has obtained all required criminal history record information regarding its covered employees. None of the covered employees has a disqualifying criminal history; (2) If Vendor receives information that a covered employee subsequently has a reported criminal history, Vendor will immediately remove the covered employee from contract duties and notify the purchasing entity in writing within 3 business days; (3) Upon request, Vendor will provide the purchasing entity with the name and any other requested information of covered employees so that the purchasing entity may obtain criminal history record information on the covered employees; (4) If the purchasing entity objects to the assignment of a covered employee on the basis of the covered employee's criminal history record information, Vendor agrees to discontinue using that covered employee to provide services at the purchasing entity. Which option does Vendor certify? Yes, I certify- NONE (Section A) Page 20 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 6 Certifiaabi mdRegarding "Choice of Law" Terms with TIPS Members 9 Vendor agrees that if any "Choice of Law" provision is included in any sales agreement/contract between Vendor and a TIPS Member, that clause must provide that the "Choice of Law" applicable to the sales agreement/contract between Vendor and TIPS Member shall be the state where the TIPS Member operates unless the TIPS Member expressly agrees otherwise. Any TIPS Sale Supplemental Agreement containing a "Choice of Law" clause that conflicts with these terms is rendered void and unenforceable. If Vendor disagrees, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. Does Vendor agree? Yes, Vendor agrees 7 Certification Regarding "Venue" Terms with TIPS Members U Vendor agrees that if any "Venue" provision is included in any sales agreement/contract between Vendor and a TIPS Member, that clause must provide that the "Venue" for any litigation or alternative dispute resolution is shall be in the state and county where the TIPS Member operates unless the TIPS Member expressly agrees otherwise. Any TIPS Sale Supplemental Agreement containing a "Venue" clause that conflicts with these terms is rendered void and unenforceable. If Vendor disagrees, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. Does Vendor agree? Yes, Vendor agrees 7 Certification Regarding "Automatic Renewal" Terms with TIPS Members Vendor agrees that no TIPS Sale may incorporate an "Automatic Renewal" clause that exceeds month to month terms with which the TIPS Member must comply. All renewal terms incorporated into a TIPS Sale Supplemental Agreement shall only be valid and enforceable when Vendor received written confirmation of acceptance of the renewal term from the TIPS Member for the specific renewal term. The purpose of this clause is to avoid a TIPS Member inadvertently renewing a Supplemental Agreement during a period in which the governing body of the TIPS Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. Any TIPS Sale Supplemental Agreement containing an "Automatic Renewal" clause that conflicts with these terms is rendered void and unenforceable. If Vendor disagrees, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. Does Vendor agree? Yes, Vendor agrees Page 21 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 7 Certif'ivadmdRegarding "Indemnity" Terms with TIPS Members 2 Texas and other jurisdictions restrict the ability of governmental entities to indemnify others. Vendor agrees that if any "Indemnity" provision which requires the TIPS Member to indemnify Vendor is included in any sales agreement/contract between Vendor and a TIPS Member, that clause must either be stricken or qualified by including that such indemnity is only permitted, "to the extent permitted by the laws and constitution of [TIPS Member's State]" unless the TIPS Member expressly agrees otherwise. Any TIPS Sale Supplemental Agreement containing an "Indemnity" clause that conflicts with these terms is rendered void and unenforceable. If Vendor disagrees, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. Does Vendor agree? Yes, Vendor agrees 7 Certification Regarding "Arbitration" Terms with TIPS Members 3 Vendor agrees that if any "Arbitration" provision is included in any TIPS Sale agreement/contract between Vendor and a TIPS Member, that clause may not require that the arbitration is mandatory or binding. Vendor agrees that if any "Arbitration" provision is included in any TIPS Sale agreement/contract between Vendor and a TIPS Member, that clause provides for only voluntary and non-binding arbitration unless the TIPS Member expressly agrees otherwise. Any TIPS Sale Supplemental Agreement containing a "Arbitration" clause that conflicts with these terms is rendered void and unenforceable. If Vendor disagrees, after this solicitation legally closes and TIPS begins evaluating Vendor's file, TIPS will provide Vendor with a draft Word Document version of the Vendor Agreement and will be instructed to include all requested negotiations as redline edits for TIPS consideration. Does Vendor agree? Yes, Vendor agrees 7 2 CFR PART 200 AND FEDERAL CONTRACT PROVISIONS EXPLANATION 4 TIPS and TIPS Members will sometimes seek to make purchases with federal funds. In accordance with 2 C.F.R. Part 200 of the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (sometimes referred to as "EDGAR"),Vendor's response to the following questions labeled "2 CFR Part 200 or Federal Provision" will indicate Vendor's willingness and ability to comply with certain requirements which may be applicable to TIPS purchases paid for with federal funds, if accepted by Vendor. Your responses to the following questions labeled "2 CFR Part 200 or Federal Provision" will dictate whether TIPS can list this awarded contract as viable to be considered for a federal fund purchase. Failure to certify all requirements labeled "2 CFR Part 200 or Federal Provision" will mean that your contract is listed as not viable for the receipt of federal funds. However, it will not prevent award. If you do enter into a TIPS Sale when you are accepting federal funds, the contract between you and the TIPS Member will likely require these same certifications. Specifically, if Vendor utilizes the Cost-Plus Markup method anywhere in its proposal, Vendor cannot and will not be listed as federally compliant for TIPS purposes unless Vendor also certifies "Yes" in response to the Attribute entitled, "2 CFR Part 200 - Prohibition of Cost- Plus." Page 22 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 7 2 CFItPar1c290 or Federal Provision - Prohibition of Cost Plus 5 Contracts paid with federal funds which exceed the simplified acquisition threshold currently set at $250,000 (2 CFR 200.320), which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, may not utilize a cost plus percentage of cost and percentage of cost method of contract pricing. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members for a TIPS Sale resulting from this procurement process which exceeds the simplified acquisition threshold, Vendor shall not utilize a cost plus a percentage of cost and percentage of cost method of contract pricing for that expenditure. If Vendor fails to certify and proposes a Cost Plus Markup Method of pricing anywhere in their proposal, Vendor will not be listed as federally/EDGAR compliant for TIPS purposes. Does Vendor certify? Yes, Vendor agrees. 7 2 CFR Part 200 or Federal Provision -Vendor Willingness to Accept Federal Funds 6 This certification is not required by federal law. However, TIPS Members are public entities and qualifying non- profits which often receive federal funding and grants (ESSER, CARES Act, EDGAR, etc.) Accepting such funds often requires additional required certifications and responsibilities for Vendor. The following attribute questions include these required certifications. Your response to this questions, the following certifications, and other factors will determine whether your contract award will be deemed as eligible for federal fund expenditures by TIPS Members. If awarded, is Vendor willing to accept payment for goods and services offered under this contract paid for by a TIPS Member with federal funds? Yes 7 2 CFR Part 200 or Federal Provision - Contracts 7 Contracts for more than the simplified acquisition threshold currently set at $250,000 (2 CFR § 200.320), which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. Notice: Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserve all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does vendor agree? Yes, Vendor agrees 7 2 CFR Part 200 or Federal Provision -Termination 8 Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of$10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserve the right to terminate any agreement in excess of$10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity and up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserve the right to terminate any agreement in excess of$10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The Vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of the ESC Region 8 and TIPS. Does vendor agree? Yes, Vendor agrees Page 23 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 7 2 CFR"PhA0260 or Federal Provision - Clean Air Act 9 Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Pursuant to the Clean Air Act, et al above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members require that the proposer certify that during the term of an award by the ESC Region 8 and TIPS Members resulting from this procurement process the vendor agrees to comply with all of the above regulations, including all of the terms listed and referenced therein. Does vendor agree? Yes, Vendor agrees 8 2 CFR Part 200 or Federal Provision - Byrd Anti-Lobbying Amendment 0 Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members require the proposer certify that during the term and during the life of any contract with ESC Region 8 and TIPS Members resulting from this procurement process the vendor certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment(31 U.S.C. 1352). Does Vendor agree? Yes, Vendor agrees Page 24 of 31 pages Vendor: Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 8 2 CFMF?adtc2®0 or Federal Provision - Byrd Anti-Lobbying Amendment -Continued Applicable to Grants, Subgrants, Cooperative Agreements, and Contracts Exceeding $100,000 in Federal Funds Submission of this certification is a prerequisite for making or entering into this transaction and is imposed by the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of a Federal grant, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all covered subawards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. Does Vendor certify that it has NOT lobbied as described herein? Yes, Vendor certifies - NO Reportable Lobbying 8 2 CFR Part 200 or Federal Provision - Byrd Anti-Lobbying Amendment -Continued 2 If you answered "No, Vendor does not certify - Lobbying to Report" to the above attribute question, you must download, read, execute, and upload the attachment entitled "Disclosure of Lobbying Activities - Standard Form - LLL", as instructed, to report the lobbying activities you performed or paid others to perform. 8 2 CFR Part 200 or Federal Provision - Federal Rule 3 Compliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). (Contracts, subcontracts, and subgrants of amounts in excess of $100,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members requires the proposer certify that in performance of the contracts, subcontracts, and subgrants of amounts in excess of $250,000, the vendor will be in compliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). Does vendor certify compliance? Yes, Vendor certifies Page 25 of 31 pages Vendor:Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 8 2 CFRftr1o200 or Federal Provision - Procurement of Recovered Materials 4 A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include: (1) procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; (2) procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Does vendor certify that it is in compliance with these provisions? No, Vendor does not certify 8 2 CFR Part 200 or Federal Provision - Rights to Inventions 5 If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Pursuant to the above, when the foregoing applies to ESC Region 8 and TIPS Members, Vendor certifies that during the term of an award resulting from this procurement process, Vendor agrees to comply with all applicable requirements as referenced in the Federal rule above. Does vendor certify? Yes, Vendor certifies Page 26 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 8 2 CFI;bPar1c2Q0 or Federal Provision - Domestic Preferences for Procurements and Compliance with 6 Buy America Provisions As appropriate and to the extent consistent with law, TIPS Member Customers, to the greatest extent practicable under a Federal award, may provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). Vendor agrees that the requirements of this section will be included in all subawards including all contracts and purchase orders for work or products under this award, to the greatest extent practicable under a Federal award. For purposes of 2 CFR Part 200.322, "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stag through the application of coatings, occurred in the United States. Moreover, for purposes of 2 CFR Part 200.322, "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum, plastics and polymer-based products such as polyvinyl chloride pipe, aggregates such as concrete, glass, including optical fiber, and lumber. Vendor certifies that it is in compliance with all applicable provisions of the Buy America Act. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. For purposes of 2 CFR Part 200.322, "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, Vendor certifies that to the greatest extent practicable Vendor will provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). Does Vendor Certify? Yes, Vendor certifies 8 2 CFR Part 200 or Federal Provision - Ban on Foreign Telecommunications 7 ESC 8 and TIPS Members are prohibited from obligating or expending Federal financial assistance, to include loan or grant funds, to: (1) procure or obtain, (2) extend or renew a contract to procure or obtain, or (3) enter into a contract (or extend or renew a contract) to procure or obtain, equipment, services, or systems that use "covered telecommunications" equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. "Covered telecommunications" equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities), and physical security surveillance of critical infrastructure and other national security purposes, and video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities) for the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes detailed in 2 CFR § 200.216. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, Vendor certifies that Vendor will not purchase equipment, services, or systems that use "covered telecommunications", as defined by 2 CFR §200.216 equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. Does vendor certify? Yes, Vendor certifies Page 27 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 8 2 CFRftr1o290 or Federal Provision - Contract Cost & Price 8 For contracts more than the simplified acquisition threshold currently set at $250,000, a TIPS Member may, in very rare circumstances, be required to negotiate profit as a separate element of the price pursuant to 2 C.F.R. 200.324(b). Under those circumstances, Vendor agrees to provide information and negotiate with the TIPS Member regarding profit as a separate element of the price. However, Vendor certifies that the total price charged by the Vendor shall not exceed the Vendor's TIPS pricing and pricing terms proposed. Does Vendor certify? Yes, Vendor certifies 8 2 CFR Part 200 or Federal Provision - Equal Employment Opportunity 9 Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246,"Equal Employment Opportunity"(30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375,"Amending Executive Order 11246 Relating to Equal Employment Opportunity,"and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members on any federally assisted construction contract, the equal opportunity clause is incorporated by reference here. Does Vendor Certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision - Davis Bacon Act Compliance 0 Texas Statute requires compliance with Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of$2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146- 3148) as supplemented by Department of Labor regulations(29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non- Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. Pursuant to state and federal requirements, Vendor certifies that it will be in compliance with all applicable Davis-Bacon Act provisions if/when applicable. Does Vendor certify? Yes, Vendor certifies Page 28 of 31 pages Vendor: Cl Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 9 2 CFMftvkc200 or Federal Provision - Contract Work Hours and Safety Standards Where applicable, all contracts awarded by ESC 8 and TIPS Members in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard workweek of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market,or contracts for transportation or transmission of intelligence. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, Vendor certifies that during the term of an award for all contracts resulting from this procurement process,Vendor will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act. Does Vendor certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision - FEMA Fund Certification & Certification of Access to Records 2 If and when Vendor accepts a TIPS purchase paid for in full or part with FEMA funds, Vendor certifies that: (1) Vendor agrees to provide the TIPS Member, the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to and rights to reproduce any books, documents, papers, and records of the Contractor which are directly pertinent to this contract, or any contract resulting from this procurement, for the purposes of making audits, examinations, excerpts, and transcriptions. This right also includes timely and reasonable access to Vendor's personnel for the purpose of interview and discussion relating to such documents. Vendor agrees to provide the FEMA Administrator or an authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. Vendor acknowledges and agrees that no language in this contract or the contract with the TIPS Member is intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the United States. (2) The Vendor shall not use the Department of Homeland Security's seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval. (3) The Vendor will comply with all applicable Federal law, regulations, executive orders, FEMA policies, procedures, and directives. (4) The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract. (5) The Vendor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the Vendor's actions pertaining to this contract. Does Vendor certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision - Certification of Compliance with the Energy Policy and 3 Conservation Act When appropriate and to the extent consistent with the law, Vendor certifies that it will comply with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq; 49 C.F.R. Part 18) and any state mandatory standards and policies relating to energy efficiency which are contained in applicable state energy conservation plans issued in compliance with the Act. Does Vendor certify? Yes, Vendor certifies Page 29 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 9 2 CFI;bPartc290 or Federal Provision - Certification of Compliance with Never Contract with the Enemy 4 Where applicable, all contracts awarded by ESC 8 and TIPS Members in excess of$50,000.00, within the period of performance, and which are performed outside of the United States, including U.S. territories, are subject to the regulations implementing Never Contract with the Enemy in 2 CFR part 183. Per 2 CFR part 183, in the situation specified, ESC 8 and TIPS Members shall terminate any contract or agreement resulting from this procurement which violates the Never Contract with the Enemy regulation in 2 CFR part 183, including if Vendor is actively opposing the United States or coalition forces involved in a contingency operation in which members of the the Armed Forces are actively engaged in hostilities. Vendor certifies that it is neither an excluded entity under the System for Award Management (SAM) nor Federal Awardee Performance and Integrity Information System (FAPIIS) for any contract terminated due to Never Contract with the Enemy as a Termination for Material Failure to Comply. Does Vendor certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision -Certification of Compliance with EPA Regulations 5 For contracts resulting from this procurement, in excess of $100,000.00 and paid for with federal funds, Vendor certifies that Vendor will comply with all applicable standards, orders, regulations, and/or requirements issued pursuant to the Clean Air Act of 1970, as amended (42 U.S.C. 1857(h)), Section 508 of the Clean Water Act, as amended (33 U.S.C. 1368), Executive Order 117389 and Environmental Protection Agency Regulation, 40 CFR Part 15. Does Vendor certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision - Record Retention Requirements 6 For contracts resulting from this procurement, paid for by ESC 8 or TIPS Members with federal funds, Vendor certifies that Vendor will comply with the record retention requirements detailed in 2 CFR § 200.334. Vendor certifies that Vendor will retain all records as required by 2 CFR§ 200.334 for a period of three years after final expenditure or financial reports, as applicable, and all other pending matters are closed. Does Vendor certify? Yes, Vendor certifies 9 2 CFR Part 200 or Federal Provision - Subcontracting and Affirmative Steps for Small and Minority 7 Businesses, Women's Business Enterprises, and Labor Surplus Area Firms. Do you ever anticipate the possibility of subcontracting any of your work under this award if you are successful? If you respond "Yes", you must respond to the following attribute question accurately. If you respond "No", you may skip the following attribute question. YES Page 30 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" 9 2 CFI;bPsr1o200 or Federal Provision - If"Yes" Response to Above Attribute - Continued - 8 Subcontracting and Affirmative Steps for Small and Minority Businesses, Women's Business Enterprises, and Labor Surplus Area Firms. Only respond to this question if you responded "Yes" to the attribute question directly above. Skip this question if you responded "No" to the attribute question directly above. Does Vendor certify that it will follow the following affirmative steps? Federal Regulation 2 CFR §200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. (a)The non-Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible. (b)Affirmative steps must include: (1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce ; and (6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs(1) through (5) of this section. Does Vendor certify? Yes, Vendor certifies 9 ACKNOWLEDGMENT & BINDING CORPORATE AUTHORITY 9 By submitting this proposal, the individual(s) submitting on behalf of the Vendor certify that they are authorized by Vendor to complete and submit this proposal on behalf of Vendor and that this proposal was duly submitted on behalf of Vendor by authority of its governing body, if any, and within the scope of its corporate powers. Vendor further certifies that it has read, examined, and understands all portions of this solicitation including but not limited to all attribute questions, attachments, solicitation documents, bid notes, and the Vendor Agreement(s). Vendor certifies that, if necessary, Vendor has consulted with counsel in understanding all portions of this solicitation. Page 31 of 31 pages Vendor: CI Solutions 241102 PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 42 of 45 01/31/2025 Cypress Fairbanks ISD 11400 Matzke Road Cypress,TX 77429 Re: Reference Letter for CI Solutions To whom it may concern: Please accept this reference for CI Solutions who provides goods or services to our District. The Vendor provided ID Cards, ID Card Software and Supplies in 2024. We understand that they have submitted a proposal to Education Service Center Region 8 and the TIPS Cooperative. This entity is a customer of above-named Vendor.They performed satisfactorily and we would do business with them again. As a customer of the Vendor,we would highly recommend the Vendor to TIPS public entity and non-profit members. Thankyou, Cheryll Hill Associate Director Transportation Services 13330 Woods Spillane Blvd Cypress,Texas 77429 713 MyCFBus PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" C1/r tors; ba Cl Solutions Page 43 t 45 r / Aaron Walter Executive Director k: Office of Student Transportation DETROIT O (313) 28145 Greenfield Rd ^ Detroit, MI 48228 16-5844 ^ aaron.walter@detroitk12.org PUBLIC SCHOOLS detroitk12.org COMMUNITY DISTRICT December 9, 2024 Re: Reference Letter for CI Solutions To whom it may concern: Please accept this reference for Cl Solutions, who provides goods or services to our District. The Vendor provided ID Cards, Card Printing Hardware, ID Card Software and Supplies in 2024. We understand that they have submitted a proposal to Education Service Center Region 8 and the TIPS Cooperative. This entity is a customer of above-named Vendor. They performed satisfactorily and we would do business with them again. As a customer of the Vendor, we would highly recommend the Vendor to TIPS public entity and non-profit members. Sincerely, Aaron Walter Executive Director Students Rise. We all Rise DPSCD does not discriminate based on race,color, national origin,sex,disability and/or religion Contact Compliance for more information at(313)240-4377 or detroitkl2.org/admin/compliance. PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 44 of 45 01/31/2025 Newport News Public Schools 12571 Patrick Henry Drive Newport News, VA 23602 Re: Reference Letter for Cl Solutions To whom it may concern: Please accept this reference for CI Solutions, who provides goods or services to our District. The Vendor provided ID Cards, Card Printing Hardware, ID Card Software and Supplies in 2024. We understand that they have submitted a proposal to Education Service Center Region 8 and the TIPS Cooperative. This entity is a customer of above-named Vendor. They performed satisfactorily and we would do business with them again. As a customer of the Vendor, we would highly recommend the Vendor to TIPS public entity and non-profit members. T you, S V. oates PROCUREMENT AGREEMENT NUMBER P-25-043 ATTACHMENT"A" Card Integrators dba Cl Solutions Page 45 of 45 01/31/2025 TIPS CONTRACT 241102 REQUIRED CONFIDENTIALITY CLAIM FORM (VENDOR MUST COMPLETE THE FOLLOWING VENDOR INFORMATION) Vendor Entity Name: C1 Solutions Vendor Authorized Signatory Name: Taylor Cole Vendor Authorized Signatory Title: Coo Vendor Authorized Signatory Email: taylorc@Cardintegrators.Com Vendor Address: 3625 Serpentine Drive City: Los Alamitos State: CA zip code: 90720 Vendor agrees that it is voluntarily providing its data(including but not limited to:Vendor information,Vendor documentation,Vendor's proposal, Vendor pricing submitted or provided to TIPS, TIPS contract documents, TIPS correspondence, Vendor logos and images, Vendor's contact information, Vendor's brochures and commercial information, Vendor's financial information, Vendor's certifications,and any other Vendor information or documentation submitted to TIPS by Vendor and its agents)(Hereinafter,"Vendor Data")to TIPS. Vendor understands and agrees that TIPS is a government entity subject to public information laws including but not limited to Texas Government Code(TGC)Chapter 552. Vendor agrees that regardless of confidentiality designations herein,Vendor's submission of a proposal constitutes Vendor's consent to the disclosure and release of Vendor's Data and comprehensive proposal, including any information deemed confidential or proprietary herein,to and by TIPS Members. Notwithstanding the foregoing permissible release to TIPS Members, if Vendor considers any portion of Vendor's proposal to be otherwise confidential and not subject to public disclosure pursuant to public information laws,including but not limited to TGC Chapter 552, Vendor must properly execute Option I only below, attach to this PDF all documents and information that Vendor deems confidential, and upload the consolidated documentation. Regardless of the Option selected below, this form must be completed and uploaded to the "Response Attachments" section of the eBid System entitled"Required Confidentiality Claim Form." Execution and submission of this form is the sole indicator of whether Vendor considers any Vendor Data confidential in the event TIPS receives a request,a Public Information Request,or subpoena. If TIPS receives a request,any responsive documentation not deemed confidential by you through proper execution of Option 1 of this form will be automatically released. For information deemed confidential by you through proper execution of Option 1 of this form, TIPS will follow procedures of controlling statute(s) regarding withholding that documentation and shall not be liable for any release of information required by law,including Attorney General opinion or court order. (VENDOR MUST COMPLETE ONE OF THE TWO OPTIONS AND UPLOAD IN THE EBID SYSTEM) OPTION 1—DESIGNATING CONFIDENTIAL OPTION 2—WAIVER OF CONFIDENTIALITY—NO, MATERIALS—YES,VENDOR HAS ATTACHED VENDOR HAS NOT ATTACHED CONFIDENTIAL CONFIDENTIAL MATERIALS MATERIALS (Confirm each bullet point and sign below) (Confirm each bullet point and sign below) ■Vendor claims some Vendor Data confidential to the extent By signing for Option 2 below, Vendor expressly waives any permitted by TGC Chapter 552 and other applicable law. confidentiality claim for all Vendor Data submitted in relation to this proposal and resulting contract. Vendor confirms that ■Vendor attached to this PDF all potentially confidential TIPS may freely release Vendor Data submitted in relation to Vendor Data and listed the number of attached pages below. this proposal or resulting contract to any requestor. Vendor agrees that TIPS shall not be responsible or liable for any use ■Vendor's authorized signatory has signed below and shall or distribution of Vendor Data by TIPS or TIPS Members. upload this document in the proper location in the eBid System. ■Vendor's authorized signatory has signed below and shall upload this document in the proper location in the eBid ■Vendor agrees that TIPS shall not be liable for any release of System. confidential information required by law. -Vendor agrees that TIPS shall not be liable for any release of confidential information required by law. Number of pages attached deemed confidential: Digitally signed 1,Taybr Cole Taylor Cole Date:2024.12.06 14:08:11 Authorized Signature: Authorized Signature: -08'00'