Dell+Master+Agreement+NASPO.pdf

Offer Forms: Non-Confidential documents

Dell Marketing L.P. 8

Attachment 1Offer and Acceptance Form SUBMISSION OF OFFER: Undersigned hereby offers and agrees to provide SOFTWARE VALUE-ADDED RESELLER SERVICES in compliance with the Solicitation indicated above and our Offer indicated by the latest dated version below:

Initial Offer:

1.

November 17, 2020 x

Date initial

Revised Offers:

2.

January 13, 2022 x 3. x x 4. x x date #1 initial date #1 initial date #1 initial

5. x x 6. x x 7. x x date #4 initial date #5 initial date #6 initial

Best and Final Offer:

8. March 1, 2022 x

Date initial

Dell Marketing L.P. x

Offeror company name Signature of person authorized to sign Offer

One Dell Way Heather Jones, Proposal Manager Address Printed name and title

Round Rock, Texas 78682 Jennifer Nguyen, Account Executive City | State | ZIP Contact name and title

74-2616805 Jen_Nguyen@Dell.com 512-289-9722

Federal tax identifier (EIN or SSN) Contact Email Address Contact phone number

CERTIFICATION: By signature in the above, Offeror certifies that it:

1. will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246, [Arizona] State

Executive Order 2009-9 or

2. has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted offer. Failure to provide a valid signature affirming the stipulations required by this clause will result in rejection of the Offer. Signing the Offer with a false statement will void the Offer, any resulting contract, and may be subject to le

3. complies with A.R.S. § 41-

4. is not debarred from, or otherwise prohibited from participating in any contract awarded by federal, state, or local government.

ACCEPTANCE OF OFFER: State hereby accepts the initial Offer, Revised Offer, or Best and Final Offer identified by the latest date and number at the top of this form (the Accepted Offer). Offeror is now bound (as Contractor) to carry out the Work under the attached Contract, of which the Accepted Offer forms a part. Contractor is cautioned not to commence any billable work or to provide any material or perform any service under the Contract until Contractor receives the applicable Order or written notice to proceed from Procurement Officer.

State’s Contract No. is: ________________ The effective date of the Contract is: __________ Contract awarded _________ Date Date

Procurement Officer Signature Procurement Officer Printed Name x xxxxxxxxx x xxxxxxxxxxxxxxxxxxxx initiatiatitititiatitititiatitiiiattiiatitiitiiiitiiiiiii l t a x x

Signature of person aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaauthututuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuu orized to sign Of

CTR060024

John Red Horse

4/25/2022 4/25/2022

Request for Proposal Solicitation No. BPM002338

Description:

Software Value-Added Reseller

Arizona Department of Administration

State Procurement Office 100 N 15th Ave., Suite 402

Phoenix, AZ 85007

PART 2 of the Solicitation Documents Template version 6.0 (28-JAN-2020)

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Part 2: Scope, Pricing and Terms and Conditions

Table of Contents

SECTION 2-A: Scope of Work

1.0 ..... INTRODUCTION, PURPOSE, AND BACKGROUND

2.0 ..... SCOPE OF WORK ............................................................ ERROR! BOOKMARK NOT DEFINED.

SECTION 2-B: Pricing Document

SECTION 2-C: Special Terms and Conditions…………………………………………………………...……….……………………16

SECTION 2-D: Uniform Terms and Conditions https://procure.az.gov/bso/

Description:

Software Value-Added Reseller

Arizona Department of Administration

State Procurement Office

Template version 6.0 (28-JAN -2020)

SECTION 2-A: Scope of Work Page 2 of 82 2

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SECTION 2A: Scope of Work

1.0 Introduction, Purpose, and Background

1.1 Introduction, Purpose, and Background –

The State of Arizona, State Procurement Office (SPO), is requesting proposals for Software Value-Added Reseller (Reseller) services in furtherance of the NASPO ValuePoint Cooperative Purchasing Program (NASPO ValuePoint). The purpose of this Solicitation (RFP or Solicitation) is to establish Master Agreements with qualified Resellers so that eligible entities may acquire Software and related services from Software Value- Added Resellers.

This RFP seeks offers that can provide better value, and in some cases achieve more favorable pricing, than is obtainable by an individual state or local government entity because of the collective volume of potential purchases by numerous state and local government entities. More specifically, this RFP expects offerors to provide a full range of Reseller services and service options to support Purchasing Entities’ COTS and SaaS-based software needs. The RFP shall be broken up into three award categories: General Software, Microsoft Software, and Oracle Software. For each of these categories, services related to the software purchase, including but not limited to installation, configuration, maintenance, and advisory services may be offered.

Lead State, Solicitation Number and Lead State Contract Administrator (LSCA) The State of Arizona, through its State Procurement Office (SPO), is the Lead State and issuing office for this document and all subsequent addenda relating to it. This RFP is a competitive process, in accordance with the Arizona Procurement Code available at https://spo.az.gov/ . The Arizona Procurement Codeconsists of Arizona Revised Statutes (ARS) §§41-2501 et seq. and administrative rules and regulations A.A.C R2-7-1010 et.seq.

“Solicitation #BPM002338” shall be referred to on all proposals, correspondence, and documentation relating to this RFP.

The Lead State Contract Administrator (LSCA) identified below is the single point of contact during this procurement process. Offerors and interested persons shall direct to the Lead State Contract Administrator all questions concerning the procurement process, technical requirements of this Solicitation, contractual requirements, requests for brand approval, change, clarification, protests, the award process, and any other questions that may arise related to this solicitation and the resulting Master Agreement. The Lead State Contract Administrator (LSCA) designated by the State of Arizona, State Procurement Office is:

Eric Bell - State Procurement Manager State of Arizona, State Procurement Office 100 N. 15th Avenue, Suite 402 Phoenix, Arizona 85007 Phone: (602)542.8921

Description: Software Value-Added Reseller

Arizona Department of Administration

State Procurement Office

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1.2 NASPO ValuePoint Background Information

NASPO ValuePoint is the cooperative purchasing program of all 50 states, the District of Columbia and the territories of the United States. NASPO ValuePoint is a division of the National Association of State Procurement Officials (NASPO), a 501(c)(3) non-profit association dedicated to strengthening the procurement community through education, research, and communication.

NASPO is made up of the directors of the central purchasing offices in each of the 50 states, the District of Columbia and the territories of the United States. NASPO ValuePoint facilitates administration of the cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all states, the District of Columbia, and territories of the United States.

Canadian Participation. Subject to the approval of the awarded Reseller, any Canadian provincial government or provincially funded entity in the Northwest Territories, Yukon, Nunavut, Ontario, Quebec, Nova Scotia, New Brunswick, Manitoba, British Columbia, Prince Edward Island, Saskatchewan, Alberta, and Newfoundland and Labrador, including municipalities, universities, community colleges, school boards, health authorities, housing authorities, agencies, boards, commissions, and crown corporations may be eligible to use the Reseller's contract.

Additional Agreement with NASPO. Upon request by NASPO ValuePoint, awarded Contractor shall enter into a direct contractual relationship with NASPO ValuePoint related to Reseller’s obligations to NASPO ValuePoint under the terms of the Master Agreement, the terms of which shall be the same or similar (and not less favorable) than the terms set forth in the Master Agreement.

For more information consult the following websites: www.naspovaluepoint.org and www.naspo.org.

1.3 Schedule of Events

The Procurement Office shall make every effort to adhere to the following schedule. Change in the “Closing Date and Time” (Proposal Due Date) shall only be by an issued Solicitation Amendment.

Anticipated Solicitation Release: September 8, 2020 Anticipated Pre-Offer Conference: September 17, 2020 Anticipated Closing Date and Time: October 21, 2020 Anticipated Award Date: January 22, 2021

1.4 Purchasing Entities

In addition to the Lead State conducting this RFP, the states listed in Exhibit 1 (One) have signed an Intent to Participate (ITP) document to be named in this Solicitation as potential Participating Entities of the resulting Master Agreement (MPA). Any state that indicates an Intent to Participate are not obligated to either participate http://www.naspo.org/

State Procurement Office

SECTION 2-A: Scope of Work Page 4 of 82 2 or enter into any contractual relationship with the selected responders. Other eligible entities, including other states, may become Participating Entities after award of the MPA through execution of a Participating Addendum

(PA).

A Participating Addendum may include Participating Entity-specific terms and conditions not included in the Master Agreement. Some of these terms and conditions may be provided to the vendors in the RFP (see Exhibit 2 (Two)) as an informational item only, to give vendors an idea of the terms they might be expected to abide by or negotiate during the PA process.

Except to the extent modified by a Participating Addendum, each Purchasing Entity shall follow the terms and conditions of the Master Agreement and shall have the same rights and responsibilities for their purchases as the Lead State has in the Master Agreement, including but not limited to, any indemnity or right to recover any costs as such right is defined in the Master Agreement and applicable Participating Addendum for their purchases. Each Purchasing Entity shall be responsible for its own charges, fees, and liabilities. The Reseller shall apply the charges and invoice each Purchasing Entity individually.

1.5 Historical Usage

Exhibit 3 (Three) contains the usage data in terms of total sales for all contractors from the current set of contracts for Calendar Years 2016, 2017, 2018, and 2019. No minimum or maximum level of sales volume is guaranteed or implied.

State Procurement Office

SECTION 2-A: Scope of Work Page 5 of 82 2

2.0 SCOPE OF WORK

2.1 Software Publishers, Categories. The identified software product needs under this solicitation have been divided into three mutually-exclusive categories:

Category I – General software: This category includes all software titles except Microsoft and Oracle. Category I has been further sub-divided into three tiers:

• Tier 1 – Key Itemized Publishers

• Tier 2 – Other Itemized Publishers

• Tier 3 – Non-Itemized Publishers

Category II – Microsoft-only software, and

Category III – Oracle-only software.

See descriptions and chart which follow. As indicated, it is most desirable for Reseller to have a direct reseller agreement with the itemized software Publishers. If a direct reseller agreement is not already in place between itemized software Publishers and the Reseller, the Reseller is expected to enter into a direct reseller agreement and submit a rate for that Itemized Publisher that is better than the rate for a Non-Itemized Publisher. Over the life of this contract, product needs or volumes may change and new Publishers may be added by amendment to the Itemized Publishers’ lists.

2.1.1 Category 1 – General Software Resellers

2.1.1.1 Tier 1 – Key Itemized Publishers: The products of the Publishers in this tier represent the highest tier of sales volume outside of the two (2) Publisher Specific Categories. This tier is the one most likely to include a Participating Entity’s enterprise or high-volume agreements with a Publisher. Resellers shall be a certified direct resellers for Publishers in this category, except in the case where certain Publishers do not sell directly through Resellers. The preferred pricing that a Reseller receives based on their reseller certification status, in conjunction with the anticipated considerable volume of purchases through these Contracts, is the expected foundation for a very competitive base Reseller Cost, with further reductions of Reseller Cost as they are achieved through ongoing Reseller negotiations. If a Reseller’s proposal includes the General Category, the Reseller must be able to resell, and must provide pricing for each Tier 1 Itemized Publisher (see Pricing Sheet). Specific requirements may be required for some Publishers in this category in an individual Participating Entity’s PA.

2.1.1.2 Tier 2 - Other Itemized Publishers: The products of the Publishers in this category represent a high level of sales volume as identified for this solicitation. This category may include a Participating Entity’s high-

State Procurement Office

SECTION 2-A: Scope of Work Page 6 of 82 2 volume agreements or VLAs with a Publisher. It is desirable for Resellers to be certified direct resellers for Publishers in this category. If a Reseller’s proposal includes the General Category, the Reseller must be able to resell, and must provide pricing for, each Tier 2 Itemized Publisher (see Pricing Sheet). Specific requirements may be required for some Publishers in this category in an individual Participating Entity’s PA.

2.1.1.3 Tier 3 - Non-Itemized Publishers (all other distributed software purchases). This category is defined to include all other distributed computer software Publishers not specifically itemized. New or existing software products can be added to this category at any time during the term of the Contract without the written consent of the LSCA, provided the offerings, including pricing and terms, meet the requirements of the Contract, and may be itemized in the online catalog, if volume justifies the addition. If a Reseller’s proposal includes the General Category, the Reseller must provide pricing applicable to all Non-Itemized Publishers resold by the Reseller. Specific requirements may be required for some Publishers in this category in an individual Participating Entity’s PA.

KEY ITEMIZED PUBLISHERS

Certification of Direct Reseller status required, except in the case where certain Publishers do not sell directly through Resellers

OTHER ITEMIZED PUBLISHERS

Certification of Direct Reseller status desirable. If not certified, the percentage rate should be no greater than Non-Itemized Rate

NON-ITEMIZED PUBLISHERS

ADOBE AUTODESK ALL OTHER PUBLISHERS

CA TECHNOLOGIES BARRACUDA NETWORKS

CISCO BMC SOFTWARE

COMMVAULT CHECK POINT SOFTWARE

IBM CHERWELL

RED HAT CITRIX

SPLUNK CPI

TABLEAU CROWDSTRIKE

VEEAM DELL

VMWARE DELPHIX

DOCUSIGN

DYNATRACE

FORCEPOINT

FORTINET

GOOGLE

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SECTION 2-A: Scope of Work Page 7 of 82 2

2.1.1 Category II: Microsoft Resellers

This Category shall be restricted to only Microsoft software products.

2.1.2 Category III: Oracle Resellers

This Category shall be restricted to only Oracle software products.

2.1.3 Software Publishers, General Representation.

Excluded Software Publishers. The Reseller shall agree to enter into good faith negotiations with any Software Publisher willing to do business with them. Resellers

INFORMATICA

IVANTI

KNOWBE4

MCAFEE

MICRO FOCUS

MULESOFT

NETMOTION

OKTA

OPENTEXT

PROGRESS SOFTWARE

PROOFPOINT

QUEST SOFTWARE

RAPID7

RSA SECURITY

SALESFORCE

SAP

SOLARWINDS

SOPHOS

SPILLMAN

SYMANTEC

TENABLE

TREND MICRO

VARONIS

VERITAS

ZOHO

State Procurement Office

SECTION 2-A: Scope of Work Page 8 of 82 2 shall advise the LSCA or designee of any Software Publishers with whom the Reseller was unable to enter into a reseller certification following negotiations.

Expanded Representation. The Reseller is expected to continue to work towards reseller certifications with Publishers not currently represented, particularly with those Publishers whose sales volume merit classification into the Itemized Publisher lines.

Similarly, Reseller is expected to continue to work towards a higher certification level with current Publishers

2.2 Category 1 - Software Value-Added Reseller (‘Reseller’ – “SVAR”) – All Publishers Excluding Microsoft and Oracle Software

2.2.1 Software Value-Added Reseller (‘Reseller” or “SVAR”) shall be a large account reseller, with a national presence, authorized to sell products direct from software Publishers or authorized distributors.

2.2.2 SOFTWARE PRODUCTS, including Software as a Service (SaaS)

2.2.2.1 Out of Scope Products - Non-SaaS cloud computing products such as Infrastructure as a Service (“IaaS”), Platform as a Service (“PaaS”), and Software provided by a Managed Services Provider are generally out of scope of this Contract. IaaS shall be allowable only as an incidental product when 1) SaaS is the primary and predominate title being purchased, and 2) the limited and incidental licensing of the publisher’s IaaS is essential to the successful and efficient implementation and or deployment of the SaaS software. This determination should be made by the purchasing entity in advance of any IaaS purchase.

2.2.2.2 Most Current Version - Purchase orders shall be deemed to reference a manufacturer’s most recent release model or version of the product at the time of the order, unless the Purchasing Entity specifically requests in writing an earlier model or version and the Reseller is willing to provide such model or version.

2.2.2.3 Licenses and Maintenance Agreements - The Reseller shall honor existing Purchasing Entities’ Volume License Agreements (VLA’s) or Enterprise License Agreements (ELA’s) with Publishers and include those licenses as part of the Reseller’s license tracking service. Following an executed PA with a Purchasing Entity, and if so required by the Purchasing Entity and/or an individual Publisher, the Reseller shall identify itself to software Publishers as Reseller for that Purchasing Entity. If so required by the Publisher and Purchasing Entity, the Reseller shall execute a change of channel partner agreement with the Publisher.

Resellers shall sell additional seats consistent with Purchasing Entities’ VLAs or ELAs. Reseller shall work with Participating Entities, Purchasing

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Entities and Publishers as needed to establish new VLAs or ELAs. The Reseller shall work with the Publisher and Purchasing Entities as necessary to ensure the Purchasing Entity receives timely and pertinent license information, such as: license or agreement renewals, and opportunities based on actual volume.

Reseller shall work directly with Purchasing Entities in establishing, signing and maintaining enrollment agreements. If a Reseller is the sole Reseller in a State, the Reseller shall aggregate all enrollments together for Master Agreement reporting purposes. If a Participating Entity elects to have multiple SVAR contractors, Reseller’s responsibilities shall be delineated in that State or Entity’s PA. Resellers shall monitor and be able to report on the current levels of software ordered towards any of the Purchasing Entities’ VLA-required sales levels to ensure the Purchasing Entity does not fall short and thereby incur Publisher penalties. The Reseller shall be responsible for providing license usage information to the Publishers, if such information is required by the Publishers, in a timely manner (e.g., for ‘true up’ assessments)

2.2.2.4 Subscription-based Software Licenses. Purchasing Entities can purchase monthly or annual licenses or subscriptions through the Reseller, which provides access to and use of the software during the subscription term

2.2.2.5 Individual Software Licenses. Purchasing Entities can purchase individual COTS licenses, such as perpetual and non-perpetual licenses, through the Reseller.

2.2.2.6 Software Maintenance and Support Agreements.

Purchasing Entities can purchase maintenance agreements, including upgrade protection, through the Reseller. Resellers shall sell software maintenance agreements, even if the software was not purchased under this agreement, such as on-going support for a User’s existing perpetual license. As requested, Reseller shall explain what product support or services are included in a Publisher’s maintenance agreement.

2.2.2.7 Software Maintenance and Support. Reseller to provide needed services to support maintenance products such as maintenance agreements, software upgrades, annual updates, patches and fixes needed to improve functionality and keep the software in working order. Such services may include providing recommendations on the most cost-effective or appropriate long-term maintenance plan. Reseller shall provide such support, not only to maintenance packages purchased under this Contract, but in support of any other existing and current agreements.

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2.2.2.8 Software Updates. Resellers shall ensure Users are eligible to receive, from the Publisher, all new releases and updates of the software, at no additional charge, while under a maintenance agreement at the time such releases and updates are released to any customers of the Publisher.. A “Release” means any collection of enhancements or updates which the Publisher generally makes available to its installed base of customers of such programs. The Reseller shall assist the Purchasing Entity to obtain such releases or updates for their Users from the Publisher.

Should a User not want to receive the next update, the User shall so notify the respective Publisher.

2.2.2.9 Leases

Lease purchase and term leases are allowable only for Purchasing Entities whose rules and regulations permit leasing of software.

Individual Purchasing Entities may enter into a lease agreement for the products covered in this Master Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process and if the applicable Pas permit leasing. No lease agreements shall be reviewed or evaluated as part of this RFP evaluation process.

2.2.3 VALUE-ADDED SERVICES – MANDATORY BASIC SERVICES: Reseller shall provide the following Basic Services at no additional charge:

2.2.3.1 Provide Software Products, including COTS, Software as a Service (SaaS), and Related Services

2.2.3.2 Honor existing Volume or Enterprise license agreements held by the Purchasing Entity.

2.2.3.3 Retain or enhance Reseller certifications with software Publishers - At a minimum, maintain Reseller certification levels held at time of award.

If Reseller’s certification or reseller status is withdrawn or reduced, Reseller is required to immediately notify, in writing, the Lead State Contract Administrator (LSCA), each Participating Entity, and each Purchasing Entity explaining:

• The change;

• The impact on their costs to obtain the product;

• Limitations on the products or services they may provide; and,

• The reasons for the change.

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Failure to provide the required notification, regarding significant negative changes in their reseller status, may be grounds for suspension or cancellation of the MPA and PA’s.

2.2.3.4 If a Purchasing Entity requests software from a Publisher with which the Reseller has no established relationship, the Reseller shall agree to enter into good faith negotiations with the Software Publisher. Resellers shall advise the LSCA or designee of any Software Publishers with whom the Reseller was unable to enter into a reseller certification following negotiations.

2.2.3.5 Provide Pre-Sale Advisement:

• Advise the Purchasing Entity in making strategic software application decisions by providing evaluation copies, product comparisons, needs analysis, product information and application recommendations.

• Assist the Purchasing Entity to make cost neutral adjustments to bundled titles to substitute for or delete duplicative Publisher titles.

• Example: In selecting the most-beneficial basket of applications from a Publisher’s library (ex: Microsoft or Adobe applications)

2.2.3.6 Act as liaison between the Purchasing Entity and individual Publishers to identify best approaches and cost savings opportunities for the Purchasing Entity. Examples of such are:

• Selecting appropriate software subscription plan options, software enhancements, and sets of features;

• Explaining Volume License Agreements with complicated rules;

• Determining the most cost-effective buying strategies;

• Finding software options to meet a specific need, for example, online survey software or risk management software.

2.2.3.7 Negotiate with Publishers to reduce Reseller Cost, and pass on savings to Purchasing Entities.

2.2.3.8 Provide assistance in developing Volume License and Enterprise Agreements.

2.2.3.9 Provide Software installation assistance including, but not limited to:.

• Provide, at no additional cost, assistance or advice in basic installation or implementation of software products.

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• If the Purchasing Entity encounters difficulty in downloading or installing the software, the Reseller shall provide assistance within eight (8) business hours of being informed of the problem.

2.2.3.10 Provide Software De-Installation Assistance.

2.2.3.11 Notify Purchasing Entities of Publisher publicly announced changes pertinent to User licensing.

2.2.3.12 Provide Basic License Management to include:

• Reseller shall have in place a product license inventory and a basic software asset management system, which shall include an accurate inventory record of product licenses purchased under this Contract.

• Reseller shall also have the capability of tracking maintenance renewal and other significant due dates.

2.2.3.13 License Confirmations For licenses ordered under the contract by Purchasing Entity(ies), Reseller shall be able to provide:

• Certified Licensing Confirmation Certificates for all software licenses;

• Reseller’s certified license confirmation certificates in the name of such Licensee; or,

• Written confirmation from the Reseller or Publisher accepting the Participating Entities’ contract or purchase order as proof of license

2.2.3.14 Transitioning License Tracking Information Reseller shall store license information data acquired and retained shall as sortable data fields and transfer the license information to the Purchasing Entity upon contract termination. Reseller shall work with Purchasing Entities to ensure that the license information data has been successfully transferred in a usable format.

2.2.4 VALUE-ADDED SERVICES - PREMIUM SERVICES: The Reseller may offer Premium Value- Added Services related to the software being purchased. The following may be an additional cost:

2.1.3.1 Offer maintenance and support packages on licenses already owned by the Purchasing Entity.

2.1.3.2 Provide advanced or refresh Training Services related to a software purchase under this Contract or existing software held by the Purchasing Entity.

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2.1.3.3 Optional Value-Added Premium Services as provided in the proposal and approved by NASPO ValuePoint and the LSCA.

2.3 Category 2 – Microsoft SVAR

2.3.1 Software Value-Added Reseller (‘Reseller’ – “SVAR”) shall be a large account reseller, with a national presence, authorized by Microsoft as a Licensing Solution Provider (LSP) for all current and existing, and new Microsoft products and subscriptions.

2.3.2 Out of Scope Products - Non-SaaS cloud computing products such as Infrastructure as a Service (“IaaS”), Platform as a Service (“PaaS”), and Software provided by a Managed Services Provider are generally out of scope of this Contract. IaaS shall be allowable only as an incidental product when 1) SaaS is the primary and predominate title being purchased, and 2) the limited and incidental licensing of the publisher’s IaaS is essential to the successful and efficient implementation and or deployment of the SaaS software.

This determination should be made by the purchasing entity in advance of any IaaS purchase.

2.3.3 Software Products, including Software as a Servce

2.3.3.1 Provide an up to date list of all software products and subscriptions offered by Microsoft.

2.3.3.2 Purchase orders shall be deemed to reference the most recent release of the Software Product at the time of the order.

2.3.3.3 Licenses and Maintenance Agreements

• The Reseller shall honor the Purchasing Entity’s existing Select Agreements, Enterprise License Agreements and Volume License Agreements.

• Following an executed Order with a Purchasing Entity and/or Microsoft, the Reseller shall identify itself to Microsoft as the Reseller for that Purchasing Entity. If so required by the Microsoft and Purchasing Entity, Reseller shall execute a change of channel partner agreement with the Microsoft.

• Resellers shall sell additional seats consistent with Purchasing Entities’ Select, Enterprise or Volume Agreements. Reseller shall work with Purchasing Entity and Microsoft as needed to establish new Select, Enterprise and Volume License Agreements.

• The Reseller shall work with the Microsoft and Purchasing Entity as necessary to ensure the Purchasing Entity receives timely and

State Procurement Office

SECTION 2-A: Scope of Work Page 14 of 82 2 pertinent license information, such as: license or agreement renewals, or opportunities based on actual volume.

• Reseller shall work directly with Purchasing Entity in establishing, signing and maintaining enrollment agreements.

• If a Reseller is the sole Microsoft Reseller for a Purchasing Entity, Reseller shall aggregate all enrollments together for Master Agreement reporting purposes. If a Participating Entity elects to have multiple SVAR contractors, Reseller’s responsibilities shall be delineated in that State or Entity’s PA.

• Resellers shall monitor and be able to report on the current levels of software ordered towards any of the Purchasing Entities VLA-required sales levels to ensure the Purchasing Entity does not fall short and thereby incur Publisher penalties.

• The Reseller shall be responsible for providing license usage information to Microsoft, if such information is required by Microsoft, in a timely manner (e.g., for ‘true up’ assessments)

• Subscription-based Software Licenses. Purchasing Entities can purchase monthly or annual licenses or subscriptions through the Reseller, which provides access to and use of the software during the subscription term

• Purchasing Entities can purchase individual COTS licenses, such as perpetual and non-perpetual licenses, through the Reseller.

2.3.3.4 Software Maintenance and Support Agreements

• Purchasing Entities can purchase maintenance agreements, including upgrade protection, through the Reseller. Resellers shall sell software maintenance agreements, even if the software was not purchased under this agreement, such as on-going support for a User’s existing perpetual license. As requested, Reseller shall explain what product support or services are included in a publisher’s maintenance agreement.

• Reseller to provide needed services to support maintenance products such maintenance agreements, software upgrades, annual updates, patches and fixes needed to improve functionality and keep the software in working order. Such services may include the provision of recommendations on the most cost-effective or appropriate long-term maintenance plan.

Reseller shall provide such support, not only to maintenance

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SECTION 2-A: Scope of Work Page 15 of 82 2 packages purchases under this agreement, but in support of any existing and current agreements.

2.3.3.5 Leases. Lease purchase and term leases are only allowed for Purchasing Entities whose rules and regulations permit leasing of software.

Individual Purchasing Entities may enter into a lease agreement for the products covered in this Master Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process. No lease agreements shall be reviewed or evaluated as part of this RFP evaluation process.

2.3.4 VALUE-ADDED SERVICES – MANDATORY BASIC SERVICES

The reseller shall identify core value added services it provides to all Purchasing Entities at no charge. The services outlined in this section depict a minimum level of services that shall be provided to any Purchasing Entity.

2.3.4.1 Advise the Purchasing Entity in making strategic software application decisions by providing evaluation copies, product comparisons, needs analysis, product information and application recommendations.

2.3.4.2 Act as liaison between the Purchasing Entity and Microsoft in identifying best approaches and cost savings opportunities for the Purchasing Entity. Examples include, but are not limited to:

• selecting appropriate software;

• explaining Volume License Agreements rules;

• determining the most cost-effective buying strategies;

• ensuring that Purchasing Entity is in compliance with licensing requirements;

• finding software options to meet a specific need;

• developing software migration strategies;

• developing enterprise level licensing optimization strategies that include department/agency software consolidation and rationalization;

• bundling and unbundling software titles into software packages to provide the most cost effective solutions for the Purchasing Entity; and

• developing alternative software options and strategies when a Microsoft software title becomes unfeasible for the Purchasing Entity.

2.3.4.3 Negotiate to reduce Reseller Cost, to pass savings on to the Purchasing Entity.

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2.3.4.4 Identify pricing tiers and standard pricing models available to all Purchasing Entities under this Master Agreement.

2.3.4.5 Provide assistance to the Purchasing Entity by explaining and assisting the Purchasing Entity in the development of Volume License and Enterprise Agreements.

2.3.4.6 Assist the Purchasing Entity to determine optimum enterprise wide allocation total to obtain the best pricing and tiers for quantities that can be purchased.

2.3.4.7 Provide the Purchasing Entity with regular education and training by knowledgeable staff on new and emerging software and software related technologies offered or planned to be offered by Microsoft.

2.3.4.8 Provide a list of all Microsoft Solution Specialists that includes their specialty and their contact information.

2.3.4.9 For all Microsoft software and subscription products, provide a list of all security control systems, standards and certifications the product is in compliance with. For example: FedRAMP, NIST, CSA, SOC 2, ISO, etc.

Include the specific standard by title, number and control identifier.

2.3.4.10 Return all phone calls within 2 business days and all e-mails within 24 hours.

2.3.4.11 Provide Software Installation advise, assistance and/or training.

• Provide assistance or advice with basic installation or implementation of COTS product.

• If the Purchasing Entity encounters difficulty in downloading or installing the software, the Reseller shall provide assistance within eight (8) business hours of being informed of the problem.

• Provide Software De-Installation Assistance.

2.3.4.12 Provide Tracking, Management, Usage Monitoring and Reporting of Licenses

• Reseller shall have in place a license inventory and software asset management section in their portal page for each Purchasing Entity, which shall include:

• An accurate tracking and inventory record of software licenses purchased and added on to enrollment under this Contract;

• All licenses on current enrollment;

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• Quantities of licenses at department/agency levels within a Purchasing Entity; and

• Licenses to and from each department/agency within a Purchasing Entity.

• If required by the Purchasing Entity, an accurate tracking and inventory of Microsoft licenses from third-party computer contracts.

• Reseller shall also have the capability of tracking and reporting maintenance renewal and other significant due dates.

• At a minimum, this system shall be able to provide this information by Purchasing Entity, and department and agency level within a purchasing entity

• Reseller shall work with Purchasing Entity, publishers, previous and subsequent contract software resellers, and hardware computer contractors to ensure the most comprehensive record of licenses is created, maintained, and the information transferrable.

• Provide reports with the content and frequency required by the Purchasing Entity.

• The Purchasing Entity may choose to award multiple PA’s under this Agreement. Details on how licenses are to be tracked and managed under multiple awards shall be determined by Purchasing Entity.

• As may be required by a Purchasing Entity, Reseller shall work with NASPO ValuePoint computing equipment contractors, or a Participating State’s comparable computer hardware Reseller, to see that any software acquired under those contracts can be tracked through this contract.

• Notify Purchasing Entity of Publisher publicly announced changes pertinent to User licensing.

2.3.4.13 Provide training services to Purchasing Entities that include, but are not limited to the following topics:

• Installation

• De Commissioning

• Implementation

• Maintenance

• Configuration

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• Product orientation for all SaaS products

• Select and Enterprise licensing

• Use of the Portal and any reseller applications and tools to support this contract.

• Use of the contract including training and aids on the processes provided for quotes and placing orders.

• Forms of training shall include, but are not limited to:

• Online training available on the Portal,

• Supplementary electronic (e.g. Webinars, emails), telephone or on-site training provided, as needed, during standard working hours.

• Training shall be available in the form of tutorials for basic installation and web-based training for software operation, basic phone support.

• Provision of information on how to access a Software Publisher’s “Help Desk” (either telecom or web-based) for basic use questions.

• More detailed and targeted training unique to specific product offerings may be provided at the request of the Purchasing Entity.

2.3.4.14 License Confirmations. For licenses ordered under the contract by Purchasing Entity, the Reseller shall provide certified license confirmation certificates in the name of such Licensee; or written confirmation from the Reseller or Microsoft accepting the Purchasing Entity’s contract or purchase order as proof of license.

• The form of “Proof of License” provided shall be acceptable proof to Microsoft, and in the format requested by the Purchasing Entity. The Proof of License shall be provided as an electronic file and/or a hardcopy document, as required by the Purchasing Entity.

Reseller shall retain an electronic file of Purchasing Entity’s Proof of Licenses.

2.3.4.15 Transitioning License Tracking Information at Contract Termination. The license information data acquired and retained by Reseller shall be stored as sortable data fields so the license information can be transferred to the Purchasing Entity or their designees in a useable format as determined by the purchasing entity upon contract termination.

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2.3.5 PREMIUM VALUE-ADDED SERVICES: The Reseller may offer Optional Value-Added Services related to the software being purchased. These services may be priced to include added compensations for each additional Optional Value Added Service, or may be provided by the Reseller at no additional charge. Examples of Optional Value Added Services include, but are not limited to:

2.3.5.1 Offer maintenance and support packages on licenses already owned by the Purchasing Entity.

2.3.5.2 Provide advanced or refresh Training Services related to a software purchase under this contract or existing software held by the Purchasing Entity.

2.3.5.3 Optional Value Added Premium Services as provided in the proposal and

2.4 Category 3 – Oracle SVAR

2.4.1 Software Value-Added Reseller (‘Reseller’ – “SVAR”) shall be a large account reseller, with a national presence, authorized by Oracle as a Licensing Solution Provider (LSP) for all current and existing, and new Oracle products and subscriptions.

2.4.2 Out of Scope Products - Non-SaaS cloud computing products such as Infrastructure as a Service (“IaaS”), Platform as a Service (“PaaS”), and Software provided by a Managed Services Provider are generally out of scope of this Contract. IaaS shall be allowable only as an incidental product when 1) SaaS is the primary and predominate title being purchased, and 2) the limited and incidental licensing of the publisher’s IaaS is essential to the successful and efficient implementation and or deployment of the SaaS software.

This determination should be made by the purchasing entity in advance of any IaaS purchase.

2.4.3 Software Products, including Software as a Service

2.4.3.1 Provide an up to date list of all Oracle software and subscription products offered.

2.4.3.2 Purchase orders shall be deemed to reference the most recent release of the Software Product at the time of the order.

2.4.3.3 Licenses and Maintenance Agreements

• The Reseller shall honor the Purchasing Entities existing Enterprise License Agreements and Volume License Agreements.

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• Following an executed PA with a Purchasing Entity and/or Oracle, the Reseller shall identify itself to Oracle as the Reseller for that Purchasing Entity. If so required by the Oracle and Purchasing Entity, Reseller shall execute a change of channel partner agreement with Oracle.

• Resellers shall sell additional seats consistent with Purchasing Entities’ Enterprise or Volume Agreements. Reseller shall work with Purchasing Entity and Oracle as needed to establish new Enterprise and Volume License Agreements.

• The Reseller shall work with the Oracle and Purchasing Entity as necessary to ensure the Purchasing Entity receives timely and pertinent license information, such as: license or agreement renewals, or opportunities based on actual volume.

• Reseller shall work directly with Purchasing Entity in establishing, signing and maintaining enrollment agreements.

• If Reseller is sole SVAR Reseller for Oracle in a Purchasing Entity, Reseller shall aggregate all enrollments together for Master Agreement reporting purposes. If a Purchasing Entity elects to have multiple SVAR contractors, Reseller’s responsibilities shall be delineated in that Purchasing Entity’s PA.

• Resellers shall monitor and be able to report on the current levels of software ordered towards any of the Purchasing Entities license agreements required sales levels to ensure the Purchasing Entity does not fall short and thereby incur Publisher penalties.

• The Reseller shall be responsible for providing license usage information to Oracle, if such information is required by Oracle, in a timely manner (e.g., for ‘true up’ assessments)

• Subscription-based Software Licenses. Purchasing Entities can purchase monthly or annual licenses or subscriptions through the Reseller, which provides access to and use of the software during the subscription term

• Purchasing Entities can purchase individual COTS licenses, such as perpetual and non-perpetual licenses, through the Reseller.

2.4.3.4 Software Maintenance and Support Agreements

• Purchasing Entities can purchase maintenance agreements, including upgrade protection, through the Reseller. Resellers shall sell software maintenance agreements, even if the

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• Reseller to provide needed services to support maintenance products such maintenance agreements, software upgrades, annual updates, patches and fixes needed to improve functionality and keep the software in working order. Such services may include providing recommendations on most cost-effective or appropriate long-term maintenance plan. Reseller shall provide such support, not only to maintenance packages purchases under this agreement, but in support of any existing and current agreements.

2.4.3.5 Leases. Lease purchase and term leases are allowable only for Purchasing Entities whose rules and regulations permit leasing of software. Individual Purchasing Entities may enter into a lease agreement for the products covered in this Master Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process. No lease agreements shall be reviewed or evaluated as part of this RFP evaluation process.

2.4.4 VALUE-ADDED SERVICES – MANDATORY BASIC SERVICES

The reseller shall identify core value added services it provides to all Purchasing Entities at no charge. The services outlined in this section depict a minimum level of services that shall be provided to any Purchasing Entity.

2.4.4.1 Advise the Purchasing Entity in making strategic software application decisions by providing evaluation copies, product comparisons, needs analysis, product information and application recommendations.

2.4.4.2 Act as liaison between the Purchasing Entity and Oracle in identifying best approaches and cost savings opportunities for the Purchasing Entity. Examples include, but are not limited to:

• selecting appropriate software;

• explaining Volume License Agreements rules;

• determining the most cost-effective buying strategies;

• ensuring that Purchasing Entity is in compliance with licensing requirements;

• finding software options to meet a specific need;

• developing software migration strategies;

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• developing enterprise level licensing optimization strategies that include department/agency software consolidation and rationalization;

• bundling and unbundling software titles into software packages to provide the most cost effective solutions for the Purchasing Entity; and

• Developing alternative software options and strategies when an Oracle software title becomes unfeasible for the Purchasing Entity.

2.4.4.3 Negotiate to reduce Reseller Cost, to pass on savings to the Purchasing Entity.

2.4.4.4 Identify pricing tiers and standard pricing models available to all Purchasing Entities under this master agreement.

2.4.4.5 Provide assistance to the Purchasing Entity by explaining and assisting the Purchasing Entity in the development of Volume License and Enterprise Agreements.

2.4.4.6 Assist the Purchasing Entity to determine optimum enterprise wide allocation total to obtain the best pricing and tiers for quantities that can be purchased.

2.4.4.7 Provide regular education and training on new and emerging software and software related technologies offered or planned by Oracle by knowledgeable

2.4.4.8 Provide a list of all Oracle Solution Specialists that includes their specialty and their contact information

2.4.4.9 For each software and subscription product offered, provide a list of all security control systems, standards and certifications the product is in compliance with. For example: FedRAMP, NIST, CSA, SOC 2, ISO, etc.

Include the specific standard by title, number and control identifier.

2.4.4.10 Return all phone calls and emails within 2 business days.

2.4.4.11 Provide Software Installation advise, assistance and/or training.

• Provide assistance or advice in basic installation or implementation of COTS product.

• If the Purchasing Entity encounters difficulty in downloading or installing the software, the Reseller shall provide assistance within eight (8) business hours of being informed of the problem.

• Provide Software De-Installation Assistance.

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2.4.4.12 Provide Tracking, Management, Usage Monitoring and Reporting of Licenses

• Reseller shall have in place a license inventory and software asset management section in their portal page for each Purchasing Entity, which shall include:

• An accurate tracking and inventory record of software licenses purchased and added on to enrollment under this Contract;

• All licenses on current enrollment;

• Quantities of licenses at department/agency levels within a Purchasing Entity; and

• Licenses to and from each department/agency within a Purchasing Entity.

• If required by the Purchasing Entity, an accurate tracking and inventory of Oracle licenses from third party computer contracts.

• Reseller shall also have the capability tracking and reporting maintenance renewal and other significant due dates.

• At a minimum, this system shall be able to provide this information by Purchasing Entity, department and agency level within a purchasing entity

• Reseller shall work with Purchasing Entity, publishers, previous and…