7478 Jack L Marcus Contract Personal Property Items COMBINED.docx.pdf

WISCONSIN DEPARTMENT OF CORRECTIONS

Governor Tony Evers / Secretary Kevin A. Carr

3099 E. Washington Ave. PO Box 7925 Madison, WI 53707 Phone: (608) 240-5000 doc.wi.gov

C O N T R A C T

Services/ Commodity: Personal Property Items

Contract Period: The Contract shall commence and be effective for a period of 7/1/2022 – 9/30/2023 with three

1-year renewal options by mutual agreement between the Contractor and the Department of

Corrections.

Contract Number: 410014-M21-RLH7478-RFP-02

I. DEFINITIONS:

Agency: Office, department or agency or other body in state government created by the constitution or any law, including the legislature and the courts but not including an authority

Clean invoice: Invoice completed according to terms of the contract and Section 11 of the Standard Terms and

Conditions

Contractor: Successful vendor or provider awarded the contract

Contractor Staff: Includes all employees, interns, subcontractors, and volunteers

County: A region created by territorial division for the purpose of local government

DAI: Division of Adult Institutions, administers all adult state correctional incarceration facilities with administrative offices at DOC Central Offices, 3099 E Washington Ave., Madison, WI 53704

DCC: Division of Community Corrections, supervises adult offenders outside secure facilities

DJC: Division of Juvenile Corrections, operates two juvenile correctional institutions and supervises some delinquent youth in the community with administrative offices at DOC Central Offices, 3099 E Washington Ave., Madison, WI 53704

DOA: Department of Administration has statutory authority [WI Stats. Chapter 16] to define, regulate and delegate all aspects of procurement of services and commodities for state agencies

DOC: Wisconsin Department of Corrections, also referred to as the department or the DOC headquartered at DOC

Central Offices, 3099 E Washington Ave., Madison, WI 53704

DOC Staff: Includes all employees, interns, temporary employees and volunteers

Offender: Person under the custody or supervision of the Wisconsin Department of Correction

PIOC: Person in Our Care

Prison: A correctional institution where persons are confined after being convicted of a crime

State: State of Wisconsin.

Subcontractor: Subcontractor is a person who is awarded a portion of an existing contract by a principal or general contractor

Third Party: Refers to a person or entity who is not a party to this contract

Vendor: An awarded bidder which supplies a service or commodity to the Department of Corrections

II. RELATIONSHIP BETWEEN PARTIES

A. This contractual agreement (“Contract”) is entered into for the initial period of 7/1/2022 – 9/30/2023 with three 1-year renewals by and between the State of Wisconsin Department of Corrections, whose principal business address is 3099 East Washington

Ave., P.O. Box 7925, Madison, WI 53707-7925, (the “DOC”), and Jack L. Marcus, Inc, 5300 W Fond du Lac Ave, Milwaukee, WI 53216, (the “Contractor”).

B. The DOC Contract Administrators for this contract will be Yana Pusich and Sandi Maguire-Petke and the Contract Manager will be Rebecca Hoefs, Purchasing Director. DOC will notify the Contractor as soon as possible if the Contract

Administrators and/or Contract Manager assigned to this contract were to change.

DocuSign Envelope ID: BA1D4145-BA5A-40A5-9CCD-09631EFD3465

Contract # 410014-M21-RLH7478-RFP-02

III. CONTRACT AUTHORITY

This Contract is entered under the authority of Wis. Stats.16.75 and Wis. Adm. Code Chapter Adm 10. .

IV. STATEMENT OF DELIVERABLES

The Contractor will deliver Personal Property Items per the details specified in Exhibit A which is attached hereto and incorporated herein by reference.

V. CONTRACT DOCUMENTS

Form DOA-3054 (“Standard Terms and Conditions”) and Form DOA-3681 (“Supplemental Standard Terms and Conditions for Procurement of Services”) are incorporated into this Contract by reference. To the extent that any term or condition set forth in either Form DOA-3054 or Form DOA-3681 differs or conflicts with this Contract, the term, condition, or Contract provision determined by the DOC to be the more favorable to the DOC in any given situation shall govern and control. Copies of Forms DOA-3054 and DOA-3681 are available upon request from the DOC or the State of Wisconsin Bureau of

Procurement.

VI. CONTRACT REVISIONS / ADDENDUMS

Any subsequent addendum to this contract must be in writing and signed by the parties.

VII. CONTRACT SCOPE

The Contractor will provide Personal Property Items per the terms of this Contract as defined in the original solicitation, RFP

RLH-7478 and subject to the forms, attachments, and exhibits in Section 9.0 of the RFP as well as applicable law, including

Wis. Admin. Code DOC Chapter 309. Any services provided outside the terms of the Contract will be considered “out of scope”. DOC will only pay for services within the scope of this Contract.

If DOC authorizes in scope services over and above what is specified in the Contract, the agreement must be in writing and must be approved by the Contract Administrators prior to the additional services being performed. Any invoices sent to DOC for services not covered by the Contract will be denied for payment.

VIII. GENERAL SERVICE PROVISIONS

A. Contractor may not subcontract, refer to outside/community resources, or assign any part or obligations of this Contract without the prior written consent of DOC. If DOC approves, Contractor is responsible for having subcontracts in place to provide service to the subcontracted agencies under this Contract. Contractor retains responsibility for fulfillment of all terms and conditions of this Contract when it enters into subcontractual agreements.

B. This Contract and the performance of the parties' obligations hereunder will be governed by and construed and enforced in accordance with the laws of the State of Wisconsin, other than any conflict-of-laws provisions thereof that would otherwise require the application of the law of any other jurisdiction. Contractor consents to personal jurisdiction in the State of

Wisconsin. The venue for any action hereunder shall be in Dane County, Wisconsin.

C. No waiver by either party of any default hereunder shall be deemed as a waiver of any prior or subsequent default of the same or other provisions of this Contract.

D. If any provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and said provision shall continue to apply to the extent allowed by said court or, if not so allowed, be deemed severed from this Contract entirely.

E. Contractor guarantees that the sale or use of any software utilized in the provision of services required under this Contract will not infringe any patent or copyright. The Contractor selling to the State of Wisconsin the articles described herein guarantees the articles were manufactured or produced in accordance with applicable federal labor laws. Further, that the sale or use of the articles described herein will not infringe on any United States patent. Contractor covenants that it will at its own expense defend every suit which shall be brought against DOC (provided that Contractor is promptly notified of such suit, and all papers therein are delivered to it) for any alleged infringement of any patent or copyright by reason of the sale or use of such article or software, and agrees that it will pay all costs, damages, and profits recoverable in any such suit.

F. Contractors are prohibited from responding to legal or legislative matters as a representative of DOC. All legal or legislative inquires requiring a response by DOC are to be referred to DOC Secretary’s Office in a timely manner for an appropriate response.

G. The parties hereto agree that Contractor, its officers, agents, and employees, in the performance of this Contract shall act in the capacity of an independent Contractor and not as an officer, employee, or agent of the DOC. Contractor agrees to take such

DocuSign Envelope ID: BA1D4145-BA5A-40A5-9CCD-09631EFD3465 steps as may be necessary to ensure that each of its subcontractors will be deemed to be an independent Contractor and will not be considered or permitted to be an agent, servant, joint venturer, or partner of DOC. Furthermore, neither DOC nor

Contractor will represent itself as the agent or legal representative of the other or as partner or joint venturers for any purpose whatsoever, and neither shall have any right to create or assume any obligations of any kind, express or implied, for or on behalf of the other in any way whatsoever.

H. All Contractor’s staff must understand and be trained in all relevant requirements of this contract.

I. Any and all notices or other communications necessary or desirable to be given hereunder will be deemed given and received when personally delivered or sent by email as follows:

(i) If to DOC:

Department of Corrections, DOC

Contract Administrators: Yana Pusich and Sandi Maguire-Petke

Telephone number: (920) 324-7232 or (715) 644-2960 ext. 3720

Email address: Yana.Pusich@wisconsin.gov or Sandi.MaguirePetke@wisconsin.gov

Contract Manager: Rebecca Hoefs

Telephone number: (608) 240-5574

Email address: Rebecca.Hoefs@wisconsin.gov

(ii) If to Contractor–

Jack L Marcus, Inc

President: Jodi Weber

Telephone number: (800) 236-2611 Ext. 165

Email: jodiw@jacklmarcus.com

IX. RECORDS

A. Contractor shall maintain such records as are required by State and Federal law and shall comply with all applicable confidentiality laws and requirements pertaining to said records and the information contained therein.

B. Contractor will allow inspection of records and programs, insofar as is permitted by State and Federal law, by representatives of DOC and its authorized agents, and Federal agencies, in order to confirm Contractor's compliance with the specifications of this Contract.

C. Contractor agrees to retain and make available to DOC all program and fiscal records until the audit and subsequent audit resolution processes have been completed.

D. To ensure confidentiality of records and safeguard access to these records, Contractor must maintain sufficient locked storage space for current and closed offender records.

E. Contractor agrees to have a written policy on confidential destruction of case records.

X. CONFIDENTIALITY

A. All confidential health, mental health, drug and alcohol information or educational information reviewed and collected in connection with this contract shall be handled by the Contractor in a manner consistent with the applicable state and federal confidentiality laws.

B. Contractor acknowledges that some of the data and documentation it may become privy to in the performance of this contract is of a confidential nature. Contractor shall make all reasonable efforts to ensure that it or its employees and subContractors do not disseminate such confidential information without the Purchaser’s prior permission and in a manner that complies with all applicable confidentiality laws and requirements.

C. Contractor or its employees may have direct or indirect contact with offenders, staff, or other parties. All services provided to offenders are confidential in nature. Contractor shall make all reasonable efforts to ensure that it or its employees and subContractors do not disseminate such confidential information, including but not limited to identity of offenders or services being received. Contractor must have a policy regarding ethics and confidentiality for their staff to follow.

DocuSign Envelope ID: BA1D4145-BA5A-40A5-9CCD-09631EFD3465 mailto:Yana.Pusich@wisconsin.gov mailto:Sandi.MaguirePetke@wisconsin.gov mailto:Rebecca.Hoefs@wisconsin.gov mailto:jodiw@jacklmarcus.com

D. Contractor or its employees and subContractors will not reuse, sell, or make use in any format the data researched or compiled for this contract for any venture, profitable or not, outside this contract.

E. Contractor agrees to observe complete confidentially with respect to all aspects of any confidential information, proprietary data and/or trade secrets and any parts thereof, whether such contents are the State's or the manufacturer's, proposer's, or distributor's whereby Contractor or any Contractor's personnel may gain access while engaged by the State or while on State premises.

F. The restrictions herein shall survive the termination of this contract for any reason and shall continue in full force and effect and shall be binding upon the Contractor or its agents, employees, successors, assigns, subContractors, or any party claiming an interest in this contract on behalf of or under the rights of Contractor following any termination. Contractor shall advise all Contractor's agents, employees, successors, assigns and subContractors which are engaged by the State of the restrictions, present and continuing, set forth herein. Contractor shall defend and incur all costs, if any, for actions that arise as a result of noncompliance by Contractor, its agents, employees, successors, assigns and subContractors regarding the confidentiality restrictions herein.

XI. INDEMNIFICATION

To the extent authorized by Wisconsin law and subject to the limitations of § 893.82 and § 895.46, Wis. Stats., each party agrees that it shall be responsible for any loss or expense (including costs and attorney’s fees) arising from or incidental to the act or omission of its respective officers, officials, agents, or employees in performing work under this contract.

XII. EXECUTED CONTRACT TO CONSTITUTE ENTIRE AGREEMENT

A. The contents of this contract (including all attachments) and the proposal of the successful proposer, and additional terms agreed to, in writing, by DOC and the Contractor shall become part of the contract.

B. The following priority for contract documents will be used if there are conflicts or disputes:

Final Signed Contract including amendments and the State of Wisconsin standard terms and conditions

BAA and QSO

Exhibit A - Statement of Deliverables

Jack L Marcus, Inc. proposal document

State of Wisconsin Request for Proposal and all listed forms, attachments, and exhibits from Section 9.0, including any amendments and DOC Rider;

Other exhibits/attachments

In WITNESS THEREOF, the undersigned authorized officers have subscribed their names on behalf of the parties to this Contract.

Contractor's Authorized Representative Date

Jack L. Marcus, Inc

Kevin A. Carr, Secretary Date

WI Department of Corrections

DocuSign Envelope ID: BA1D4145-BA5A-40A5-9CCD-09631EFD3465

6/1/2022

6/3/2022

Statement of Deliverables Exhibit A

Jack L. Marcus, Inc. shall provide Personal Property Items in accordance with the specifications in the Request for Proposal (RFP) RLH-7478, and subject to the forms, attachments, and exhibits in Section 9.0 of the RFP as well as applicable law, including Wis. Admin. Code DOC Chapter 309;

Jack L. Marcus written Proposal dated July 10, 2020, in response thereto; and all other requirements which are incorporated into this statement of deliverables by reference.

1. Implementation

A. Jack L. Marcus (“Contractor”) will work with DOC to develop an implementation plan to produce (i) a two-month electronic catalog on or before August 1, 2022 and (ii) a six- month printed and electronic catalog before October 1, 2022.

2. Ordering Process

A. Contractor will maintain one website for the DOC (www.jlmarcuswisconsin.com) which will provide an option to order either property or hobby items.

B. Family and friends may place Property and Hobby Program orders in the following ways:

1. In person at the service desk at the retail store in Milwaukee.

2. By phone by calling the toll-free number at 1-800-236-2611 to place orders 8am- 5pm Central Monday-Friday. Hobby orders are taken separately from property orders. Family members are required to provide Contractor with a phone number to contact them with any questions.

3. Online through Contractor’s custom WI DOC program website.

C. Family members can contact Contractor through the WI DOC program website, by phone, or email. If family members provide Contractor with an email address, Contractor will use that email address to contact them with any issues or updates.

Contractor will respond to emails within one - two business days.

D. DOC staff can also contact the Contractor through the WI DOC program website, by phone, or email. Within six months after the signing of the contract, Contractor will provide a portal for DOC staff to access order status information.

E. For items unexpectedly discontinued/not available, Contractor will place a message on its website with when the item will be available. Contractor will also communicate this information through its customer service representatives.

Contractor will provide updates by email to DOC to keep them informed of http://www.jlmarcuswisconsin.com/ discontinued/unavailable items. Contractor will distribute flyers regarding product discontinuation or temporary unavailability for distribution to PIOC, upon request by the DOC.

F. Contractor verifies the PIOC’s location prior to order shipment and will implement DOC restrictions at the facility, floor, and individual levels. Contractor will maintain a proprietary system that allows Contractor to place restrictions (or in certain cases lift restrictions). Contractor will work with DOC to place individual restrictions or lift restrictions for certain situations such as work release, or religion, or for transgender when there are additional exceptions to be made.

G. Contractor will validate orders before they are sent to our shipping warehouse against the Wisconsin Integrated Corrections (WICS) or database provided by the DOC. DOC will provide recent updated and accurate PIOC information, including whether the PIOC is allowed to receive packages.

H. Contractor will ensure information relating to PIOC in treatment facilities remains confidential and that PIOC will have a supervised facility as their location address.

I. Orders placed through the mail will be entered within one - two business days of the day received and sent to the shipping warehouse the following business day.

Contractor and DOC will agree upon a delivery schedule providing weekly delivery to each DOC facility. Any orders shipped via UPS are typically delivered one - two days after shipped. Orders shipping to the same location would be bundled together to minimize the number of packages received.

3. Catalogs

A. Contractor agrees to provide a combined property and hobby catalog, separated by category, that includes all the Personal Property Items that were pre-screened and approved by DOC for inclusion. Items that are not available through the catalog or were not approved for inclusion may be not purchased by PIOC per DOC policies.

B. Contractor will provide an initial catalog in PDF form covering the period from the execution of this contract through September 31, 2022, to be available on kiosks and PIOC tablets.

C. DOC will provide to Contractor the number of catalogs (including those in Spanish) and order forms necessary for each location. Contractor will also provide a PDF version of the catalog, broken down into smaller files, for DOC to upload on the CorrLinks system for access via the kiosks and PIOC tablets.

D. Contractor shall integrate with the Wisconsin Integrated Corrections (WICS) system to apply policies and restrictions at any level, including by program category (i.e., personal property, hobby, religious), by item, and by facility. Prior to WICS integration, Contractor will use the existing DOC feed to apply restrictions.

E. Contractor shall ensure each PIOC is not exceeding hobby limits per calendar month.

F. When an order is entered, the order information will be matched to the DOC’s WICS feed at the point of sale to make sure that the order is compliant with all DOC policies for that institution. Restrictions shall be applied at the point of sale, preventing the order from going through until it no longer violates a restriction and is fully compliant with all DOC policies. This applies to orders placed by a member of the public, online, or phone.

G. Orders placed by mail-in form or by fax will also be matched to the DOC WICS feed to determine any applicable restrictions. If a restriction applies, the order will be modified accordingly until it complies with all DOC policies and restrictions (for example, a restricted item may be deleted from the order) before it is fulfilled.

H. A refund or credit will be issued to the original buyer for the removed item(s) and the packing slip will clearly state that a refund will be issued for the item not allowed.

I. Only items that are allowed will display online for the various facilities. Program rules related to item restrictions and spending limits will be accessible to customers via the websites and catalogs. Orders placed in person, over the phone, and via the internet will have restrictions in place to prevent ordering items not allowed.

4. Catalog Additions/Updates

A. Contractor will provide an electronic catalog for the over two-month time period from July 15, 2022 through September 30th, 2022 and a printed catalog to start October 1. Except for the initial catalog, all catalogs shall be established for a six-month period. A new catalog shall be available every six months thereafter for the duration of this contract. The start of each catalog period shall be April 1st and October 1st.

B. Pricing shall remain firm for the duration of each six-month catalog, subject to the DOC-approved price increases as provided for under the contract.

C. Contractor may not make any changes (new products, substitutions or deletions, or pricing changes) to the catalog or pricing without prior notification to and approval by the DOC Property/Hobby Committee. If a significant change in circumstance occurs (i.e. significant cost change of the good with supporting documentation), the contract administrators(s) can approve a change and disseminate that information.

D. PIOC’s or their family members and friends cannot authorize changes to the catalog.

E. The DOC Property/Hobby Committee meets on a biannual basis. Contractor staff shall attend the meeting in person or via a conference call.

F. Before the start of each new six-month catalog period, and prior to the first catalog implemented under this contract, Contractor may submit samples of new or replacement catalog items for review and approval. Prior to sending any samples, Contractor shall submit a detailed list of the proposed items to the Property Committee Chairperson for pre-review and approval. Once the list of items is approved, the samples shall be sent to a designated DOC contact person for review and approval. Samples shall be clearly marked with an item number that correlates to the same item number and description on the sample list. Samples that are not clearly marked will be rejected. Samples will be given final approval by the DOC Hobby/Property committee at the biannual meeting. A draft of the catalog will be provided for review and will not be moved into publication without the written approval of the Property Committee Chairperson, contract administrator(s), and contract manager.

G. If new items are added to a catalog (with prior WI DOC approval), Contractor will require approximately six weeks before the first day of ordering to design the catalog addendum/attachments materials, obtain WI DOC approval, and print them to arrive at all facilities at least two weeks prior to the first ordering date (to ensure adequate time to distribute the materials to the PIOC population).

H. Any items added to the catalog without the approval of the Property Committee Chairperson or Contract Administrators(s) will be considered a violation of the contract; only items reviewed and approved by the committee that meet DOC policies are permitted to be published in the catalog.

I. If an item is determined not to meet DOC policies and requirements, even if the item has previously been approved, the item must be restricted from sales at all DOC locations based on DOC request.

J. If DOC policy changes resulting in a once-approved item now being disallowed, Contractor will be provided the opportunity to source an item that meets the changed policy even if the change occurs within the middle of the six-month catalog period.

K. When changes occur to the Contractor catalog, Contractor will update their WI DOC program website immediately, upon approval of WI DOC. Contractor will provide these changes to the DOC to update the DOC’s kiosk. Upon request, Contractor will create a flyer to be distributed with the catalog to the PIOC population explaining the change.

L. In the event Contractor is notified of a stock issue, manufacturer delay, or discontinuation of an item, Contractor will immediately inform WI DOC and provide an estimated timeframe they expect the item back in stock, or suggest another method of resolution as appropriate. Such issues are communicated to Friends & Family through the website and/or email blasts, and to PIOC through posted flyers.

For orders placed over the web, these events will be communicated online. For orders placed in person, this information will be communicated at our service desk via signage or Contractor employees. For orders placed over the phone, this information will be provided over the phone by Contractor employees. Flyers will also be provided to the DOC for any anticipated extended outages.

5. Billing/Commissions

A. Contractor accepts all methods of payment through the WI DOC program website, including PayPal. Contractor also accepts facility checks for orders mailed in by DOC.

All payments will be processed through Contractor’s office. Contractor does not currently accept personal checks.

B. Payments can be made at Contractor’s retail store via cash or credit card through a cash register.

C. Contractor shall remain payment card industry (PCI) compliant and maintain secure payment and billing pages on Contractor’s WI DOC program website. Contractor will ensure customer service is unable to access credit card processing transaction information for security purposes.

D. Each month a Contractor shall prepare a PDF report of all individual orders from a particular facility, and provide an aggregate summary of the monthly total of sales and returns. This report is used to determine the commission for each facility, and the total amount owed to the facility. We include this report with the check to support the payment.

E. Contractor shall provide commission to DOC: 5% commission for property catalog sales and 5% for hobby catalog sales. Commission is to be paid monthly to each institution. Each facility shall receive two checks each month—one for the Property Program and the other for the Hobby Program—along with a statement outlining all the orders the facility received that month.

6. Packaging and Packing Slips

A. All packages shall fit through an x-ray machine opening that is approximately 24” X 15” and shall include packing slips.

B. Property items shall be packaged separately from hobby items.

C. Orders will be combined into a larger box with the individual orders labeled. Each box will contain a list of the orders within each box. Each individual order will be wrapped in clear packaging whenever possible. Clear air pillows will be used for safe shipping.

D. Three copies of the packing slip (DOC-237 Form) will be sent with all orders to be distributed and filed in accordance with institution procedures.

E. A shipping manifest will be included in each package that contains the list of the orders that will match to each packing slip in that package. Each packing slip lists each individual item purchased, the total paid, and the balance that will be refunded if applicable.

F. The packing slips shall be labelled as to whether the group of orders in the box are individually wrapped hobby orders or if it is a group of individually wrapped property orders. Whenever economically feasible, packaging with recycled materials shall be used. The cardboard boxes can be recycled.

G. Each order is wrapped in clear packaging whenever possible and clearly marked with the PIOC name and ID number. If multiple products are in the same carton, the packing slip reflects this.

H. Contractor’s warehouses are equipped with security cameras. Within 6 months of signing the contract will implement a mutually agreed upon blind fill process which ensures that workers filling orders never know the identity of the intended recipient or destination facility.

7. Delivery and Schedule

A. All items are shipped UPS Ground or by Contractor’s own fleet from the shipping warehouse in Milwaukee, Wisconsin. Family members are not allowed to reroute the packages in transit to further prevent the possibility of contraband.

B. Orders are entered within one - two business days upon receipt and sent to our shipping warehouse the following day. Orders are then shipped in two - three business days, based on the Contractor’s delivery schedule. Contractor will endeavor to provide deliveries to certain facilities by its own delivery vehicles. Contractor reserves the right to modify the delivery schedule with prior notice to DOC. If a facility is not serviced by Contractor’s own trucks, or if the volume of orders to a given facility does not warrant use of Contractor’s own trucks, Contractor will ship orders via UPS. Orders shipped via UPS are typically delivered within 1-2 business days.

C. Tracking information will be sent automatically via email for orders phoned in or entered online when an email address is provided. Upon request from DOC, those emails can be suppressed for certain or all facilities.

D. To reduce the number of packages to the facilities and to streamline the process, Contractor delivers in bulk shipments when possible. Contractor combines property orders into a larger box with the individual orders labeled. Contractor provides a list of the orders in each box.

E. All deliveries to WI DOC by use of Contractor’s own trucks will be made in accordance with established schedules pre-approved by each facility.

8. Order Resolution

DOC staff can report any issue to Contractor by calling 800-236-2611, emailing customerservice@jacklmarcus.com, or calling or emailing the program manager.

Contractor will respond to emails within one – two business days. If there is a missing or damaged item, it will be replaced.

All order errors will be corrected and credited, if necessary, in a timely manner.

Contractor shall bear the cost for correcting any order errors caused by Contractor.

Contractor shall clearly identify its credit and return policies in its catalogs and online.

Contractor will impose a $3.95 return for orders sent back on Contractor’s delivery trucks that were not due to Contractor’s error or manufacturer defect. For orders not returned on Contractor’s trucks, the PIOC will be responsible for return shipping through trackable method.

mailto:customerservice@jacklmarcus.com

A. Backorders, under-shipments, or over-shipments

1. Contractor will maintain a computer system that does not allow backorders for Wisconsin orders. Contractor shall ensure that that if an item is expected in stock within five business days, the order would be automatically held for processing and shipped upon arrival. Otherwise, if not available, the backorder item will be deducted from the order and refunded. The packing slip will then indicate the reason for the order modification.

2. To reduce over-shipments and under-shipments, Contractor will scan all items that are shipped. If an item is not available as expected, this item will be circled on the packing slip and noted as sold out, and Contractor shall issue a refund for the item.

3. When there are over-shipments or under-shipments, the Property Officer will reach out to Contractor’s customer service team by phone or email. Contractor will request that the any over-shipment be returned to Contractor or donated to a non-profit organization/recycled/discarded. When the Property Officer notifies Contractor that there is an under-shipment, we will create a replacement order to ship the item.

4. Contractor will develop a portal reporting system to be implemented within 6 months of the contract to track these orders that allows DOC staff to report any under-shipment, over-shipment, or order containing an error, damaged item, return, or redirect. If a refund is requested, Contractor will issue a credit for the item in Contractor’s system immediately and Contractor will send a refund to the original buyer. If the PIOC is not able to receive the item and it is not to be discarded, the Property Officer will return the item to Contractor using the prepaid labels UPS labels provided by Contractor, or the item will be returned on Contractor’s delivery trucks.

5. The shipment of any under-shipped items or replacement items is typically sent within two - three business days and shipments are made by either Contractor delivery trucks or via UPS. If the item is no longer wanted, Contractor will issue a refund to the original buyer in the order. If a PIOC loses property or hobby privileges, Contractor does not charge any fees for returns and refunds are processed within one week of processing the paperwork.

B. Customer Service for DOC staff

1. Contractor will develop a portal reporting system to be implemented within 6 months of the contract to track the orders status.

2. Contractor assigned program managers:

a. Jodi Weber 414-438-4999 Ext. 165

b. Bill Lutzen 414-550-7750

c. Mary Mueller 414-438-4999 Ext. 125

3. Toll-free facility staff hotline: 800-236-2611

4. Customer service email customerservice@jacklmarcus.com

C. Customer Service for PIOC

1. If a PIOC notices a problem with an order, he or she can refuse the order upon delivery or (if discovered after their acceptance of the order) by informing DOC staff.

2. If a PIOC notices a problem with an order, he or she can refuse the order upon delivery or (if discovered after their acceptance of the order) by informing DOC staff. DOC staff will contact to Contractor to report the defect.

3. If a refund is requested, we will issue a credit for the item in our system immediately and a refund would be sent to the original buyer. If the PIOC is not able to receive the item, the property department has our prepaid labels that can be used to return the item via UPS or they can return the item on Contractor’s delivery trucks.

4. The shipment is sent within two - three business days and shipments are delivered either by Contractor’s delivery trucks or via UPS which takes one day to deliver. We respond to property officers within one - two business days. If the item is no longer wanted, a refund is issued to the original buyer in the order. If a PIOC loses property or hobby privileges, we do not charge any fees for returns and refunds are processed within one week.

5. Each facility can send defective products back with Contractor’s delivery trucks or will be provided with prepaid labels to send defective products back to us at our expense. We’ll ship a new product to the PIOC in two - three days and shipments are delivered either by Contractor’s delivery trucks or via UPS which takes one day to deliver.

D. Customer Service for Friends & Family

1. Friends, Family, or other third-party buyers can reach out to Contractor by calling the toll-free phone number during the office hours of 8am to 5pm CST Monday- Friday, or contacting Contractor via fax, mail or email.

mailto:customerservice@jacklmarcus.com

2. Friends, Family, or other third-party buyers can also review the dedicated customer service page on the WI DOC program website explaining program rules and policies and addressing frequently asked questions.

9. Warranty

A. Warranty coverage begins on the date the item is accepted by the PIOC. The method for initiating a warranty claim varies depending on the specific item’s warranty provided by the manufacturer. Instructions for filing a claim are provided inside of the box/package containing the item.

B. Any manufacturer warranty (e.g., electronics) will be indicated as having warranty coverage inside the catalog.

C. Returns for items received damaged or unserviceable or by Contractor error will be returned via prepaid label or returned on Contractor’s delivery trucks at our expense.

D. Items that are faulty at the time of receipt must be returned within 30 days from the date the PIOC received the item and returned on Contractor’s delivery trucks or prepaid label to Contractor for an exchange at no cost to the PIOC.

E. Beyond 30 days, except for TVs as provided below, Contractor may require the PIOC to work directly with the manufacturer for a replacement product.

F. Returned merchandise must be in its original condition in unopened packages.

Engraved, soiled, used or laundered or damaged merchandise will not be accepted for return.

G. Upon receipt of the returned merchandise, we will issue a refund to the original buyer of the merchandise either by check, PayPal or credit card depending on the original form of payment.

H. TV Warranties

1. TVs are covered by a 180-day parts and labor warranty. All TVs purchased from Contractor and returned under this warranty must be sent to Contractor and not to the manufacturer. Returned TVs will be inspected to determine the type of defect involved. The warranty will not provide coverage if the defect was caused by tampering, misuse, or mishandling. TVs covered under this warranty will be replaced by Contractor with a new TV if returned within 180 days from the date of original purchase.

2. TVs returned after 180 days but within one year of purchase will be replaced by Contractor upon payment of a $90 (subject to change) money order or facility check made payable to Contractor. If the TV is returned without the $90 payment, the TV will be held until the payment is received. TVs held longer than six months without payment will be considered abandoned and will be destroyed. After one year from the original date of purchase, TVs cannot be returned to Contractor.

10. Reports

A. Contractor will provide reports relating to purchases, returns, and deliveries at the request of the DOC. Reports may be provided on monthly, quarterly, annual, biannual or any date range requested by the DOC. Reports can also be generated by PIOC, by facility, by entire DOC or by product. Information includes sales totals, quantity shipped, order volume, commissions, fill rates and returns. Information will be provided at the transaction level, but can be aggregated upon DOC request.

Contractor will work with DOC to further customize reports in case more information is needed in the future.

B. Separate reports shall be provided on a monthly basis for property and hobby sales as follows:

1. Facility purchases (Individually and in aggregate) that delineates the PIOC name, PIOC account number, order number, order date, purchase amounts, total tax, total refunds, net sales, and total commission).

a. A monthly report shall be provided identifying the aggregate sales for DOC including credits/refunds and commissions. This report shall also identify the aggregate sales including credits/refunds and commissions for each institution.

b. Contractor will distribute monthly units sold reports which shall identify the product both by item number and a brief description (including the party that placed the order i.e. PIOC, family members or friends of the PIOC).

c. Each month a report showing accuracy fill rate and order ageing shall be distributed as described above. This report shall be broken down by DOC location, by property and hobby items sold, and shall show the length of time between the point the order is received by Contractor and the point the order is shipped by Contractor. If issues related to order accuracy and age occur, Contractor shall provide additional reporting at the DOC’s request to assist in identifying the source of delay, until the issue is resolved. The fill rate shall not be less than 98%.

2. Contractor will develop a portal for the DOC within 6 months of the contract to track the orders status.

DEPARTMENT OF CORRECTIONS State of Wisconsin

BUSINESS ASSOCIATE AGREEMENT

This Business Associate Agreement (“Agreement”) is made between the Wisconsin

Department of Corrections (“Covered Entity”) and the Jack L. Marcus, Inc (“Business

Associate”), collectively, the “Parties.”

This Agreement is specific to those services, activities, or functions performed by the

Business Associate on behalf of the Covered Entity when such services, activities, or functions are covered by the Health Insurance Portability and Accountability Act of

1996 (HIPAA), including all pertinent regulations (45 CFR Parts 160 and 164) issued by the U.S. Department of Health and Human Services. Services, activities, or functions covered by this Agreement include, but are not limited to:

The services, activities, and functions provided by Jack L.

Marcus, Inc to DOC in relation to the parties’ agreement identified as 410014-M21-RLH7478-RFP-02 (“Underlying

Contract.”)

This Agreement is effective between the Covered Entity and Business Associate beginning on the date when all parties affixed their respective signatures to

Underlying Contract and terminates any prior existing Business Associate

Agreements between the two parties.

The Covered Entity and Business Associate agree to modify the Underlying Contract to incorporate the terms of this Agreement and to comply with the requirements of the Health Insurance Portability and Accountability Act of 1996, as amended by the

Health Information Technology for Economic and Clinical Health Act, as incorporated in the American Recovery and Reinvestment Act of 2009 ("HITECH"), and all applicable implementing regulations, including, without limitation, the

Standards for Privacy of Individually Identifiable Health Information (the "Privacy

Rule"), Notification in the Case of Breach Of Unsecured Protected Health Information

("Breach Notification Rule"), and the Security Standards for the Protection of

Electronic Protected Health Information (the "Security Rule") found at Title 45, Parts

160 and 164 of the Code of Federal Regulations, dealing with the security, confidentiality, integrity and availability of protected health or health-related information, as well as breach notifications (all such laws and regulations shall be collectively referred to herein as "HIPAA"), addressing confidentiality, security and the transmission of individually identifiable health information created, used or maintained by the Business Associate during the performance of the Underlying

Contract and after Contract termination. The parties agree that any conflict between provisions of the Underlying Contract and the Agreement will be governed by the terms of the Agreement.

DocuSign Envelope ID: 9EDD809F-C7EF-4FA5-8655-415945AB31EB

1. DEFINITIONS

a. Catch-all definition:

The following terms used in this Agreement shall have the same meaning as those terms in the HIPAA Rules: Breach, Data Aggregation, Designated Record Set, Disclosure, Health Care Operations, Individual, Minimum Necessary, Notice of Privacy Practices, Protected Health

Information (“PHI”), Required By Law, Secretary, Security Incident, Subcontractor, Unsecured Protected Health Information, and Use.

b. Specific definitions:

(i) Business Associate. “Business Associate” shall generally have the same meaning as the term “business associate” at 45 CFR

160.103, and in reference to the party to this agreement, shall mean the Jack L. Marcus, Inc.

(ii) Covered Entity. “Covered Entity” shall generally have the same meaning as the term “covered entity” at 45 CFR 160.103, and in reference to the party to this agreement, shall mean the

Wisconsin Department of Corrections.

(iii) HIPAA Rules. “HIPAA Rules” shall mean the Privacy, Security, Breach Notification, and Enforcement Rules at 45 CFR Part 160 and Part 164.

(iv) Related Data. Data Derived from PHI.

2. RESPONSIBILITIES OF THE BUSINESS ASSOCIATE

a. At all times, the Covered Entity owns the PHI. Business Associate shall not use or disclose PHI other than as permitted or required by the

Agreement or as required by law, or as otherwise authorized in writing by the Covered Entity, if done by the Covered Entity.

b. Unless otherwise limited herein, Business Associate may use or disclose

PHI to the extent necessary for Business Associate’s proper management and administrative services, to carry out legal responsibilities of Business Associate, and to provide data aggregation services relating to health care operations of the Covered Entity if required under the Agreement.

c. Minimum Necessary. Business Associate shall not request, use or disclose more than the minimum amount of PHI necessary to accomplish the purpose of the Use, Disclosure, or request.

d. Subcontractors and Agents. Business Associate shall in accordance with

45 CFR 164.502(e)(1)(ii) and 164.308(b)(2), if applicable, ensure that any subcontractors that create, receive, maintain, or transmit PHI on behalf of the Business Associate agree to the same restrictions, conditions, and requirements that apply to the Business Associate with respect to such information by requiring each subcontractor to agree in writing to the same restrictions and conditions as are imposed on Business Associate by this Agreement and applicable law.

e. Access to PHI: The Business Associate shall make PHI held under this

Agreement and Underlying Contract by Business Associate accessible to

Covered Entity at all times. All costs related to this shall be assumed by the Business Associate. In addition to that, at the direction of the

Covered Entity, the Business Associate agrees to provide access, in accordance with 45 CFR 164.524, to any PHI held by the Business

Associate, which Covered Entity has determined to be part of Covered

Entity’s Designated Record Set, in the reasonable time and manner designated by the Covered Entity. This access will be provided to

Covered Entity. All costs related to this shall be assumed by the

Business Associate.

f. Amendment or Correction to PHI: At the direction of the Covered Entity, the Business Associate agrees to amend or correct PHI held by the

Business Associate, which the Covered Entity has determined is part of the Covered Entity’s Designated Record Set, in the time and manner designated by the Covered Entity in accordance with 45 CFR 164.526.

All costs related to this shall be assumed by the Business Associate.

g. Audit: The Business Associate agrees to make internal practices, books, and records available to the Covered Entity, or to the federal Secretary of Health and Human Services (HHS) in a time and manner determined by the Covered Entity or the HHS Secretary, or designee, for purposes of determining compliance with the HIPAA Rules. The Business

Associate agrees to promptly notify the Covered Entity of communications with HHS regarding PHI and will provide the Covered

Entity with copies of any PHI or other information the Business

Associate has made available to HHS under this provision at the

Covered Entity’s request.

h Destruction: The Business Associate shall not destroy PHI and Related

Data absent express written consent from Covered Entity.

3. SAFEGUARDING PROTECTED HEALTH INFORMATION

a. Business Associate shall use appropriate safeguards and comply with

Subpart C of 45 CFR Part 164 with respect to electronic protected health information, to prevent use or disclosure of PHI other than as provided for by the Agreement.

b. Business Associate shall, at its own cost, review and modify its privacy and security safeguarding measures as needed to continue providing reasonable and appropriate protection of PHI and maintain documentation of privacy and security safeguarding measures as required by HIPAA.

c. Business Associate shall cooperate in good faith in response to any reasonable requests from the Covered Entity to discuss, review, inspect, and/or audit Business Associate’s safeguards.

4. IMPROPER USES OR DISCLOSURES, INCLUDING SECURITY

INCIDENTS AND BREACHES

a. Business Associate shall report by telephone and in writing to Covered

Entity any improper use or disclosure of PHI not provided for by the

Agreement of which it becomes aware, including breaches of unsecured protected health information as required at 45 CFR 164.410, and any security incident within one (1) business day following the discovery of the improper use or disclosure, including breach or incident.

(i) The notification shall be provided to:

DOC HIPAA Compliance Officer

Phone: 608 240-5152

Email: DOCHIPAABreachReport@wi.gov

(ii) The improper use or disclosure of PHI, including a security incident and breach, shall be “discovered” as of the first day on which the violation is known to the Business Associate or, by exercising reasonable diligence, would have been known to the

Business Associate.

(iv) Notification reports, both oral and written, shall include the following:

(1) The date of the improper use or disclosure;

(2) The date of the discovery of the use or disclosure;

(3) Each Individual whose PHI has been or is reasonably to have been accessed, acquired, or disclosed;

(4) A complete description of the circumstances of the improper use or disclosure, including a brief description of probable causes of the improper use or disclosure;

(5) The name of persons assigned to review and investigate the use;

(6) A description of all PHI used or disclosed (such as a full name, social security number, date of birth, home address, account number);

(7) The names of persons and organizations involved in the improper use, including a description of unauthorized persons known or reasonably believed to have improperly used or disclosed PHI or confidential data;

(8) A description of where the PHI or confidential data is believed to have been improperly transmitted, sent, or utilized;

(9) The actions the Business Associate has undertaken or will undertake to mitigate any harmful effect of the improper use or disclosure;

(10) A corrective action plan that includes steps the

Business Associate has taken or will take to prevent future similar…