Executed Trafera Contract.pdf

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Contract P22-O12-O27

IT Hardware, Software, and Supplies for Resale

(Optional)

Piggybackable to UW System, State Agencies, and Municipalities

Contract Administrator: Paul Gunderson, 414-430-

3038, paulg@uwm.edu

Contractor:

Trafera, LLC

Account Manager / Orders:

John Olsen, Account Manager 612-564-4077 (direct) 1-855-862-5120 x 2102 (toll-free) 651-888-7916 (fax) john.olsen@trafera.com

Billing:

Darcy Loera 651-230-1345 Darcy.loera@trafera.com

Contract Manager: Pam Loignon, (414) 229-5212, loignon@uwm.edu

This Contract is entered by and between the State of Wisconsin on behalf of the Board of Regents of the University of Wisconsin System for the University of Wisconsin-Milwaukee Issuing and Supplier set forth above.

1. General Description: Supply and deliver IT products with Distributors (not retailers) for resale and distribution whereby the UWM TechStore can source products for its customers and campus departments.

2. Multiple Awards/Ordering Decisions: Due to the vast number and variety of products needed and changing customer needs, product introductions, availability, and price, it is anticipated that awards will be made to multiple responsible bidders, which will be aggregated onto a contract list. UWM departments will be allowed to compare the various vendors on the contract list for pricing, and purchase from the vendor that best meets their needs.

UWM reserves the right to issue new separate bids to add additional contractors when deemed in the best interest of the University.

3. Contract Length The contract will be for a one (1) year period from July 1, 2022, through June 30, 2023, with the option for four (4) one (1) year renewals that shall be automatically renewed unless either party notifies the other within ninety (90) days of renewal period of intention not to renew. Terms and conditions of the contract shall remain the same for the initial term of the contract and all renewals. Notwithstanding anything to the contrary contained herein, either party may terminate this contract for convenience upon at least thirty (30) days advanced written notice to the other party.

4. Pricing and Information Ordering/Billing: See Exhibit A

5. Firm Prices: Prices in Exhibit B must remain firm for thirty (30) days from the start of the contract. Invoice prices shall reflect the current price list at the time of order placement and must match the order confirmation or acknowledgment. Pricing must reflect the percentage discounts from the price list as bid or mark up from cost.

The pricing basis (Price list less discount % per category) charged to UWM must remain firm for the entire contract term including any renewals. Contractor agrees to extend this pricing to any UWM department whether the department refers to the contract or not.

6. Customer Service / Personnel:

a. Must designate an account representative to provide communication, coordinate service, answer questions and expedite service for UWM.

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b. Must have covered telephone service from 8:00 AM to 5:00 PM, CST/CDT Monday through Friday to respond promptly to requests for service.

c. Must make reasonable efforts to ensure that personnel work in harmony with UWM and provide courteous professional customer service.

d. UWM may require the Contractor not to assign any employee UWM deems incompetent, careless, insubordinate, or otherwise objectionable.

e. All Contractor’s` employees, while working on UWM property, must wear a clearly displayed photo identification badge or uniform showing the name of employee and/or company represented. Any identification must be provided by the Contractor at the Contractor’s cost.

7. Requirements of Items/ Services to be Provided:

a. Contractor must offer their entire catalogue for the categories awarded during the term of the contract at discounts as bid which must remain firm throughout the term of the contract.

b. The pricing basis (Price list less discount % per category or Cost-Plus Mark Up) charged to UWM must remain firm for the entire contract term including any renewals. The contractor agrees to extend this pricing to any UWM department whether the department refers to the contract or not.

c. All quotation pricing must be firm for a minimum of 30 days unless there is a price decrease.

d. Should prices change during the contract term; it is the responsibility of the Contractor to notify the department and/or have their pricing (price list, website etc.), up to date before an order is placed by the department

e. Invoices must match the quotations or order confirmations.

f. Contractors must provide support for any special promotions, programs, and other arrangements the University makes with the OEMS or software publishers.

g. Contractors must be willing to provide any OEM or software publishers standard warranty to the University on items and or parts purchased under the contract.

h. Purchases will be made at the discretion UWM. There is no guarantee of any purchases for any amount.

Pricing at point of sale must be in-line with the contract prices and discounts for like products.

8. Trademark/Licensing: Contractors must be licensed and comply with UWM’s trademark licensing requirements for items bearing trademarks, logos, or other symbols of UWM in which the University has a proprietary, licensed or copyright interest. All licensed vendors producing these types of customized products must follow the brand standards put forth by UWM. These brand standards include, but are not limited to, the proper use of University colors, logos, names, and other references. Approved logos, names and colors are included on the institution art sheet, which is available to all licensed vendors via IMG. Licensed vendors also have access to all approved logos through the Logos on Demand program administered by IMG and JPatton. Items that do not accurately reflect the UWM brand will not be approved by the Office of Licensing and Enforcement.

All branded products must be approved by both IMG and UWM’s Office of Licensing and Enforcement before it is produced. The time it takes to receive these approvals and to make any changes required by either entity should be considered when any licensed vendor agrees to delivery dates with a client. This official approval is granted after the licensed vendor submits artwork through IMG’s Brand Manager for review. If a licensed vendor or client has any questions about proper brand usage on items, they should contact the Office of Licensing and Enforcement as soon as possible.

Both IMG College Licensing and UWM’s Office of Licensing and Enforcement can assist vendors in completing the licensing process expeditiously.

Questions regarding this licensing can be directed to:

Kevin O Connor

(414) 739-6598

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Website for licensing information is http://www.clc.com/Licensing-Info.aspx

UWM’s current contract ends with CLC on June 30, 2024. If UWM contracts with an alternate licensing company, the contractor must become licensed with our company and meet these same requirements.

9. Packaging: Packaging shall be in accordance with the best commercial practices to protect the product from dirt and other contaminants, to ensure sanitation, optimal shelf life, and prevention of damage to products. Packaging shall identify the product, size, and pack on the outer container (box, etc.).

The product list should include:

Product brand, description if applicable and code number Unit of purchase, including minimum if applicable (e.g., 3, 6, 12 etc.)

Product brand, description if applicable Size and count (e.g., case) (note: indicate full case ordering discount, if available) UWM cost

If available, shelf labels and any fixtures should be provided at no additional cost to UWM upon mutual agreement.

10. Ordering: Orders will be placed as needed via telephone or online. Order minimums shall not exceed a full case, although singles are preferred. The minimum order dollar amount must not exceed $50.00.

Supplier is required to notify the ordering department of any back order, discontinuation of item(s) or other delays in shipping within two (2) working days of receipt of order or release against existing order(s).

Customers of this contract may want to take advantage of electronic ordering and “E-Commerce” opportunities that may be offered by the Contractor. All electronic orders shall receive contract pricing and/or discounts.

11. Delivery FOB Destination: All deliveries shall be FOB Destination. Risk of loss shall be borne by the Contractor. Delivery will be made by a common carrier or Contractor’s truck and shall be responsible for unloading product onto the dock or into the store. Tailgate deliveries are not acceptable.

Contract prices, (Discount % from price list) must include all charges such as packing, and insurance. Excluding freight, and any import/export costs.

12. Delivery Timeframe: Delivery is desired as soon as possible after receipt of an order. Delivery is to be made in clean, enclosed trucks free of foul odors. Non-compliance will result in refusal of product and replacement at Contractor’s expense.

Deliveries are to be made, Monday through Friday between the hours of 7:00AM-3:30PM to:

UWM TechStore C/O UWM Mail Services 115 E Reindl Way Room 110 Milwaukee WI 53212

UWM reserves the right to add additional delivery locations to this contract. Delivered products must be for contracted items only.

13. Packing Slips: Packing slips must be itemized and have the PO number showing the quantity ordered and/ or backorders. Once UWM has verified items delivered, if any discrepancies exist, such as but not limited to shortages or damages, UWM will notify the contractor within forty-eight (48) business hours of receipt of goods.

14. Item Return Policy: Contractor should provide for return of items ordered in error for up to 30 calendar days from receipt with UWM paying only the return shipping costs.

15. Substitutions: Product substitutions are not allowed without verbal or written approval from UWM prior to delivery.

Substitutions must be made at a quality comparable to or exceeding the Contract specifications and are to be

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16. Shipments, Duplicates and Over shipments: Upon notification by UWM of a duplicated order or over shipment, the items identified must be removed at the Contractor's expense. If the duplicated or over shipment items are not removed within 30 days of written notification, the University reserves the right to dispose of them as its own property and shall not be held liable for any cost for the items.

17. Required Reports: Upon request, the Contractor must provide UWM a list of all items purchased against this contract during the requested report period. Reports shall be requested no more than twice per year and must be provided within ten (10) business of the request. The information shall include, but be limited to the following information:

Date of order/release Item manufacturer’s name or abbreviation (if applicable) Complete item description including catalog, model and/or stock number(s) identical to those stated in proposal Prices per the Contract Quantities ordered

18. Promotion Collaboration: UWM shall encourage and cooperate with the Contractor to promote and merchandise products to the fullest to attract students, faculty, staff, and guests. The Contractor, with approval from the UWM Management or designated employee shall implement and promote these new services and product variations in a manner typically used by commercial operations (e.g., sample tasting, temporary food stands). Promotion techniques may include all campus publicity and advertisement including paid ads in authorized campus publications, radio announcements, posters, and approved point of purchase displays.

19. Additional Products: UWM reserves the right to purchase any additional related products from the Contractor.

Items and pricing (including discounts or markup) must be consistent with the current contract items/services. The contractor shall provide like items on the same pricing basis (such as discount from price list). In instances where the pricing discounts do not apply (such as a new category) or where cost to the Contractor is unique, pricing must be forwarded to the UW-Milwaukee Purchasing Office, Pam Loignon, loignon@uwm.edu for written approval. Prior written approval must be obtained before delivery. Any items that are not in the Contract and that have not met the criteria set forth will be disallowed.

20. Insurance: The Contractor shall maintain Standard Insurance levels as required here:http://uwm.edu/risk-management/insurance/certificates-of-insurance/. A certificate of insurance must be provided upon award and provided on an annual basis throughout the term of the Contract.

The Contractor shall add: “The Board of Regents of the University of Wisconsin System, its officers, employees and agents as an ‘additional insured’ under the commercial general and automobile liability policies.” The certificate holder shall be listed as the University of Wisconsin-System Administration or System campus for their respective purchases

21. Entire contract: This contract is awarded based on the criteria established in the RFB, including attachments and any amendments issued. The contract, RFB, the Bidder’s response, and any written communications incorporated into the contract constitute the entire contract between the parties. The order of priority in interpreting the contract shall be as follows: the contract, the bid document, the response to the bid, and the UWM purchase order if one is issued.

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For the State of Wisconsin on behalf of the Board of Regents of the University of Wisconsin System for the University of Wisconsin-Milwaukee

Pamela Loignon Printed Name

Signature

Dated:

For the Contractor

Signature

Printed Name

Dated:

Julie Tobias