Fully Executed Brown Paper Tickets V18-014-O-1 UWM_encrypted_.pdf

State of Wisconsin – UW-Milwaukee S. 51.01(5) Wis. Stats.; s. 111.32(13m) Wis. Stats

DOA-3049 (R08/2003) UWM-3049 (R1-14)

University of Wisconsin-Milwaukee Contract Issuing Agency: The State of Wisconsin on behalf of the Board of Regents of the University of Wisconsin System for the University of Wisconsin-Milwaukee

Contractor: Brown Paper Tickets Dawne Swanson, dawne@brownpapertickets.com or (800) 838-3006 x 7150 (for ordering and bills) 220 Nickerson Street Seattle, WA 98109-1622

Contract Number: V18-014-O-1 Event Registration System

Contract Administrator:

Mark Jacobson, University Relations

(414) 416-9503 markj@uwm.edu

Contract Manager:

Tom Scrivener

(414) 229-4304 scrivene@uwm.edu

This Contract is entered into by and between the Issuing Agency and Supplier set forth above.

1.0 SCOPE OF SERVICES

This Contract is for a web-based event registration system that can be utilized across campus for various paid and free ticketed events.

2.0 TERM

The contract will be for a one (1) year period, from April 15, 2019, through April 14, 2020, with four (4) optional one (1)-year renewals by mutual consent. UWM reserves the right to extend the contract beyond the expiration date if it is in the best interest of the State.

3.0 PCI COMPLIANCE

a. Vendor will protect the confidentiality of all cardholder information it receives, maintains or creates under the Agreement (collectively, the “Protected Information”) as set forth in this addendum.

b. Vendor acknowledges its responsibility for securing Protected Information on all systems it utilizes, including, but not limited to, computer systems, networks, servers, and databases maintained by Vendor, its agents, or its subcontractors. Vendor agrees that it shall take all commercially reasonable measures necessary to protect Protected Information from unauthorized disclosure, loss, damage, and destruction including, but not limited to, the following:

• Vendor warrants at its sole cost and expense, that it shall implement processes and maintain security of Protected Information; provide reasonable care and efforts to detect fraudulent activity involving information Protected Information; and promptly notify UWM of any breaches of security involving Protected Information.

• Vendor will provide and maintain secure backup of the Protected Information. Vendor shall implement and maintain secure passwords for its systems on which Protected Information is accessible, as well as all appropriate administrative, physical, technical and procedural safeguards to secure the Protected Information and protect the Protected Information from loss, corruption, unauthorized disclosure, and from hacks, and the introduction of viruses, mailto:dawne@brownpapertickets.com mailto:markj@uwm.edu mailto:scrivene@uwm.edu disabling devices, malware and other forms of malicious or inadvertent acts that could result in a disruption of service or unauthorized access to Protected Information.

• Vendor shall certify to UWM:

o The sufficiency of its security standards, tools, technologies and procedures in providing services under the Agreement;

o That the Services will comply with the following:

Privacy provisions of the Federal Privacy Act of 1974;

Applicable industry standards and guidelines, including but not limited to, relevant security provisions of the Data Security Standard (PCIDSS) including the PCIDSS Cloud Computing Guidelines.

c. In the event of actual, attempted, suspected, or threatened circumstances that compromise or could reasonably be expected to compromise access to Protected Information (any such circumstances shall be considered a “Data Breach”), Vendor shall, at its own expense:

• Make UWM aware of such Security Breach within 24 hours of learning of its occurrence;

• Investigate such Security Breach, including conducting a forensic investigation to determine what systems, data, and information have been affected;

• Allow UWM reasonable access to its security logs, latency statistics, investigation file, and any other data relating to Protected Information.

• Provide a remediation plan that is acceptable to UWM to address the Security Breach and prevent further incidents;

• If required under a remediation plan, provide notification to parties impacted by the Security Breach; and

• Cooperate with UWM in responding to any third-party inquiries resulting from the Security Breach.

d. Vendor agrees to indemnify and hold harmless UWM from all losses, damages, and related expenses resulting from a Security Breach.

e. Vendor will have written policies governing access to and duplication and dissemination of Protected Information and shall provide UWM with a copy of such policies (i) upon execution of the Agreement, and

(ii) upon implementing any updates to the policies during the term of the Agreement.

f. The terms of this addendum shall survive termination of the Agreement and continue in effect until such time as Vendor has no Protected Information in its possession.

4.0 PRICING

See Price List below. Prices must remain firm for the entire contract term, including any renewals.

5.0 COPYRIGHT/INFRINGEMENT

UWM agrees not to knowingly post material that UWM does not have an ownership right of patent, copyright, and/or other intellectual property right to. Vendor shall notify UWM of any material which Vendor believes may infringe on the intellectual property rights of a third party and reserves the right to remove any content from an event page or custom UWM page to which UWM does not have an ownership right of patent, copyright, and/or other intellectual property right to post.

Vendor agrees that all materials, programs and services developed or provided through the contract as a result of this solicitation are copyrighted, with ownership residing in the name of the Board of Regents of the University of Wisconsin System.

6.0 ENTIRE AGREEMENT/ORDER OF PRIORITY

The entire agreement is constituted by the following documents, and the order of priority in interpreting the contract shall be as follows: (1) The resulting Official Purchase Order, (2) this Contract; (3) the BAFO; (4) the original Bid document, including any amendments/attachments; and (5) the successful Bidder’s response to RFB;

(6) Brown Paper Tickets’ Ticket Buyer Terms; and (7) Brown Paper Tickets’ Privacy Policy.

Any Contract terms and conditions provided by the Bidder, including but not limited to click-on/click-through agreements provided to the Bidder; shrink wrapped agreements; or terms submitted with bid, order acknowledgements, or invoices; shall be considered null and void and will not be enforceable by the Successful Bidder(s) unless agreed to in a written amendment signed by UWM’s Purchasing Office.

7.0 TERMINATION

UWM reserves the right to cancel any contract in whole or in part without penalty due to non-appropriation of funds or for failure of the contractor to comply with terms, conditions, and specifications of this contract. The contract may also be terminated due to product deficiencies, customer unacceptability resulting in a decrease in sales, unacceptable delivery service, excessive price increases, continual billing errors, occurrence of which is not corrected after notification by the University resulting in significant additional labor by the University in processing payments, or any other just cause as determined by UWM. Written notice will be issued by the UWM Purchasing Office, citing cause and effective date UWM shall give notice, in writing, of such termination at least 10 days before the effective date of termination. Each party will assist the other party in the orderly termination of this contract and the transfer of all aspects hereof, tangible or intangible, as may be necessary for the orderly, non-disruptive business continuation of each party.

Dated:

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

Dated:

For Brown Paper Tickets

Michael T. Sennott Tom Scrivener (Mar 13, 2019) https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAsh0F4ITKrpkPrLAiHDo4MPp5X-hYnOEB

V18-014-O Price List

Year 1 Costs for the following: Cost SAAS Fee 0

Training 0

Setup/Integration Fee 0

Hosting Fee 0

Cloud Fee 0

SAML 2 Compatibility 0

Single sign-on fee 0

Data Storage Fee 0

Ticket Fee • free / comp tickets – $0.00

• fee when using BPT card processor – $0.99+3.5% of ticket's face value

• fee when using your own processor – $0.99+1% of ticket's face value

Other Charges:

Equipment/hardware like BOCA ticket printers, scanners, etc. Manufacturer Costs

Bulk printed physical tickets fulfilled by Brown Paper Tickets $0.10/ticket + shipping

Physical tickets fulfilled by Brown Paper Tickets for free events $0.99/ticket

Bulk blank tickets $35.00/1,000 tickets

First seating chart per venue 0

Revisions to existing seating charts or additional charts for the same venue $30.00

24/7 customer support 0

Fee for cancelled events • Brown Paper Tickets CCP:

$0.99/cancelled ticket + 5% of refunded sales value

• Custom Merchant Account:

$0.99/cancelled ticket + 2% of refunded sales value

• PayPal Basic:

$0.99/cancelled ticket + 1% of refunded sales value

Gateway Charges 0

Year 1 Total: Cost of additional optional services + if using BPT card processor:

number of tickets sold x $0.99

+ 3.5% of total sales value or if using your own processor:

TS

https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAsh0F4ITKrpkPrLAiHDo4MPp5X-hYnOEB number of tickets sold x

$0.99+1% of total sales value

Years 2-5 Annual recurring costs for the following: Annual Cost SAAS Fee 0

Hosting Fee 0

Cloud Fee 0

Data Storage Fee 0

Ticket Fee • free / comp tickets – $0.00

• fee when using BPT card processor – $0.99+3.5% of ticket's face value

• fee when using your own processor – $0.99+1% of ticket's face value

Other Charges:

Equipment/hardware like BOCA ticket printers, scanners, etc. Manufacturer Costs

Bulk printed physical tickets fulfilled by Brown Paper Tickets $0.10/ticket + shipping

Physical tickets fulfilled by Brown Paper Tickets for free events $0.99/ticket

Bulk blank tickets $35.00/1,000 tickets

First seating chart per venue 0

Revisions to existing seating charts or additional charts for the same venue $30.00

24/7 customer support 0

Fee for cancelled events • Brown Paper Tickets CCP:

$0.99/cancelled ticket + 5% of refunded sales value

• Custom Merchant Account:

$0.99/cancelled ticket + 2% of refunded sales value

• PayPal Basic:

$0.99/cancelled ticket + 1% of refunded sales value

Gateway Charges 0

Years 2-5 ANNUAL Total: Cost of additional optional services + if using BPT card processor:

number of tickets sold x $0.99

+ 3.5% of total sales value or if using your own processor:

number of tickets sold x

$0.99+1% of total sales value

TS

https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAsh0F4ITKrpkPrLAiHDo4MPp5X-hYnOEB

Exhibit B Cost Proposal