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State of Texas Department of Information Resources
Shared Technology Services Program Managed Network Services (MNS) Master Services Agreement (MSA) Attachment 1
DIR Contract No. [●] Between The State of Texas, acting by and through the Texas Department of Information Resources and
[VENDOR]
[DATE]
Version 1.0
| Acceptance Criteria |
| The criteria required for Acceptance of a Deliverable or milestone for Acceptance by DIR or a DIR Customer. Acceptance Criteria include: (i) any mutually agreed written criteria identified as Acceptance Criteria, (ii) Compliance, (iii) for all Software and System deliverables that process data, such item successfully integrates with all other Services, Software, Equipment, Systems, and other resources and is fully documented such that the anticipated end user can utilize the functionality of such Deliverable in the manner and for the purpose intended and that reasonable knowledgeable professionals can understand, maintain, support, and modify such Deliverable in accordance with its intended use. |
| Acceptance or Accepted |
| The determination, in DIR‘s or, if applicable, DIR Customers’ reasonable discretion and in accordance with the relevant provisions of Exhibit 1 (SOW), Article 9 Contract Management confirmed in writing by DIR or the applicable DIR Customer, that Software, Equipment, Systems, and/or other Deliverables are in Compliance, in accordance with Master Services Agreement (MSA), Section 8.4 Developed Materials and the Services Management Manual (SMM) or other criteria agreed to in writing by the Parties. |
| Acceptance Review Period |
| Has the meaning given in Exhibit 1 (SOW), Section 9.5 Acceptance Review Period. |
| Active Directory |
| A centralized database for managing network resources, users, computers, and Security permissions. |
| Additional Network Services |
| Services that may be requested from DIR Customers at any time during the contract term. |
| Affiliate |
| With respect to an Entity, any other Entity that directly or indirectly Controls, is Controlled by, or is under common Control with that Entity at the time in question. |
| Agreement (also Master Services Agreement and MSA and Contract) |
| The final version of any contractually binding agreement between DIR and the Successful Respondent relating to the subject matter of the RFO; references to the Agreement include all Exhibits, Attachments and other documents attached thereto or incorporated therein by reference. |
Notwithstanding the foregoing, unless expressly provided or the context otherwise requires, references to the Agreement in conjunction with Section or Article references shall be deemed references to the body of the Agreement.
| API |
| Application Programming Interface |
| Appliances |
| A specialized computing device with pre-integrated and pre-configured hardware and/or software packaged to provide a “turn-key” solution. The computing function in an Appliance, though configurable, is designed by the manufacturer to provide a specific function with little or no support. Computer appliances differ from general purpose computers such as an Application or Infrastructure Server in that they are not designed to be modified. Appliances may be physical or virtual and support a variety of functions. |
| Applications |
| All Software programs and programming (and all modifications, replacements, Upgrades, enhancements, documentation, materials, media, on-line help documentation and tools related thereto) that perform user or DIR Customer-related information processing functions or support day-to-day operations (including the supporting documentation, media, online help facilities, and tutorials), or otherwise used in the provision of Services by Successful Respondent. Applications include all such programs and programming in use or required to be used as of the Commencement Date. Applications also include all such programs and programming developed and/or introduced by or for DIR, any DIR Customer, or Successful Respondent during the Term. Applications do not include the tools, utilities, or Operating Software or Systems Software used to deliver Applications. |
| Architecture |
| The design, process, strategies, and specification of the overall structure, logical components, and the logical interrelationships of Equipment and Software, including System Software, a Network, or other reasonably related conception. |
| Application Recovery Guide (ARG) |
| Detailed instructions for Application recovery to implement in Disaster Recovery planning. |
| Artificial Intelligence (AI) |
| Development of systems to perform complex tasks such reasoning, recognizing patterns, making decisions and problem solving in a fashion similar, but more efficiently, than humans. |
| Assistance Event |
| (i) Any termination or expiration, in whole or in part, of the Agreement, or (ii) the discontinuance of the provision of the Services, in whole or in part, to DIR or any DIR Customer. |
| (ATM) Asynchronous transfer mode |
| A telecommunications standard used to manage network traffic using duplex technologies. |
| At-Risk Amount |
| For any month during the Term, the percent (%) of the Service Level Invoice Amount, which is the maximum amount that the Successful Respondent will have at risk for Service Level Credits as set forth in Exhibit 1 (SOW), Attachment 1.1 (Service Level_and Deliverable Matrix). Each Service Component will have its own At-Risk Amount tied to the corresponding portion of the Service Level Invoice Amount. See the formula in Exhibit 1 (SOW), Section 6.4 Financial Credits. |
| Audit Period |
| The period of time beginning upon the Effective Date and continuing through the end of the seventh (7th) calendar year after the year in which Successful Respondent ceases performing the Services. |
| Authorized User |
| Unless otherwise indicated, an officer, director, employee, contractor, agent, customer, or vendor of DIR or any DIR Customer or any other person designated by DIR or any DIR Customer to receive or use the Systems or Services provided by Successful Respondent. |
| Availability |
| The full functionality of a Service Component is ready and accessible for use by the Authorized Users and is not degraded in any material respect. |
| Bankruptcy Code |
| Has the meaning given in MSA, Section 14.6.2 DIR Rights in Event of Bankruptcy Rejection. |
| Bankruptcy Rejection |
| Has the meaning given in MSA, Section 14.6.2 DIR Rights in Event of Bankruptcy Rejection. |
| (BIOS) Basic input/output system |
| Software embedded on a device used to initialize hardware. |
| Business Continuity Plan (BCP) |
| The overall enterprise plans and specific activities of each DIR Customer or SCP that are intended to enable continued business operations in the event of any unforeseen interruption (e.g., plans and activities to move a department to a new location in the event of a disruption). |
| Business Day or DIR Business Day |
| Each day from Monday through Friday, excluding State holidays, 7:00 a.m. to 5:00 p.m., Local Time. State holidays will include all days with the status “All agencies closed.” State holidays will not include State optional holidays or holidays that require skeleton crews. |
| Business Executive Leadership Committee (BELC) |
| The committee that establishes enterprise business strategy and objectives for the STS program and monitors achievement. The committee also resolves strategic program business issues escalated by the ITLC. |
| CAP Failure Credit |
| Has the meaning given in Exhibit 1 (SOW), Section 6.10 Corrective Action Plan. |
Change Advisory Board (CAB)
The representative group that is responsible for assessing from both a business and technical viewpoint all high impact RFCs.
| Change Control Procedures |
| Has the meaning given in MSA, Section 4.13 Change Control. |
| Change in Control |
| An event that occurs when (i) Control of an Entity is acquired, directly or indirectly, in a single transaction or series of related transactions in which all or substantially all of the assets of such Entity, (ii) an Entity is merged with or into another entity to form a new Entity, or (iii) the ultimate parent of a given Entity no longer has Control of such Entity, regardless of the mechanism for such loss of Control. |
| Change Management |
| The processes relating to planning and performing all changes in DIR Customer's IT environment pertaining to the Services, including changes to individual components and coordination of changes across all components. |
| Charges |
| The amounts payable by DIR to Successful Respondent pursuant to the Agreement. |
| CJIS |
| Criminal Justice Information Services |
| CMS |
| Configuration Management System. A system engineering process for establishing and maintaining consistency of a product's performance, functional, and physical attributes with its requirements, design, and operational information throughout its life. |
| Commencement Date |
| September 1, 2027 or the date the Parties agree upon, in writing, as the date on which Successful Respondent begins providing the Managed Network Services to the first DIR Customer or group of DIR Customers, as provided by Article 2, Exhibit 1 (SOW). |
| Commercially Available |
| Any Material, including a product or service, that is a ready-made item available for sale, lease, or license in substantial quantities in the commercial marketplace and offered or provided to DIR or the DIR Customer without modification in the same form that it is sold in the commercial marketplace. |
| Compliance and Comply |
| Fulfilling the requirements of the Specifications, the Acceptance Criteria, the Agreement, and all other applicable operational and functional requirements. |
| Confidential Information |
| All information marked confidential, restricted, or proprietary by either Party, and any other information that is treated as confidential by the disclosing Party and which would reasonably be understood to be confidential, whether or not so marked. Confidential Information of DIR and DIR Customers includes Developed Materials, DIR Data, DIR Personal Data, Work Product, Authorized User information, attorney-client privileged materials, attorney work product, research information, information that contains trade secrets, human resources and personnel information, or other information or data obtained, received, transmitted, processed, stored, archived, or maintained by Successful Respondent under this Agreement. Confidential Information of Successful Respondent does not include Confidential Information of DIR or other DIR Customers, provided however, that characterization of information as Confidential Information of Successful Respondent shall not limit or restrict the rights of DIR or DIR Customers to exercise their rights (including rights related to auditing and benchmarking) provided for under the Agreement. |
| Configuration Item (CI) |
| Any component part of the Services that is (or should be) within the CMDB and therefore subject to formal Change Control. |
| Configuration Management Database (CMDB) |
| A System that contains details regarding the Software, Equipment and Systems that are used in the provision and management of the Services, including information that relates to the maintenance, movement and problems experienced with such Software, Equipment and Systems. |
| Configuration Management System (CMS) |
| A system engineering process for establishing and maintaining consistency of a product's performance and functional and physical attributes with its requirements, design, and operational information throughout its life. |
| Consolidated Data Center(s) (CDC) |
| Means the centralized data centers, including the ADC and SDC, used by Successful Respondent to provide Services. |
| Contract Records |
| The records and supporting documentation for all Charges, all DIR Data, and all transactions, authorizations, changes, implementations, soft document accesses, reports, filings, returns, analyses, procedures, controls, records, data, or information created, generated, collected, processed, or stored by Successful Respondent in the performance of the Agreement. |
| Control, Controlled, or Controlling |
| Means (a) the legal, beneficial, or equitable ownership, directly or indirectly, of (i) at least fifty percent (50%) of the aggregate of all voting equity interests in an Entity, or (ii) equity interests having the right to at least fifty percent (50%) of the profits of an Entity or, in the event of dissolution, to at least fifty percent (50%) of the assets of an Entity; (b) the right to appoint, directly or indirectly, a majority of the board of directors; (c) the right to control, directly or indirectly, the management or direction of the Entity by contract or corporate governance document; or (d) in the case of a partnership, the holding by an Entity (or one of its Affiliates) of the position of sole general partner. |
| Control Deficiency |
| Has the meaning given in Exhibit 1 (SOW), Section 4.3.1 SOC2 Reports |
| Corrective Action Plan (CAP) |
| A written plan by Successful Respondent for improving the Successful Respondent’s performance to address a CAP Failure Event, which shall include a specific implementation timetable and measurable success criteria. |
| Critical Deliverable |
| Deliverables that have associated Deliverable Credits payable to DIR in the event Successful Respondent fails to successfully and timely complete such Deliverables as identified in the Agreement. |
| Critical Deliverable Credit |
| Amount due to DIR if Successful Respondent fails to meet its obligations with respect to such Critical Deliverables, Successful Respondent shall pay or credit to DIR the amounts specified in Exhibit 1 (SOW), Attachment 1.1 (Service Level_and Deliverable Matrix). |
| Critical Service Level |
| Any Service Level designated as "critical" by DIR in Exhibit 1 (SOW), Attachment 1.1 (Service Level and Deliverable Matrix) or as otherwise agreed by the Parties, and with respect to which DIR may become entitled to receive Service Level Credits as a result of Successful Respondent's failure to satisfy the associated Service Level standards. |
| (CSP) Cloud Service Provider |
| A Third Party company offering scalable compute resources that include platform, infrastructure, Application, network, or storage services. |
| Customer Outreach Plan |
| Plan as described in Exhibit 1 (SOW), Attachment 1.1 (Service Level and Deliverable Matrix), recurring deliverables tab, the “Customer Outreach Plan”. |
| DBMS |
| Database Management Services |
| Data Center Services (DCS) |
| A subset of the STS program services that consists of six Service Components: Texas Private Cloud, Mainframe Services, Technology Solution Services, Print/Mail and Digitization, Security Operations, and Public Cloud Manager. |
| DDI |
| The combination of Dynamic Host Control Protocol, Domain Naming System, and Internet Protocol Address Management as a unified network management system. |
| Defect Backlog |
| The list of defects that TSS inherits from an application development project or from another vendor (including Incumbent, another SCP, or Third Party from a DIR Customer. The Defect Backlog consists of unresolved defects that have not been fixed, which may adversely impact the quality and functionality of the Software. Defects are primarily a fault or imperfection that prevents the systems from meeting the intended benchmark requirements or outcomes. Defects may potentially impact the application stability, which in turn affect the business functionality/flow and result in application not performing to full potential. |
| Deliverable |
| In accordance with Exhibit 1 SOW, Section 9.1 Deliverables, an item or outcome provided by Successful Respondent that DIR reviews and approves. |
| Deliverable Credit |
| A credit owing to DIR as a result of Successful Respondent’s failure to meet the agreed upon level of performance in recognition of the diminished value of the Services resulting from such failure, and not as a penalty. Deliverable Credits shall be as specified in Exhibit 1 SOW, Attachment 1.1 (Service Level_and Deliverable Matrix), or as otherwise agreed upon by the Parties, as applicable. |
| Demand Management |
| The process of tracking and managing all demands arising from or related to the Services in DIR and DIR Customer's IT environment and responding to those demands. |
| Derivative Work |
| All Materials based on one or more preexisting works, including a condensation, transformation, translation, modification, expansion, or adaptation, that, if prepared without authorization of the owner of the copyright of such preexisting work, would constitute a copyright infringement under applicable Laws, but excluding the preexisting work. |
| Designated DIR Representative |
| An individual to whom all Successful Respondent communications concerning this Agreement may be addressed in all day-to-day matters pertaining to this Agreement. |
| Developed Material(s) |
| Any Materials that are developed pursuant to the Agreement, and any modifications, enhancements, improvements, Upgrades, or Derivative Works thereof. Developed Materials do not include any preexisting Successful Respondent or Third Party Owned Materials. For the avoidance of doubt, Developed Materials include, but are not limited to, all Deliverables, Transition Project Plan, transformation plans, and any portions of the Service Management Manual prepared by Successful Respondent pursuant to the Agreement. |
| Development or Development Environment |
| The Systems environment in which Software and databases are initially designed and created. DIR Customers may have more than one Development Environment. |
| DIR |
| Department of Information Resources |
| DIR Auditor |
| An internal or external auditor, inspector, regulator, or other representative or appointee of DIR or a DIR Customer, or a Regulatory Auditor. |
| DIR Contractor(s) |
| A Third Party contractor of DIR or a DIR Customer, or a subcontractor of any such contractor. |
| DIR Customer |
| Any Entity designated by DIR or by Law to receive Services under the Agreement, whether directly from Successful Respondent or from DIR through an interagency, interlocal, or other agreement, including any of the following: (a) DIR in its capacity as a recipient of Services; (b) any State agency, unit of local government or institution of higher education as defined in Section 2054.003, Texas Government Code, and those State agencies that execute Interagency Agreements with DIR, as authorized by Chapter 771, Texas Government Code; (c) any Texas local government as authorized through the Interlocal Cooperation Act, Chapter 791, Texas Government Code; (d) any other state or governmental Entity of another state, as authorized by Section 2054.0565, Texas Government Code; (e) any Entity provided by Section 2054.0525, Texas Government Code, if the executive director of DIR determines such Entity’s participation is in the best interests of the state; or (f) any other Entity permitted under Law to purchase or receive Services from or through DIR. The Parties acknowledge and agree that the definition of eligible DIR Customers is subject to modification by the State Legislature, and that the then-current definition of DIR Customer shall control for all purposes. |
| DIR Customer Technology Plan |
| A DIR Customer or Application specific version of the Annual Service Component Technology Plan and Roadmap as defined in Attachment 1.1 (Service Level and Deliverable Matrix), “Recurring Deliverables” tab. |
| DIR Data |
| Any data or information of or regarding DIR or any DIR Customer that is provided to or obtained by Successful Respondent in connection with the negotiation and execution of the Agreement or the performance of Successful Respondent's obligations under the Agreement, including data and information with respect to the constituency, customers, operations, facilities, products, rates, regulatory compliance, competitors, assets, expenditures, mergers, acquisitions, divestitures, billings, collections, revenues, and finances of DIR or any DIR Customer. |
DIR Data also means any data or information:
1. Created, generated, collected, or processed by Successful Respondent in the performance of its obligations under the Agreement, including data processing input and output, service level measurements, asset information, reports, Third Party service and product agreements, contract charges, and retained expense and Pass-Through Expenses; or
2. That resides in or is accessed through Software, Equipment or Systems provided, operated, supported, or used by Successful Respondent in connection with the Services, as well as information derived from this data and information.
DIR Data does not include the following information unless required to be provided or otherwise made available to DIR under the Agreement, including in connection with DIR's rights related to Benchmarking, Subcontractors, auditing, reports, or Termination Assistance Services:
1. Financial and accounting information (including costs, expenditures, billings collections, revenues, and finances) of Successful Respondent, its Affiliates or Subcontractors;
2. Information created by Successful Respondent to measure the productivity and efficiency of the Services or to improve the processes and procedures used by Successful Respondent in the performance of the Services; or
3. Human resources and personnel information of Successful Respondent, its Affiliates or Subcontractors.
4. Information with respect to Third Party Contracts or licenses of Successful Respondent, its Affiliates or Subcontractors and used in the performance of the Services.
| DIR Facility |
| A facility or location provided by DIR, a DIR Customer, or a DIR Contractor to Successful Respondent for its use in providing the Services, including those DIR, DIR Customer, and DIR Contractor locations at or to which Successful Respondent is to provide the Services. DIR Facilities include the Consolidated Data Centers. |
| DIR Laws |
| Has the meaning given in MSA, Section 9.20.4 Notice of Laws. |
| DIR Owned Materials |
| Has the meaning given in MSA, Section 8.1 DIR Owned and Licensed Materials. |
| DIR Personal Data |
| That portion of DIR Data subject to any Privacy Laws including, but not limited to, information which DIR or any DIR Customer discloses that relates to an identified or identifiable natural person or identifies any consumer served by the Texas Health and Human Services Commission or constituent agencies, in accordance with applicable federal and state laws and other applicable rules, including but not limited to the Texas Health and Safety Code and 25 Texas Administrative Code, Chapter 414. |
| DIR Rules |
| The policies, rules, and regulations of DIR, a DIR Customer, or a DIR Contractor that have been communicated to Successful Respondent or Successful Respondent Personnel. DIR Rules may be communicated to Successful Respondent in any manner consistent with the manner in which DIR or such DIR Customer or DIR Contractor disseminates such DIR Rules to its own personnel, including by email, website, or physical posting at an applicable DIR Facility, or by oral communications immediately applicable or emergency situations. |
| DIR Standards |
| Has the meaning given in Exhibit 1 (SOW) Section 4.10.1 Processes, Procedures, Architecture, Standards, and Planning. |
| Disaster |
| (1) A sudden, unplanned calamitous event causing great damage or loss; (2) any event that creates an inability on an organizations part to provide critical business functions for some predetermined period of time; (3) in the business environment, any event that creates an inability on an organization's part to provide the critical business functions for some predetermined period of time; (4) the period when company management decides to divert from normal production responses (in total or in part) and exercises its Disaster Recovery Plan; and (5) typically signifies the beginning of a move from a primary to an alternate location. |
| Disaster Recovery (DR) Services |
| The process of following specific advance arrangements and procedures in response to a Disaster, resumption of the critical business functions within a predetermined period of time, minimizing the amount of loss, and repairing or replacing the damaged facilities as soon as possible. The Disaster Recovery Services include support and coordination with the Business Continuity Plan services. |
| Disaster Recovery Plan (DRP) |
| The plan to execute Disaster Recovery Services. |
| (DMZ) Demilitarized zone |
| A physical or logical subnet that separates trusted from untrusted networks. |
| Domain Name System (DNS) |
| A hierarchical and distributed name service that provides a naming system for computers, services, and other resources. |
| Dynamic Host Configuration Protocol (DHCP) |
| A network management protocol that automatically assigns IP addresses and communications parameters to devices on a network. |
| Effective Date |
| Has the meaning given in the recitals to the Agreement. |
| Electronic PHI (ePHI) |
| Has the meaning given in MSA, Section 7.7 Regulated Data. |
| Entity |
| An individual, governmental body, agency, unit, or division (including those categories described in the definition of DIR Customer), corporation, partnership, joint venture, trust, limited liability company, limited liability partnership, association, or other organization or entity of any kind or nature. |
| Equipment |
| The computer, telecommunications, and facility-related hardware, equipment, and peripherals (and all modifications, replacements, Upgrades, enhancements, documentation, materials, and media related thereto) that are used in connection with the Services. Equipment includes all such computer, telecommunications, and facility-related hardware, equipment, and peripherals in use or required to be used as of the Commencement Date, including those set forth in the Agreement; those as to which the lease, maintenance, or support costs are included in the Financial Base Case; and those as to which Successful Respondent received reasonable notice or access prior to the Commencement Date. Equipment also includes all such computer, telecommunications, and facility-related hardware, equipment, and peripherals purchased or leased by or for DIR, any DIR Customer, or Successful Respondent during the Term. |
| Equipment Lease |
| A leasing arrangement whereby Successful Respondent, DIR, a DIR Customer, or a DIR Contractor leases Equipment which shall be used by Successful Respondent to perform the Services. Equipment Leases include those leases identified in Attachment 2.2 (Financial Responsibility Matrix), those as to which the costs are included in the Financial Base Case, and those as to which Successful Respondent received reasonable notice or reasonable access prior to the Commencement Date. Equipment Leases also include all such leasing arrangements entered into by or for DIR, DIR Customers, any DIR Contractor, or SCP during the Term. |
| Escrow Agreement |
| Has the meaning given in MSA Attachment 3 (Form of Source Code Escrow). |
| Federal Tax Information (FTI) |
| Any federal tax information, including without limitation, and tax return-derived information received from the IRS. |
| Force Majeure Event |
| A fire, flood, earthquake, element of nature or act of God, war, riot, civil disorder, rebellion or revolution, act of terrorism, epidemic, or any other similar cause beyond the reasonable control of a Party. |
| FTI |
| Federal Tax Information |
| Full Time Equivalent (FTE) |
| A level of effort, excluding vacation, holidays, training, administrative and other non-productive time (but including a reasonable amount of additional work outside normal business hours), equivalent to that which would be provided by one (1) person working full time for one (1) year. Unless otherwise agreed, one (1) FTE is assumed to be 1,920 productive hours per year. Without DIR's prior written approval, one (1) dedicated individual's total work effort cannot amount to more than one (1) FTE. |
| Fully Managed Services |
| The management and responsibility for providing services as defined in Request for Offer (RFO), Section 1.3.1. |
| Governance Escalation Event |
| Has the meaning given in MSA, Section 5.3 Governance Escalation Event. |
| Governance Model |
| The framework of rules, practices, processes, and relationships which outlines how decisions are made, who has authority, and how various stakeholders interact. The STS Program Governance Model is further described in Exhibit 1 (SOW), Article 7 STS Governance Model. |
| Hardware |
| The machines, wiring, and other physical components of a computer system or other electronic system |
| HIPAA |
| Health Insurance Portability and Accountability Act |
| Historically Underutilized Business (HUB) |
| A business as defined by Chapter 2161 of the Texas Government Code and 34 TAC § 20.282. |
| HSP |
| Historically Underutilized Business Subcontracting Plan |
| (HTTP) Hypertext Transfer Protocol |
| A core internet protocol that defines how data is exchanged between clients and servers on the internet. |
| Infrastructure as Code |
| Defining of, provisioning, deployment, management and auditing resources and applications through code in lieu of manual procedures. |
| (IAM) Identity and Access Management |
| A framework of business processes, policies, and technologies that facilitate the management of electronic or digital identities. |
| Incident |
| An event which is not part of the standard operation of service and which causes or may cause disruption to or a reduction in the quality of the Services and DIR or DIR Customer productivity. |
| Incident Management |
| The process of tracking and managing all Incidents in DIR and DIR Customer's IT environment and resolving those Incidents. |
| Information Technology Infrastructure Library (ITIL) |
| A worldwide recognized best-practice framework for the management and delivery of IT services throughout their full lifecycle. The primary structure of the requirements in the SOW is based on ITIL v4 foundations. |
| (IPAM) Internet Protocol Address Management |
| A centralized, software-based methodology for planning, tracking, and managing a network’s IP address space. |
| Information Security Management |
| The systematic approach that comprises the policies, procedures, and technologies used to protect DIR’s sensitive data. |
| Information Technology Leadership Committee (ITLC) |
| The Committee that defines and promotes the achievement of enterprise technology strategic goals for the STS program. The ITLC has approval rights over critical IT decisions, resolves issues escalated by Solution Groups, and addresses appeals to Solution Group decisions. |
| Information Technology Service Management (ITSM) |
| The tools, configurations, and data used to perform Service Management activities. |
| Internet Access Service |
| A service that enables users to access content, information, emails or other services from the internet. |
| IP Rights |
| All intellectual property, intangible property, and proprietary rights existing under any Law, including but not limited to United States and foreign patents, copyrights, trademarks, service marks, trade secrets, moral rights, author’s rights, reversionary rights, publicity rights, privacy rights, and any other similar rights that exist now or in the future. |
| IRS |
| Internal Revenue Service |
| IT |
| Information Technology |
| IT Financial Management (ITFM) |
| The tools, configurations, and data used to perform financial management activities. |
| IT Infrastructure |
| The entire portfolio of Equipment, System Software, and Network components required for the integrated provision and operation of DIR and DIR Customer's IT Systems and Applications. |
| IT Service Continuity Management (ITSCM) |
| Plan developed to manage risks to Services. |
| Key Personnel |
| The specific Successful Respondent Personnel, identified in Exhibit 1 (SOW) Article 5 Successful Respondent Personnel Requirements, directly charged with facilitating and responding to all DIR and DIR Customer expectations for resources under this Agreement. |
| Key Service Level |
| Any Service Level designated as "key" by DIR in Exhibit 1 (SOW), Attachment 1.1 (Service Level and Deliverable Matrix) or as otherwise agreed by the Parties. |
| Kubernetes |
| System for automating deployment, scaling, and management of containers. |
| Local Area Network (LAN) |
| A network of connected devices; computers, printers, servers, phones, within a single physical location. |
| Laws |
| All federal, state and local laws, statutes, ordinances, regulations, rules, executive orders, circulars, opinions, interpretive letters and other official releases of or by any government, or any authority, department or agency thereof. |
| Level 1 Support |
| Support that is provided by Successful Respondent Personnel as the entry point for inquiries or problem reports from Authorized Users. If Level 1 support cannot resolve the inquiry or problem, Successful Respondent directs the inquiry or problem is directed to the appropriate Level 2 personnel or a Third Party for resolution. |
| Level 2 Support |
| Support that is provided by Successful Respondent Personnel as a consolidation point for inquiries and problems. For example, Level 2 Support might exist in a computer operation or a distribution/mail out center. If Level 2 personnel cannot resolve the inquiry or problem, the inquiry or problem is directed to the appropriate personnel or a Third Party for resolution. |
| Level 3 Support |
| Support provided by Successful Respondent Personnel or Third Party that is most knowledgeable about the underlying problem or question and that is utilized when efforts to resolve the problem or question by Level 1 and Level 2 Support have failed or are bypassed. |
| Level 4 Support |
| Support provided by Successful Respondent Personnel or Third Party that is most knowledgeable about the underlying problem or question and that is utilized when efforts to resolve the problem or question by Level 1 and Level 2 Support have failed or are bypassed and involve interaction with Software manufacturers or Third Party. |
| Local Time |
| Central Standard Time or daylight savings time, as is then prevailing, in Austin, Texas. |
| Losses |
| All losses, liabilities, damages (including punitive and exemplary damages), fines, penalties, sanctions, remedies, suits, settlements, judgments, interest, actions, demands, and claims (including taxes), in each case that a court finally awards to a Third Party or which are otherwise included in the amount payable to a Third Party and all related costs and expenses (including reasonable legal fees and disbursements and costs of investigation, litigation, experts, settlement, judgment, interest and penalties), as incurred. |
| MAC (Media Access Control) |
| Networking concept used in providing addresses to unique network interfaces |
| Major Incident |
| The highest category of impact for an Incident. A Major Incident results in significant disruption to business operations. |
| Master Security Baseline Configuration (MSBC) |
| The set of extensible enterprise security standards that reflect the security responsibilities and practices required for the STS program with the goals of hardening, standardizing, and integrating Security across all Service Components. The MSBC lists the technical control settings and standards as agreed to by DIR, and is based on applicable legal, regulatory, and best practice recommendations. |
| Materials |
| All tangible and intangible items and property, including but not limited to code; tools; scripts; bots; automation; formulae; algorithms; processes; process improvements; procedures; designs; concepts; inventions; machines; articles of manufacture; compositions; improvements; methodologies; trade secrets; technology; Software (in both object and source code form); databases; specifications; configurations; literary works and other works or authorship, any all methods, process, inventions, machines, compositions, know-how, and show-how related thereto; and all records thereof, including documentation, design documents and analyses, interface documentation, studies, tools, plans, models, flow charts, reports, manuals, business requirements documents, training and knowledge transfer materials, and drawings. |
| Measurement Window |
| The time during, or frequency by which a Service Level shall be measured. The Measurement Window will exclude approved scheduled maintenance. |
| Middleware |
| Software including runtime environments, web servers, content management systems, containers, visual workflow Services, messaging services, and serverless technologies used to bridge between diverse technologies. |
| Minimum Compliant Items |
| Has the meaning given in Exhibit 1 (SOW), Section 6.2 Low Volumes. |
| Minimum Service Level |
| The minimum level of performance set forth in Exhibit 1 (SOW) Attachment 1.1 (Service Level and Deliverable Matrix) with respect to each Service Level. |
| Monthly Charges |
| The total Charges invoiced by Successful Respondent in any calendar month for Services (excluding Pass-Through Expenses, and Service Taxes). See Exhibit 2 (Financial Provisions and Pricing Requirements). |
| Multi-sourcing Services Integrator (MSI) |
| The Service Provider who has entered into a contract with DIR for Multi-sourcing Services Integrator services. |
| Network Operations Center (NOC) |
| A centralized, 24/7 facility where support personnel monitor, manage and maintain network infrastructure. |
| New Service |
| Any service, function, responsibility, activity, task, or project requested by DIR, DIR Customers, or required by applicable Law (without limiting the obligation of the Parties under MSA Section 9.20 Compliance with Law (i) that is materially different from the Services, (ii) that requires materially different levels of effort or resources from Successful Respondent to provide , and (iii) which is not required for Successful Respondent to meet the Service Levels. For the avoidance of doubt, New Services shall not include (a) increases in the volume of Services for which there is an associated Resource Baseline or charging methodology, or (b) the disaggregation of an existing service from a Functional Service Area. |
| NIST |
| National Institute of Standards and Technology |
| Noncompliance |
| Each instance that the Software, Equipment, Systems, or other Deliverable or milestone fails to meet its Acceptance Criteria or is otherwise deficient in DIR's reasonable discretion (in accordance with the SMM or other criteria agreed by the Parties, to the extent applicable). |
| Notice of Election |
| Has the meaning given in MSA Section 11.4.1 Notice. |
| Organizational Change Management (OCM) |
| Change management framework for managing the effect of new business process, technical solution updates, organizational structure or cultural changes. |
| One-Time Charges |
| Non-recurring Charges typically associated with Transition. |
| One-Time Critical Deliverables |
| Those Critical Deliverables that are non-recurring that have associated Deliverable Credits payable to DIR in the event Successful Respondent fails to successfully and timely complete such Deliverables. |
| Operating Agreements (OA) |
| Has the meaning given in MSA Section 4.3 Operating Agreements. |
| Out-of-Pocket Expenses |
| Reasonable, demonstrable and actual expenses due and payable to a Third Party by Successful Respondent that are approved in advance by DIR and for which Successful Respondent is entitled to be reimbursed by DIR under the Agreement. Out-of-Pocket Expenses shall not include Successful Respondent's overhead costs (or allocations thereof), general or administrative expenses or other markups. Out-of-Pocket Expenses shall be calculated at Successful Respondent's actual incremental expense and shall be net of all rebates and allowances. |
| Party(ies) |
| Has the meaning given in the recitals to the Agreement. |
| Pass-Through Expense(s) |
| The Successful Respondent expenses identified in Exhibit 2 (Financial Provisions and Pricing Requirements) of which DIR has agreed to pay directly or reimburse to Successful Respondent on an Out-of-Pocket Expenses basis. |
| PCI DSS |
| Payment Card Industry Data Security Standard |
| Penetration Test |
| A type of Security Assessment that tests the vulnerability of Systems to unauthorized external interventions or improper uses. |
| Personal Medical Data |
| Individually identifiable health information that is transmitted or maintained in any form or medium. |
| PII |
| Personally Identifiable Information. Information that alone or in conjunction with other information could potentially identify an individual. |
| Platform as a Service (PaaS) |
| The capability to deploy onto the cloud infrastructure consumer-created or acquired applications created using programming languages, libraries, services, and tools supported by the provider. The consumer does not manage or control the underlying cloud infrastructure including network, servers, operating systems, or storage, but has control over the deployed applications and possibly configuration settings for the application-hosting. Services are categorized within the PCM approved services listing. |
| PMD |
| Print, Mail and Digitization |
| Pool Percentage |
| Means a percent of the At-Risk Amount as indicated in Exhibit 1 (SOW) Attachment 1.1 (Service Level and Deliverable Matrix), on the Critical Service Levels tab. |
| Privacy Laws |
| U.S. state, federal, and international laws and regulations that address the protection of individuals’ personal information. |
| Problem |
| An underlying cause of one (1) or more Incidents. A Problem is labeled a “Known Error” when the root cause is known, and a temporary workaround or permanent solution has been identified. |
| Problem Management |
| The process of tracking and managing all Problems arising in DIR and DIR Customer's IT environment and resolving such Problems. |
| Production or Production Environment |
| The System environment in which an organization's data processing is accomplished. This environment contains DIR and DIR Customers’ business data and has the highest level of security and availability of all environments (includes training and other production-like environments). |
| Production Control |
| Allocates system resources to control the execution of tasks, processes, or scheduled jobs. It involves determining the order, timing, and priority of jobs based on predefined rules or dependencies. Used by operating systems, applications, or other products execute on a defined schedule or based on event trigger. Ensures that requested activities are performed correctly and on time. |
| Project Change Request (PCR) |
| A method of managing project changes, including cost, schedule, scope, and SLA changes, and function as a structured communication method to Stakeholders. |
| Project Management |
| The overall methodology to execute and manage Projects with the goal of delivering Projects from request through completion, meeting DIR and DIR Customer requirements in terms of timing, quality, and cost. |
| Project Manager |
| The person identified as the responsible individual from the respective organization to manage a Project. |
| Project(s) |
| Means discrete units of work approved by DIR, undertaken to create a unique product or result. |
| Proof of Entitlement |
| Document or digital certificate that serves as evidence that an Entity has the right to use specific Software under the terms of a licensing agreement. |
| Proposal |
| Has the meaning given in the preamble to the Agreement. |
| Protected Health Information (PHI) |
| Has the meaning established under the federal HIPAA statute and corresponding regulations. |
| Public Information Act |
| Chapter 552, Texas Government Code |
| Public Service Catalog |
| A public-facing intuitive System that includes select STS service descriptions and terms as approved by DIR and provides new customer guidance on how to order selected services. |
| Quality Assurance (QA) |
| The actions, planned and performed, to provide confidence that all processes, Systems, Equipment, Software, and components that influence the quality of the Services are working as expected individually and collectively. |
| Recovery Point Objective (RPO) |
| Recovery Point Objectives, as designated in Exhibit 1 (SOW), Section 8.10.13 IT Service Continuity Management Requirements expressed as the acceptable amount of data loss measured in time prior to an event that has been declared as a Disaster. |
| Recovery Time Objective (RTO) |
| Recovery Time Objectives, as designated in Exhibit 1 (SOW), Section 8.10.13 IT Service Continuity Management Requirements, expressed as the duration of time within which an Application, including all technology components included in the DIR Customer DR Plan must be recovered, restored and operational starting from the time of declaration of a Disaster. |
| Recurring Critical Deliverable |
| Those Critical Deliverables to be provided on a scheduled and recurring basis that have associated Deliverable Credits payable to DIR in the event Successful Respondent fails to successfully and timely complete such Critical Deliverables. |
| Reference Architecture |
| The shared infrastructure guidelines for building systems and solutions ensuring consistency, alignment with STS goals, adherence to compliance requirements, and consideration of industry standards. Reference Architecture typically includes items such as design standards, common components, guidelines for implementation, appropriate technologies and tools, and visual diagrams and templates illustrating the Architecture. |
| Refresh |
| The upgrading or replacing of Equipment and Software during the Term. |
| Regulatory Auditor |
| A governmental Entity, standards organization, or regulatory authority with jurisdiction over DIR or a DIR Customer, or over Successful Respondent with respect to this Agreement. Regulatory Auditors include, but are not limited to, the State Auditor’s Office and State Comptroller Claims Division, the United States Department of Health and Human Services, Payment Card Industry Security Standards Council, and any successor authority. |
| Request for Change (RFC) |
| A formal proposal for a change to be made to any component of an IT Infrastructure or any aspect of an IT service. An RFC shall include details of, and the justification for, the proposed change. |
| Request for Solution (RFS) |
| A Service Request that requires development of a proposal for DIR Customer approval to fulfill the Service Request. |
| Request Management |
| The process of tracking and managing all requests from Authorized Users arising in DIR’s and DIR Customers' IT environment and resolving those Service Requests. |
| Required Consent(s) |
| The consents (if any) required to be obtained: |
1. To assign or transfer to Successful Respondent any DIR licensed Third-Party Materials, Third-Party Contracts, Equipment Leases or acquired assets (including related warranties);
2. To grant Successful Respondent the right to use or access the DIR licensed Third-Party Materials, Third-Party Contracts, or DIR Provided Equipment in connection with providing the Services;
3. To grant DIR, the DIR Customers, or their designee(s) the right to use or access the Successful Respondent Owned Materials, Third-Party Materials, or Equipment acquired, operated, supported, used, or required to be used by Successful Respondent in connection with providing the Services;
4. To assign or transfer to DIR, the DIR Customers, or their designees any Developed Materials;
5. To assign or transfer to DIR, the DIR Customers, or their designees Successful Respondent Owned Materials, Third-Party Materials, Third-Party Contracts, Equipment leases, or other rights following the Term to the extent provided in the Agreement; or
6. Any other consents required from Third Parties in connection with Successful Respondent’s provision of, and DIR's and the DIR Customers' receipt and use of, the Services and Successful Respondent’s performance of its obligations hereunder.
| Requirements Solution Design Document (RSDD) |
| Document that bridges the gap between business requirements and technical implementation of the SLAs. |
| Resolution Time |
| The amount of time between the Start Time for an Incident and the time such Incident is Resolved. |
| Resolve or Resolution |
| The restoration of full Service or the completion of a Service Request in a manner acceptable to DIR or the applicable Authorized User in their reasonable discretion. |
| Resource Unit (RU) |
| A measurable device, unit of consumption, or other unit or resource utilization associated with the Services, as described in Exhibit 2 (Financial Provisions and Pricing Requirements), that is used for purposes of calculating Charges. |
| Response |
| Has the meaning given in the recitals of the Agreement. |
| Retained Systems and Processes |
| Those Systems and processes of DIR or a DIR Customer for which Successful Respondent has not assumed responsibility under the Agreement (including those provided, managed, operated, supported, or used on their behalf by DIR Contractors). Retained Systems and Processes include Equipment and Software associated with such Systems and processes. |
| ROM |
| Rough Order of Magnitude |
| Root Cause Analysis (RCA) |
| The formal process, as provided in the SMM, to be used by Successful Respondent to diagnose the underlying cause of problems at the lowest reasonable level so that effective corrective action can be taken. |
| SDC |
| San Angelo Data Center |
| Security |
| Means of safeguarding and controlling access to information, software, and data by utilizing policies, procedures, and actions, including operating software parameters and applications-level security controls. Security includes logical separation of processors and disk and segregation of reusable storage media. |
| Security Alert |
| A real-time notification generated by a system warning of suspicious, unusual or malicious activity. |
| Security Assessment |
| A process of analyzing a System, network, or Security program to identify and evaluate its Security level. |
| Security Control(s) |
| A safeguard or countermeasure prescribed for a System, or an organization designed to protect the confidentiality, integrity, and availability of information and to meet a set of defined Security requirements |
| Security Event |
| An observable occurrence in an information system that may indicate a security incident or a violation of security policy. |
| Security Incident |
| An occurrence that actually or potentially jeopardizes the confidentiality, integrity, or availability of an information system or the information the system processes, stores, or transmits or that constitutes a violation or imminent threat of violation of Security policies, Security procedures, or acceptable use policies. |
| Security Information and Event Management (SIEM) |
| The tool used to gather Security data from information System components and present that data as actionable information and insight via a single interface. |
| Security Plan |
| Has the meaning given in Exhibit 1 (SOW), Section 8.10.11 Information Security Management Requirements. |
| Security Program |
| Has the meaning given in Exhibit 1 (SOW), Section 8.10.11.6 Security Assessments. |
| Self-Audit |
| An audit or assessment of Successful Respondent conducted by or on behalf of Successful Respondent. |
This is the start of the file's text. The full file is on GovTribe.