Participating Addendum CAT 12 - 22nd Century.pdf

NASPO ValuePoint

PARTICIPATING ADDENDUM

505ENT-O25-INFOSECSVCS-01

INFORMATION SECURITY SERVICES

Led by the State of Idaho

Master Agreement #: MA202201112-01

Contractor: 22ND

CENTURY TECHNOLOGIES, INC.

Participating Entity: STATE OF WISCONSIN

I. Scope and Participation:

1. Scope:

☒ This Participating Addendum includes the entire scope of the products and services available through the Master Agreement.

• Category 1: Risk Assessment and Mitigation Services

• Category 2: Incident Response Services

2. Participation: This Participating Addendum covers participation of State of Wisconsin in the above-referenced Master Agreement between the State of Idaho and Contractor for Information Security Services. This Participating Addendum may be used by all state agencies, institutions of higher education, cities, counties, districts, and other political subdivisions of the state, and nonprofit organizations within the state if authorized herein and by law. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official.

3. Term:

☒ This Participating Addendum shall become effective as of the date of the last signature below and shall terminate upon the expiration or termination of the Master Agreement, as amended, unless the Participating Addendum is terminated sooner in accordance with the terms set forth herein.

The State of Wisconsin, Department of Administration may terminate this contract at any time upon 30-day prior written notice. Upon termination or other expiration of this contract, each party shall assist the other party in orderly termination of the contract and the transfer of all assets, tangible and intangible, as may facilitate the orderly, non-disrupted business continuation of each party. This provision shall not relieve the contractor of the obligation to perform under any purchase order or other similar ordering document executed prior to termination becoming effective.

4. Primary Contacts: The following (or their named successors) are the primary contact individuals for this Participating Addendum:

Docusign Envelope ID: E82AF1FF-9DC1-4CFD-8F23-0BC27E7D0A7C

505ENT-O25-INFOSECSVCS-01

CONTRACTOR:

Name: Reddy Bollineni

Address: 8251 Greensboro Dr., Suite 900, McLean, VA 22102

Telephone: O: (703) 721-8373, M: (502) 488-0162

Email: cyber@tscti.com

PARTICIPATING ENTITY:

Name: Russ Bowe

Address: 101 E. Wilson St. Madison WI 53703

Telephone: 608-267-4506

Email: Russell.bowe1@wisconsin.gov

II. Participating Entity Modifications and Additions to the Master

Agreement

☒ This Participating Addendum incorporates all terms and conditions of the Master Agreement as applied to the State of Wisconsin and Contractor.

Any limitations, modifications, or additions specified herein apply only to the agreement and relationship between State of Wisconsin and Contractor and shall not amend or affect other participating addendums or the Master Agreement itself.

1. Subcontractors

All contractors, dealers, and resellers authorized to provide sales and service support in Wisconsin, as shown on Contractor’s NASPO ValuePoint-specific webpage, may provide sales and service support to users of this Participating Addendum. Participation of Contractor’s contractors, dealers, and resellers will be in accordance with the terms and conditions set forth in the Master Agreement.

2. Orders

Any order placed by State of Wisconsin or a Purchasing Entity for a product or service offered through this Participating Addendum shall be deemed to be a sale under, and subject to the pricing and other terms and conditions of, the Master Agreement unless the parties to the order agree in writing that another contract or agreement applies to the order. All orders issued by purchasing entities within the entity must include the Participating State contract number:

505ENT-O25-INFOSECSVCS-01 as well as the Lead State Master Agreement No.

MA20220112-01.

mailto:cyber@tscti.com

505ENT-O25-INFOSECSVCS-01

3. GOVERNING LAW

The construction and effect of this Participating Addendum and any Orders placed hereunder will be governed by, and construed in accordance with, State of Wisconsin’s laws excluding rules as to choice and conflict of law. Venue for all legal proceedings arising out of the Participating Addendum, or breach thereof, shall be in the State or federal court with competent jurisdiction in Dane County, Wisconsin. In the event that any provision of this Participating Addendum is contrary to Wisconsin law, such provision shall be null and void. The Contractor shall at all times comply with and observe all applicable federal and state laws and regulations which are in effect during the period of this Participating Addendum and which in any manner affect the work or its conduct.

4. AMENDMENT

Any amendment to the Master Agreement shall be deemed incorporated into this Participating Addendum unless the amendment is rejected by the State of Wisconsin in writing to Contractor within thirty (30) calendar days from the date the Contractor notifies the State of Wisconsin and is documented thereafter via written amendment hereto. The Contractor shall notify the State of Wisconsin in writing within ten (10) business days of the amendments effective date.

The terms of this Participating Addendum, excluding the Master Agreement, shall not be waived, altered, modified, supplemented, or amended in any manner whatsoever without prior written approval of the Participating State and Contractor.

5. ORDER OF PRECEDENCE

a. Wisconsin’ Participating Addendum; State of Wisconsin’s Participating Addendum shall not diminish, change, or impact the rights of the Lead State with regard to the Lead State’s contractual relationship with Contractor under the terms of the Master Agreement.

b. Security Rider – Attachment D

c. A Statement of Work (SOW) executed under the Participating Addendum

d. The Master Agreement

e. The Solicitation including all Addenda; and

f. Contractor’s response to the Solicitation.

These documents shall be read to be consistent and complementary. Any conflict among these documents shall be resolved by giving priority to these documents in the order listed above.

Except for the terms included in the Attachment and Exhibits hereto, no other terms and conditions shall apply, including terms listed or referenced on the Contractor's website, in the Contractor’s quotations or in similar documents subsequently provided by the Contractor, unless otherwise agreed by the Parties.

6. PARTICIPATING ENTITY REPORTING REQUIREMENTS

Contractor must submit electronic reports, including all sales made against this Participating Addendum in Microsoft Excel compatible format, via email (or as amended). Report must include, at a minimum:

• Name of each purchasing entity

• Service title/description

505ENT-O25-INFOSECSVCS-01

• Unit Price

• Number of Units purchased

• Total Contract Price for the quarter

Reports shall retain the same format throughout the life of the contract unless mutually agreed upon and Contractor agrees to provide additional reports if requested by the State of Wisconsin in a format and frequency as mutually agreed upon by both parties. The quarterly report is due no later than 30 calendar days after the end of each quarter from the start of the contract date.

Quarter 1: January 1 through March 31 (Due on or before April 30)

Quarter 2: April 1 through June 31 (Due on or before July 30)

Quarter 3: July 1 through September 31 (Renewal Due on or before October 30)

Quarter 4: October 1 through December 31 (Due on or before January 30)

7. FEDERAL FUNDING REQUIREMENTS

Orders funded with federal funds may have additional contractual requirements or certifications that must be satisfied at the time the Order is placed or upon delivery. When applicable, a Purchasing Entity will identify in the Order any alternative or additional requirements related to the use of federal funds. By accepting the Order, Contractor agrees to comply with the requirements set forth therein.

8. INFORMATION TECHNOLOGY STANDARDS

Per Executive Order 184. Executive Order 184 relating to Cybersecurity and Prohibiting the Use of Certain Foreign Technologies directs the Wisconsin Department of Administration to take measures to ensure certain prohibited vendors and technologies are not used on State IT networks. Accordingly, the following vendors and/or software are prohibited from being provided to any state agency Purchasing Entity:

• TikTok

• Huawei Technologies

• ZTE Corp

• Hytera Communications Corporation

• Hangzhou Hikvision Digital Technology Company

• Dahua Technology Company

• Tencent Holdings, including but not limited to:

o Tencent QQ o QQ Wallet o WeChat

505ENT-O25-INFOSECSVCS-01

• Alibaba products, including but not limited to:

o AliPay

• Kaspersky Lab

9. ATTACHMENTS

Notwithstanding any provisions in the Master Agreement to the contrary, the following shall apply to this PA:

Attachment A: the State of Wisconsin’s Standard Terms and Conditions (DOA-3054)

Attachment B: Supplemental Standard Terms and Conditions (DOA-3681).

Attachment C: Vendor Agreement- Wisconsin’s Cooperative Purchasing Service (DOA-3333) Form. (Contractor must sign and include)

Attachment D: State of Wisconsin Security Rider

IN WITNESS, WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below.

PARTICIPATING ENTITY CONTRACTOR

Signature:

Signature:

Name:

Name: Isha Sharma

Title:

Title: Contracts Manager

Date:

Date: 09/20/2024

For questions regarding NASPO ValuePoint Participating Addendums, please contact the Cooperative Contract Coordinator team at ccc@naspovlauepoint.org.

Fully executed NASPO ValuePoint Participating Addendums must be submitted via email in PDF format to pa@naspovaluepoint.org.

Docusign Envelope ID: E82AF1FF-9DC1-4CFD-8F23-0BC27E7D0A7C

10/21/2024 | 12:47 PM CDT

Cheryl Edgington

Bureau Director mailto:ccc@naspovlauepoint.org mailto:pa@naspovaluepoint.org