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Contract 2022-107ADocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CONTRACT 21-203-PCN
EPROCUREMENT AND CONTRACT MANAGEMENT SOLUTIONS
A CONTRACT BETWEEN PURCHASING SOLUTIONS ALLIANCE, Bryan, Texas AND OPENGOV,
INC., San Jose, California.
This Contract is made and entered into by PURCHASING SOLUTIONS ALLIANCE, a program of the
Brazos Valley Council of Governments (BVCOG) and hereinafter referred to as PSA, having its principal
place of business at 3991 East 29th St., Bryan, Texas 77802, and OPENGOV, INC. hereinafter referred to
as the CONTRACTOR, having its principal place of business at 6525 Crown Blvd Suite 41340, San Jose,
California 95160-4053.
ARTICLE 1: SCOPE OF SERVICES
The parties have entered into a Software as a Service (SAAS) Contract to become effective as of May 1,
2022 ("Effective Date") and to continue through April 30, 2024 (the "Contract"), subject to extension for
three (3) additional one-year terms upon mutual agreement of the CONTRACTOR and PSA. PSA enters
into the Contract as Agent for participating governmental agencies, each hereinafter referred to as END
USER, for the purchase of eProcurement and Contract Management Solutions offered by the
CONTRACTOR (the "Software Services"). The CONTRACTOR agrees to offer the Software Services
through the PSA Contract to END USERS subject to END USERS entering into the CONTRACTOR'S
software services agreement ("SSA") and accompanying order form (the "Order Form") and in the event
professional services will be provided by CONTRACTOR, a statement of work (the "SOW").
CONTRACTOR retains all right, title, and interest in the Software Services and all Intellectual Property
Rights in the Software Services. The look and feel of the Software Services, including any custom fonts,
graphics and button icons, are the property of CONTRACTOR and PSA nor End User may not copy,
imitate, or use them, in whole or in part, without CONTRACTOR's prior written consent.
PSA and End User may not use the Software Services in any manner or for any purpose other than as
expressly permitted by the Agreement. PSA and End User shall not, and shall not permit or enable any third
party to: (a) use or access any of the Software Services to build a competitive product or service; (b) modify,
disassemble, decompile, reverse engineer or otherwise make any derivative use of the Software Services
(except to the extent applicable laws specifically prohibit such restriction); (c) sell, license, rent, lease,
assign, distribute, display, host, disclose, outsource, copy or otherwise commercially exploit the Software
Services; (d) perform or disclose any benchmarking or performance testing of the Software Services; (e)
remove any proprietary notices included with the Software Services; (f) use the Software Services in
violation of applicable law; or (g) transfer any confidential personally identifiable information to
CONTRACTOR or the Software Services platform
ARTICLE 2: THE COMPLETE AGREEMENT
The Contract shall consist of the documents identified below in order of precedence: 1) The text of this
Contract form, 2) Exhibit A: CONTRACTOR's Response to RFP 21-203, including but not limited to,
prices and options offered and finally negotiated and attached as well as the CONTRACTOR's Exceptions
to RFP 21-203, and 3) Exhibit B: RFP 21-203, including any relevant addenda; all of which are either
attached hereto or incorporated by reference and hereby made a part of this Contract, and shall constitute
the complete agreement between the parties hereto. This Contract supersedes any and all oral or written
agreements between the parties relating to matters herein. Except as otherwise provided herein, this
Contract cannot be modified without the written consent of both parties.
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ARTICLE 3: LEGAL AUTHORITY
CONTRACTOR and PSA warrant and represent to each other that they have adequate legal counsel and
authority to enter into this Contract. The governing bodies, where applicable, have authorized the signatory
officials to enter into this Contract and bind the parties to the terms of this Contract and any subsequent
amendments thereto.
ARTICLE 4: APPLICABLE LAWS
The parties agree to conduct all activities under this Contract in accordance with all applicable rules,
regulations, directives, issuances, ordinances, and Federal, State and Local laws in effect or promulgated
during the term of this Contract.
ARTICLE 5: INDEPENDENT CONTRACTOR
The execution of this Contract and the rendering of services prescribed by this Contract do not change the
independent status of PSA or CONTRACTOR. No provision of this Contract or act of PSA in performance
of this Contract shall be construed as making CONTRACTOR the agent, servant or employee of PSA, the
State of Texas or the United States Government. Employees of CONTRACTOR are subject to the exclusive
control and supervision of CONTRACTOR. CONTRACTOR is solely responsible for employee payrolls
and claims arising there from.
ARTICLE 6: SUBCONTRACTS & ASSIGNMENTS
Except as set forth herein, CONTRACTOR shall not assign, hypothecate or transfer, either directly or by
operation of law, this Contract or any interest herein without the prior written consent of PSA, which
consent shall not be unreasonably withheld, conditioned or delayed. Any attempt to do so shall be null and
void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such
attempted assignment, hypothecation or transfer. Consultant may assign, upon written notice to PSA, its
rights and obligations under this Contract to: (i) its corporate affiliate; or (ii) any entity that acquires all or
substantially all of its capital stock or its assets related to this Contract, through purchase, merger,
consolidation, or otherwise. Any other attempted assignment shall be void. In the event of such assignment
by CONTRACTOR where consent is not provided by PSA, PSA shall have the right to terminate the
Contract within seven (7) days from the later of (a) the date it receives written notice of such assignment,
or (b) the assignment date. This Contract shall inure to the benefit of and bind each party's permitted assigns
and successors.
ARTICLE 7: REPORTING REQUIREMENTS
CONTRACTOR agrees to submit reports or other documentation in accordance with the RFP requirements.
If CONTRACTOR fails to submit to PSA in a timely and satisfactory manner any such report or
documentation, or otherwise fails to satisfactorily render performance hereunder, and such failure is not
cured within a reasonable amount of time, such failure may be considered cause for termination of this
Contract.
ARTICLE 8: SEVERABILITY
All parties agree that should any provision of this Contract be determined to be invalid or unenforceable,
such determination shall not affect any other term of this Contract, which shall continue in full force and
effect.
ARTICLE 9: DISPUTE RESOLUTION
All claims, disputes and other matters in question arising out of or relating to this agreement with a breach
thereof, except for claims which have been waived by the making or acceptance of final payment, shall be
decided by mediation or non -binding arbitration pursuant to the Texas Arbitration Dispute Resolution Act,
(Texas Practice and Remedies Code, Chapter 154), and in accordance with the rules then in effect unless
the parties mutually agree otherwise. Each parry shall pay its own legal and other costs relating to the
mediation or the non -binding arbitration regardless of the outcome of the mediation or the non -binding
arbitration. The mediator should be agreed upon by both parties and mediation will be conducted in Brazos
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County, Texas. Participation in any Alternative Dispute Resolution does not constitute a waiver of any
immunity or protections afforded to PSA or BVCOG.
ARTICLE 10: LIMITATION OF CONTRACTOR'S LIABILITY; DISCLAIMER
By type. Neither party, nor its suppliers, officers, affiliates, representatives, contractors or employees, shall
be responsible or liable with respect to any subject matter of this agreement under any contract, negligence,
strict liability, or other theory: (a) for error or interruption of use or for loss or inaccuracy of data or cost of
procurement of substitute goods or services or loss of business; (b) for any indirect, exemplary, punitive,
incidental, special, or consequential damages; or (c) for any matter beyond such party's reasonable control,
even if such party has been advised of the possibility of such loss or damage.
By amount. In no event shall either party's aggregate, cumulative liability for any claims arising out of or
in any way related to this agreement exceed the fees paid by CONTRACTOR to PSA for the services under
this agreement in the 12 months prior to the act that gave rise to the liability.
Disclaimer: CONTRACTOR does not warrant that the software services will be uninterrupted or error free;
nor does it make any warranty as to the results that may be obtained from use of the software services. The
software services are provided "as is" and CONTRACTOR disclaims all other warranties, express or
implied, including, but not limited to, implied warranties of merchantability, title, fitness for a particular
purpose, and non -infringement.
ARTICLE 11: LIMIT OF PSA'S LIABILITY AND INDEMNIFICATION OF PSA
PSA's liability under this Contract, whether for breach of contract, warranty, negligence, strict liability, in
tort or otherwise, is limited to its administrative fee. In no event will PSA be liable for any loss of use, loss
of time, inconvenience, commercial loss, lost profits or savings or other incidental, special or consequential
damages to the full extent such use may be disclaimed by law. CONTRACTOR agrees, to the extent
permitted by law, to defend and hold harmless BVCOG, PSA, its board members, officers, agents, officials,
employees, [and indemnities] from any and all claims, costs, expenses (including reasonable attorney fees),
actions, causes of action, judgments, and liens arising as a result of an uncured material breach of the Contract
due to the CONTRACTOR's grossly negligent or willful acts or omissions in the performance of this Contract.
CONTRACTOR shall notify PSA of the threat of lawsuit or of any actual suit filed against CONTRACTOR
relating to this Contract.
ARTICLE 12: TERMINATION FOR CAUSE
If either party materially breaches any term of this Contract and fails to cure such breach within thirty (30) days after
notice by the non -breaching party, the non -breaching party may terminate the contract. With respect to software
services provided by CONTRACTOR under the Contract, END USER will be responsible for payment of any portion
of the annual software services fee due, and any payment made for software services shall be non-refundable. With
respect to professional services that may be provided by CONTRACTOR pursuant to a Statement of Work, END
USER will be responsible for payment of any portion of the professional services completed prior to termination of
the Contract. CONTRACTOR shall pay to PSA any administrative fees due from CONTRACTOR on that
portion of the Contract actually performed by CONTRACTOR and for which compensation was received
by CONTRACTOR.
ARTICLE 13: TERMINATION FOR CONVENIENCE
PSA may cancel or terminate this Contract at any time by giving one hundred and eighty (180) days written
notice to the other. CONTRACTOR may be entitled to payment from END USER for services actually
performed. CONTRACTOR shall pay to PSA any administrative fees due from CONTRACTOR on that
portion of the Contract actually performed by CONTRACTOR.
ARTICLE 14: CIVIL AND CRIMINAL PROVISIONS AND SANCTIONS
CONTRACTOR agrees that it will perform under this Contract in conformance with safeguards against
fraud and abuse as set forth by PSA, the State of Texas, Federal regulations and the acts and regulations of
any funding entity. CONTRACTOR agrees to notify PSA of any suspected fraud, waste, abuse or other
criminal activity related to this Contract through filing of a written report promptly after it becomes aware
of such activity.
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ARTICLE 15: GOVERNING LAW & VENUE
PSA and the CONTRACTOR agree that the contract awarded from this Request for Proposal shall be
governed by the laws of the State of Texas. The parties agree that performance and all matters related
thereto shall be in a state court of competent jurisdiction in Brazos County, Texas and further that neither
party will seek to remove such litigation to the federal court system by application of conflict of laws or
any other removal process to any Federal Court or court not in Texas. Disputes between END USER and
CONTRACTOR are to be resolved in accordance with the law and venue rules of the state of purchase.
CONTRACTOR shall immediately notify PSA of such disputes.
ARTICLE 16: PAYMENT OF PSA FEE
CONTRACTOR agrees to sell its products to END USERS based on the pricing and other terms of this
Contract, including, but not limited to, the payment of the applicable three (3) % PSA Administrative Fee.
The Administrative Fee on all sales made pursuant to the PSA contract is to be calculated by multiplying
the total sales by 3%. CONTRACTOR will remit the total Administrative Fee due with the monthly report
as required and stipulated in Exhibit B — RFP No. 21-203. Any PSA fee collected by CONTRACTOR from
END USERS, including END USERS without Interlocal Contracts, shall be paid to PSA by
CONTRACTOR. CONTRACTOR agrees to encourage END USERS to execute authorizing Interlocal
Contracts with PSA. PSA reserves the right to take appropriate actions including, but not limited to,
contract termination if CONTRACTOR fails to promptly remit PSA's fee. In no event shall PSA have any
liability to CONTRACTOR for any goods or services an END USER procures from CONTRACTOR. For
all Software Services sold by CONTRACTOR to END USERS, CONTRACTOR shall invoice and collect
payment from END USERS on an annual basis in accordance with the corresponding rates in Exhibit A.
Such invoicing and collections from END USERS shall be on a customary "net 30" basis. PSA agrees to
hold CONTRACTOR liable for the PSA Administrative Fee due hereunder solely to the extent proceeds
have cleared from END USER to CONTRACTOR.
ARTICLE 17: VOLUME PRICING
The CONTRACTOR reserves the right to provide and negotiate volume discounts that are less than the
prices shown in Exhibit A. In no case shall prices exceed those listed in Exhibit A.
ARTICLE 18: CHANGE OF CONTRACTOR STATUS
Subject to Article 6, CONTRACTOR shall immediately notify PSA, in writing, of ANY change in ownership,
control, dealership/franchisee status, or name, and shall also advise whether or not this Contract shall be
affected in any way by such change. Subject to Article 6, PSA shall have the right to determine whether or
not such change is acceptable, and to determine what action shall be warranted, up to and including
cancellation of Contract.
ARTICLE 19: EXCLUDED PARTIES
CONTRACTOR certifies that it is not listed in the prohibited vendors list authorized by Executive Order
No. 13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to
Commit, or Support Terrorism", published by the United States Department of the Treasury, Office of
Foreign Assets Control.
ARTICLE 20: CLEAN AIR AND FEDERAL WATER POLLUTION CONTROL ACTS
The CONTRACTOR agrees to comply with all applicable standards, orders or regulations issued pursuant
to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33
U.S.C. 1251-1387). Violations must be reported to PSA and the END USERS' Federal awarding agencies
and the Regional Office of the Environmental Protection Agency (EPA).
ARTICLE 21: EXAMINATION AND RETENTION OF CONTRACTOR'S RECORDS
In accordance with 2 CFR 200.333 and 2 CFR 200.336, CONTRACTOR shall maintain during the course
of its work, complete and accurate records of items that are chargeable to END USER under this Contract.
PSA, through its staff or its designated public accounting firm, the State of Texas, or the United States
Government shall have the right at any reasonable time to inspect copy and audit those records on or off
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the premises of CONTRACTOR upon advance written notice and during CONTRACTOR'S normal
business hours. Failure to provide access to records may be cause for termination of this Contract.
CONTRACTOR shall maintain all records pertinent to this Contract for a period of not less than five (5)
calendar years from the date of acceptance of the final contract closeout and until any outstanding litigation,
audit or claim has been resolved. The right of access to records is not limited to the required retention
period, but shall last as long as the records are retained. CONTRACTOR further agrees to include in all
subcontracts under this Contract, a provision to the effect that the subcontractor agrees that PSA's duly
authorized representatives, shall, until the expiration of five (5) calendar years after final payment under
the subcontract or until all audit findings have been resolved, have access to, and the right to examine and
copy any directly pertinent books, documents, papers, invoices and records of such subcontractor involving
any transaction relating to the subcontract.
ARTICLE 22: COMPLIANCE WITH BUY AMERICA PROVISIONS
For END USERS who have a preference for domestic end products for supplies acquired for use in the
United States when spending federal funds (purchases that are made with non-federal funds or grants are
excluded from the Buy America Act), CONTRACTOR certifies that it is in compliance with all applicable
provisions of the Buy America Act.
ARTICLE 23: BYRD ANTI -LOBBYING AMENDMENT
Pursuant to 31 U.S.C. 1352, when federal funds are expended by END USER, CONTRACTOR certifies
that during the term of this Agreement it is in compliance with all applicable provisions of the Byrd Anti -
Lobbying Amendment (31 U.S.C. 1352). CONTRACTOR also certifies that:
(1) No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned, to
any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of congress, or an employee of a Member of Congress
in connection with the awarding of a Federal contract, the making of a Federal grant, the making
of a Federal loan, the entering into a cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of congress, or an employee of a Member of Congress in
connection with this Federal grant or cooperative agreement, the undersigned shall complete and
submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its
instructions.
(3) CONTRACTOR shall require that the language of this certification be included in the award
documents for all covered sub -awards exceeding $100,000 in Federal funds at all appropriate tiers
and that all subrecipients shall certify and disclose accordingly.
ARTICLE 24: DEBARMENT AND SUSPENSION
In accordance with 2 CFR 180.220, CONTRACTOR certifies that CONTRACTOR is not currently listed
on the government -wide exclusions in the System for Award Management (SAM), is not debarred,
suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority
other than Executive Order 12549. CONTRACTOR further agrees to immediately notify PSA and all END
USERS with pending orders or seeking to purchasing from CONTRACTOR if CONTRACTOR is later
listed on the government -wide exclusions in SAM, or is debarred, suspended or otherwise excluded by
agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549.
ARTICLE 25: PROCUREMENT OF RECOVERED MATERIALS
In accordance with 2 CFR Part 200.323, CONTRACTOR agrees to comply with section 6002 of the Solid
Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.
ARTICLE 26: RIGHTS TO INVENTIONS
For all contracts resulting from this Agreement and the END USER is spending funds from an award that
meets the definition of "funding agreement" under 37 CFR § 401.2 (a), and Contractor wishes to enter into a
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contract with a small business firm or nonprofit organization regarding the substitution of parties,
assignment or performance of experimental, developmental, or research work under that "funding
agreement," the Contractor must comply with the requirements of 37 CFR Part 401, "Rights to Inventions
Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and
Cooperative Agreements," and any implementing regulations issued by the federal awarding agency.
ARTICLE 27: PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND
VIDEO SURVEILLANCE SERVICES OR EQUIPMENT
In accordance with 2 CFR Part 200.216, Contractor is prohibited from obligating or expending any funds
received as a result of this Agreement to:
(1) Procure or obtain;
(2) Extend or renew a contract to procure or obtain; or
(3) Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or
systems that uses covered telecommunications equipment or services as a substantial or essential
component of any system, or as critical technology as part of any system. As described in Public
Law 115-232, section 889, covered telecommunications equipment is telecommunications
equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or
affiliate of such entities).
(i) For the purpose of public safety, security of government facilities, physical security
surveillance of critical infrastructure, and other national security purposes, video
surveillance and telecommunications equipment produced by Hytera Communications
Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology
Company (or any subsidiary or affiliate of such entities).
(ii) Telecommunications or video surveillance services provided by such entities or using such
equipment.
(iii) Telecommunications or video surveillance equipment or services produced or provided by
an entity that the Secretary of Defense, in consultation with the Director of the National
Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to
be an entity owned or controlled by, or otherwise connected to, the government of a
covered foreign country.
ARTICLE 28: DOMESTIC PREFERENCES FOR PROCUREMENTS
In accordance with 2 CFR Part 200.322, Contractor agrees, to the greatest extent practicable, to provide a
preference for the purchase, acquisition, or use of goods, products, or materials produced in the United
States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). For
purposes of this section:
(1) "Produced in the United States" means, for iron and steel products, that all manufacturing
processes, from the initial melting stage through the application of coatings, occurred in the
United States.
(2) "Manufactured products" means items and construction materials composed in whole or in
part of non-ferrous metals such as aluminum; plastics and polymer -based products such as
polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and
lumber.
ARTICLE 29: CONTRACTING WITH SMALL AND MINORITY BUSINESSES, WOMEN'S
BUSINESS ENTERPRISES, AND LABOR SURPLUS AREA FIRMS
If CONTRACTOR subcontracts any portion of the delivery or providing of property and services to an
END USER, CONTRACTOR must make good -faith, reasonable efforts to take the affirmative steps
provided in 2 CFR Part 200.321(b)(1) — (5).
ARTICLE 30: CONTRACTING INFORMATION RESPONSIBILITIES
Contractor represents and warrants that it will comply with the requirements of Section 552.372(a) of the
Texas Government Code. Except as provided by Section 552.374(c) of the Texas Government Code, the
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requirements of Subchapter J, Chapter 552 of the Government Code, may apply to the contract and the
Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to
comply with a requirement of that subchapter.
ARTICLE 31: FOREIGN TERRORIST ORGANIZATIONS
CONTRACTOR represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign
terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code.
ARTICLE 32: CERTIFICATION NOT TO BOYCOTT ISREAL
CONTRACTOR represents and warrants that (1) it does not, and shall not for the duration of the contract,
boycott Israel or (2) the verification required by Section 2271.002 of the Texas Government Code does not
apply to this Contract. If circumstances relevant to this provision change during the course of the contract,
CONTRACTOR shall promptly notify PSA.
ARTICLE 33: COVID-19 VACCINE PASSPORT PROHIBITION
CONTRACTOR certifies that it does not require its customers to provide any documentation certifying the
customer's COVID-19 vaccination or post -transmission recovery on entry to, to gain access to, or to receive
service from the CONTRACTOR's business. CONTRACTOR acknowledges that such a vaccine or
recovery requirement would make CONTRACTOR ineligible for contracts funded by the State of Texas.
ARTICLE 34: DEALINGS WITH PUBLIC SERVANTS AFFIRMATION
Pursuant to Section 2155.003 of the Texas Government Code, CONTRACTOR represents and warrants
that it has not given, offered to give, nor intends to give at any time hereafter any economic opportunity,
future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in
connection with the contract.
ARTICLE 35: ENERGY COMPANY BOYCOTTS
CONTRACTOR represents and warrants that: (1) it does not, and will not for the duration of the contract,
boycott energy companies or (2) the verification required by Section 2274.002 of the Texas Government
Code does not apply to the contract. If circumstances relevant to this provision change during the course of
the contract, CONTRACTOR shall promptly notify PSA.
ARTICLE 36: FIREARM ENTITIES AND TRADE ASSOCIATIONS DISCRIMINATION
CONTRACTOR verifies that: (1) it does not, and will not for the duration of the contract, have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade association or (2)
the verification required by Section 2274.002 of the Texas Government Code does not apply to the contract.
If circumstances relevant to this provision change during the course of the contract, CONTRACTOR shall
promptly notify PSA.
[SIGNATURE PAGE TO FOLLOW]
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DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
IN WITNESS WHEREOF, the parties have caused this Contract to be executed by their duly authorized
representatives.
Signed for the Purchasing Solutions Alliance, Bryan, Texas:
DocuSigned by:
Michael Parks, AICP
Executive Director
Brazos Valley Council of Governments
Signed for the OpenGov, Inc., San Jose, California:
DocuSigned by:
n
Waranya Simbeck
Head of Finance
OpenGov, Inc.
5/10/2022
Date
5/17/2022
Date
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Contract 21-203-PCN
Exhibit A: Offeror's Response to RFP 21-203
)RIGINAL
PSA
eProcurement & Contract Management
Solutions
R F P# 21-203
TO: Susan Lightfoot, Purchasing Director
Purchasing Solutions Alliance Program Director
3991 East 29th St, Bryan, TX 77802
Published: Monday, May 24th, 2021
Due Date: Tuesday, June 22nd at 5:00 p.m. via MAIL/PAPER DELIVERY
ADDENDUM 1 June 9th: RECEIVED AND READ
ADDENDUM 2 June 10th: RECEIVED AND READ
Response by: Govlist, Inc. dba
- - -... 0 ProcureNow
An QpenGov Company
Corporate Headquarters: 530 Divisadero St #797, San Francisco, CA 94117
Key Personnel:
Thao Hill, Chief Customer Officer, thao@procurenow.com, 415-470-2428
Geri Forslund, Director of Customer Success, geri@procurenow.com, 850-591-8043
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CoverLetter................................................................................................................................................................3
Section 1—
Executive Summary.................................................................................................................................4
Section2 —
Product Offerings.....................................................................................................................................6
Section3 —
IT Requirements.....................................................................................................................................38
Section4—Technical
Support..................................................................................................................................44
Section5 —
Cost Proposal.........................................................................................................................................46
Section 6 —
Vendor Qualifications............................................................................................................................48
Section 7 —
Staff Assigned to the Account................................................................................................................51
Section8 —
Marketing Strategy................................................................................................................................55
Section 9 —
PSA Administrative Fee..........................................................................................................................58
Section10
— Exceptions to RFP................................................................................................................................59
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 2
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Susan Lightfoot I Purchasing Director
Purchasing Solutions Alliance (PSA)
3991 EAST 29TH ST, Bryan, TX 7780
Dear Susie,
It is with an immense amount respect and gratitude that Govlist, Inc (dba ProcureNow and hereafter referred to
as ProcureNow) submits our response to your request for proposals to deliver an enterprise eProcurement
platform as part of PSA's offerings to its members.
If an agency seeks a comprehensive solution that results in modern/intuitive software, expert services, and a true
procurement technology partner that makes their teammates' and their suppliers' work lives more enjoyable and
more successful, ProcureNow is the right partnership for your members.
Our company, our customers, and our team's current and past experiences make ProcureNow uniquely qualified
to meet and exceed your member Agencies' priorities and challenges. Electronic bidding can increase quality,
convenience, and efficiency, and there are many options in the marketplace to help with electronic bidding.
Nearly all of them miss the mark on making the experience user friendly and intuitive. Most of them were built
decades ago, and unfortunately were not built to scale and cannot easily modernize to today's highly connected
users — and that puts their customers at a big disadvantage on Day 1. ProcureNow's eProcurement platform has
been available to governments for just over 3 years, and we offer enhancements for our customers on a regular
(bi-weekly) basis.
The Challenge: who can PSA's member agencies partner with who 1) has a modern and comprehensive
procurement cloud -based system, 2) solves some of the biggest challenges facing public procurement today, 3)
can innovate their solution at the same speed as private sector technology innovation, 4) can future proof their
procurement tool kit so they won't ever find themselves with a system that's outdated, 5) has proven their
solution works at a hyperscale, enterprise local government level, and 6) is cost effective?
Your ProcureNow project team and our customers call attention to the same challenges your membership faces,
and we work together as One ProcureNow Community to solve them. We invite PSA and your members to join
the ProcureNow community of procurement innovators. The time to achieve something bigger and better is now
— and ProcureNow gives our customers the platform to do just that.
In reading, digesting, and co -owning the Requirements stated in your request — ProcureNow is committed to
helping PSA and your members exceed these goals and stand out as one of the country's top public procurement
innovators.
Sincerely,
Thao Hill
Chief Customer Officer @
ProcureNow (an OpenGov Company)
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 3 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Vendors must condense and highlight the contents of the proposal in a separate section titled "Executive
Summary." Indicate why your products and services are superior to others in the market.
Upfront, the ProcureNow team wants to stress our unique position for PSA and its members. Our "intake" solution
helps government buyers make the decision about which procurement vehicles are available to them when
making the decision about how to source— and that INCLUDES promoting Purchasing Solutions Alliance contracts
as a WORKFLOW OPTION/Alternative to going out to bid or RFP. We realize that, sometimes, leveraging
cooperative purchasing makes a ton of sense, and other times — using our RFP and bid writing tools makes more
sense.
If PSA awards the eProcurement and Contract Management Solutions RFP exclusively to ProcureNow, we will in
turn promote PSA as the Cooperative Procurement "embedded" option — effectively promoting all PSA contracts
to all ProcureNow customers from within the solution workflow.
Also, because PSA/Brazos Valley leverages ProcureNow as your eProcurement solution, your awarded solicitations
will be searchable by the entire ProcureNow customer community — automatically.
ProcureNow is a comprehensive, intuitive cloud -based solution that empowers public agencies to manage and
automate the complete process for developing and collaborating on all purchasing projects from request to
award.
1. Write comprehensive scopes of work and
requirements within our departments using intuitive
guidance and with good "business language" that will
make sense to vendors who are qualified to respond.
2. Build RFPs and bids in such a way so that Vendors
respond in a consistent, intuitive, guided way every
time.
3. Connect your projects to a database of vendors AND
social media to boost the marketing efforts
automatically of purchasing opportunities, which will
lead to more vendors responding because the solution
guides them intuitively.
4. Design the evaluation process language for RFP and
bids — leveraging that to automate electronic scoring
and bid tabulation.
5
6
7
8
Create your bid tables electronically, allowing our
vendors to easily understand how we want them to respond in a way is fair and objective to finding the
best value and/or lowest price.
Ensure the consistency of required compliance language within our bids by mandating the language to be
locked so that no one can change that part of the solicitation language
Includes live support and live collaboration tools for both bidders and internal teams, eliminating
unnecessary wasting of time due to using the wrong tools.
Create, collaborate, review, store, categorize, retrieve, and remain proactive with all contracts, and offer
more self-service transparency tools for the public.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 4 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
ProcureNow exceeds the current expectations of the public procurement software industry. California Techwire
recently released an article they wrote on the successes the City of Milpitas, California achieved by looking beyond
traditional electronic bidding solutions and seeking a full lifecycle purchasing workflow automation solution: Cities
Find Way to Streamline RFPs, Contract Management.
• Accelerate Workflows and Approvals — ProcureNow customers report between a 60-80% decrease in the
amount of time spent developing solicitations JUST with live collaboration tools built into the software
and eliminating the shuffle of word processor documents and approvals through email inboxes.
• Automate preparation and distribution of bids and requests for proposals — ProcureNow is the only
government procurement solution that will guide you through BOTH the complete development AND
distribution phases of a solicitation.
• Meet publication requirements — check. Not only do we have our own ProcureNow Vendor Community
Network, but your solution will make the process of posting to online publication wires "one click" easy.
• Simplify bid evaluations — a fully integrated evaluation and scoring module means you'll never have to
print copies of proposals for evaluators or distribute and collect spreadsheets. One system takes you
from idea to contract.
• Give departments and the public easier access to documents — Departments. Transparency and visibility
internally are keys to setting better expectations between purchasing and the rest of the Agency.
ProcureNow was built for (and includes the proper enterprise security design) to allow ALL Agency
employees to participate and collaborate on projects they are invited to. Public. ProcureNow has lowered
the barrier of difficult for the public to gain access to bid documents. No more forcing vendors to fill out
long applications to subscribe and view your bids — or forcing them to try to figure out non -intuitive
interfaces built decades ago.
• Maintain documents for public records requests — retention of all files is unlimited and available securely
in the cloud.
• Manage insurance certificates — Yes. We'll help you keep your certificates in one place and up to date
with centralized expiration notifications.
• Provide access to a wider vendor audience — We intentionally made collecting vendor fees for premium
notification services prohibited because if we were to do that, we would inherently have a conflict of
interest in trying to ensure the widest vendor audience outreach possible for you, plus we want our
customers to know us as the company that helps them succeed in their roles and their careers.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 5 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Fully describe the products and services offered in your proposal. Discuss any optional features/services. Discuss
any customization options that are available.
Typical Existing Scenarios and How ProcureNow Helps
Whether a member agency is currently managing a paper -based procurement or contracting process or the
agency has a an outdated electronic solution, ProcureNow has the technical knowledge and the experience to
successfully transition you from your current legacy workflows to ProcureNow.
Writine Saecifications and Develooine Contracts
Historically, many internal department customers develop specifications and contracts using previous bids,
'borrowing' from other agencies, or from scratch.
They will now be able to do this within the ProcureNow app. Whether the solicitation came from within, from
another ProcureNow agency, or by linking the user to cooperative purchase options, we make "borrowing" much
easier because your solicitation will have your up-to-date compliance language at the same time as including
scope requirements that could have been borrowed from another solicitation.
Project Library Search
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 6 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Scheduling
The Clerk's office often receives a request to schedule a bid opening or RFP collection date either from Purchasing
or the lead department. The request is logged on an Excel spreadsheet and an Outlook meeting invite is sent to
the applicable staff members
With ProcureNow, this will all be completed within the tool, eliminating the multiple entry in multiple locations.
Staff members can be invited to receive notification about important timeline dates, bid openings being one of
those notifications. The Clerk can have their own access to ProcureNow to approve and keep track of the dates —
and ultimately completing the virtual bid opening right within ProcureNow!
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RFP# 21-203 7 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Posting
The bid is posted on the Agency website, 5 bulletin boards (paper coversheet), and bid notification system are
activated and vendors are notified. Any addenda are posted on the website and through whatever other means
are available to them at the time.
• ProcureNow will automatically post to your website, eliminating any need to re-enter bid information on your
website as well as your bidding module.
• Your solution will also generate the Notice for the Agency to print for your bulletin board posts.
• Your solution will include notification to the ProcureNow Vendor Community Network.
• Drafting, approving, posting, and notification of addenda is completely automated with ProcureNow.
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RFP# 21-203 8 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Collection
As responses are submitted, with a paper -based process, the Purchasing or Clerk's office timestamps the packages
and places them aside in a "locked cabinet" until the calendared deadline.
No one, not even ProcureNow administrators, can access a submitted bid. Similar to how it is described above,
only the Vendor name, contact information, and timestamp will be visible. Your bid packages are virtually "set
aside" until the bid due date. Once you are live, you'll never have to handle a physical bid package ever again.
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After the close of the submittal deadline, our team would previous see RFPs collected and a clerk would type all
submissions onto a Word document which identifies the name of the bidder, their city and state, which is emailed
to staff. The RFPs would be sent to staff via interoffice mail for review.
Now, this can all be completed electronically, even down to their digital acceptance of any conflict of interest or
confidentiality agreements.
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 9 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Submittal — Bids:
Typically, after the close of the deadline, we will see procurement or the clerk's office hold a public bid opening.
The bids are opened and bid totals are read aloud to the room. Once the opening has concluded, the clerk types
all submissions onto a Word document which lists the name of the bidder, their city, state, and bid total which is
emailed to staff. The project manager retrieves the opened bids from the bid opening location for review. Note
that the project manager also typically works from a different location.
This will all be completed within ProcureNow. And since we're cloud based —you can be anywhere in the world!
You can even evaluate your bid totals on your iPhone and Android device. All of the typing you described above
will go away and be replace with simple access to ProcureNow. With a click of a button, this information can be
sent to the bidders as well, essentially replicating a public bid opening... but online.
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The submittals are evaluated and if required, a staff report is prepared.
Due to the pandemic, we have seen a lot of agency struggle with this part of the process due to increased remote
coordination efforts.
Evaluations are completed & results easily exported/printed from within ProcureNow for reporting purposes.
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RFP# 21-203 10 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Pricing Results
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ProcureNow Solutions Overview
Many agencies are seeking a modular eProcurement and Contract Management solution that incorporates
features and functionalities which will streamline the bid creation process and posting, with attachments, bid
evaluation and award process, and ultimately help support your tracking of many contracts. With ProcureNow,
your member agencies will be able to do the following:
Improve, automate, streamline, and simplify bid specifications creation with a library, compilation, tracking,
collaboration, approval and distribution process for all departments and divisions within the Agency.
This is exactly why we created ProcureNow. There just didn't exist a solution that solved the biggest challenges
facing public procurement —that was intuitive enough that anyone in any department could use it without needing
a 100-page training manual: Creation with proper research, compiling all the necessary parts of complex
solicitations, gaining consensus with collaborative tools, ensure all the right eyes see and approve the project
without overwhelming everyone... What the Agency is asking for, ProcureNow delivers to all our customers.
(actual screenshot from laptop and phone of the same dashboard page)
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RFP# 21-203 11 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Allow for vendors to register at no cost, avoiding duplicate records. Perform real-time verification of certifications
and licenses, generate reports and broadcast messages to selected vendors.
1. Vendor registration has no monetary cost, and we've kept the barrier or entry low for gaining access to your
bids, meaning, bidders don't have to fill out tabs upon tabs of information just to read a bid. ProcureNow's
onboarding process for a vendor is meant to be easy and guided.
2. Avoiding duplicates: ProcureNow checks the vendor database when someone from a company signs up to
see if anyone else at the company has already registered. It will try to help them join their user accounts if it
makes sense to do so. This eliminates duplicates supplier records.
ProcureNow
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 12 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
4. Reporting capabilities exist throughout the tool. Very powerful visualizations help ensure every solicitation
has the best chance of success:
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ProcureNow supports use of Category classifications. Vendors will have the opportunity to which classification
system is desired. This categorization is OPTIONAL. We do not force vendors to choose categories, in which case
they will receive all notifications from the Agency.
The Agency will have access to the list of Vendors who are subscribed to receive bid notifications as shown below.
Vendors have the ability to securely update their notification settings.
Vendor Management
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 13 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
The following vendor facing notifications are standard with any ProcureNow Implementation:
1. New Opportunity Issued
2. Questions Answered
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5. Bid/Proposal Received
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7. Bids Unsealed and Visible
8. Award Recommendation
9. Project Awarded
Other optional emails are sent, such as the "vendor disqualified" messages.
Many important internal alerts are included as well, in order to help staff stay on top of any activity on the
project.
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RFP# 21-203 14 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Manage the process of bid issuance, advertising via social media, conducting evaluations including automating
scoring, and award including construction and public works projects.
Bid issuance — in this screenshot, one can see the email log of bid issuance notifications from ProcureNow:
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Advertising via social media — this is "one click easy" with ProcureNow. In this example, VTA's community
outreach program posts bid notifications using ProcureNow:
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RFP# 21-203 15 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
conducting evaluations including automating scoring — Yes, a fully comprehensive solution to accommodate a
whole host of different evaluation scenarios:
Conlirruation Required
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in response 1. your project.
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Award — recommendation and finalizing award, and the communication of this to your supplier community is
automated with ProcureNow. This example shows how not just lowest bidder, but the winner of an evaluation
process can be displayed for the public with automated notification of the recommended and finalized awards.
FINANCIAL ADVISOR SERVICES
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RFP# 21-203 16 1 P a g e
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Including construction and public works projects — ProcureNow works with numerous Public Works departments,
and in some cases, we contract directly with the public works department. Our customers love ProcureNow for
public works and construction projects because we make designing the electronic bid and bid sheets easy and
intuitive. Bidders are intuitively guided through these very complex bids, and ProcureNow helps ensure the
format is understood and followed. Finally, tabulating lowest price/responsive/responsible is easy with
ProcureNow — communicating responses (with virtual bid openings) and the award process are fully automated,
transparent, and compliant.
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drawings are no problem in ProcureNow (both for agency documents and supplier responses).
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 17 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Distribute bids timely, addenda notifications and acknowledgements, online question & answer management,
secure eBidding, split/lump sum award capabilities, ad -hoc reporting, sealed lock box for large documents, access
to bid specification library.
Distribute bids timely: Due to the focus of ProcureNow on operational collaboration and efficiency, our customers
report they release bids on average 80-90% faster and with higher quality than before ProcureNow. This is an
efficiency gain that is unique to ProcureNow. The below is an example of how effective live chat/task assignment
can move your solicitation development process along much more expeditiously!
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addenda notifications and acknowledgements: ProcureNow features an automated version tracking capability
that can be leveraged to automate the creation of addenda. Vendor get a "track changes" view of what changed
with a released addendum. Suppliers must read and acknowledge addenda before submitting their bid. In the
event a bidder submits their bid and then the Agency released an addenda, the supplier will be notified daily until
they read and reconcile the new addenda.
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RFP# 21-203 18 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
online question & answer management: Because ProcureNow is an agency -wide tool, our Q/A functionality allows
the bid administrator to fully manage and collaborate/delegate questions and response drafts to anyone in the
Agency. Once they have completed their drafts, the administrator may review, modify, and then ultimately
release answer "en masse" to all vendors following the project. These notifications are logged and audited for
your review at any time (second screenshot).
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level.
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RFP# 21-203 19 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
split/lump sum award capabilities: ProcureNow can take an excel spreadsheet of bid items and import them into
an electronic pricing table that bidders can respond to. ProcureNow supports "base bid and alternate bids", "line
item bidding", "rate sheets", etc. Once collected, these are viewable side by side during the tabulation process.
ProcureNow allows you to select one or more tables and/or rows to add to return who is offering the lowest bid
for the options selected. Bid Administrators may also review all the forms that were collected to ensure
responsiveness, and ultimately can disqualify bidders if they fail to meet the minimum requirements
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RFP# 21-203 20 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
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RFP# 21-203 211 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
access to bid specification library: Every solicitation that the Agency and our other customers release become
part of a searchable library where the user may copy scope/requirements sections, evaluation criteria, pricing
tables, and vendor response format questions. This is available to your internal customers so they can be more
empowered to build a more complete set of requirements as they collaborate with purchasing staff, if and when
needed.
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 22 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Manage contract information, maintain online contract document files, view history with an audit trail, schedule
tasks.
Yes. ProcureNow helps you manage the vendors associated with a project, keep and categorize all associated
documents related to your contracts, and schedule tasks and milestones.
Upload insurance certificates, automate notification settings and generate reports.
Yes. For all the items listed above and more, ProcureNow will generate notifications to subscriber groups
regarding important deadlines and expirations for insurance certificates. Everything you see in the screenshot is
automatically generated by the system:
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Maintain bonds (performance, bid, etc.) and amount. Upload bonds, automate notification settings and generate
reports — allow for electronic bid bonds.
ProcureNow can properly guide vendor with detailed instructions built right into the vendor format area in the
event you want to leverage an electronic bid bone, or collect a scan electronically, and then have the winning
bidder send their paperwork along. That is what many of our customers do. The best part of ProcureNow is it's
flexible to meet you where you are today and modernize that practice with deep boilerplate capabilities.
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field.
Manage vendors that provide goods and services in the event of an emergency.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 23 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
ProcureNow includes an Emergency Vendors, Bids, and Contracts portal available to all customers that gives you
a searchable database of resources available to you in the event of a natural disaster, public health crisis, or other
emergency.
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ProcureNow leverage an email verification system that periodically checks the validity of the email. Accounts that
bounce back are flagged to be disabled. This ensures the account is actually delivering notifications to a bidder
who is reading the message.
All Agency -wide users will have access to the searchable vendor database.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 24 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Accessible via phone even during internet outage.
EVERY feature in ProcureNow, both internally and for suppliers, is 100% compatible on any mobile device with a
browser. Response times are very fast which ensure responsiveness, even over a cellular connection.
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RFP# 21-203
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251Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
rocureNow Solutions — Marketing Language
RFP/Bid Writer (Collaboration Module)
For procurement team members and project lead
staff, making requests and collaborating purchasing
projects and scopes of works can be painful and
daunting — historically done with an inefficient
combination of word processors, spreadsheets,
phone calls, emails, and knocking on doors. It's the
existing tools and legacy software that make the
process more painful and problematic.
Scope of Work
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SOLICITATION BUILDER is an easy to use portal to help governments write, track, and review your RFPs and bid
projects... managing scopes of work, project deadlines, vendor questions, pricing tables, compliant evaluation
processes, terms and conditions language, public notices, and everything else that goes into making a successful
sourcing event... from beginning to end.
It has built in collaboration and reviewing, allowing project team members to focus on their piece of the project.
Insights and reports allow all the stakeholders involved to track project status and get ahead of the workload.
The ProcureNow solution will ensure you are using your most up-to-date set of terms and conditions and vendor
guidelines while simultaneously offering all staff a convenient place to collaborate on scopes of works using a
searchable scope of work library.
Spend less time being confused by the wrong tools, and more time being inspired by your team's creative edge!
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 26 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Vendor Portal (Sourcing Module)
The CHALLENGE: By betting your procurement
outcomes on legacy vendor databases, you gamble
the success of your entire government agency on the
ability for that vendor database to solve all your
sourcing problems. We don't live in that world
anymore. Additionally, projects driven by a PDF over
5 pages lead to poor vendor understanding and
participation. This leads to "no bids", vendors that
Govlist Proposal
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are confused by how to properly respond, and even worse, vendors who win who don't fully understand the
project they responded to.
THE SOLUTION : VENDOR PORTAL makes execution of sourcing events elegant, fast, repeatable, and intuitive.
Your public notices are now connected to all major social media outlets including Linkedln. Transparency,
education, participation, and collaboration are focus points for each and every sourcing engagement you run.
Vendor education and guidance is built into the response process, so you don't have to worry about suppliers
being trained on what to do.
THE RESULT: More qualified vendors engaged.
Vendors that understand your requirements.
Proposals completed with ease. Suppliers focused on
the quality of their responses, not on trying to figure
out 100s of PDF pages.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203
Hosted eDiscoverylFOlA Review Platform RFP
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271Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Evaluations (Sourcing Module)
ProcureNow loops in internal stakeholders for
vendor evaluations and tabulates scores either with
low bid auto -tabulation or by aggregating best
value scoring. When connected with the Vendor
Portal, bid tables and vendor questionnaires can be
filtered with side -by -side comparisons that make
scoring more objective and fair.
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evaluation packets. Easily review associated response documents with an intuitive online tool where materials
can be accessed from any device. Easily enter evaluation comments that help you and your selection team stand
behind your scoring decisions.
ProcureNow offers side -by -side comparisons of vendor proposals to allow best -value evaluators to objectively
score without having to flip through hunders of
physical or PDF pages. ProcureNow also automates
the process of tabulating pricing bids for
determining lowest bidders. Because the solution
fosters an environment for new levels of integrity
and and fairness, the tool can provide confident
transparency that increases citizen trust in
purchasing offices.
Aggregate Proposai Evaluations
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 28 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Contracts Module
Empower your contracting team, your
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department customers, your vendors, AND 2°1
the public — with one solution that will take
N° your award recommendations and connect
that important information to your contract
records. Store, categorize, search, and.,. Ea�"
retrieve all your agency's contracts in one
place. Build and execute contract clauses
and templates so that your team can deliver the contract language that's the best fit for the project.
Automatically notify staff and vendors of upcoming contract and contract document deadlines and expirations.
Exercise options to renew with a single click. Connect the public to a search portal of your contracts, eliminating
public requests for information regarding your agency contracts. NEW: Track your spend against contracts.
Because it's connected to the original solicitation, you now have the full, connected lifecycle of your purchase
and project at your fingertips!
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 29 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Functionality Matrix
ProcureNow is a cloud -based solution that empowers our agency to manage and automate the complete process
for developing and collaborating on all purchasing projects from request to award.
The following is a "near comprehensive" functionality outline that ProcureNow offers:
Purchasing Intake/Request Management
a. Ability for end users to create a request that includes scope of work and other background research.
b. Allow Procurement Team dashboard access to these requests to help manage procurement
workloads of who will be assigned projects once reviewed and approved
c. Determination of procurement method, description, status
d. Assignment of project managers and buyers
Solicitation Development
a. User Friendly Dashboard and Interface: the system should provide an intuitive user interface that
will guide the user through specific steps to streamline the preparation of a solicitation.
b. Automate various pre -solicitation and solicitation documents, exhibits, schedules, and attachments
c. Aid users in preparing and drafting a Solicitation document that will ultimately finish in web based,
MS Word and/or PDF with multiple PDF attachments — in an ADA Compliant fashion.
d. Capability to copy/duplicate previous solicitations enabling edits.
e. Provide a library where a variety of "bid form" templates and historical solicitations may be stored
and accessed by the agency.
f. Utilize and manage boilerplate clauses and documents prepared and managed by the Agency. Track
the editing and development of such documents during solicitation development.
g. Clause selections based on a series of upfront customizable questions that determine the options
chosen in presenting the proper language for a solicitation
h. Integrated document preparation and version control, with ability to view DRAFT version differences
based on tracked changes
Ability to share published solicitations and requirements with other agencies within the tool
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 30 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Internal "Front End" RFP/Bid Workflow Automation
a. Ability to collaborate, chat, and assign tasks within the tool that occur simultaneously, allowing
different sections of the solicitation project to be developed at the same time.
b. Approval for final solicitation (with option to enable/disable)
c. Workflow and approval process tracking
d. Provide and facilitate customizable workflows with multiple approvers of a Solicitation document.
e. Ability to modify workflow — add/subtract participants and steps
f. Provide an interface or solution for solicitations to be transferred to website and/or vendor
engagement module for advertisement.
Vendor Database and EnRaaement
a. Maintain a database of all registered potential bidders
b. Send vendor registration invitations via email address
c. Vendor directory search, filter, and profile viewing capabilities
d. The Solution shall provide a comprehensive and dynamic online portal where vendors interested in
participating in opportunities can register at no cost.
e. Vendor online registration 24 hours per day/7 days per week/365 days per year
f. Vendor registration available through one site and login for multiple agencies.
g. The vendor database shall include the functionality to allow vendors to list commodity/service codes
to subscribe to notifications via listed codes, update contact information, and desired commodities
codes as needed.
h. Automated system notification to vendor of successful registration
i. Ability for vendors to self designate as someone who provides natural disaster and public health
emergency goods and services
j. Automated notifications of newly posted solicitations to registered vendors under selected category
codes
k. Store vendor contact information for a minimum of two (2) contacts per vendor
I. Track and report if vendor is Disadvantaged Business Enterprise/Small Business Enterprise ("DBE"
and "SBE")
m. Automated vendor notification if an addendum is posted
n. Automated notifications to vendors if responses to questions and/or clarifications and or approved
equals are posted.
o. Automated secondary notifications to vendors of procurement activities, such as questions and/or
clarifications due date, pre -proposal or pre -bid conference, solicitation due date and time.
p. Allow vendors to submit insurance documentation to the site
q. Ability to easily post with one click links to social media outlets such as Linkedln, Twitter, and
Facebook
r. Offeror shall be available to assist and resolve problems with vendors and users in real time within
the application with live help.
s. Agency shall be able to share registered vendors data with all agency staff as well as other agencies.
Electronic Sourcing
a. Web -page portal integration with Website
b. Solicitation and addenda automated posting
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 31 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
c. Version tracking on the original posting and each addenda, with track changes that's viewable to the
bidder of "what changed" from one addenda to the next.
d. Require vendors to acknowledge addenda before submitting bids.
e. Options for vendors to submit secure electronic proposals/bid online
f. Ability to create electronic pricing tables that bidders respond directly into the table
g. Ability to upload an excel pricing table into an online pricing table
h. Vendor capability to upload documents online
i. Ability to share "take out" or participants lists
j. A complete audit on deliverability of vendor notifications and downloads
k. The agency should be able to track solicitation outreach and participation in real-time.
I. Vendor Ability to review solicitation prior to submittal without a lengthy login process
m. Ability for vendors to ask the agency to respond to questions and clarification requests
n. Ability for vendors to send approved equals requests online
o. Post responses to questions and/or clarifications on approved equals
p. Automated notification to staff for procurement due dates, such as bid due date, pre -bid or pre -
proposal meeting, etc.;
q. Time and date stamp for when proposals are received; Automated confirmation email for successful
electronic uploads and/or downloads.
r. Firm stop to prevent submittal of late quotes/bids/proposals
s. Ability to support sealed bid procurements
t. Support 2 stage bid unsealing — to keep pricing back from evaluators until a later time during the
evaluation.
u. Ability to pre -qualify firms prior to bidding;
v. No submittals shall be allowed after the due date and time.
w. Ability to perform virtual bid openings and show the bid totals of each vendor that responded.
Evaluations and Scoring
a. Proposal/bid evaluation on-line
b. Ability to validate vendor state certifications online.
c. Ability to evaluate lowest, responsive, responsible bids
d. Ability to evaluate and award best value
e. Ability to evaluate and award line item bids.
f. Ability to set up custom evaluation groups
g. Ability to set up multiple evaluation groups
h. Enforce Evaluators to digitally accept terms to be an Evaluator (confidentiality/conflict of interest)
i. Ability to collect compile and analyze scores
j. Ability to customize formulas for evaluating cost
k. Ability to compile data into recommendation forms
I. Ability to evaluate technical, proposal, cost, preference (local, minority, etc., if any) and
presentation, summary and detailed score views, collection and tabulation of committees' RFP score
sheets with the capability to finalize ranking per member and provide a completed matrix which
includes the ability to view evaluation team member notes as well as a visual side by side final
scoring summary (including notes) with ability to export to Excel format.
m. Automated evaluation functions (pricing auto calculation, ability to pre -qualify prior to evaluation,
review/score/rank matrix with/without knowledge of pricing, evaluation criteria development,
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 32 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
ability to attach related documents, build scoring measures, integrated questionnaires and allow
online communication, various customizable scoring methods of evaluation, including consensus
scoring, automatic and custom email notifications
n. Distribution of solicitation submittals to evaluation group(s) electronically
o. Ability to enter supplemental evaluation comments
p. Tracking of evaluation status and auto reminders of status
q. Capable of managing multiple awards from a single solicitation
Award Notification
a. Notice of intent to award or rejection (Recommendation)
b. Notice to Proceed notification (Finalize)
c. Posting of tabulations and award information.
d. Be capable of storing all bids and awards, for reference purposes, in perpetuity. Have a solicitation
trail that is fully transparent and auditable to the Agency and the public.
Admin and System Standards
a. Ability to create manage users, departments, templates, workflows, and custom variables
b. System must be accessible by different means of web browsers. (i.e. Internet Explorer, Google
Chrome, Safari, Firefox, etc.)
c. Role -based security and administrator permissions for controlling staff access
d. User-friendly solution, focused on generating efficiencies
e. Training and guidance provide within the application, as users use the solution, to prevent needing
to be re-trained after a period of non-use.
f. Ability to brand with agency logos etc
g. Americans with Disabilities Act (ADA) compliant solution
h. Possibility for integration, customization, additional options and/or modules
i. Real time chat support with vendors and staff
Provide reports and statistical analysis of overall use, with statistical breakdowns for each
solicitation type
k. No use of plug ins or browser extensions
I. Access to web -based application, 24-hour access to application.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 33 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
mplementation Methodology
ProcureNow can typically go live with Phase 1, Electronic Sourcing, within 2 weeks of the project start... timing
largely depends on customer readiness and willingness), which will address the specific requirements outlined in
the solicitation.
Coordinated Timeline for Success (Sourcing Module)
1. Meeting 1: Project Kick Off (1 hour)
a. Customer Sends ProcureNow language for the next bids
b. Customer Sends ProcureNow existing Vendor Lists
c. ProcureNow Sends website integration suggestions
2. Meeting 2: Customer and ProcureNow - Create First Bid and Discuss the formats of the other
solicitation types (1 hour)
a. ProcureNow will suggest changes to language based on using ProcureNow
b. Customer and ProcureNow work together to create the bid templates, and the initial setup for those
templates.
3. Training 1: Creating/Releasing Bids with ProcureNow (1 hour)
4. Meeting 3: Customer Webmaster Meeting (30 minutes)
a. with ProcureNow to confirm and complete website updates
• GO LIVE: ONLINE VENDOR PORTAL
b. Website Changes Go live
c. Vendors Notified
• GO LIVE: FIRST BID RELEASED
5. Training 2: Bid Opening, Tabulation, Evaluations, Awarding the Project (1 hour)
• GO LIVE: EVALUATIONS / BID TABULATIONS after your first bid opening
Coordinated Timeline for Success (Collaboration Module)
1. Meeting 1: Project Kick Off (1 hour)
a. Customer Selects the First solicitation type (usually either ITB or RFP), and works with ProcureNow
to design the Solicitation Template in ProcureNow.
2. Meeting 2: Discuss the first template design (1-2 hour)
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 34 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
a. This can take 2 to 3 hour-long meetings to work together to get the right logic and language in
place.
b. Receive sign off on the first full solicitation template
• GO LIVE: SOLICITATION DEVELOPMENT
3. Training 1: Writing your RFPs and Bids with ProcureNow (1 to 1.5 hours)
4. Next Steps: Support Customer in Developing Solicitation Template
5. Meeting 3: Intake and Request Approval Workflow
a. Planning for expansion into internal customers/departments and bringing departments online
through training and support
b. Implement default "Review/Approval" Processes.
6. Training 2: Internal Customer/Department Training (1 hour — and may repeat this one for new
departments if needed).
• GO LIVE: DEPARTMENTAL INTAKE REQUESTS
Coordinated Timeline for Success (Contract Module)
1. Meeting 1: Kick Off! (1 hour)
a. Gather Existing Contract Data and Contract files
b. Gather Contract Sample Templates
2. Meeting 2: ProcureNow works with customer to prepare any contract lists for import
3. Meeting 3: Develop Contract Templates
a. This process is similar to the solicitation templates — design/collaborate/review/approve
4. Training 1: Managing New Contracts in ProcureNow
5. Training 2: Using the Contract Document Developer Tools
• GO LIVE: CONTRACTS MODULE
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 35 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Making Room for the "Unknown" (Customization Options)
A Very big part of the ProcureNow experience is YOUR ability to affect the direction of our solutions as we continue
to make rapid enhancements. Particularly at the beginning of each project, we assume there will be a moderate
level of potential unplanned reconciliations between the terminology and expectations of our new customers and
our current offering. Our customers are delighted by the fact that we build intense "listening and responding"
into every customer plan. The result is a win -win: delighted customers all contributing to the continuous
improvement of the "next generation of eProcurement solutions, and our solutions is always "future proof". This
is a core tenet of our company's mission.
"After vetting several options my team decided that Washington County would go with ProcureNow. i expected a
system that would meet our requirements, which I got... With ProcureNow, though, I also have a partner who is
agile and attentive. They listen carefully, and our input is valued. We are extremely happy with our experience and
look forward to being a part of this innovative and collaborative partnership."
Suzi Fulcher, CPPB, — Purchasing Supervisor, Washington County, Oregon
Training
Our team will work with you to design a training plan to meets your needs, however a typical training plan includes
one or two interactive sessions with the purchasing staff where we collaborate on running projects together, and
go over best practices in using the software. Those sessions are usually 1-1.5 hours in length. Secondly, we
organize one to three sessions for onboarding Project Managers in departments. We find that the most organized
customers typically get everyone to do one meeting together, but we also recognize that that isn't always possible,
so we give the options for multiple sessions. Those PM sessions focus on what is possible with the tool for doing
solicitation development and evaluations.
Please remember that our customers are up and running in a very short amount of time, and the reason is
because of the intuitiveness of the products, built in training and guidance, and live chat support. Initial training
for a new user takes about 30 minutes.
When we completed our ramp up of the procurement team for the City of Norfolk, Virginia, in March of 2020,
they were able to prepare themselves for a go live of sourcing and evaluations on their own, with only a 1 hour
demonstration of the product. Our team was on hand to answer questions inside the live chat, but they completed
their test run and self -training of the system on their own in one day.
We provide Training for the following roles:
✓ System Administrators ✓ RFP and Bid Requestors, Drafters and
✓ Solicitation Administrators Reviewers
✓ Sourcing/Vendor Administrators ✓ Evaluation Committee Members (this is self
✓ Evaluation Administrators taught)
✓ Contract Administrators ✓ Contract Drafters and Reviewers
These courses typically last one hour each. We will coordinate between initial onsite meetings/trainings
and online trainings. After initial trainings are completed, ProcureNow offers 3-5 weekly live training
sessions that can be reserved for a single customer or that can be shared with other customers. This
ensures you always ProcureNow Team training at your convenience. We also offer a Weekly Customer
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 36
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Check -In where we discuss new enhancements our team has released from the previous week. All
Customers are invited to participate in this community discussion.
We keep an on -demand video library of short training videos that cover a number of topics across the
platform as well
Project Management
A Core Mission of Innovation as a Discipline
A key reason why our customers love ProcureNow is because we make and prove that innovation is a
routine discipline - from bi-weekly check -ins with our "raving fan" customers that offer critical feedback
to help us make our product better, to a weekly engineering sprint meeting that brings executives,
customer success, sales, engineering and industry experts together in a room on a weekly basis to keep
our priorities aligned tightly with customer expectations.
By combining this strict adherence of regular, formal communications channels that our customers can
depend on with a software architecture leveraging the most modern development methodologies and
strategies, our customers log in every day to a product that is relevant, valuable, stable yet ever changing,
exciting, and innovative. And 10 years from now, ProcureNow wants our customers to continue to log into
that very same experience of a modern innovative solution that keeps in touch with their needs.
What you can expect from ProcureNow is the most modern automation possible in all areas of your
relationship, while maintaining an important personal touch - making this a true partnership of people,
process, and technology.
Key points:
o We have a proven out of the box cloud based solution for writing RFPs, bids, amendments, and
contracts.
o We are agile — we can deliver on your specific requirements while maintaining a stable cloud -
based solution with a 99.99% uptime and a realistic goal of zero bugs.
o We are experienced engineers that deeply understand both Procurement and Government.
o Don't have to build from the ground up
o We aren't too big to not pay attention to your needs - personal attention is critical to your
ongoing success.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 37 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Describe minimum hardware or software requirements if applicable. Include any maximum limitations on
connected devices if applicable. List all network requirements necessary for full functionality of the
product. Include a description of any and all necessary protocols, bandwidth requirements, levels of
connectivity (i.e. LAN, Internet, direct -dial, etc.) and any other relevant information for full functionality
of any services offered under proposal.
Hardware and Hosting
ProcureNow is an externally hosted cloud solution, software as a service (SaaS) utilizing Microsoft Azure
and Amazon S3 (AWS). We use a cloud based storage system that stores data at select Microsoft Azure
locations across the U.S. Data is stored in encrypted state accessible over the HTTPS and web services
protocols. All Major Browsers are supported (Chrome, Firefox, Microsoft Internet Explorer, Edge, Safari)
— Works on Android and IOS devices. All data is encrypted during transmission from our environment to
EMWD and the world.
Our infrastructure is hosted on Microsoft Azure which meets most certification standards:
https:Hdocs.microsoft.com/en-us/microsoft-365/compliance/offering-home
ProcureNow leverages 2 US East and 2 US West Clouds in both Azure and AWS. We leverage a standard
3-layer architecture for Database, Services, and Front-end Application Delivery.
Our customers enjoy a 99.99% (rolling 12 month) uptime.
Application Security
ProcureNow "Enterprise Edition" customers have numerous permission sets that can be assigned to
security role groups. From there, users can be assigned to one or more security role groups. If a user is a
member of more than one group, the permissions sets are additive.
Role has she following Permissions:
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The permissions that can be added to a role group are:
System Admin: Receives access to the admin panel and can add new users to the system
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 38 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Project Creator: Can create a project without going through the Intake process
Global Editor: Automatically receives edit ability for all projects
Bid Poster: Can create and post public solicitations [Requires Global Editor Permission]
Bid Amender: Can make updates to the contents of the bid after it has been posted. Users without
this permission can still create addendum and official notices. [Requires Global Editor Permission]
Contracts Admin: Can create and edit all contracts. Users without this permission cannot create
contracts and can edit only those contracts where they have been given edit permission.
Templates Admin: Receives access to the templates admin panel and can manage the
organization's templates
ProcureNow has created four default, "out of the box" role groups for your convenience. These default
roles are only suggestions. You are welcome to create your own custom roles or change the permission
sets within the default roles. See below:
Roles Admir
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Special Note on External Evaluators:
In addition to assigning role groups to users, a user may also be designated as an "External Collaborator".
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Designating a user as an "External Collaborator" will limit the user's ability to see any projects other than
the ones they are explicitly invited to participate. This is in contrast to a standard user who has the ability
to view all of your organization's projects in ProcureNow.
Disaster Recovery
PN Response: Our databases and application architecture are secured by an automated backup recovery
system, which retains backup data for 35 days. Our data recovery system supports point -in -time restores,
which allows us to restore a database from backup at any point within the 35-day retention window. Once
a point in time restore is initialized a new database is created using the retained data from the backup.
Creation time of the new database can vary, but it is typically operational and ready for use within 15
minutes. We can recover from a catastrophic failure within about 30 minutes, and this is tested on a
quarterly basis.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 39 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Browser and System Compatibility
ProcureNow utilizes NO plug -ins and NO web extensions. All Major Browsers are supported (Chrome,
Firefox, Microsoft Internet Explorer, Edge, Safari) —Works on all Android and IOS devices.
ProcureNow is 100% browser based, works on all major browsers and versions. ProcureNow is "mobile
aware", meaning that every interface is optimized for both desktop/laptop AND mobile environments.
From vendors searching and fully responding to a bid, to internal users completing every task that you
would do on a regular desktop or laptop, ProcureNow's mobile compliance is top of its class in the
eProcurement industry.
New Releases / Upgrades
ProcureNow is currently on the Major version 3.x. Since ProcureNow is hosted in the cloud, and every
customer exists on our singular platform, this allows us to make updates to our solution on a weekly
(sometimes more quickly, depending on the need) with zero customer interruptions.
We have employed a sophisticated "in-app" release communication system that alerts users to new
features with guidance and training built into the alert system.
Our customers also enjoy weekly customer product roadmap discussions every Tuesday morning —we are
a true community that listens and responds with exceptional upgrades that delight our customers
regularly! It is important to note this because our combination of expertise in public procurement,
modern development infrastructure and architecture, and cloud software development means "zero
drag" when it comes to our ability to innovate.
Testing Approach
We use thorough testing of servers and front end, including hundreds of automated tests, as well as
human interface testing, to ensure that the software is clean and bug free. Multiple and sandbox
environments exist to support extensive testing prior to rollout.
ProcureNow is a SaaS based application. Enhancements, updates, patches, and fixes are constantly being
performed and deployed.
Regarding regression testing: We have over 90% test coverage of our code base. As part of our continuous
integration process, our test suite is automatically run before each deploy. Deployment will not begin until
each test has successfully passed.1
We will guarantee the most responsive support in the industry.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 40 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
ntegrating with Other Important Technology
ProcureNow has an "out of the box" integration path with budgeting and financial systems, where
requisitions and work orders can be leveraged to build bid opportunities and to connect back to track
spending. We are now officially a part of the OpenGov ERP Cloud offering. Other ERPs are welcome to
reach out to us to discuss completing round trip integrations.
Using data provided from integration partner: OpenGov
Ready to Go!
Project Owner:
- ProcureNow Staff e Edrt
Project Contact:
a ProcureNow Staff a Edit
Procurement Contact:
None 4r Edit
Department:
Corporate Procurement Division i Edit
Template:
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Finally, this example shows how customers can connect to a live "machine readable feed" that can be
consumed by any third -party reporting tool:
https://secure.api.procurenow.com/api/v1/government/milpitas-ca/project/public
That can produce results like this:
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 41 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Website Integration Examples
City of Vista, CA (Granicus/Vision Website)
• https://www.cityofvista.com/business/bids-rfp-s
City of Brentwood, Tennessee (Granicus Website)
• https://www.brentwoodtn.gov/departments/finance/purchasing-program/current-bids-rfp-s
(Main Bids & RFPs page — Embedded)
City of West Sacramento, CA (Granicus Website)
• https://www.citvofwestsacramento.org/business/invitation-to-bid
The City of Norfolk (CivicPlus Website)
• https://www.norfolk.gov/270/Purchasing (main purchasing home page)
• https://www.norfoIk.gov/4969/Procure-Now (ProcureNow link - embedded)
Social Media
Our solution was built to "Play nice" with social media tools. Typically, this is a one click post capability:
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 42 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Below is a screenshot of an RFP that's completely machine readable. This means any system with security
and authentication may access and retrieve all information available in your ProcureNow instance. This
level of application "openness" is unprecedented for the government eProcurement industry.
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eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 43 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
This section should include detailed descriptions of all maintenance plans technical support offered by the
vendor, including the following:
• Support hours
• Types of support (phone, e-mail, on -site, etc.)
• Levels of support included with base plan and additional support available for extra cost
• List of issues supported/specifically excluded from support
• Maintenance services included (software patches, HUD regulation changes, software
customization, consulting, other)
• End User documentation
ProcureNow offers both you and your vendors/suppliers the best possible technical support in the
industry, guaranteed. We provide in application live chat with our local government expert support team
from 5AM to 5PM PST. We also provide phone and email support, although our interactive live chat is by
far the most popular with bidders and customers. We are Located in the lower right hand corner of the
application at all times. Our response is usually within 5 minutes of asking for assistance. In -application
real time support is UNPRECEDENTED for government eProcurement platforms, and we are the first to
provide this.
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Every ProcureNow team member is tethered to a near real-time support channel on their laptops and
mobile devices, and we're happy to help both Agency users and vendors. In -application chat, email, and
phone, are all connected to a single system. We have a built-in FAQ and online help that guesses which
articles are the best for you depending on the question you type. See a screenshot below. All user contact
information is readily available in the event we should need to pick up the phone and call. All users can
track their entire conversation here as well.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 44 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
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Support and Service Levels: ProcureNow provides 100% US Based Email (support@procurenow.com),
Telephone (855-680-4747), and most importantly Live In -Application Support for all users (staff and
vendors). This is for both Agency staff and vendors. Whenever someone types a question or case request
inside the software, that creates a case that remains open until it is resolved, and the user will be alerted
when the case is solved and closed. Users will also have access to the log of conversations and questions!
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✓ A Perpetual, Enterprise License. No limitations on who and for how much the software can
be utilized by an Agency.
✓ Maintenance and Bug Fixes — Critical Bugs will be address on the same day. Maintenance
and Upgrades are performed on a weekly basis.
✓ Ongoing Training — Live and Ondemand Training Available to staff.
✓ Access to contextual Online Help system.
✓ Real-time, in -application support.
✓ Included upgrades means your system never becomes "legacy"
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 45 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
1. License Pricing (see Pricing Sheet on next page) is based on modules selected and the Agency's
Total Annual Budget
2. For the Collaboration Module Add on and Contract Module Add on, the base license includes a
generic template and support for no more than 3 templates (i.e. RFP, Public Works ITB, all other
ITBs)
3. Pricing for additional template support is listed below
Professional Service Rates
Additional Services
Unit
Unit Cost
Additional Template (Collaboration and Contract Modules, First 3 included)
Template
$1,600.00
Public Procurement Professional Business Process Audit and Assessment"
20 Hours +
Deliverable
$3,000.00
Public Procurement Professional Monthly Consultant Retainer (6-mo min) +
5 hours
$875/month
Public Procurement Professional Monthly Consultant Retainer (6-mo min) +
10 hours
$1500/month
Engineering Hourly Rates (16-hour min)
Hour
$200.00
** Collaboration Module, If agency has no bid templates or no decision map for bid language, then this is required.
+ If agency's procurement function is decentralized, this is highly recommended.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 46 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
ProcureNow Pricing - June 2021
Sourcing Module
1 Year
3 Year
5 Year
Budget Tier
List Price
Member Price
List Price
Member Price
List Price
Member Price
Under 20M*
$ 6,750
$6,075
$6,136
$5,523
$5,216
$4,694
20M-40M
$8,471
$7,624
$7,701
$6,931
$6,546
$5,891
40M-60M
$10,196
$9,176
$9,269
$8,342
$7,878
$7,090
60M-80M
$12,523
$11,271
$11,385
$10,247
$9,677
$8,709
80M-100M
$14,852
$13,367
$13,502
$12,152
$11,476
$10,328
100M-150M
$20,342
$18,308
$18,493
$16,644
$15,719
$14,147
150M-200M
$25,978
$23,380
$23,616
$21,255
$20,074
$18,066
200M-300M
$33,621
$30,259
$30,565
$27,508
$25,980
$23,381
300M-500M
$45,648
$41,083
$41,498
$37,348
$35,273
$31,745
500M-750M
$58,825
$52,943
$53,478
$48,130
$45,456
$40,909
750M-1B
$73,053
$65,748
$66,412
$59,771
$56,450
$50,804
1B-2B
$100,965
$90,868
$91,786
$82,607
$78,018
$70,214
2B-3B
$127,034
$114,331
$115,486
$103,937
$98,163
$88,344
3B-4B
$150,811
$135,730
$137,101
$123,391
$116,536
$104,880
46-513
$170,776
$153,698
$155,251
$139,726
$131,963
$118,764
5B-7B
$199,632
$179,669
$181,484
$163,336
$154,261
$138,831
7B-106
1 $226,826
1 $204,143
$206,205
1 $185,585
1 $175,274
1 $157,743
Contract Management Add On
1 Year
3 Year
5 Year
Budget Tier
List Price
Member Price
List Price
Member Price
List Price
Member Price
Under 20M*
$4,388
$3,949
$3,989
$3,590
$3,390
$3,051
20M-40M
$5,506
$4,956
$5,006
$4,505
$4,255
$3,829
40M-60M
$6,627
$5,964
$6,025
$5,422
$5,121
$4,609
60M-80M
$8,140
$7,326
$7,400
$6,660
$6,290
$5,661
80M-100M
$9,654
$8,688
$8,776
$7,898
$7,460
$6,713
100M-150M
$13,222
$11,900
$12,020
$10,818
$10,217
$9,195
150M-200M
$16,886
$15,197
$15,351
$13,815
$13,048
$11,743
200M-300M
$21,854
$19,668
$19,867
$17,880
$16,887
$15,198
300M-500M
$29,671
$26,704
$26,974
$24,276
$22,928
$20,634
500M-750M
$38,236
$34,413
$34,760
$31,284
$29,546
$26,591
750M-1B
$47,484
$42,736
$43,168
$38,851
$36,692
$33,022
16-26
$65,627
$59,064
$59,661
$53,695
$50,712
$45,639
26-36
$82,572
$74,315
$75,066
$67,559
$63,806
$57,424
36-46
$98,027
$88,225
$89,116
$80,204
$75,748
$68,172
46-56
$111,004
$99,904
$100,913
$90,822
$85,776
$77,196
5B-7B
1 $129,761
$116,785
$117,965
$106,168
$100,270
$90,240
7B-10B
1 $147,437
$132,693
$134,033
$120,630
$113,928
$102,533
Collaboration Add On
1 Year
3 Year
5 Year
Budget Tier
List Price
Member Price
List Price
Member Price
List Price
Member Price
Under 20M*
$6,075
$5,468
$5,523
$4,970
$4,694
$4,225
20M-40M
$7,624
$6,862
$6,931
$6,238
$5,891
$5,302
40M-60M
$9,176
$8,258
$8,342
$7,508
$7,090
$6,381
60M-80M
$11,271
$10,144
$10,246
$9,222
$8,709
$7,838
80M-100M
$13,367
$12,030
$12,152
$10,936
$10,329
$9,296
100M-150M
$18,308
$16,477
$16,644
$14,979
$14,147
$12,732
150M-200M
$23,380
$21,042
$21,255
$19,129
$18,066
$16,259
200M-300M
$30,259
$27,233
$27,508
$24,757
$23,382
$21,043
300M-500M
$41,083
$36,975
$37,348
$33,613
$31,746
$28,571
500M-750M
$52,943
$47,649
$48,130
$43,317
$40,910
$36,818
750M-1B
$65,748
$59,173
$59,771
$53,793
$50,805
$45,723
113-21B
$90,868
$81,781
$82,607
$74,347
$70,216
$63,193
213-36
$114,331
$102,898
$103,937
$93,544
$88,347
$79,510
313-46
$135,730
$122,157
$123,391
$111,052
$104,882
$94,392
413-56
$153,698
$138,328
$139,726
$125,753
$118,767
$106,887
513-76
$179,669
$161,702
$163,336
$147,002
$138,835
$124,948
76-106
1 $204,143
$183,729
1 $185,585
1 $167,026
1 $157,747
1 $141,969
Full Suite
5 Year
1 Year
3 Year
Budget Tier
List Price
Member Price
List Price
Member Price
List Price
Member Price
Under 20M*
$15,491
$13,942
$14,083
$12,675
$11,971
$10,773
20M-40M
$19,441
$17,497
$17,674
$15,906
$15,023
$13,520
40M-60M
$23,399
$21,059
$21,271
$19,145
$18,081
$16,272
60M-80M
$28,741
$25,867
$26,128
$23,516
$22,209
$19,988
80M-100M
$34,085
$30,676
$30,986
$27,888
$26,338
$23,704
100M-150M
$46,685
$42,017
$42,441
$38,197
$36,075
$32,467
150M-200M
$59,619
$53,657
$54,199
$48,779
$46,069
$41,462
200M-300M
$77,160
$69,444
$70,146
$63,131
$59,624
$53,660
300M-500M
$104,761
$94,285
$95,238
$85,714
$80,952
$72,855
500M-750M
$135,004
$121,504
$122,731
$110,458
$104,321
$93,887
750M-16
$167,656
$150,891
$152,415
$137,173
$129,553
$116,595
16-26
$231,714
$208,542
$210,649
$189,584
$179,051
$161,142
26-36
$291,544
$262,390
$265,040
$238,536
$225,284
$202,751
313-46
$346,112
$311,501
$314,647
$283,183
$267,450
$240,699
46-56
$391,931
$352,738
$356,301
$320,671
$302,856
$272,563
513-76
$458,156
$412,341
$416,506
$374,855
$354,030
$318,618
713-1013
$520,565
$468,509
$473,241
$425,917
$402,255
$362,020
6/19/2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Briefly describe your company's history and experience in the industry. Describe your core values and
business philosophy. Indicate what differentiates your company from its competitors.
ProcureNow, an OpenGov Company, is best suited to help members of PSA successfully replace your
existing tools and processes with a cloud -based, highly available, Software -as -a -Service (SaaS) modern
alternative. If PSA and its members are seeking a comprehensive partnership that results in INTUITIVE
software and services that makes your team's life and your bidder's life easier, ProcureNow is the right
partnership.
Our company, our customers, and our team's current and past experience make ProcureNow uniquely
qualified to meet and exceed PSA's priorities and challenges. Electronic sourcing creates convenience and
efficiency, and there are many options in the marketplace to help with electronic sourcing and bidding.
Most of them do not help you with the important project management and clause management front
end. They require PDF uploads that then just create hundreds of more PDF pages... and that is not "really'
electronic or automated. Additionally, separate contract management systems require you to switch back
and forth between their system and other systems copying and pasting data and documents over and
over because the processes are so tightly integrated.
Your ProcureNow project team and our customers call attention to the same challenges that PSA and its
members recognizes, and we've worked together as a community to solve them.
Only ProcureNow includes a full lifecycle intake (requisition) and solicitation development workflow
tool to help you manage the front end of the process — helping you write a higher quality solicitation that
encourages sharing and collaborative with less effort that's intuitive, more organized, consistent, and
compliant — every time. Then we integrate intuitive guidance throughout the vendor registration,
electronic bidding, evaluation, and contracting processes. The result is a solution that finally solves the
biggest challenges that public procurement teams face today.
ProcureNow is your most qualified full lifecycle e-Procurement solutions:
We only work with public agencies. Public Procurement and Public Records laws and policies
are a requirement for every ProcureNow customer.
We are the only company with a full lifecycle solicitation development module built for local
government. Other companies may have been in business longer than we have, or have more
customers, but we are the only company who has successfully delivered e-Procurement
solutions that develop and write RFPs, bids, and contracts built for local governments.
Therefore, our experience is unique to solving your top challenges. The shift away from older
outdated technology is clear as more than 25 of our customers have joined the ProcureNow
eProcurement family in 2020 alone. 5 of these new customers in 2020 were won through a
competitive solicitation where ProcureNow was the selected vendor. ProcureNow has
continued this momentum in 2021 and is now the fastest growing eProcurement solution in
the local government market.
3. Your project team has over 35 years combined experience in public procurement, public access,
and government technology — and has worked with many cities, counties, and other
governmental authorities. Public procurement and records laws and their intersection with
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 48 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
cloud software is their unique expertise and passion.
4. Our solution architecture is the most modern in the industry. We develop ProcureNow on the
same open source platform as some of the most utilized social media and e-commerce websites.
Efficient innovation and rapid enhancement is built into the architecture. PSA members will
never worry about software that's outdated or antiquated from Day One.
ProcureNow has been in business for 4.5 years and was founded to offer local and regional governments
a better, more modern and intuitive set of procurement tools. Our staff has more than 35 years of
experience in the government technology space, focusing on procurement and public records.
The following is a list of some of our recent projects (with similar scope and/or size) that have been
completed or are in progress. Whether they have been a customer for years or are just going live this
week, each of these agencies are 100% referable.
City of Pasadena, CA (2019)
City of Milpitas, CA (2019)
City of Banning, CA (2019)
City of Tustin, CA (2020)
City of Vista, CA (2020)
City of Isleton, CA (2020)
City of South San Francisco, CA (2020)
City of Millbrae, CA (2020)
City of Monterey, CA (2020)
City of Brentwood, TN (2020)
City of Edgewater, Florida (2020)
City of Lake City, Florida (2020)
City of Lynnwood, WA (2020)
City of New Milford, CT (2020)
City of New Smyrna Beach, FL (2020)
City of Norfolk, Virginia (2020)
City of West Sacramento (2020)
Township of Wayne, NJ (2020)
City of Tucson, AZ (2019)
Village of Barboursville, WV (2020)
Washington County, OR (2020)
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203
Ocean County, NJ (2020)
Philadelphia International Airport (2018)
Port of Morrow, OR (2020)
Mesa Public Schools (2020)
Mohave Educational Cooperative (2020)
Monterey Regional Parks District (2020)
Leon County, FL (2019)
Santa Cruz County, CA (2020)
Yuba County, CA (2020)
Palmdale Water District, CA (2020)
West County Wastewater District, CA (2020)
Omnitrans, CA (2020)
Santa Clara VTA, CA (2020)
San Bernardino City School District (2020)
San Francisco International Airport, CA (2018)
Sacramento Area Council of Governments (2018)
Stanislaus Council of Governments, CA (2019)
Modesto City Schools, CA (2019)
Brazos Valley Council of Governments, TX (2018)
Frederick County Public Schools, MD (2020)
City of Manhattan Beach, CA (2021)
491Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
City of Bloomington, IL (2021)
City of Groveland, FL (2021)
City of Murfreesboro, TN (2021)
Richland School District Two, SC (2021)
Sacramento Metropolitan Fire District, CA (2021)
San Francisco Airport, CA (2021)
Tampa International Airport, FL (2021)
Maryland -National Capital Park & Planning
Commission, MD (2021)
Village of Schaumburg, IL (2021)
Specifically, disclose the following: a) Bankruptcies filed; b) Litigation, mediation, and arbitration history
over the last five (5) years; c) Any material (in excess of $50,000) claims, judgements, arbitrations,
investigations, or lawsuits pending; d) Any criminal actions, suits, proceedings, arbitrations investigations
against or involving the Offeror or its employees (in their capacities as employees) occurring during the
past five years.
ProcureNow has none of the above.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 50 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Describe the staff proposed to manage a potential PSA contract and their experience supporting similar
scopes of work.
Qualifications and Relevant Experience of The Firm
ProcureNow currently supports 50 active government agencies and have an immense amount of capacity
to increase our customer base while continuing to offer the best customer advocacy program in the
industry.
We are based in the United States with a team that's 100% based in the United States. We are honored
to share our company has 100% referability of our customer base. That is the best signal that we have
the strength, efficiency, and capability to provide a world class experience to the Agency. Our now being
a part of OpenGov affords the ProcureNow solution maximum financial stability.
ProcureNow is most qualified to serve as procurement technology partner with a full lifecycle e-
Procurement solution for Agencies:
1. We only work with and are laser focused on the needs of public agencies (100% of our
customers are public agencies).
2. The shift away from old, outdated technology is clear as 70% of our customers have joined
the ProcureNow eProcurement family in 2020 alone — and 100% of our customers are
referable.
3. Your proiect team has over 40 years combined experience in public procurement, public
access, and government technology — and has worked with many cities, counties, special
districts, and other governmental authorities. Public procurement and records laws and their
intersection with cloud software is their unique expertise and passion.
4. The Agency will never have to worry about software that is outdated or antiquated from Day
One. Our solution architecture is the most modern in the industry. We develop ProcureNow
on the same open -source platform as some of the popular social media sites. Efficient
innovation and rapid enhancement (while maintaining exceptional quality) are built into the
architecture.
5. In each of our customer's implementation, ProcureNow is implementing the same system
that the Agency is seeking. In each implementation instance, the project was implemented
under budget, under time, and has been considered as a great success.
6. We do not have a customer who cancelled a ProcureNow annual software agreement and left
us to a competitor. We certainly have customers who left competitors and implemented
ProcureNow.
One of my customers said to me today.... "Your software makes me enjoy logging in and using it". It is
difficult to quantify and require "JOY" — but without a doubt, that is what our customers experience.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 51
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Key Personnel
Michelle Hamilton, Director of Purchasing for the largest school district in Arizona (Mesa Public
Schools) had this to say about ProcureNow in April 2020, and our ability to move them to a completely
paperless process during their busiest time and at the beginning of the pandemic:
"My name is Michelle and 1 am the Director of Purchasing for the largest school district in Arizona. I
have a staff of eighteen in purchasing. When the Coronavirus shut down our school district on March
16, my first concern was our bids that were currently on the street and a few 1 knew would need to be
issued in the near future. We jumped in dealing with the immediate needs of the district first.
• March 24, 1 received an email about your service.
• March 26, 1 did the online demo.
• I had to take some time to deal with issues for the district but quickly decided to use this
opportunity to move forward with ProcureNow and sign the agreement.
• April 6 we had a kick off meeting with Thao.
• April 9 we as a department had training with Thao
• April 131 had a training with my staff without Thao
• April 15 we held our final training with Thao.
Following are the Project Roles for ProcureNow Projects, and the ProcureNow staff person who will head
that role:
• PSA Account Manager — Thao Hill
• Subject Matter / Business Process Expert — Geri Forslund
• Primary Project Manager (PPM) - Millie Crossland
• Backup Project Manager (BPM) - Thao Hill
• Data Conversion — David Wong
• Training Team — Geri Forslund, Cody Weimer
In the school business industry things do not typically move fast. As I look at this timeline, 1 am amazed
at what Thao was able to do for us. Between Thao and your system this has been the least painful
implementation I have ever been through and believe me I've done plenty throughout my career. I
have had dozens of companies finally catch up to you and offer similar services after you did, however,
1 have let them know we signed an agreement with ProcureNow.
I just wanted to take a few minutes and let you know what a great job your team has done. They have
been responsive, accommodating, patient and kind through this. 1 also wanted to thank you and
ProcureNow for stepping up so quickly to support school district procurement. Sometimes when
businesses decide to change their business model and think outside the box, you do so with caution
and concern. Your willingness to deliver a solution in such a short period of time will serve you well in
the future. Just know, it means everything to me and my staff and 1 just wanted you to know how much
we appreciate you."
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 52 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
PRIMARY PROJECT TEAM
I:19Ji11►1*Na:Zi10*%SI ILISINLI_\:ZyaII
Geri Forslund, Director of Customer Success
Geri brings with her an incredible amount of knowledge in both local government
and procurement. For the past ten years, she was a member of Leon County
Government's Leadership Team in Tallahassee, Florida and worked in Human
Resources (Employee Development Coordinator) and the Procurement Division,
holding the position of Procurement Administrator. She was the primary
contracting officer, specializing in contract negotiations, policy interpretation,
solicitation development, and contract compliance before making the decision to join the ProcureNow
team and helping to make an impact with other local governments. She received her Bachelor of Business
Administration from Hofstra University, studying abroad and continues with her love of learning, collecting
certifications along the way. She is currently the Director of Customer Success, providing our industry
known exceptional customer service, while helping to implement ProcureNow software, which includes
implementing the language, policies, and logic to configure ProcureNow to be "customized" for each
customer's needs, and training staff on our intuitive platform.
IMPLEMENTATION PROJECT MANAGER
Millie Crossland, Implementation Manager
Millie is skilled at leading change in organizations with a focus on openness and
easy access when it comes to the public sector. With more than 20 years of
experience launching and streamlining private- and public -sector programs to
optimize teams, departments, and whole agencies in addition to solidifying public
relations and customer satisfaction. She has a track record of overhauling tedious,
time-consuming, and inscrutable processes, transforming them into smooth,
internal workflows and fast, transparent, easy -to -use public -facing services
With the capability to not only spot systemic problems but implement solutions and gain user adoption.
She has a knack for spreading internal cultural change, turning office traditionalists into enthusiastic
participants. Millie's public sector experience includes the following roles in city government (15 years):
City of Kansas City, Missouri - Assistant to the Mayor, City Clerk, Technology Project Liaison and for the City
of Oakland, California — Police Records Manager. In the private sector public sector project management
and implementation of SAAS Software projects (7 years). With the capability to not only spot systemic
problems but implement solutions and gain user adoption. She has a knack for spreading internal cultural
change, turning office traditionalists into enthusiastic participants.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 53 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
EXECUTIVE SPONSOR, TRAINER
Thao Hill, Chief Customer Officer
Thao is a govtech executive with 20 years of experience leading cloud -based
software companies and projects at the Federal, State, Regional, and Local
levels. Thao was a member of the founding executive team for Granicus,
the first and world's leading local government cloud -based software
company, for 10 years. During his tenure there, he led their highest profile
project implementations, including The US House of Representatives, The US Senate, the
Tennessee Legislature, and the City of Los Angeles. He has led engineering teams, customer
support teams, hosting infrastructure teams and sales and marketing teams, for several govtech
companies including Granicus, Govdelivery, and Public Systems Associates. He has also worked as
a reliability engineering consultant for Facebook, Google, Twitter, Linkedln, Microsoft, Amazon,
Pinterest, and CBS Interactive. He received his electrical engineering degree from Tennessee
Technological University. He leads implementations and process improvement for ProcureNow
Customers.
TECHNICAL LEAD, DATA CONVERSION
David Gertmenian-Wong, President and Chief Technology Officer
David is a tech executive with over 10 years of experience leading
operational and technical teams. He served in leadership roles at Gametime,
Giftrocket, Tula Investment Group, and Hall Equities Group. He graduated
summa cum laude with a Bachelor of Science from University of California
Davis. David is the mastermind behind the technical awesomeness that is
our ProcureNow Platform.
Following are the Project Roles for PSA and your member agencies, and the ProcureNow staff person who
will head that role:
• Executive Project Manager (PPM) - Thao Hill
• Project Manager (BPM) - Millie Crossland
• Data Conversion — David Wong
• Business Analyst —Geri Forslund
• Training Team — Geri Forslund, Cody Weimer
• Support / Account Management Team — Geri Forslund, Thao Hill, David Wong, Cody Weimer,
Matt McFarland, Dan Melton, Robert Torres, Millie Crossland
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 54 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Describe in detail how you will effectively market any potential PSA contract nationally and meet the
requirements outlined in the RFP.
Address each element of your marketing strategy by describing timelines, methods, and/or presenting
reference marketing materials PSA can expect to be produced and maintained by your organization
throughout the life of any potential contract.
ProcureNow, now a part of OpenGov, has a national marketing and events program that is unparalleled
in the market, and a sales team of over 30 staff meeting with government agencies every day, and
webinars every month. Considering the fact that OpenGov has acquired ProcureNow, the PSA cooperative
agreement is a CRITICAL arrow in our sales quiver to ensure the ProcureNow/OpenGov Procurement line
reaches enormous success efficiently and effectively.
The following will be employed, and we would be honored to be exclusive with PSA/Brazos Valley Council
of Governments as our cooperative/piggyback partner option. We fully agree to provide/comply with the
below items:
A. Press Release: A press release, including logos, brands and taglines for PSA's use in various
marketing campaigns, shall be provided electronically within ten (10) days of the date the contract
is executed. The development of the text and format of the press release shall be a joint effort
between the Contractor and PSA. Examples of PSA approved press releases are available at:
www.psabuy.org. (agreed)
B. Sales Brochures: A formal sales brochure shall be prepared and submitted in hard copy and
electronic form and in sufficient quantities for PSA's use in marketing the Contractor's offerings
through the PSA contract within thirty (30) days of the date the contract is executed. The brochure
shall be co -branded, contain detailed information about the PSA program, the Contractor, the
offerings and contact information for the designated person(s) familiar with the contract
offerings. The brochure shall be presentation quality and provide a highly favorable impression of
PSA, the Contractor and the program. PSA will assist in the development of this brochure by
providing PSA specific information, logos and feedback on the style and text included in draft
versions. (agreed)
C. Advertisements: Contractor will produce and maintain full color camera ready print
advertisements in electronic form containing logos for both programs, contain information about
Contractor and the PSA program, the contract offerings, and contact information for the
designated person(s) familiar with the contract offerings. The advertisements will be maintained
for use by the Contractor and PSA. (Agreed)
D. Web Site: In addition to the requirement that PSA Contractors maintain a general use web site,
Contractor shall maintain a page on its website specifically to provide information about the PSA
contract. The page(s) shall be co -branded and specifically devoted to the PSA/Contractor offering
to its members and be available to the public within thirty (30) days of the date the contract is
executed. The page shall contain detailed information about the PSA program, the Contractor,
the offerings, and the contact information for the designated person(s) familiar with the contract
offerings. (agreed)
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 55 1 Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
E. Tradeshows: Outline your proposed involvement in trade shows to promote the PSA contract.
Identify appropriate national or trade shows to attend and what types of materials will be made
available at the trade shows.
OpenGov will be attending over 70! Trade Shows in the next 9 months. We will be sure to include
information about our partnership with PSA displayed prominently in our booth at all times.
Here's the partial list:
1. Florida Association of Special Districts
2. CivStart - State of GovTech
3. CSDA Magazine Article
4. Arizona NIGP State Capitol Chapter
5. DMO Roundtable
6. NaCo National Association of Counties
7. GFOA Government Finance Officers
Association
8. Texas Public Purchasing Association
(Summer Virtual)
9. Arizona Association of School Business
Officials (Expo)
10. SFOF Summer Event: State Financial
Officers Foundation -Live
11. NYS GFOA virtual
12. Another NY Conference-TBD
13. NASBO-Annual conference, National
Association of State Budget Officers -
Virtual
14. BOAT -Building Officials of Texas
15. Washington City Managers Association
(WCMA)
16. CAPPO August Webinar
17. NASACT: National Association of state
auditors, comptroller's & treasures
18. MACO-Booth N/C
19. GMIS
20. National Institute of Governmental
Purchasing (Virtual)
21. NIGP 60 Minute Session
22. American Public Works Conference
23. California Special Districts Association
Conference
24. Public Procurement Association of North
Ohio
25. National Institute of Governmental
Purchasing (Live Leadership Conference)
26. Illinois GFOA
27. Wyoming Assoc of County Officials
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203
28. CA League of Cities
29. League of California Cities
30. Ohio GFOA-booth n/c
31. Pennsylvania Government Finance
Officers Association
32. Wisconsin Assoc of Counites
33. Management Information Systems
Association of California (MISAC)
34. Native American Finance Officers
Association (NAFOA)
35. NIGP Area 2 Northeast
36. Idaho Association of County
37. New Mexico Assoc of Counties
38. Georgia GFOA
39. ICMA INTERNATIONAL CITY/COUNTY
MANAGEMENT ASSOCIATION
40. TML (Texas municipal League)
41. NJ Assoc of Counties
42. TACA 2021 Texas County Auditors
Association
43. Virginia Association of Government
Purchasing Fall Conference
44. OpenGov Transform - Dates not
confirmed
45. Governmental Purchasing Association of
New Jersey
46. National Airport Purchasing Group
47. Tennessee Association of Public
Procurement
48. OpenGov TX Road Show Event
49. SFOF Fall Event: State Financial Officers
Foundation -Live
50. II GMIS
51. 2021 OBOA/ODPCA Joint Conference
52. NLC-National league of Cities -City
Summit
53. California State Association of Counties
conference-CSAC
54. CT Conference of Municipalities
561Page
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
55
56
57
58
59
60
61
62
W11
Texas Public Purchasing Association (Fall)
Arizona Road Show
Colorado City County Managers
Association if canceled do Co GFOA
Nebraska Assoc of County Officials
NC GFOA Conference (fall)
California Association of Public
Procurement Officials Conference
CA Public Works Expo
California Association of School Business
Officials
Florida Association of Public
Procurement Officials 2022
64. NIGP Copper Chapter
65. Carolinas Association of Government
Purchasing
66. Missouri Association of Public
Procurement
67. Illinois Association of Public
Procurement Officials
68. National Procurement Institute
69. CSAC Webinar-Q3
70. Colorado GFOA-webinar
F. Contract Rollout: Describe how you intend on introducing this program to your company, and how your
company will promote the PSA contract to all government/public entities to drive immediate
participation.
We have already started discussing how we can include PSA in all our sales and marketing prospecting
conversations. If we do happen to find out prior to July 12, Thao Hill will be at the sales team summit
July 12-14. We will educate them about this opportunity in person at that time. Additionally, we will
commit to holding a bi-annual training for all sales and account management.
G. Marketing: The successful Contractor will be required to market the PSA contract to members and
prospective members through various means including email notifications, direct mail, telemarketing and
direct contact. PSA will share contact information for all current members and provide the Contractor
with prospect contact information. The Contractor shall consistently market the contract throughout the
term and maintain a coordinated effort with the PSA Program Manager. (Agreed)
H. National/Regional Contract Awareness: The successful Contractor will have a plan to market the contract
on a national scale, or for marketing the contract throughout the entire sales region, as appropriate.
Describe the methods that will be used to accomplish this. Furnish, on request of PSA, reasonable data,
forms and graphic material to be used in brochures or other print media, or on the PSA website. (Agreed)
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 57 1 Page
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Confirm the percentage amount and calculation of the PSA Administrative Fee. Offerors are encouraged to
propose alternative methods of assessing and calculating administrative fees to PSA based on industry standards
and company policy.
ProcureNow agrees to the 3% Administrative Fee on all Costs related to Recurring Software License Costs. This
does not include our costs for One-time professional service. Our company keeps these costs extremely low for
our customer, and we do not currently have a significant margin on one time service changes.
eProcurement & Contract Management Solutions (ProcureNow Response)
RFP# 21-203 58 1 P a g e
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV, INC. EXCEPTIONS
to
PURCHASING SOLUTIONS ALLIANCE
REQUEST FOR PROPOSALS 21-203
ePROCUREMENT AND CONTRACT MANAGEMENT SOLUTIONS
Page #
Section Title
Exception
7
Sales Tax
Original: The Vendor is expected to charge any applicable state and/or
local taxes on items for which a valid tax exemption certification has not
been provided. Each PSA member is responsible for providing verification
of tax-exempt status to the Vendor. When ordering, PSA members must
indicate that theyare tax-exempt entities. Except set forth herein, no party
is responsible for taxes imposed on another party as a result of or arising
from the transactions under a Contract resulting from this RFP.
Exception- Delete: "The Vendor is expected to charge any applicable state
and/or local taxes on items for which a valid tax exemption certification
has not been provided."
9
Invoicing
Original: All invoices are to be paid in full net thirty (30) days after
satisfactory delivery and billing, whichever is the later. All invoices shall
be submitted in accordance with the terms and conditions, and discounts as
stated in the contract. Invoices shall not contain work or items that are not
satisfactorily completed and/or delivered.
Exception - Modify: All invoices are to be paid in full net thirty (30) in
accordance with the invoice. All invoices shall be submitted in accordance
with the terms and conditions, and discounts as stated in the contract.
Invoices shall not contain work or items that are not satisfactorily
completed and/or delivered.
10
Customer Service
Original: Contractor shall ensure that the Customer Service Representative
Representative
promptly responds to communications from PSA and its members. Phone
calls will be promptly returned, in any event not later than the next
business day. The only acceptable failure will be due to Force Majeure.
Exception - Modify: Contractor shall ensure that the Customer Service
Representative promptly responds to communications from PSA and its
members. The only acceptable failure will be due to Force Majeure.
10
Marketing and Publicity
Original: The following marketing items shall be required during the term
of the contract:
Exception - Modify: The following marketing items shall be required
during the term of the contract, upon request. All of the below
requirements are subject to a mutually agreeable terms and conditions
between the Contractor and PSA
10
Press Release
Original: A press release, including logos, brands and taglines for PSA's
use in various marketing campaigns, shall be provided electronically
within ten (10) days of the date the contract is executed. The development
of the text and format of the press release shall be a joint effort between the
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Contractor and PSA. Examples of PSA approved press releases are
available at: www.psabU.org
Exception - Modify: A press release, including logos, brands and taglines
for PSA's use in various marketing campaigns, shall be provided
electronically within ten (10) days of the date of release. The development
of the text and format of the press release shall be a joint effort between the
Contractor and PSA. Examples of PSA approved press releases are
available at: www.psabuy.org
10
Sales Brochure
Original: A formal sales brochure shall be prepared and submitted in hard
copy and electronic form and in sufficient quantities for PSA's use in
marketing the Contractor's offerings through the PSA contract within
thirty (30) days of the date the contract is executed. The brochure shall be
co -branded, contain detailed information about the PSA program, the
Contractor, the offerings and contact information for the designated
person(s) familiar with the contract offerings. The brochure shall be
presentation quality and provide a highly favorable impression of PSA, the
Contractor and the program. PSA will assist in the development of this
brochure by providing PSA specific information, logos and feedback on
the style and text included in draft versions.
Exception - Modify: A formal sales brochure shall be prepared and
submitted in hard copy and electronic form and in sufficient quantities for
PSA's use in marketing the Contractor's offerings through the PSA
contract within thirty (30) days of the date of release. The brochure shall be
co -branded, contain detailed information about the PSA program, the
Contractor, the offerings and contact information for the designated
person(s) familiar with thecontract offerings. The brochure shall be
presentation quality and provide a highly favorable impression of PSA, the
Contractor and the program. PSA will assist in the development of this
brochure by providing PSA specific information, logos and feedback on
the style and textincluded in draft versions.
11
Website
Original: In addition to the requirement that PSA Contractors maintain a
general use web site, Contractor shall maintain a page on its website
specifically to provide information about the PSA contract. The page(s)
shall be co -branded and specifically devoted to the PSA/Contractor
offering to its members and be available to the public within thirty (30)
days of the date the contract is executed. The page shall contain detailed
information about the PSA program, the Contractor, the offerings, and the
contact information for the designated person(s) familiar with the contract
offerings.
Exception - Modify: Delete
12
Use of Logo
Original: PSA may use the Contractor's name and logo in the promotion of
the contract to communicate the availability of products and services under
the contract to customers. Use of the logos may be on the PSA website or
on printed materials. Any use of Contractor's logo by PSA must comply
with and be solely related to the purposes of the contract and any usage
guidelines communicated to PSA from time
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
to time. Nothing contained in the contract will give PSA any right, title, or
interest in or to Contractor's trademarks or the goodwill associated
therewith, except for the limited usage rights expressly provided
by the Contractor.
Exception - Modify: Subject to Contractor's approval, PSA may use the
Contractor's name and logo in the promotion of the contract to
communicate the availability of products and services under the contract to
customers. Use of the logos may be on the PSA website or on printed
materials. Any use of Contractor's logo by PSA must comply with and be
solely related to the purposes of the contract and any usage guidelines
communicated to PSA from timeto time. Nothing contained in the contract
will give PSA any right, title, or interest in or to Contractor's trademarks or
the goodwill associated therewith, except for the limited usage rights
expressly rovided by the Contractor
12
Additional Performance
Original: Allow access to PSA authorized personnel for auditing of
under Contract
purchase orders during the contract period, and for a period extending
through the completion of any outstanding orders. Inspection may be
arranged not less than ten (10) calendar days prior, shall include the names
of all participants, and shall be at no expense to Contractor.
Exception - Modify: Allow access to PSA authorized personnel for
auditing of purchase orders during the contract period, and for a period
extending through the completion of any outstanding orders. Inspection
may be arranged not less than ten (10) calendar days prior, shall include
the names of all participants, and shall be at no expense to Contractor. In
no event shall an audit occur outside of Contractor's normal business
hours and shall not occur more than once per calendar year.
21
General
Original: Contractor shall, to the extent permitted by law, defend and hold
Liability/Indemnification
harmless BVCOG, PSA, any and all PSAmembers and BVCOG's board
members, officers, agents, officials, employees, from any and all claims,
costs, expenses (including reasonable attorney fees, actions, causes of
action, judgments, and liens) arising as a result of Contractor's gross
negligence, fraud, criminal acts, omissions, willful misconduct. Contractor
shall notify PSA of the threat of lawsuit or of any actual suit filed against
Contractor relating to this Contract. THIS PARAGRAPH IS NOT
INTENDED TO AND SHALL NOT BE CONSTRUED TO REQUIRE
CONTRACTOR TO INDEMNIFY OR HOLD HARMLESS THE
BVCOG OR PSA OR ANY PARTICIPANT FOR ANY CLAIMS OR
LIABILITIES RESULTING FROM THE NEGLIGENT ACTS OR
OMISSIONS OF THE PSA OR ANY PARTICIPANT OR THEIR
EMPLOYEES.
Exceptions — Modify: Contractor shall, to the extent permitted by law,
defend and hold harmless BVCOG, PSA, any and all PSAmembers and
BVCOG's board members, officers, agents, officials, employees, from
any and all claims, costs, expenses (including reasonable attorney fees,
actions, causes of action, judgments, and liens) arising as a result of
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Contractor's gross negligence, fraud, criminal acts, omissions, willful
misconduct. Contractor shall notify PSA of the threat of lawsuit or of
any actual suit filed against Contractor relating to this Contract. THIS
PARAGRAPH IS NOT INTENDED TO AND SHALL NOT BE
CONSTRUED TO REQUIRE CONTRACTOR TO INDEMNIFY OR
HOLD HARMLESS THE BVCOG OR PSA OR ANY PARTICIPANT
FOR ANY CLAIMS OR LIABILITIES RESULTING FROM THE
NEGLIGENT ACTS OR OMISSIONS OF THE PSA OR ANY
PARTICIPANT OR THEIR EMPLOYEES.
Contractor shall defend, indemnify and hold harmless BVCOG, PSA,
any and all PSAmembers and BVCOG's board members, officers,
agents, officials, employees of, from and against all losses, claims,
damages, liabilities, costs expenses and amounts (collectively, "Losses")
arising out of or in connection with an assertion that the Software
Services or the use thereof, infringe any (U.S.) patent, copyright or other
proprietary right of any third party. If the Software Services becomes, or
in Contractor's opinion is likely to become, the subject of an
infringement claim, Contractor may, at its option and expense, either (a)
procure for PSA the right to continue using the Software Services, (b)
replace or modify the Software Services so that it becomes non -
infringing, or (c) terminate the licenses granted hereunder and give PSA
a pro-rata refund for any pre -paid, unused fees paid by PSA.
Notwithstanding the foregoing, Contractor will have no obligation under
this Section or otherwise with respect to any infringement claim based
upon (i) any use of the Software Services not in accordance with this
Agreement or for purposes not intended by Contractor, (ii) any use of
the Software Services in combination with other products, equipment,
software, or data not supplied by Contractor, (iii) any use of any release
of the Software Services other than the most current release made
available to PSA, or (iv) any modification of the Software Services by
any person other than Contractor or its authorized agents or
subcontractors. PSA shall (a) promptly give notice of a claim to
Contractor; (b) give Contractor sole control of the defense and
settlement of the claim (provided that Contractor may not settle such
claim unless such settlement unconditionally releases PSA of all
liability and, does not adversely affect Contractor's business or the
Software Service); (c) provide to Contractor all available information
and reasonable assistance; and (d) not compromise or settle such third -
party claim. THE FOREGOING IS CONTRACTOR'S SOLE
OBLIGATION AND PSA'S EXCLUSIVE REMEDY WITH
RESPECT TO INTELLECTUAL PROPERTY INDEMNIFICATION.
22
Offeror Certifications
Original: Offeror is required to fully complete and sign the attached
and Acknowledgment
Acknowledgment and Certification form. It must show full firm name and
mailing address of Offeror and be manually signed by an authorized sales
or quotation representative of the Company. Submission of a signed
Acknowledgment and Certificationform will be interpreted to mean that
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
the Company hereby agrees to all terms and conditions set forth in all of
the sheets which make up this RFP and to execute the sample contract
attached herein.
Exception - Modify: Offeror is required to fully complete and sign the
attached Acknowledgment and Certification form. It must show full
firm name and mailing address of Offeror and be manually signed by an
authorized salesor quotation representative of the Company.
Submission of a signed Acknowledgment and Certification form will be
interpreted to mean that the Company hereby agrees to all terms and
conditions set forth in all of the sheets which make up this RFP and to
execute the sample contract attached herein, as revised by Contractor.
23
Insurance Requirements
Original: Unless otherwise stipulated, Contractor must have the following
insurance and coverage minimums and strictly adhere to the following
requirements. The policies hereunder, shall contain a waiver of transfer of
rights of recovery against PSA, BVCOG, its agents, representatives,
officers, directors, officials, employees and member entities for any claims
arising out of Contractor's work or service. Brazos Valley Council of
Governments doing business as Purchasing Solutions Alliance is to be
named as an additional insured and a waiver of subrogation.
Exception — Modify: Unless otherwise stipulated, Contractor must have the
following insurance and coverage minimums and strictly adhere to the
following requirements. The policies hereunder, shall contain a waiver of
transfer of rights of recovery against PSA, BVCOG, its agents,
representatives, officers, directors, officials, employees and member
entities for any claims arising out of Contractor's work or service. Brazos
Valley Council of Governments doing business as Purchasing Solutions
Alliance is to be named as an additional insured with a Blanket Waiver of
Subrogation endorsement.
23
Commercial General
Original: Limit of liability not less than $1,000,000 per occurrence,
Liability Insurance
$2,000,000 annual aggregate. Contractor agrees to maintain Commercial
General Liability providing coverage for, but not limited to, Bodily Injury
and Property Damage, Premises/Operations, Products/Completed
Operations, Independent Contractors. Additional insured endorsement
required.
Exception — Modify: Limit of liability not less than $1,000,000 per
occurrence, $2,000,000 annual aggregate. Contractor agrees to maintain
Commercial General Liability providing coverage for, but not limited to,
Bodily Injury and Property Damage, Premises/Operations, and
Products/Completed Operations. Blanket additional insured endorsement
required.
23
Workers Compensation
Original: Contractor shall maintain workers compensation insurance for
Insurance & Employers
statutory limits and employer's liability insurance with limits not less than
Liability
$500,000 each accident and $500,000 by disease. Contractor waives all
rights against BVCOG for recovery of damages to the extent these
damages are covered by the workers compensation and employer's liability
or umbrella liability insurance obtained by Contractor. Contractor shall
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
provide evidence of this by Waiver of Subrogation in favor of the
BVCOG.
Exception - Modify: Contractor shall maintain workers compensation
insurance for statutory limits and employer's liability insurance with limits
not less than $500,000 each accident and $500,000 by disease. Contractor
waives all rights against BVCOG for recovery of damages to the extent
these damages are covered by the workers compensation and employer's
liability or umbrella liability insurance obtained by Contractor. Contractor
shall provide evidence of this by Blanket Waiver of Subrogation
endorsement.
23
Business Automobile
Original: Contractor shall maintain Business Automobile Liability
Liability Insurance
Insurance with a limit of not less than $1,000,000 each accident. Business
Auto Liability shall be written on a standard ISO version Business 24
Automobile Liability, or its equivalent, providing coverage for all owned,
non -owned and hired automobiles. Contractor waives all rights against the
BVCOG for recovery of damages to the extent these damages are covered
by the business auto policy or umbrella liability insurance obtained by
Contractor or under any auto physical damage coverage. If the Contractor
does not own the automobiles and furnishes satisfactory evidence of this,
then this requirement may allow the Contractor to agree to maintain only
Hired and Non -Owned Auto Liability. This amended coverage requirement
may be satisfied by way of endorsement to the Commercial General
Liability, or separate Business Auto policy.
Exception - Modify: Contractor shall maintain Business Automobile
Liability Insurance with a limit of not less than $1,000,000 each accident.
Business Auto Liability shall be written on a standard ISO version
Business Automobile Liability, or its equivalent, providing coverage for all
non -owned and hired automobiles. If the Contractor does not own the
automobiles and furnishes satisfactory evidence of this, then this
requirement may allow the Contractor to agree to maintain only Hired and
Non -Owned Auto Liability. This amended coverage requirement may be
satisfied by Blanket Waiver of Subrogation endorsement.
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Conflict of Interest and Ethical Standards
Employees are expected to devote their best efforts and attention to the full-time performance of
their jobs. Moreover, employees are expected to use good judgment, to adhere to high ethical
standards, and to avoid situations that create an actual or potential conflict between their
personal interests and the interests of ProcureNow. A conflict of interest exists when the
employee's loyalties or actions are divided between ProcureNow's interests and those of another,
such as a competitor, supplier, or customer. Both the fact and the appearance of a conflict of
interest should be avoided. Employees unsure as to whether a certain transaction, activity, or
relationship constitutes a conflict of interest should discuss it with their manager or the People
Team for clarification. Any exceptions to this guideline must be approved in writing by
ProcureNow's CEO.
While it is not feasible to describe all possible conflicts of interest that could develop, some of the
more common conflicts that employees should avoid include the following:
• Accepting personal gifts or entertainment from competitors, customers, suppliers, or
potential suppliers;
• Working for a competitor, supplier, or customer;
• Engaging in self-employment in competition with ProcureNow;
• Using proprietary or confidential ProcureNow information for personal gain or to
ProcureNow's detriment;
• Having a direct or indirect financial interest in or relationship with a competitor, customer,
or supplier, except that ownership of less than one percent (1%) of the publicly traded
stock of a corporation will not be considered a conflict;
• Using ProcureNow property or labor for personal use;
• Acquiring any interest in property or assets of any kind for the purpose of selling or
leasing it to ProcureNow;
• Committing ProcureNow to give its financial or other support to any outside activity or
organization; or,
• Developing a personal relationship with a subordinate employee of ProcureNow or with
an employee of a competitor, supplier, or customer that might interfere with the exercise
of impartial judgment in decisions affecting ProcureNow or any employees of
ProcureNow.
If an employee or someone with whom an employee has a close relationship (e.g., a family
member or close companion) has a financial or employment relationship with a competitor,
customer, supplier, or potential supplier, the employee must disclose this fact in writing to the
People Team. Employees should be aware that if they enter into a personal relationship with a
subordinate employee or with an employee of a competitor, supplier, or customer, a conflict of
interest may exist, which requires full disclosure to ProcureNow.
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Part-time employees may engage in outside employment, provided that they disclose such
employment and get written approval from their immediate supervisor. Employees must not
engage in any outside employment that conflicts with the employee's work schedule, duties and
responsibilities.
Failure to adhere to this guideline, including failure to disclose any conflicts or to seek an
exception, may result in discipline, up to and including termination of employment.
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PROCURENOW REFERENCES
We have listed a number of our customers' contact information in the first References section above, and others
following. Every ProcureNow Customer is Referrable. If you'd like more contact information in addition to what
has been provided, we are happy to extend this.
(1) Name: The County of Leon, Florida
Address: 1800-3 North Blair Stone Road; Tallahassee, FI 32308
Contact: Shelly Kelly, Director of Purchasing Title: Director of Purchasing
Email: KelleyS@leoncountyfl.gov Phone: 850-606-1600
Project Title: e-Procurement Software
Annual Budget: $274 Million
Modules: Solicitation Development and Electronic Bidding
Date Installed: September 2019. This is an active SaaS perpetual contract.
Number of Users: 6 Buyer/Admin — 50-75 potential drafters/evaluators
Leon County transitioned from paper bidding to electronic with ProcureNow. They can now
decommission an in-house built system for bid publishing and notification.
Link to Bidding Portal: https://secure.procurenow.com/portal/leoncounty/?status=all
(2) Name: The City of Norfolk, Virginia
Address: 301 E City Hall Ave, Norfolk, VA 23510
Contact: Krystyna Owen Title: Purchasing Agent
Email: Krystyna.Owen@norfolk.gov Phone: (757) 664 4063
Michael Bevis, Chief Procurement Officer
Email: Michael. Bevis@norfolk.gov Phone: 757-664-4787
Project Title: Solicitation Development and Electronic Bidding
Annual Budget: $1.4 Billion
Modules: Collaboration I Sourcing I Contracts
Project Started Feb 2020. Active SaaS perpetual contract.
Number of Users: 11 Buyer/Admin —100 potential drafters/evaluators
The City published a nationwide solicitation for an e-Procurement system to help them go from paper
bidding and word processor based rfp/bid writing system to electronic procurement automation.
ProcureNow won this RFP.
Link to Bidding Portal: https://secure.procurenow.com/portal/norfolk?status=all
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(3) Name: The County of Washington, Oregon
Address: 155 N First Avenue, Hillsboro, OR 97124, Suite: 300
Contact: Suzi Fulcher, CPPB Title: Purchasing Supervisor
Email: Suzi Fulcher@co.washington.or.us
Phone: 503-846-8734
Project Title: Solicitation Development and Electronic Bidding
Annual Budget: $1.4 Billion
Project Modules: Solicitation Development and Electronic Bidding Project went live March 2020. This is an
active SaaS perpetual contract.
Number of Users: 8 Administrators
They had to switch from paper based solicitations for VERY complex bids to ProcureNow at the beginning of the
COVID19 pandemic, and were able to make the switch with no disruptions with hundreds of bidders of each of
their active projects with great success and positive feedback.
Link to Bidding Portal https://secure.procurenow.com/portal/washington-county-or?status=all
(4) Name: Mesa Public Schools, Arizona (Largest School District in Arizona)
Address: 63 East Main Street • Mesa, Arizona 85201
Contact: Michelle Hamilton
Email: mlhamilton@mpsaz.org
Project Title: e-Procurement Software
Annual Budget: $575 Million
Project Modules: Electronic Bidding
Title: Director of Purchasing
Phone: 480-472-0149
Project Started March 2020. This is an active SaaS perpetual contract.
Number of Users: 11 Buyers/Admin — 40+ Evaluators
Link to Bidding Portal: https://secure.procurenow.com/portal/mpsaz?status=all
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Additional References
City of Edgewater — Pat Drosten, Purchasing Director
Telephone: 386.424.2400 ext 1306
Email: pdrosten@cityofedgewater.org
Maryland National Parks Commission — Stacey Pearson, Corporate Procurement Director
Telephone: 301-454-1609
Email: Stacey. Pearson@mncppc.org
The City of Milpitas (customer for 3 years) - Zachary DeVine, Senior Buyer
Telephone: 408-586-3163
Email: zdevine(@ci.milpitas.ca.gov
Sacramento Council of Governments (3 years) — Conor Peterson, eProcurement Project Manager
Telephone: 209-200-9597
Email: CPeterson(q-)_sacog.org
City of Brentwood, Tennessee — Holly Earls — City Recorder
Telephone: 615-371-2234
Email: holly.earls@brentwoodtn.gov
Santa Cruz County, California —Terra Prestwich — Purchasing Clerk
Telephone: 831-454-2792
Email: terra.prestwich@santacruzcounty.us
Yuba County, California —Sam Bunton, Engineer— Public Works
Telephone: (530) 565-6693
Email: sbunton@co.yuba.ca.us
The City of Pasadena, California — Antonio Watson, Buyer
Telephone: 626-744-8382
Email: awatson@cityofpasadena.net
Philadelphia International Airport, Pennsylvania —Alec Gever, Contracts Manager
Telephone: 215-863-3948
Email: alec.gever@phl.org
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
RFP No. 21-203
Invitation Title: eProcurement Solutions
Offeror Company: Govlist, Inc
(Legal name of business which will appear on contract, if awarded)
Contract Signatory: Thao Hill Title: Chief Customer Officer
Mailing Address: 530 Divisadero St #797, San Francisco, CA 94117
Physical Address: 8288 Caribbean Way, Sacramento, CA 95826
Phone: (855) 680-4747 Email: hello@procurenow.com
Federal ID No.: 81-2070547 Web Page URL: www.procurenow.com
Proposal Contact Information
Contact Person: Thao Hill
Phone: 415-470-2428 Email: thao@procurenow.com
Ownership - S1% or more: QNon-HUB/DBE ❑ HUB ❑ DBE
Estimated number of subcontractors who would participate in any contract: None
Number of above subcontractors who would qualify as an HUB / DBE: N/A
I hereby certify that the information contained in this proposal and any attachments is true and
correct and may be viewed as an accurate representation of proposed services to be provided by this
organization. I certify that no employee, BVCOG member, or agent of the BVCOG has assisted in
the preparation of this proposal. I acknowledge that I have read and understood the terms,
conditions, requirements and provisions of the RFP and that this organization will comply with the
terms thereof, and any other applicable local, state, and federal regulations and policies and that the
BVCOG is authorized to verify references and stated performance data and to conduct credit and
criminal background checks if needed. Furthermore, I certifify that I am legally authorized to sign this
proposal on behalf of said organization by authority of its governing body, and to bind said organization
under any contract that may result from the submission of this proposal.
J Digitally dbyThao :48:19l Chief Customer Officer
Signature: J / ` �" � Date: 2021.06.12 08:48:19-07'00' Title:
Printed Name: Thao Hill
Date: 06-12-2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who
Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
!J Name of vendor who has a business relationship with local governmental entity.
Not applicable. Every customer has terms that are publicly available.
2
❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
Not applicable.
Name of Officer
4J Describe each employment or other business relationship with the local government officer, or a family member of the
officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIO as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
Yes XI No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
F1 Yes X1 No
IJ Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
Not applicable.
6
❑Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
6/12/2021
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/
Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.
Local Government Code § 176.0010-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than $100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the
officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any
gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity; or
(B) submits to the local governmental entity an application, response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a
family member of the officer, described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 of 1
Complete Nos. 1 - 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2021-765545
Govlist, Inc.
San Francisco, CA United States
Date Filed:
06/12/2021
2 Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
Brazos Valley Council of Governments
Date Acknowledged:
g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
RFP 21-203
eProcurement and Contract Management Solutions
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
I Intermediary
Hill, Thuan Thao
Sacramento, CA United States
X
Gertmenian-Wong, David
Oakland, CA United States
X
Dorpalen-Barry, Liam
Boston, ME United States
X
5 Check only if there is NO Interested Party. ❑
6 UNSWORN DECLARATION
My name is Thuan Thao Hill
and my date of birth is July 15, 1975
My address is 8288 Caribbean Way
, Sacramento , CA 1 95826 USA
(street)
(city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in Sacramento County, State of California on the 19 day of June 20 21
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.ceffd98a
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OProcureNow
See below for our answer to Question 9: Please upload any End User Service Agreements that may be
required of the PSA Members.
By clicking "Log In" at secure.procurenow.com, you agree to our Terms and Privacy Policy.
https://www.procurenow.com/privacy-policy/
https://www.procurenow.com/terms-of-service/
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV SOFTWARE SERVICES AGREEMENT
OPENGOV SOFTWARE SERVICES AGREEMENT
This Software Services Agreement (this "Agreement") is entered into by OpenGov, Inc., a Delaware corporation
with a principal place of business at 6525 Crown Blvd #41340, San Jose, CA 95160 ("OpenGov") and the customer
listed on the signature block below ("Customer"), as of the date of last signature below (the "Effective Date"). This
Agreement sets forth the terms under which Customer will be permitted to use OpenGov's hosted software services.
DEFINITIONS
"Customer Data" means data that is provided by Customer to OpenGov pursuant to this Agreement (for
example, by email or through Customer's software systems of record). Customer Data shall not include any
confidential personally identifiable information.
"Documentation" means the documentation for the Software Services at the Customer Resource Center page
found at https://opengov.zendesk.com.
"Feedback" means suggestions, comments, improvements, ideas, or other feedback or materials regarding
the Software Services provided by Customer to OpenGov, including feedback provided through online developer
community forums.
"Initial Term" means the initial license term specified in number of years on the Order Form, commencing on
the Effective Date.
"Intellectual Property Rights" means all intellectual property rights including all past, present, and future rights
associated with works of authorship, including exclusive exploitation rights, copyrights, and moral rights, trademark
and trade name rights and similar rights, trade secret rights, patent rights, and any other proprietary rights in
intellectual property of every kind and nature.
"Order Form" means OpenGov's Software Services order form that: (a) specifies the Software Services
provided by OpenGov; (b) references this Agreement; and (c) is signed by authorized representatives of both
parties.
"Renewal Term" means each additional renewal period, which shall be for a period of equal duration as the
Initial Term, for which this Agreement is extended pursuant to Section 7.2.
SOFTWARE SERVICES, SUPPORT AND PROFESSIONAL SERVICES
2.1 Software Services. Subject to the terms and conditions of this Agreement, OpenGov will use commercially
reasonable efforts to perform the software services identified in the applicable Order Form entered into by OpenGov
and Customer ("Software Services").
2.2 Support & Service Levels. Customer support is available by email to support@opengov.com or by using the
chat messaging functionality of the Software Services, both of which are available during OpenGov's standard
business hours. Customer may report issues any time. However, OpenGov will address issues during business
hours. OpenGov will provide support for the Software Services in accordance with the Support and Software Service
Levels found at https://opengov.com/service-sla, as long as Customer is entitled to receive support under the
applicable Order Form and this Agreement.
2.3 Professional Services.
(a) If OpenGov or its authorized independent contractors provides professional services to Customer, such as
implementation services, then these professional services will be described in a statement of work ("SOW") agreed
to by the parties (the "Professional Services"). Unless otherwise specified in the SOW, any pre -paid Professional
Services Fees must be utilized within one (1) year from the Effective Date. Any unused pre -paid Professional
Services Fees shall be forfeited.
(b) Unless the SOW provides otherwise, all reasonable travel expenses, pre -approved by Customer and
incurred by OpenGov in performing the professional services will be reimbursed by Customer. Travel expenses
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DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV SOFTWARE SERVICES AGREEMENT
include cost of coach airfare travel round trip from the individual's location to Customer's location, reasonable hotel
accommodations, ground transportation and meals.
3. RESTRICTIONS AND RESPONSIBILITIES
3.1 Restrictions. Customer may not use the Software Services in any manner or for any purpose other than as
expressly permitted by the Agreement. Customer shall not, and shall not permit or enable any third party to: (a)
use or access any of the Software Services to build a competitive product or service; (b) modify, disassemble,
decompile, reverse engineer or otherwise make any derivative use of the Software Services (except to the extent
applicable laws specifically prohibit such restriction); (c) sell, license, rent, lease, assign, distribute, display, host,
disclose, outsource, copy or otherwise commercially exploit the Software Services; (d) perform or disclose any
benchmarking or performance testing of the Software Services; (e) remove any proprietary notices included with
the Software Services; (f) use the Software Services in violation of applicable law; or (g) transfer any confidential
personally identifiable information to OpenGov or the Software Services platform.
3.2 Responsibilities. Customer shall be responsible for obtaining and maintaining computers and third party
software systems of record (such as Customer's ERP systems) needed to connect to, access or otherwise use the
Software Services. Customer also shall be responsible for: (a) ensuring that such equipment is compatible with the
Software Services, (b) maintaining the security of such equipment, user accounts, passwords and files, and (c) all
uses of Customer user accounts by any party other than OpenGov.
4. INTELLECTUAL PROPERTY RIGHTS; LICENSE GRANTS; ACCESS TO CUSTOMER DATA
4.1 Software Services. OpenGov retains all right, title, and interest in the Software Services and all Intellectual
Property Rights in the Software Services. The look and feel of the Software Services, including any custom fonts,
graphics and button icons, are the property of OpenGov and Customer may not copy, imitate, or use them, in whole
or in part, without OpenGov's prior written consent. Subject to Customer's obligations under this Agreement,
OpenGov hereby grants to Customer a non-exclusive, royalty -free license during the Term to use the Software
Services.
4.2 Customer Data. Customer retains all right, title, and interest in the Customer Data and all Intellectual Property
Rights therein. Customer hereby grants to OpenGov a non-exclusive, royalty -free license to, and permit its partners
(which include, without limitation the hosting providers of the Software Services) to, use, store, edit and reformat
the Customer Data, and to use Customer Data for purposes of sales, marketing, business development, product
enhancement, customer service, or for analyzing such data and publicly disclosing such analysis ("Insights"),
provided that in all such uses Customer Data is rendered anonymous such that Customer is no longer identifiable.
4.3 Access to Customer Data. Customer may download the Customer Data from the Software Services at any
time during the Term, other than during routine software maintenance periods. OpenGov has no obligation to return
Customer Data to Customer.
4.4 Feedback. Customer hereby grants to OpenGov a non-exclusive, royalty -free, irrevocable, perpetual,
worldwide license to use and incorporate into the Software Services and Documentation Customer's Feedback.
OpenGov will exclusively own any improvements or modifications to the Software Services and Documentation
based on or derived from any of Customer's Feedback including all Intellectual Property Rights in and to the
improvements and modifications.
5. CONFIDENTIALITY
5.1 Each party (the "Receiving Party") agrees not to disclose any Confidential Information of the other party (the
"Disclosing Party") without the Disclosing Party's prior written consent, except as provided below. The Receiving
Party further agrees: (a) to use and disclose the Confidential Information only in connection with this Agreement;
and (b) to protect such Confidential Information using the measures that Receiving Party employs with respect to
its own Confidential Information of a similar nature, but in no event with less than reasonable care. Notwithstanding
the above, the Receiving Party may disclose Confidential Information to the extent required by law or court order,
provided that prior written notice of such required disclosure and an opportunity to oppose or limit disclosure is
given to the Disclosing Party.
Rev. 2018.01_210428
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV SOFTWARE SERVICES AGREEMENT
5.2 "Confidential Information" means all confidential business, technical, and financial information of the
disclosing party that is marked as "Confidential" or an equivalent designation or that should reasonably be
understood to be confidential given the nature of the information and/or the circumstances surrounding the
disclosure (including the terms of the applicable Software Agreement). OpenGov's Confidential Information
includes, without limitation, the software underlying the Software Services and all Documentation.
5.3 Notwithstanding the foregoing, "Confidential Information" does not include: (a) "Public Data," which is data
that the Customer has previously released to the public, would be required to release to the public, upon request,
according to applicable federal, state, or local public records laws, or Customer requests OpenGov make available
to the public in conjunction with the Software Services. Confidential Information does not include (b) information
that has become publicly known through no breach by the receiving party; (c) information that was rightfully received
by the Receiving Party from a third party without restriction on use or disclosure; or (d) information independently
developed by the Receiving Party without access to the Disclosing Party's Confidential Information.
6. PAYMENT OF FEES
6.1 Fees; Invoicing; Payment; Expenses.
(a) Fees. The fees for the Software Services for the Initial Term and any Renewal Term ("Software Services
Fees") and the fees for Professional Services ("Professional Services Fees") are set forth in the applicable Order
Form. Software Services Fees and Professional Services Fees shall hereafter be referred to as "Fees". Except to
the extent otherwise expressly stated in this Agreement or in an Order Form, (i) all obligations to pay Fees are non -
cancelable and all payments are non-refundable, (ii) Customer must pay all Fees due under all Order Forms and
SOW within thirty (30) days after Customer receives each invoice (invoices are deemed received when OpenGov
emails them to Customer's designated billing contact); (iii) the Software Service Fee shall be due annually in
advance, and (iv) Customer must make all payments without setoffs, withholdings or deductions of any kind.
(b) Annual Software Maintenance Price Adjustment. OpenGov shall increase the Fees payable for the
Software Services during any Renewal Term by 5% each year of the Renewal Term.
(c) Invoicing and Payment. OpenGov will invoice the Customer according to the Billing Frequency listed on
the Order Form. Customer shall pay all invoices according to the Payment Terms listed on the Order Form.
(d) Travel Expenses. Unless the SOW provides otherwise, OpenGov will invoice Customer for travel
expenses, pre -approved by the Customer, incurred in connection with each SOW as they are incurred. Customer
shall pay all such valid invoices within thirty (30) days of receipt of invoice. Each invoice shall include receipts for
the travel expenses listed on the invoice.
(e) Customer Delays; On Hold Fee.
I. On Hold Notice. Excluding delays caused by Force Majeure as described in Section 10.5, if
OpenGov determines that Customer's personnel or contractors are not completing Customer's responsibilities
described in the applicable SOW timely or accurately, OpenGov shall promptly, but in no event more than
thirty (30) days from the date of such determination deliver to Customer a notice (an "On Hold Notice") that
(A) designates the Professional Services to be provided to the Customer as "On Hold", (B) detail Customer's
obligations and responsibilities necessary for OpenGov to continue performing the Professional Services, and
(C) specify the Customer shall be invoiced for lost time in production (e.g. delayed or lost revenue resulting
from rescheduling work on other projects, delay in receiving milestone payments from Customer, equipment,
hosting providers and human resources idle) for a fee equal to 10% of the first year Software Service Fee (the
"On Hold Fee").
II. Effects of On Hold Notice. Upon issuing an On Hold Notice, OpenGov shall be entitled, without
penalty, to (A) reallocate resources otherwise reserved for the performance of the Professional Services, and
(B) stop or caused to be stopped the Professional Services to be provided to the Customer until the Customer
has fulfilled its obligations as set forth in the On Hold Notice. OpenGov shall remove the "On Hold" status, only
upon Customer's fulfillment of its obligations set out in the On Hold Notice, including payment of the On Hold
Rev. 2018.01_210428
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV SOFTWARE SERVICES AGREEMENT
Fee. Upon Customer's fulfillment of its obligations in the On Hold Notice, OpenGov may, in its sole discretion,
extend the timeline to complete certain Professional Services up to six (6) weeks, depending on the availability
of qualified team resources (OpenGov cannot guarantee that these team resources will be the same as those
who were working on the project prior to it being placed On Hold). OpenGov shall bear no liability or otherwise
be responsible for delays in the provision of the Professional Services occasioned by Customer's failure to
complete Customer's responsibilities or adhere to a Customer schedule which were brought to the attention
of the Customer on a timely basis, unless such delays result, directly or indirectly from the failure of OpenGov
or its authorized independent contractors to perform the Professional Services in accordance with this
Agreement or applicable SOW.
6.2 Consequences of Non -Payment. If Customer fails to make any payments required under any Order Form or
SOW, then in addition to any other rights OpenGov may have under this Agreement or applicable law, (a) Customer
will owe late interest penalty of 1.5% of the outstanding balance per month, or the maximum rate permitted by law,
whichever is lower and (b) If Customer's account remains delinquent (with respect to payment of a valid invoice)
for thirty (30) days after receipt of a delinquency notice from OpenGov, which may be provided via email to
Customer's designated billing contact, OpenGov may temporarily suspend Customer's access to the Software
Service for up to ninety (90) days to pursue good faith negotiations before pursuing termination in accordance
with Section 7. Customer will continue to incur and owe all applicable Fees irrespective of any such Service
suspension based on such Customer delinquency.
6.3 Taxes. All Fees under this Agreement are exclusive of any applicable sales, value-added, use or other taxes
("Sales Taxes"). Customer is solely responsible for any and all Sales Taxes, not including taxes based solely on
OpenGov's net income. If any Sales Taxes related to the Fees under this Agreement are found at any time to be
payable, the amount may be billed by OpenGov to, and shall be paid by, Customer. If Customer fails to pay any
Sales Taxes, then Customer will be liable for any related penalties or interest, and will indemnify OpenGov for any
liability or expense incurred in connection with such Sales Taxes. In the event Customer or the transactions
contemplated by the Agreement are exempt from Sales Taxes, Customer agrees to provide OpenGov, as evidence
of such tax exempt status, proper exemption certificates or other documentation acceptable to OpenGov.
7. TERM & TERMINATION
7.1 Term. Subject to compliance with all terms and conditions, the term of this Agreement shall commence on the
Effective Date and shall continue until the Subscription End Date specified on the Order Form (the "Initial Term")
unless sooner terminated pursuant to Section 7.3 below.
7.2 Renewal. This Agreement shall automatically renew for another period of the same duration as the Initial Term
(the "Renewal Term" and together with the Initial Term, the "Term"), unless either party notifies the other party of
its intent not to renew this Agreement in writing no less than thirty (30) days before the end of the Initial Term.
7.3 Termination. Neither party shall have the right to terminate this Agreement without a legally valid cause. If
either party materially breaches any term of this Agreement and fails to cure such breach within thirty (30) days
after notice by the non -breaching party (ten (10) days in the case of non-payment), the non -breaching party may
terminate this Agreement.
7.4 Effect of Termination.
(a) In General. Upon termination pursuant to Section 7.3 or expiration of this Agreement pursuant to Section
7.1: (a) Customer shall pay in full for all Software Services and Professional Services performed up to and including
the effective date of termination or expiration, (b) all Software Services provided to Customer hereunder shall
immediately terminate; and (c) each party shall return to the other party or, at the other party's option, destroy all
Confidential Information of the other party in its possession.
(b) Deletion of Customer Data. Unless otherwise requested pursuant to this Section 7.4(b), upon the
expiration or termination of this Agreement the Customer Data, excluding any Insights, shall be deleted pursuant to
OpenGov's standard data deletion and retention practices. Upon written request, Customer may request deletion
of Customer Data, excluding any Insights, prior to the date of termination or expiration of this Agreement. Such
Rev. 2018.01_210428
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
OPENGOV SOFTWARE SERVICES AGREEMENT
request must be addressed to "OpenGov Vice President, Customer Success" at OpenGov's address for notice
described at Section 10.
7.5 Survival. The following sections of this Agreement shall survive termination: Section 5 (Confidentiality), Section
6 (Payment of Fees), Section 7.4(b) (Deletion of Customer Data), Section 8.3 (Warranty Disclaimer), Section 9
(Limitation of Liability) and Section 10 (Miscellaneous).
8. REPRESENTATIONS AND WARRANTIES; DISCLAIMER
8.1 By OpenGov.
(a) General Warranty. OpenGov represents and warrants that: (i) it has all right and authority necessary to
enter into and perform this Agreement; and (ii) the Professional Services, if any, will be performed in a professional
and workmanlike manner in accordance with the related statement of work and generally prevailing industry
standards. For any breach of the Professional Services warranty, Customer's exclusive remedy and OpenGov's
entire liability will be the re -performance of the applicable services. If OpenGov is unable to re -perform all such
work as warranted, Customer will be entitled to recover all fees paid to OpenGov for the deficient work. Customer
must make any claim under the foregoing warranty to OpenGov in writing within ninety (90) days of performance of
such work in order to receive such warranty remedies.
(b) Software Services Warranty. OpenGov further represents and warrants that for a period of ninety (90)
days, the Software Services will perform in all material respects in accordance with the Documentation. The
foregoing warranty does not apply to any Software Services that have been used in a manner other than as set
forth in the Documentation and authorized under this Agreement. OpenGov does not warrant that the Software
Services will be uninterrupted or error -free. Any claim submitted under this Section 8.1(b) must be submitted in
writing to OpenGov during the Term. OpenGov's entire liability for any breach of the foregoing warranty is to repair
or replace any nonconforming Software Services so that the affected portion of the Software Services operates as
warranted or, if OpenGov is unable to do so, terminate the license for such Software Services and refund the pre-
paid, unused portion of the Fee for such Software Services.
8.2 By Customer. Customer represents and warrants that (i) it has all right and authority necessary to enter into
and perform this Agreement; and (ii) OpenGov's use of the Customer Data pursuant to this Agreement will not
infringe, violate or misappropriate the Intellectual Property Rights of any third party.
8.3 Disclaimer. OPENGOV DOES NOT WARRANT THAT THE SOFTWARE SERVICES WILL BE
UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT
MAY BE OBTAINED FROM USE OF THE SOFTWARE SERVICES. EXCEPT AS SET FORTH IN THIS SECTION
8, THE SOFTWARE SERVICES ARE PROVIDED "AS IS" AND OPENGOV DISCLAIMS ALL OTHER
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON -INFRINGEMENT.
9. LIMITATION OF LIABILITY
9.1 By Type. NEITHER PARTY, NOR ITS SUPPLIERS, OFFICERS, AFFILIATES, REPRESENTATIVES,
CONTRACTORS OR EMPLOYEES, SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT
MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER
THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OF DATA OR COST
OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR LOSS OF BUSINESS; (B) FOR ANY
INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES; OR (C) FOR
ANY MATTER BEYOND SUCH PARTY'S REASONABLE CONTROL, EVEN IF SUCH PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
9.2 By Amount. IN NO EVENT SHALL EITHER PARTY'S AGGREGATE, CUMULATIVE LIABILITY FOR ANY
CLAIMS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT EXCEED THE FEES PAID BY
CUSTOMER TO OPENGOV (OR, IN THE CASE OF CUSTOMER, PAYABLE) FOR THE SOFTWARE SERVICES
UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY.
9.3 Limitation of Liability Exclusions. The limitations of liability set forth in Sections 9.1 and 9.2 above do not apply
to, and each party accepts liability to the other for: (a) claims based on either party's intentional breach of its
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OPENGOV SOFTWARE SERVICES AGREEMENT
obligations set forth in Section 5 (Confidentiality), (b) claims arising out of fraud or willful misconduct by either party
and (c) either party's unauthorized use, distribution, or disclosure of the other party's intellectual property.
9.4 No Limitation of Liability by Law. Because some jurisdictions do not allow liability or damages to be limited to
the extent set forth above, some of the above limitations may not apply to Customer.
10. MISCELLANEOUS
10.1 Logo Use. OpenGov shall have the right to use and display Customer's logos and trade names for marketing
and promotional purposes in connection with OpenGov's website and marketing materials, subject to Customer's
trademark usage guidelines provided to OpenGov.
10.2 Notice. Ordinary day-to-day operational communications may be conducted by email, live chat or telephone
communications. However, for notices, including legal notices, required by the Agreement (in Sections where the
word "notice" appears) the parties must communicate more formally in a writing given by personal delivery, by pre-
paid first-class mail or by overnight courier to the address specified in the most recent Order Form (or such other
address as may be specified in writing in accordance with this Section).
10.3 Anti -corruption. OpenGov has not offered or provided any bribe, kickback, illegal or improper payment, gift, or
thing of value to any Customer personnel in connection with the Agreement, other than reasonable gifts and
entertainment provided Customer in the ordinary course of business. If OpenGov become aware of any violation of
the above restriction then OpenGov shall promptly notify Customer.
10.4 Junctive Relief. The parties acknowledge that any breach of the confidentiality provisions or the unauthorized
use of a party's intellectual property may result in serious and irreparable injury to the aggrieved party for which
damages may not adequately compensate the aggrieved party. The parties agree, therefore, that, in addition to
any other remedy that the aggrieved party may have, it shall be entitled to seek equitable injunctive relief without
being required to post a bond or other surety or to prove either actual damages or that damages would be an
inadequate remedy.
10.5 Force Majeure. Neither party shall be held responsible or liable for any losses arising out of any delay or failure
in performance of any part of this Agreement, other than payment obligations, due to any act of god, act of
governmental authority, or due to war, riot, labor difficulty, failure of performance by any third -party service, utilities,
or equipment provider, or any other cause beyond the reasonable control of the party delayed or prevented from
performing.
10.6 Severabilitv; Waiver. If any provision of this Agreement is found to be unenforceable or invalid, that provision
will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full
force and effect and enforceable. Any express waiver or failure to exercise promptly any right under this Agreement
will not create a continuing waiver or any expectation of non -enforcement. There are no third -party beneficiaries to
this Agreement.
10.7 Assignment. Except as set forth in this Section, neither party shall assign, delegate, or otherwise transfer this
Agreement or any of its rights or obligations to a third party without the other party's prior written consent, which
consent shall not be unreasonably withheld, conditioned, or delayed. Either party may assign, without such consent
but upon written notice, its rights and obligations under this Agreement to: (i) its corporate affiliate; or (ii) any entity
that acquires all or substantially all of its capital stock or its assets related to this Agreement, through purchase,
merger, consolidation, or otherwise. Any other attempted assignment shall be void. This Agreement shall inure to
the benefit of and bind each party's permitted assigns and successors.
10.8 Independent Contractors. No agency, partnership, joint venture, or employment is created as a result of this
Agreement and neither party has any authority of any kind to bind the other party in any respect.
10.9 Attorneys' Fees. In any action or proceeding to enforce rights under this Agreement, the prevailing party will
be entitled to recover costs and attorneys' fees.
10.10 Governing Law and Jurisdiction. This Agreement shall be governed by the laws of the State of California
without regard to its conflict of laws provisions. Exclusive jurisdiction for litigation of any dispute, controversy or
claim arising out of or in connection with this Agreement shall be only in the Federal or State court with competent
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OPENGOV SOFTWARE SERVICES AGREEMENT
jurisdiction located in San Mateo County, California, and the parties hereby submit to the personal jurisdiction and
venue therein.
10.11 Complete Agreement. This Agreement is the complete and exclusive statement of the mutual understanding
of the parties and supersedes and cancels all previous written and oral agreements, communications, and other
understandings relating to the subject matter of this Agreement. No modification of this Agreement will be binding,
unless in writing and signed by an authorized representative of each party.
[SIGNATURE PAGE TO FOLLOW]
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OPENGOV SOFTWARE SERVICES AGREEMENT
Signatures
Customer:
Signature:
Name:
OPENGOv, INC.
Signature:
Name:
Title: Title:
Date: Date:
[SIGNATURE PAGE TO OPENGOV SOFTWARE SERVICES AGREEMENT]
Rev. 2018.01_210428
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RFP 21-203 eProcurement Solutions
Proposer Certifications
By signing below, Proposer makes the following certifications under penalty of perjury and possible
contract termination if any of these certifications are found to be false.
Certification 1. LEGAL AUTHORITY
Proposer warrants and represents that it has adequate legal counsel and authority to respond to this
RFP. The governing bodies, where applicable, have authorized the signatory officials to enter into this
Contract and bind the parties to the terms of this Contract and any subsequent amendments thereto.
Certification 2. APPLICABLE LAWS
The parties agree to conduct all activities under this Contract in accordance with all applicable rules,
regulations, directives, issuances, ordinances, and laws in effect or promulgated during the term of this
Contract.
Certification 3. RELEASE
The Proposer releases, relinquishes, and discharges the PSA, its officers, agents, and employees from all
claims, demands, and causes of action of every kind and character, including the cost of defense thereof,
for any injury to, sickness or death of the Proposer or its employees and any loss of or damage to any
property of the Proposer or its employees that is caused by or alleged to be caused by, arises out of, or
is in connection with the Proposer's negligent performance of the work. Both the PSA and the Proposer
expressly intend that this release shall apply regardless of whether said claims, demands, and causes of
action are covered, in whole or in part, by insurance.
Certification 4. CIVIL AND CRIMINAL PROVISIONS AND SANCTIONS
Proposer agrees that it will perform under this Contract in conformance with safeguards against fraud
and abuse as set forth by PSA, the State of Texas, Federal regulations and the acts and regulations of any
funding entity. Proposer agrees to notify PSA of any suspected fraud, abuse or other criminal activity
related to this Contract through filing of a written report promptly after it becomes aware of such
activity.
Certification S. CLEAN AIR AND FEDERAL WATER POLLUTION CONTROL ACTS
The Proposer agrees to comply with all applicable standards, orders or regulations issued pursuant to
the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33
U.S.C. 1251-1387).
Certification 6. BYRD ANTI -LOBBYING AMENDMENT
The Proposer certifies that it has not and will not use Federal appropriated funds, which may include any
money received in association with the PSA contract, to pay for any person or organization for
influencing or attempting to influence an officer or employee of any agency, a member of Congress,
officer or employee of Congress, or an employee of a member of Congress in connection with obtaining
any Federal contract, grant or any other award covered by the Byrd Anti -Lobbying Amendment
(31 U.S.C. 1352).
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Certification 7. TRAFFICKING VICTIMS PROTECTION ACT
The Proposer certifies that it will not perform nor will it allow its employees to perform the following
acts covered by the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104(g)):
i. Engage in severe forms of trafficking in persons during the period of time that the award is in
effect;
ii. Procure a commercial sex act during the period of time that the award is in effect; or
iii. Use forced labor in the performance of the award or sub -awards under the award.
Certification & CERTIFICATION NOT TO BOYCOTT ISREAL
The Proposer certifies that it does not boycott Israel and will not boycott Israel during the term of this
contract. Proposer further certifies that it does not and will not refuse to deal with, terminate business
activities with, or otherwise take any action that is intended to penalize, inflict economic harm on, or
limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in
an Israeli -controlled territory. This does not include actions made for ordinary business purposes.
Certification 9. COMPUTER EQUIPMENT REYCLING PROGRAM
If Proposer is submitting a Response for the purchase or lease of computer equipment, then Proposer
certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code
related to the Computer Equipment Recycling Program and the Texas Commission on Environmental
Quality rules in 30 TAC Chapter 328.
Certification 10. CONTRACTING INFORMATION RESPONSIBILITIES
In accordance with Section 552.372 of the Texas Government Code, Proposer agrees to (1) preserve all
contracting information related to the contract as provided by the records retention requirements
applicable to the PSA member for the duration of the contract, (2) promptly provide to the PSA member
any contracting information related to the contract that is in the custody or possession of the Proposer
on request of the PSA member, and (3) on termination or expiration of the contract, either provide at no
cost to the PSA member all contracting information related to the contract that is in the custody or
possession of the Proposer or preserve the contracting information related to the contract as provided
by the records retention requirements applicable to the PSA member. Except as provided by Section
552.374(c) of the Texas Government Code, the requirements of Subchapter J, Chapter 552, Government
Code, may apply to the contract and the Proposer agrees that the contract can be terminated if the
Proposer knowingly or intentionally fails to comply with a requirement of that subchapter.
Certification 11. ANTITRUST AFFIRMATION
The Proposer affirms under penalty of perjury of the laws of the State of Texas that (1) in connection
with this Response, neither I nor any representative of the Proposer have violated any provision of the
Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; (2) in connection with this
Response, neither I nor any representative of the Proposer have violated any federal antitrust law; and
(3) neither I nor any representative of the Proposer have directly or indirectly communicated any of the
contents of this Response to a competitor of the Proposer or any other company, corporation, firm,
partnership or individual engaged in the same line of business as the Proposer.
Certification 12. DEALINGS WITH PUBLIC SERVANTS AFFIRMATION
The Proposer has not given, offered to give, nor intends to give at any time hereafter any economic
opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public
servant in connection with the submitted Response.
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Certification 13. E-VERIFY PROGRAM
The Proposer certifies that for contracts for services, Proposer shall utilize the U.S. Department of
Homeland Security's E-Verify system during the term of the contract to determine the eligibility of:
1. all persons employed by Proposer to perform duties within Texas; and
2. all persons, including subcontractors, assigned by Proposer to perform work pursuant the
contract within the United States of America.
Certification 14. EXCLUDED PARTIES
Proposer certifies that it is not listed in the prohibited vendors list authorized by Executive Order No.
13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit,
or Support Terrorism", published by the United States Department of the Treasury, Office of Foreign
Assets Control.
Certification 15. FALSE STATEMENTS
Proposer represents and warrants that all statements and information prepared and submitted in this
document are current, complete, true, and accurate. Submitting a Response with a false statement or
material misrepresentations made during the performance of a contract is a material breach of contract
and may void the submitted Response and any resulting contract.
Certification 16. FOREIGN TERRORIST ORGANIZATION
Proposer represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign
terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code.
Certification 17. NO CONFLICTS OF INTEREST
Proposer represents and warrants that the provision of goods and services or other performance under
the contract will not constitute an actual or potential conflict of interest or reasonably create an
appearance of impropriety.
Certification 18. AMERICANS WITH DISABILITIES ACT
Proposer represents and warrants its compliance with the requirements of the Americans With
Disabilities Act (ADA) and its implementing regulations, as each may be amended.
Certification 19. DRUG -FREE WORKPLACE
Proposer represents and warrants that it shall comply with the applicable provisions of the Drug -Free
Work Place Act of 1988 (41 U.S.C. § 701 et seq.) and maintain a drug -free work environment.
Certification 20. EQUAL EMPLOYMENT OPPORTUNITY
Proposer represents and warrants its compliance with all applicable duly enacted state and federal laws
governing equal employment opportunities.
Certification 21. FEDERAL OCCUPATIONAL SAFETY AND HEALTH LAW
Proposer represents and warrants that all articles and services shall meet or exceed the safety standards
established and promulgated under the Federal Occupational Safety and Health Act of 1970, as
amended (29 U.S.C. Chapter 15).
Certification 22. IMMIGRATION
Proposer represents and warrants that it shall comply with the requirements of the Immigration and
Nationality Act (8 U.S.C.§ 1101 et seq.) and all subsequent immigration laws and amendments.
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Certification 23. LEGAL AND REGULATORY ACTIONS
Proposer represents and warrants that it is not aware of and has received no notice of any court or
governmental agency actions, proceedings or investigations, etc., pending or threatened against
Proposer or any of the individuals or entities included in the Response within the five (5) calendar years
immediately preceding the submission of the Response that would or could impair Proposer's
performance under the contract, relate to the solicited or similar goods or services, or otherwise be
relevant to PSA's consideration of the Response. If Proposer is unable to make the preceding
representation and warranty, then Proposer instead represents and warrants that it has included as a
detailed attachment in its Response a complete disclosure of any such court or governmental agency
actions, proceedings or investigations, etc. that would or could impair Proposer's performance under
the contract, relate to the solicited or similar goods or services, or otherwise be relevant to PSA's
consideration of the Response. In addition, Proposer represents and warrants that it shall notify PSA in
writing within five (5) business days of any changes to the representations or warranties in this clause
and understands that failure to so timely update PSA shall constitute breach of contract and may result
in immediate termination of the contract.
Certification 24. LIMITATION ON AUTHORITY
Proposer shall have no authority to act for or on behalf of PSA except as expressly provided for in the
contract resulting from this RFP; no other authority, power or use is granted or implied. Proposer may
not incur any debt, obligation, expense or liability of any kind on behalf of PSA.
Certification 25. MEDIA RELEASES
Proposer shall not use PSA's name, logo, or other likeness in any press release, marketing material, or
other announcement without PSA's prior written approval. PSA does not endorse any vendor,
commodity, or service. Proposer is not authorized to make or participate in any media releases or public
announcements pertaining to this procurement, the Response or the services to which they relate
without PSA's prior written consent, and then only in accordance with explicit written instructions from
PSA.
Certification 26. NO FELONY CRIMINAL CONVICTIONS
Proposer represents that neither Proposer nor any of its employees, agents, or representatives,
including any subcontractors and employees, agents, or representative of such subcontractors, have
been convicted of a felony criminal offense or that if such a conviction has occurred Proposer has fully
advised PSA in writing of the facts and circumstances surrounding the convictions.
Certification 27. NO IMPLIED WAIVER
No provision of the contract shall constitute or be construed as a waiver of any of the privileges, rights,
defenses, remedies, or immunities available to PSA as a political subdivision of the State of Texas or
otherwise available to PSA. The failure to enforce or any delay in the enforcement of any privileges,
rights, defenses, remedies, or immunities detailed in the contract or otherwise available to PSA by law
will not constitute a waiver of said privileges, rights, defenses, remedies, or immunities or be considered
as a basis for estoppel.
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Certification 28. NO THIRD -PARTY BENEFICIARIES
This agreement is made solely and specifically among and for the benefit of the parties named herein
and their respective successors and assigns, and no other person shall have any right, interest, or claims
hereunder or be entitled to any benefits pursuant to or on account of the contract as a third -party
beneficiary or otherwise.
Certification 29. PERMITS, CERTIFICATIONS, AND LICENSES
Proposer represents and warrants that it has determined what licenses, certifications and permits are
required under the contract and has acquired all applicable licenses, certifications, and permits.
Certification 30. PROMPT PAYMENT
All payments by Proposer to any subcontractor, and any payments by a subcontractor to any other
person or entity that provides goods or services under this contract shall be made in compliance with
Chapter 2251 of the Texas Government Code.
Certification 31. REFUND
Proposer will promptly refund or credit within thirty (30) calendar days any funds erroneously paid by a
PSA member which are not expressly authorized under the contract.
Certification 32. SURVIVAL
Expiration or termination of the contract for any reason does not release Proposer from any liability or
obligation set forth in the contract that is expressly stated to survive any such expiration or termination,
that by its nature would be intended to be applicable following any such expiration or termination, or
that is necessary to fulfill the essential purpose of the contract, including without limitation the
provisions regarding warranty, indemnification, confidentiality, and rights and remedies upon
termination.
Certification 33. UNFAIR BUSINESS PRACTICES
Proposer represents and warrants that it has not been the subject of allegations of Deceptive Trade
Practices violations under Chapter 17 of the Texas Business and Commerce Code, or allegations of any
unfair business practice in any administrative hearing or court suit and that Proposer has not been
found to be liable for such practices in such proceedings. Proposer certifies that it has no officers who
have served as officers of other entities who have been the subject of allegations of Deceptive Trade
Practices violations or allegations of any unfair business practices in an administrative hearing or court
suit and that such officers have not been found to be liable for such practices in such proceedings.
Certification 34. WAIVER OF CONSEQUENTIAL DAMAGES
Notwithstanding any other provision to the contrary herein, neither party shall be liable to the other for
any indirect, incidental, special or consequential damages or loss of profits, anticipated or otherwise, or
loss of revenues in connection with or arising out of, or in connection with, the subject matter of this
contract.
Certification 35. NO FINANCIAL INTEREST OR OTHER CONFLICT
No BVOCG/PSA officer, employee, Board of Directors member or member of any BVCOG/PSA board or
commission, nor family member of any such person, has a financial interest, direct or indirect, in Offeror
or in any contract Offeror might enter into with BVCOG/PSA.
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Certification 36. FELONY CONVICTION NOTIFICATION
Proposer represents and warrants that the Offeror's employees have not been convicted of a felony
criminal offense, or that, if such a conviction has occurred, the Offeror has fully advised PSA as to the
facts and circumstances surrounding the conviction.
Certification 37. NON -COLLUSIVE RESPONSE
The prices in the Response have been arrived at independently without collusion, consultation,
communication, or agreement for the purpose of restricting competition, as to any matter relating to
such prices with any other Offeror or potential competitor. The prices which have been quoted in the
Response (unless otherwise required by law), have not been knowingly disclosed by Offeror and will not
be knowingly disclosed by Offeror prior to the public response opening, either directly or indirectly, to
any other Offeror or competitor. No attempt has been made or will be made by Offeror to induce any
other person, partnership or corporation to submit or not to submit a response for the purpose of
restricting competition.
Certification 38. NON -BIASED SPECIFICATIONS
This RFP contains no requirements considered to be unduly biased in favor of Offeror or any other
Offerors that may be competing for this procurement.
Certification 39. SUSPENSION AND DEBARMENT
Proposer certifies that it and its principals are not suspended or debarred from doing business with the
state or federal government as listed on the State of Texas Debarred Vendor List maintained by the
Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the
General Services Administration.
Proposer has not within a three (3) year period preceding this RFP been convicted of or had a civil suit
judgment rendered against Offeror for commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain or performing a public transaction or contract under a public
transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft,
forgery, bribery, falsification or destruction of records, making false statement, or receiving stolen
property. Proposer is not presently indicted for or otherwise criminally or civilly charged by a
government entity (federal, state, or local) with commission of any of the offenses enumerated above.
Offeror has not, within a three (3) year period preceding this RFP, had any government (federal, state, or
local) transactions terminated for cause or default.
Certification 40. LICENSING AND PERMITS
Proposer has all licenses and/or permits, required by any and all governmental entities having
jurisdiction, to legally sell the products/services offered.
Certification 41. FRANCHISE TAX
Proposer hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes.
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By signing below, Proposer hereby confirms all certifications above, and furthermore that he/she is
legally authorized to sign this certification on behalf of said organization by authority of its governing
body.
Govlist, Inc. (dba ProcureNow)
Organization
Thao Hill
Name
Chief Customer Officer
Title
06/12/2021
Signature Date
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Contract 21-203-PCN
Exhibit B : RFP 21-203
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Purchasing
Solutions
Alliance
apurchasing cooperative for.public agencies
www.bvcog.org
REQUEST FOR PROPOSALS
21-203
eProcurement and Contract Management Solutions
PROPOSALS TO BE SUBMITTED BY:
3:00 p.m. CST Tuesday, June 22, 2021
RESPONSES MAY BE SUBMITTED ELECTRONICALLY TO:
httl?s: / / secure.procurenow.com /12ortal/brazos-valley-tx
OR
PAPER RESPONSES MAY BE DELIVERED TO:
Purchasing Solutions Alliance
3991 E. 29`h Street
Bryan, Texas 77802
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Request for Proposals
eProcurement and Contract Management Solutions
Table of Contents
1. Introduction
2. Technical Specifications and Scope of Work
3. Pricing
4. Vendor Performance Under Cooperative Contract
5. RFP Administration
6. Contract Administration
7. Definitions, Abbreviations, and Acronyms
8. PSA Terms and Conditions
9. Insurance Requirements for PSA Vendors
10. Proposal Evaluation
11. Instructions for Preparing Proposal
Attachments:
A - Proposer —Certifications
B - Certificate of Interested Parties
C - Conflict —of Interest_Questionnaire
D - Offeror_Acknowledgement_&_Certification_Form
E - Sample Contract
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
INTRODUCTION
Summary
Purchasing Solutions Alliance (PSA), a nationwide non-profit cooperative purchasing program of the
Brazos Valley Council of Governments (BVCOG), is soliciting proposals from experienced and qualified
vendors to provide eProcurement and Contract Management Solutions to PSA Members and/or
prospective Members.
There is considerable potential sales value in being awarded a competitively bid public sector
cooperative contract. PSA contractors have the advantage of promoting sales to
governmental/educational entities without the need for the buyer to issue an RFP. This saves the buyer
time and money from duplicating the competitive bidding process and managing the resulting contract.
Many of our existing PSA contractors have been able to gain new customers because of the cooperative
contracts.
The resulting contract from this RFP will be able to be used by local government agencies, certain state
agencies, school districts, higher education, and non-profit 501(c)(3) organizations nation-wide.
We believe a PSA contract would enhance your competitive position in the government marketplace,
and are eager to work with you to promote the best interests of our participating local governments and
qualifying non-profit organizations.
Purchasing Solutions Alliance (PSA), a nationwide non-profit cooperative purchasing program of the
Brazos Valley Council of Governments (BVCOG), is soliciting proposals from experienced and qualified
vendors to provide eProcurement and Contract Management Solutions to PSA Members and/or
prospective Members.
Background
PSA is a "Government -to -Government" procurement service for Local Governments, Districts, Political
Subdivisions, Authorities, Schools, Universities, and qualifying Not -for -Profit Corporations. These
agencies become Members of Purchasing Solutions Alliance by executing an Interlocal Purchasing
Agreement, which is free of cost and imposes no minimum spending requirements. PSA, acting on
behalf of Members, solicits competitive offerings for the furnishing of products and/or services, as
described elsewhere, which MAY be purchased by any of our member local governments, districts, and
other public agencies across the nation during the contract term. Members using the Program issue
purchase orders directly to PSA contractors.
Visit www.psabuy.org and click on the Membership tab in the main menu to view and/or download a list
of PSA member agencies that have currently entered into Cooperative Interlocal Purchasing Agreements
with PSA, eligible to participate in any subsequent contract.
Contact Information
The sole Point of Contact (POC) for purposes of this RFP prior to the award of any contract is: Susan
Lightfoot, Program Administrator.
Contact with any other PSA employee or official is prohibited without prior written consent from the
POC of this RFP. Failure to observe this requirement may be grounds for rejection of the proposal.
3
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Susan Lightfoot
Purchasing Director
3991 EAST 29TH ST
Bryan, TX 77802
Email: susan.lightfoot@bvcog.org
Phone: (979) 595-2801 Ext: 2035
Department:
Procurement
Department Head:
Susan Lightfoot
Program Administrator
Timeline
PSA reserves the right to change the dates in the schedule of events below.
Release Project Date
May 24, 2021
Question Submission Deadline
June 10, 2021, 9:10am
Question Response Deadline
June 14, 2021, 9:10am
June 22, 2021, 5:00pm
Proposal Submission Deadline
Contractor Selection Date
July 15, 2021
TECHNICAL SPECIFICATIONS AND SCOPE OF WORK
Purchasing Solutions Alliance (PSA), a non-profit cooperative purchasing program of the Brazos Valley
Council of Governments (BVCOG) is soliciting proposals from experienced and qualified vendors to
provide eProcurement and Contract Management Solutions to PSA Members and/or prospective
Members.
This contract will enable the agencies to purchase on an "as needed" basis from a competitively
awarded contract with high-performance vendors.
PSA prefers to award an exclusive contract to the company who is most able to:
• Provide a variety of quality products/services;
• Provide highly competitive pricing; and
• Provide value-added and superior customer services.
M
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Responses shall be considered only from Offerors that have established excellent reputations in their
markets, and who furnish satisfactory evidence of ability to supply the products/services specified
herein.
It is the intent of this solicitation that other governmental organizations and agencies throughout the
continental United States may purchase identical items at the same unit pricing and the same general
terms and conditions, subject to the applicable state and federal laws. PSA reserves the right to award
multiple contracts based on geographic area or by designated segments of products/services solicited in
this RFP.
Products and Services
PSA intends to contract to provide comprehensive eProcurement and Contract Management Solutions
to current and potential PSA members. PSA members will be able to utilize the services awarded in a
contract either individually or in any combination thereof through the execution of a supplemental
agreement.
Offerors are to propose the broadest possible selection of eProcurement and Contract Management
Solutions they offer. A contract resulting from this RFP may include, but not be limited to, the following
types of service categories:
• Enterprise Sourcing Software - supplier registration and management, electronic bidding,
reverse auction, bid workflow, approved vendor, etc.
• eProcurement Software - building out Request for Proposals (RFPs), posting RFPS publicly,
receiving proposals, evaluations, awarding contracts, etc.
• Contract Management Software - building out contracts, posting publicly, posting amendments,
contract management, insurance certificate management, renewal/expiration reminders, etc.
The software may be offered as a product or as a service. Offerors may respond to some or all of the
services described above.
In addition to the services described, responding Offerors may submit proposals that include related
services that are frequently included with eProcurement Solutions that might prove beneficial to PSA
End Users. These offerings will be considered and evaluated. PSA reserves the right to accept any or
reject additionally proposed products or services in the best interest of BVCOG, PSA and its participating
member entities.
Offered Product Item Variances
Any variance in the specifications or performance of Products offered shall be acceptable to PSA and the
End User only insofar as it MEETS or EXCEEDS the specifications and requirements of this RFP.
Industry Standards
Except as contained herein, the specifications or solutions for this RFP shall be those accepted guidelines
set forth by the Procurement industry, as they are generally understood and accepted within that
industry across the nation. Deviations from industry standards must be identified by the Offeror and
explained how, in their opinion, the equipment/products and services they propose will render
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equivalent functionality, coverage, performance, and/or related services. Failure to detail all such
deviations may comprise sufficient grounds for rejection of the entire proposal.
Product Notices
PSA is NOT the owner of Products sold pursuant to this RFP, but acts only in the capacity of purchasing
agent. In that regard, Contractor accepts sole responsibility for ensuring that notices and mailings, such
as Product Updates and Customer Surveys, are sent directly to the End User of record.
Manuals
If applicable, each Product delivered under a PSA contract, and any applicable options thereto, shall be
supplied with at least one (1) copy of an operating/safety manual. The cost of any such manuals must be
included in the base price for the product.
PRICING
It is the intent of PSA to always provide the best price and value to its members. The successful vendor
must be able to provide a pricing methodology for its products and services that will ensure that PSA is
always getting the best and most competitive price available.
Cost Proposal
All cost proposals must be firm quotations for the initial term of the contract period. It is the intent of
PSA to always provide the best price and value to its members. The successful vendor must be able to
provide a pricing methodology for its products and services that will ensure that PSA is always getting
the best and most competitive price available for members.
All pricing for software/solutions must be listed by applicable module, itemized and shall include, but
not limited to:
• All traditional license purchasing pricing/fees and annual SAAS/fees.
• All annual maintenance and support pricing/fees.
• All training and associated pricing/fees/expenses.
• All implementation and installation pricing/fees/expenses.
• All remote management and hosting pricing/fees.
• All applicable renewal pricing options that include any escalating percentage price increases.
• All pricing options for monthly vs annual payments.
Cost proposals should include description of the licensing, whether the license is priced by enterprise (a
site license), by number of seats, or by number of individual users.
Complete Pricing
Offeror's response should disclose all potential pricing and fees for the life of the contract.
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Auditable Pricing
All pricing must be verifiable and auditable. To that end, customers should be able to verify contract
pricing for ANY past invoice received under this contract. For example, suppose a customer receives an
invoice in December 2021. In March 2024, the customer should be able to compare that invoice to the
contract and any published price lists from December 2021 to verify that the correct pricing was
invoiced per this contract.
Annual Price Audits
Each year, PSA shall perform a price audit to verify that prices charged to customers reflect the contract
pricing. Price audits shall be performed in the following manner. At PSA's request, vendor shall provide
PSA actual customer invoices from a single month in the preceding year. The month of the invoices shall
be specified by PSA. Invoices shall indicate the product number, quantity, price, and any other fees that
were charged. PSA will compare the invoice pricing to the contract pricing. If PSA finds any pricing
higher than the contract pricing, Contractor shall refund the difference to the end user. PSA may ask
for additional invoices at its own discretion.
Negotiated Prices for Individual Customers
The prices shall be considered "Not to Exceed" pricing. Contractor is allowed to negotiate lower pricing
for individual PSA members. Individual pricing negotiations shall be equal to or lower than the PSA
contract pricing on all items.
Sales Tax
The Vendor is expected to charge any applicable state and/or local taxes on items for which a valid tax
exemption certification has not been provided. Each PSA member is responsible for providing
verification of tax-exempt status to the Vendor. When ordering, PSA members must indicate that they
are tax-exempt entities. Except set forth herein, no party is responsible for taxes imposed on another
party as a result of or arising from the transactions under a Contract resulting from this RFP.
PSA Administrative Fee Inclusive
All pricing submitted to PSA shall include the three percent (3%) administrative fee to be remitted to
PSA by the successful vendor. It is the vendor's responsibility to keep all pricing up to date and on file
with PSA. All price changes shall be presented to PSA for acceptance, using the same format as was
accepted in the original contract.
Product and Price Changes
Awarded Vendors may request product or service changes, additions, or deletions at the end of the
initial contract term and each subsequent contract anniversary. All changes are subject to review and
approval by PSA.
PSA will determine whether the request is both within the scope of the original RFP and in the best
interests of PSA and its members. Approved Price and Product Change Requests will be communicated
to the Vendor contact through email and formally published through a Contract Addendum.
VENDOR PERFORMANCE UNDER COOPERATIVE CONTRACT
This RFP will result in a cooperative purchasing contract. As such, the contract defines all pricing and
terms and conditions that will be used when each PSA member makes a purchase based on this
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contract. The contract is competitively procured according to the rules set forth in 2 CFR Part 200;
consequently, it satisfies the procurement guidelines of most federal funding agencies as well as
Education Department General Administrative Regulations (EDGAR) for K-12 schools.
For a local government, school, or nonprofit to use this contract, they must be a member of PSA.
Membership is based on a mutually signed Interlocal Purchasing Agreement, which can be found on the
psabuy.org website. There is no cost to membership, and there are no future purchasing commitments.
All responses to this RFP will be evaluated and ranked on each of the published evaluation criteria. The
highest -ranked Vendor(s)s will be awarded the cooperative contract. As government agencies, schools,
and nonprofits make purchases based on the cooperative contract, the vendor will submit monthly
reports and administrative fees to PSA according to the terms outlined below.
Minimum Order
There shall be no requirements associated with this contract for minimum order, maximum frequency
or quantity of orders. End Users are not required to utilize, nor purchase products from the contract.
End Users have the option (no obligation) to purchase products based on the resulting contract.
Ordering/Billing
In general, orders and payments will be handled as described below. Established procedures may be
changed at any time by PSA as may be dictated by efficient business practice. The particulars of any sale
(e.g. specific products, pricing, delivery, warranty, etc.) will be in strict accordance with the terms and
conditions of this RFP and the specific contract awarded to Contractor. The following requirements
apply:
A. For any particular procurement to be made under the provisions of a PSA contract, End User and
Contractor will discuss requirements and agree as to what will be provided.
B. Contractor agrees not to offer, agree to or accept from End User any terms or conditions that
conflict with or contravene those in Contractor's PSA contract.
C. Contractor will deliver products/services ordered, and will invoice End User for
products/services accepted by End User. Contractor will not invoice before shipment has been
made.
D. End User will pay Contractor for those products and/or services ordered which have been
received and accepted. Under no circumstances shall any check be made payable to a
representative or agent. Should a representative or agent submit an invoice to End User for any
cost related to a purchase order issued to Contractor for products/services covered by a PSA
contract, such invoice shall be forwarded to Contractor and Contractor will take action to
correct the error.
E. The member placing the order with the vendor shall alone be responsible for payment of
products and/or services ordered and will be invoiced directly by the vendor. Neither
PSA/BVCOG nor its other participating members shall be liable for the indebtedness of any one
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F. Regardless of the payment method selected by any PSA member, the total cost associated with
any purchase option of the products and services must be disclosed at the time of purchase.
Invoicing
All invoices are to be sent directly to the customer's billing department. The invoice includes at a
minimum the customer's purchase order number, department/division name and cost center, total
amount due and each item's description, quantity, and price, as well as the statement, "In accordance
with PSA Contract No. 21-203". Special invoicing and payment terms may be requested by each member
and agreed upon with the successful vendor.
All invoices are to be paid in full net thirty (30) days after satisfactory delivery and billing, whichever is
the later. All invoices shall be submitted in accordance with the terms and conditions, and discounts as
stated in the contract. Invoices shall not contain work or items that are not satisfactorily completed
and/or delivered.
PSA Administration Fee
An Administration Fee shall be collected by PSA from the Contractor for all sales which are based on a
PSA contract. Unless negotiated otherwise, the fee on all Contractor sales made pursuant to the PSA
contract is to be calculated by multiplying the total monthly invoice amount by 3%. Contractor will remit
the total Administrative Fee due with the monthly report described below.
All proposed prices, fees and discounts shall consider the required Administration Fee and shall be all
inclusive prices. Offerors are encouraged to propose alternative methods of assessing and calculating
administrative fees to PSA based on industry standards and company policy. In no case shall End Users
be invoiced any amount or fee that exceeds the Contractor's proposed and finally negotiated contract
pricing/fee schedules. More specific instructions and information regarding handling of purchase orders
and the administrative fee may be provided after contract award. The established procedures for
payment and reporting sales stated within this RFP may be changed at any time by PSA as may be
dictated by efficient business practice.
Any exclusions to the PSA Administrative Fee must be stated very clearly in the response.
Monthly Reporting
Contractor agrees to submit written monthly reports and payment to PSA for all transactions/sales
during the previous month. Such reports shall include, but are not limited to the following
• End User name
• End User billing address
• End User contact name and email
• Product/Service dollar amount billed to customer
• PSA Administrative Fee amount
Reports must be provided to PSA in an Excel or other acceptable electronic format. Reports shall be
submitted with the PSA Administrative Fee by the 20th day of the month following the applicable month
being reported. If Contractor fails to submit to PSA in a timely and satisfactory manner any such
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payment, report or documentation, or otherwise fails to satisfactorily render performance hereunder,
such failure may be considered cause for termination of this Contract.
Initiation and submission of the Sales Report is the responsibility of the Contractor without prompting
or notification from PSA. If no orders are received during the period, the contractor must submit a
report stating that there was no activity.
PSA may require additional ad hoc reports such as usage reports or special report requests. The
Contractor shall submit these specific ad hoc requests in a timely manner as requested by PSA.
Customer Service Representative
Contractor shall appoint a dedicated and qualified Customer Service Representative(s) to be the contact
person(s) and focal point for all matters relating to member quotations and orders.
Contractor shall ensure that the Customer Service Representative promptly responds to
communications from PSA and its members. Phone calls will be promptly returned, in any event not
later than the next business day. The only acceptable failure will be due to Force Majeure.
Marketing and Publicity
PSA requires Contractors to "market" the contract, and provide information and artwork to be used in
published promotional materials. Any publicity or published material released by Contractor referencing
the contract, whether in the form of a press release, flyer, brochure, photographic coverage, or verbal
announcement, shall be copied to PSA. In addition, the Contractor will be required to provide the items
and/or services listed herein.
The intent of these requirements is to form a basis through which the successful Contractor and PSA can
jointly and effectively market the Contract. The successful Contractor will be consulted on a regular
basis and asked to evaluate the on -going marketing plan and to submit recommendations for
improvements. The objective is to maintain a cost efficient and highly productive means of marketing
the Contractor, PSA and a high -value contract.
The following marketing items shall be required during the term of the contract:
A. Press Release: A press release, including logos, brands and taglines for PSA's use in various
marketing campaigns, shall be provided electronically within ten (10) days of the date the
contract is executed. The development of the text and format of the press release shall be a
joint effort between the Contractor and PSA. Examples of PSA approved press releases are
available at: www.psabuy.org.
B. Sales Brochures: A formal sales brochure shall be prepared and submitted in hard copy and
electronic form and in sufficient quantities for PSA's use in marketing the Contractor's offerings
through the PSA contract within thirty (30) days of the date the contract is executed. The
brochure shall be co -branded, contain detailed information about the PSA program, the
Contractor, the offerings and contact information for the designated person(s) familiar with the
contract offerings. The brochure shall be presentation quality and provide a highly favorable
impression of PSA, the Contractor and the program. PSA will assist in the development of this
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brochure by providing PSA specific information, logos and feedback on the style and text
included in draft versions.
C. Advertisements: Contractor will produce and maintain full color camera ready print
advertisements in electronic form containing logos for both programs, contain information
about Contractor and the PSA program, the contract offerings, and contact information for the
designated person(s) familiar with the contract offerings. The advertisements will be maintained
for use by the Contractor and PSA.
D. Web Site: In addition to the requirement that PSA Contractors maintain a general use web site,
Contractor shall maintain a page on its website specifically to provide information about the PSA
contract. The page(s) shall be co -branded and specifically devoted to the PSA/Contractor
offering to its members and be available to the public within thirty (30) days of the date the
contract is executed. The page shall contain detailed information about the PSA program, the
Contractor, the offerings, and the contact information for the designated person(s) familiar with
the contract offerings.
E. Tradeshows: Outline your proposed involvement in trade shows to promote the PSA contract.
Identify appropriate national or trade shows to attend and what types of materials will be made
available at the trade shows.
F. Contract Rollout: Describe how you intend on introducing this program to your company, and
how your company will promote the PSA contract to all government/public entities to drive
immediate participation.
G. Marketing: The successful Contractor will be required to market the PSA contract to members
and prospective members through various means including email notifications, direct mail,
telemarketing and direct contact. PSA will share contact information for all current members
and provide the Contractor with prospect contact information. The Contractor shall consistently
market the contract throughout the term and maintain a coordinated effort with the PSA
Program Manager.
H. National/Regional Contract Awareness: The successful Contractor will have a plan to market
the contract on a national scale, or for marketing the contract throughout the entire sales
region, as appropriate. Describe the methods that will be used to accomplish this. Furnish, on
request of PSA, reasonable data, forms and graphic material to be used in brochures or other
print media, or on the PSA website.
Use of Logo
The Contractor may use the PSA logo in the promotion of the contract to customers with the following
stipulations: (1) the logo may not be modified in any way, (2) when displayed, the size of the PSA logo
must be equal to or smaller than the Vendor logo, (3) the PSA logo is only used to communicate the
availability of products and services under the contract to customers, and (4) any other use of the PSA
logo requires prior written permission from PSA.
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PSA may use the Contractor's name and logo in the promotion of the contract to communicate the
availability of products and services under the contract to customers. Use of the logos may be on the
PSA website or on printed materials. Any use of Contractor's logo by PSA must comply with and be
solely related to the purposes of the contract and any usage guidelines communicated to PSA from time
to time. Nothing contained in the contract will give PSA any right, title, or interest in or to Contractor's
trademarks or the goodwill associated therewith, except for the limited usage rights expressly provided
by the Contractor.
Additional Performance Under Contract
PSA is committed to ensuring that Contractor provides effective and efficient service to all Participants
in the cooperative purchasing program, and expects that certain performance conditions must be met.
Failure to meet these conditions may result in contract termination. In that regard, Contractor shall:
A. Maintain sufficient qualified staff to promptly process all orders and communications from PSA
and its members, and to efficiently, effectively and accurately service all requirements of the
contract.
B. Allow access to PSA authorized personnel for auditing of purchase orders during the contract
period, and for a period extending through the completion of any outstanding orders. Inspection
may be arranged not less than ten (10) calendar days prior, shall include the names of all
participants, and shall be at no expense to Contractor.
RFP ADMINISTRATION
This solicitation is being performed as a Request for Proposals (RFP), whereby Offerors submit
competitive sealed proposals. The following paragraphs provide information about the RFP process.
Questions and Answers about this RFP.
Vendors may ask questions regarding this RFP until the Question Deadline, Thursday, June 10, 2021.
Submit all questions about this RFP through the ProcureNow portal associated with this RFP. All
questions will be answered in ProcureNow throughout the RFP process, and no later than Monday, June
14, 2021.
Upon examination of this RFP document, Offerors should promptly notify PSA of any ambiguity,
inconsistency, or error they discover in writing. Interpretations, corrections, and changes to this RFP will
be considered by PSA through a written addendum. Interpretations, corrections, or changes that are
made in any other manner are not binding, and Offerors must not rely on them.
Revisions to the RFP
In the event of a needed change in the published RFP documents, Offerors should understand that all
the foregoing terms and conditions and all performance requirements will apply to any published
addendum.
Addenda are written instruments issued by PSA that modify or interpret the RFP. All addenda issued by
PSA become part of the RFP. Addenda will be posted through the ProcureNow portal associated with
this RFP. PSA accepts no liability in connection with the delivery of any addenda. It is the sole
responsibility of the Offeror to check for any addenda pertaining to this RFP during the proposal
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submission period. All Offerors must acknowledge their receipt of all addenda in their proposal
response.
RFP Change Requests
Requests for changes to the requirements or specifications herein must be in writing and must be
received by PSA no later than the deadline established in the RFP Schedule. PSA will review such
requests, but may or may not accept changes. Responses which are qualified with conditional clauses, or
alterations of or exceptions to any of the terms and conditions in this RFP may be deemed non-
compliant at the sole discretion of PSA. Changes to the RFP, if any, are made only by written Addendum
and posted to ProcureNow. In any event, it is the Offeror's sole responsibility to ensure that any and all
Addendums, which may have been issued, have been received and addressed.
Vendor Point of Contact
During the evaluation process, PSA reserves the right to request additional information or clarifications
from proposers. Each proposal must designate the person(s) who will be responsible for answering
technical and contractual questions in the Offeror Acknowledgement & Certification form, provided as
an attachment to this RFP. Preliminary negotiations may be conducted with responsible Offeror(s). At
the discretion of PSA, all responsible Offerors may be given an opportunity to interview with the
Evaluation Committee.
Offeror's Responsibility
By submission of a response, Offeror expressly understands and agrees that all terms and conditions
herein will be part of any subsequent contract that is executed pursuant to this RFP.
It is Offeror's sole responsibility to thoroughly examine and review all documentation associated with
this RFP, including any Addendums, and to ensure that any response submitted complies in every
respect with all requirements.
Offeror shall make all investigations necessary to become thoroughly informed regarding any plan
and/or infrastructure that may be required to support delivery of any Product or Service covered by this
RFP. No plea of ignorance by Offeror stemming from failure to investigate conditions that may now or
hereafter exist, shall be accepted as a basis for varying PSA requirements, or Offeror's/Contractor's
obligations or entitlements.
PSA shall not be liable for Offeror's incomplete documentation. Additionally, all components of any
Response become the property of PSA.
There is no expressed or implied obligation for BVCOG or PSA to reimburse responding firms for any
expenses incurred in preparing proposals in response to this Request for Proposal. Neither BVCOG nor
PSA will reimburse responding firms for these expenses, nor will they pay any subsequent costs
associated with the provision of any additional information or presentation, or to procure a contract for
these services.
Ownership of Documents
All proposals, plans, specifications, schematics, content, maps, design, workflow or any other
documents, and any work product prepared, created or obtained under this RFP including electronic
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media, hard copy documents, web -based systems, solutions and files shall be delivered to, and shall
become the property of the PSA. This paragraph applies to all Offerors, whether successful or not.
Best Value Standard
The intent of this RFP is to award to the Offeror whose proposal offers the Best Value to PSA members.
In determining the best value, the following may be considered:
• purchase price, including payment discount terms
• reputation of the Offeror and of the Offeror's goods or services
• quality and reliability of the Offeror's goods or services
• Offeror's past relationship with PSA
• impact on the ability of PSA members to comply with laws and rules relating to contracting with
historically underutilized businesses and nonprofit organizations employing persons with
disabilities
• life cycle costs, including installation costs and availability of repair and maintenance parts
• conformity to specifications
• financial condition
• delivery terms
• any relevant criteria specifically listed in the Request for Proposals
• indicators of probable vendor performance under the contract such as past vendor
performance, the vendor's financial resources and ability to perform, the vendor's experience or
demonstrated capability and responsibility, and the vendor's ability to provide reliable
maintenance agreements and support
• the cost of any employee training associated with a purchase
PSA Rights Reserved
PSA reserves the following rights with regard to the RFP:
A. PSA may disqualify any Offeror whose conduct or proposal fails to conform to the requirements
of this RFP, or misstates or conceals any material facts. Non -material deviations for the
requirements and procedures of this RFP may be waived at the sole discretion of PSA.
B. PSA reserves the right to waive any or all irregularities, formalities, or other technicalities, to be
the sole and independent judge of quality and suitability of any products/services offered, and
may accept or reject any proposal in its entirety, or may reject any part of any proposal without
affecting the remainder of that proposal, and may award the individual items on this proposal in
any combination or in any way to best serve the interests of PSA as it perceives those interests
to be in its sole discretion.
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C. PSA may duplicate without limitation all materials submitted for purposes of RFP evaluation,
and duplicate all public information in response to data requests regarding the proposal.
D. PSA may cancel the Request for Proposal at any time and for any reason with no cost or penalty
to PSA.
E. PSA may correct or amend the RFP at any time before the submission deadline with no cost or
penalty to PSA. PSA will not be liable for any errors in the RFP or other responses related to the
RFP.
F. PSA may extend proposal due dates and contract award dates.
Open Competition
This RFP is not meant to restrict competition, but rather is intended to facilitate open, fair and
unrestricted competition.
Specific Descriptive References
PSA is committed to obtaining its products and services at the lowest price possible without
compromising quality. Therefore, in order to accomplish this objective/goal, it is not the intention of PSA
neither to exclude particular vendors or manufacturers nor to create restrictive situations in this RFP.
Any vendor's/manufacturer's names, trade names, brand names, price list numbers, technical data,
products, services, etc. used in the RFP and any relevant documents are there for the sole purpose of
establishing and describing general performance, quality levels, type and dimensions and such
references are not intended to be restrictive.
Alternate bids on similar or comparable products and/or services of any manufacturer or vendor equal
or equivalent to the products and/or services described in the RFP are invited and will be given careful
consideration provided the alternate can accomplish the same task.
CONTRACT ADMINISTRATION
This section describes the administration of the awarded contract resulting from this RFP solicitation.
Contract Term
This contract shall become effective from date of acceptance and approval by the BVCOG Board of
Directors or designee. It shall remain in full force and effect for a period of three (3) years. The contract
shall be in effect throughout this period and thereafter until such time as any outstanding orders against
the contract have been fulfilled.
The contract may be extended if deemed by PSA to be in the best interests of PSA, its members, and the
Vendor. The contract may be extended for two (2) one-year terms. This action does not require specific
BVCOG Board of Directors' approval. Contracts are extended upon mutual agreement of both the
Vendor(s) and PSA.
In the event a new contract cannot be executed at the anniversary date of the original term or any
renewal term, the contract may be renewed month -to -month until a new contract is executed. Non-
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appropriations for renewal of contract will also be in accordance with the Local Government Code
271.005 (b) concerning non -appropriation clauses for multi -year contracts.
Contract Administrator
Contractor shall assign a dedicated Contract Administrator whose duties shall include but not be limited
to:
• Supporting the marketing and management of the Contract,
• Facilitating dispute resolution between the Contractor and a Customer, and
• Advising PSA of Contractor's performance under the terms and conditions of the Contract.
PSA reserves the right to require a change in the Contract Administrator if the assigned Contract
Administrator is not, in the opinion of PSA, adequately serving the needs of the cooperative purchasing
program.
Contract Changes
PSA shall have the right to make changes to the resulting contract of this RFP for the purpose of
clarification or inclusion of additional specifications, qualifications, conditions, etc. Any such changes
shall be made in writing and agreed upon by Contractor and PSA prior to issuance of Addendum to the
Contract. Whenever possible, contract changes shall be limited to the anniversary of the contract.
The specific number and product mix featured in this contract may change during the course of the
Agreement as Contractor introduces new products and discontinues others. When possible, any
contract changes will occur on the anniversary of the contract.
In the event a product is discontinued, or if the Contractor makes a change that affects the price of a
product, the Contractor is required to immediately notify the PSA of the circumstances. Discontinued
items are automatically considered to be deleted from the contract with no penalty to Contractor. PSA,
at its sole discretion, may allow the Contractor to provide a substitute for the discontinued item through
a contract amendment.
Requests for product SUBSTITUTIONS shall be accompanied with the following information:
A. Documentation from the Contractor that the product has been discontinued
B. Documentation that specifies the replacement product
C. Documentation that provides clear and convincing evidence that the replacement will be
compatible with all the functions or uses of the discontinued product
D. Documentation confirming that the price for the replacement is the same as or less than the
discontinued product
Requests for product ADDITIONS shall be accompanied with the following information:
A. Documentation that specifies the new product
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B. Documentation confirming that the price for the replacement is at the same discounted rate as
other products on the contract
PSA may at its sole discretion elect to make a contract award to the next low Offeror for a discontinued
item, or take any other action deemed by PSA to be in the best interests of End Users.
Estimated Usage
Since this is a cooperative contract, there is no estimated usage amount. PSA is an optional use
cooperative, with no minimum purchase amount, and usage is dependent on PSA cooperative members'
actual needs and available funding.
The Offeror is expected to solicit new business with the resulting contract from this RFP. Every city,
county, school district, university, special districts and other local government agencies throughout the
US are eligible to become PSA members and potentially use this contract. Nonprofit 501(c)(3)
organizations will also be eligible for this contract. PSA membership is free, and requires only and
Interlocal Purchasing Agreement to be signed between PSA and the joining agency. Federal agencies are
excluded from using purchasing cooperatives other than GSA.
DEFINITIONS, ABBREVIATIONS, AND ACRONYMS
The following definitions, abbreviations and acronyms may be found in these specifications, and shall be
interpreted herein as specified below.
Advertisement
A public notice put in a local newspaper of general circulation, containing information about a Request
for Proposal.
Award
The act of entering into contract with a vendor for providing specified goods and services to PSA
members.
Brazos Valley Council of Governments (BVCOG)
A political subdivision of the State of Texas that serves as a vehicle for local governments to
cooperatively identify needs, develop responses, implement solutions, eliminate duplication and
promote the efficient and accountable use of public resources, and to improve the quality of life. PSA is
a program of BVCOG.
Competitive Procurement
A transparent purchasing process in which proposals from competing vendors are requested by openly
advertising the scope, specifications, and terms and conditions of the proposed contract as well as the
criteria by which the bids will be evaluated. Competitive Procurement aims at obtaining goods and
services at the lowest prices by stimulating competition and by preventing favoritism.
Contract
An agreement between PSA and a Vendor to furnish goods and/or services to PSA members over a
designated period of time, during which purchases are made of the commodity specified.
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Contractor
The contracted business entity responsible for fulfilling a contract executed pursuant to this RFP.
End User
A purchaser or customer having the responsibility for the ordering and acceptance of Product or Service.
For the purposes of this RFP, End Users are also PSA Members.
FOB Destination Point
Free on Board (FOB); the vendor pays freight charges to the destination; title to goods passes to buyer at
his receiving dock; freight claims must be filed and handled by the seller. Ownership of the goods
transfers from seller to buyer at the destination.
FOB Shipping Point
Free on Board (FOB); shipment terms indicate that the buyer must pay to have the goods delivered;
freight charges may be prepaid and added to the invoice; ownership of the goods passes to buyer at the
shipping dock of seller; freight claims must be filed and handled by buyer.
Goods
A generic term that includes all types of property to be purchased by PSA members, such as equipment,
supplies, materials, component and repair parts.
Lowest Responsible Offeror
This is the vendor who offers the lowest bid which meets all the specifications, requirements, terms and
conditions of the Request for Proposals. It is expressly understood that the lowest responsible Offeror
includes any related costs to PSA Members, using a total cost concept. The term "responsible" refers to
the financial and practical ability of the bidder to perform the contract. The term is also used to refer to
the experience or safety record of the vendor.
Member
Authorized Participant in the PSA Purchasing Program. Generally, any qualifying public, governmental,
educational or non-profit entity which has executed an Interlocal Agreement for cooperative purchasing
services with PSA. Eligible participants include municipalities, counties, school districts, and state
agencies, non -profits performing a governmental function, special districts, political subdivisions and
higher education institutions.
Offeror
Any entity that submits a competitive proposal to a Request for Proposals (RFP).
Purchase Order
A formal, binding, legal agreement issued by a PSA member. A purchase order is requested by a
departmental requisition that details the merchandise or services required. When accepted by a vendor
without qualifications within a specified time period, the agreement becomes a contract. A Purchase
Order grants the vendor the authority to deliver the goods or services and invoice for the same. It is the
PSA member's commitment to accept the goods or services and pay for them at the agreed price.
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Purchase Requisition
A document that defines the need for goods and/or services. It is an internal document and does not
constitute a contractual relationship with any external party.
Purchasing Solutions Alliance (PSA)
A cooperative purchasing program for public agencies nationwide established by the Brazos Valley
Council of Governments (BVCOG) under the Interlocal Cooperation Act of the State of Texas.
Request for Proposals
A formal written document requesting from vendors a proposal for various goods and/or services and
includes a request for proposed prices and fees. Unlike an invitation for bids, the proposals received in
response to a RFP can and will be negotiated with the top ranked vendor.
Services
A generic term to include all work or labor performed by a vendor for PSA members under the
established PSA vendor contracts.
Vendor
A generic term applied to individuals and companies alike, who provide goods and services to PSA
members.
PSA TERMS AND CONDITIONS
The following instructions apply to all proposals and become a part of terms and conditions of any
proposal submitted to PSA, unless otherwise specified elsewhere in this proposal request.
Basic Requirements and Conditions
Offeror is advised that all PSA contracts are subject to the legal requirements established in any
applicable Local, State or Federal statute.
Offeror must be in compliance with all licensing, permitting, registration and other applicable legal or
regulatory requirements imposed by this RFP and any pursuant contract with PSA having jurisdiction. It
is the Offeror's responsibility to ensure that this requirement is met, and to supply to PSA upon request,
copies of any license, permit or other documentation bearing on such compliance.
PSA reserves the right to:
A. Reject any and all offers received in response to this RFP.
B. Reject any part of an offer received in response to this RFP.
C. Determine the correct price and/or terminology in the event of any discrepancies in any
response.
D. Enter into agreement with an Offeror other than the lowest price Offeror.
E. Accept responses and award contracts to as many or as few Offerors as PSA may select
F. Amend, waive, modify, or withdraw (in part or in whole) this RFP, or any requirements herein.
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G. Hold discussions with Offerors during the evaluation period, although award may be made
without discussion.
H. Request an Offeror to give a presentation of the Response at a time and place scheduled by PSA
to the Evaluation committee.
Exercise any of these rights at any time without liability to any Offeror.
Non -Binding Oral Comments
No oral comment, utterance or response made by any employee, member, or agent of PSA shall be
considered factual or binding with regard to this RFP, or any contract awarded as a result of this RFP.
Valid and binding terms, conditions, provisions, changes or clarifications, or requests thereof, shall ONLY
be communicated in written form.
Force Majeure
There may be times either party shall be wholly or partially prevented from the performance of any
contractual obligation or duty by reason of or through strikes, stoppage of labor, riot, fire, flood, acts of
war, insurrection, accident, order of any court, act of God, or specific cause reasonably beyond the
party's control and not attributable to its neglect or nonfeasance. In such event, the time for the
performance of such obligation or duty shall be suspended until such disability to perform is removed.
Order of Precedence and Award of Contract
In the event of conflict between this document and any references or documents cited herein, this
document with any published amendments shall take precedence prior to contract award. With
authority granted by the BVCOG Board of Directors, a written contract shall be presented to the highest
ranked, successful Offeror and shall be subject to acceptance by the successful Offeror within ten (10)
calendar days after presentation by PSA. If a contract is not executed within ten (10) calendar days, PSA
may rescind the contract offer and award a contract to the next Offeror in order of rank as determined
by PSA.
The Contract shall consist of the documents identified herein and in order of precedence:
A. The Contract form as agreed upon through contract negotiations prior to award
B. Offeror's Response to the RFP, including but not limited to, prices and options offered and
finally negotiated/amended and attached
C. This RFP including all terms and conditions, any relevant addenda
Subcontracting
No activities or services included as a part of this RFP and/or the contract made pursuant hereto, may be
subcontracted to another organization, firm, or individual without the written consent of the PSA's
Executive Director, and may be subject to cancellation if such consent is not requested. Such intent to
subcontract should be clearly identified in the Offeror's response to this RFP. It is understood that the
contractor is held responsible for the satisfactory accomplishment of the service or activities included in
a subcontract.
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General Liability/Indemnification
Contractor shall, to the extent permitted by law, defend and hold harmless BVCOG, PSA, any and all PSA
members and BVCOG's board members, officers, agents, officials, employees, from any and all claims,
costs, expenses (including reasonable attorney fees, actions, causes of action, judgments, and liens)
arising as a result of Contractor's negligence, fraud, criminal acts, omissions, willful misconduct or third
party intellectual property infringement of the indemnified party under this Contract. Contractor shall
notify PSA of the threat of lawsuit or of any actual suit filed against Contractor relating to this Contract.
THIS PARAGRAPH IS NOT INTENDED TO AND SHALL NOT BE CONSTRUED TO REQUIRE CONTRACTOR TO
INDEMNIFY OR HOLD HARMLESS THE BVCOG OR PSA OR ANY PARTICIPANT FOR ANY CLAIMS OR
LIABILITIES RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE PSA OR ANY PARTICIPANT
OR THEIR EMPLOYEES.
Licenses & Permits
The Offeror is responsible for obtaining all permits, licenses and bonding, to comply with the rules and
regulations of any state, federal, municipal or county laws applicable
Drug Free Workplace
Offeror shall provide notice to its employees and sub -contractors, as required under the Drug -Free
Workplace Act of 1988. A copy of Contractor's Drug -Free Workplace policy shall, on request, be
furnished to PSA.
Anti -Discrimination
The Offeror certifies that it conforms to the provisions of the Civil Rights Act of 1964, as amended, as
well as the Americans with Disabilities Act of 1990 (ADA), as amended and where applicable.
The Offeror does not discriminate against any employee or applicant for employment because of race,
color, religion, sex, national origin, age, disability, or any other basis prohibited by state or federal law
relating to discrimination in employment. The Offeror, in all solicitations and/or advertisements for
employees placed by or on behalf of the Offeror, shall state that such Offeror is an equal opportunity
employer. The Offeror does not discriminate against a qualified job applicant or employee because of a
disability and ensures that all existing and new facilities provide easy access for people with disabilities.
Historically Underutilized Business (HUB) Participation
The term "HUB" refers to a historically underutilized business that is a corporation, sole proprietorship,
partnership, joint venture, or supplier contract formed for the purpose of making a profit in which at
least 51 percent of all classes of the shares of stock or other equitable securities are owned by one or
more persons who (1) are socially disadvantaged because of their identification as members of certain
groups, including African Americans, Hispanic Americans, women, Asian Pacific Americans, and Native
Americans, and have suffered the effects of discriminatory practices or similar insidious circumstances
over which they have no control; and (2) have a proportionate interest and demonstrate active
participation in the control, operation, and management of the business entity's affairs.
To satisfy Texas' statutory requirements [Government Code, Chapter 2161, Subchapter D], PSA requires
all Offerors to supply information in any bid/proposal response listing (1) the total number of
subcontracts, and (2) the total number of HUB contracts applicable to the services offered in the
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response. For purposes of information availability and where applicable, Offeror is encouraged to
include subcontracts with HUBS that provide services related to the delivery of a service.
This contract gives no preference for HUB status; however, HUB status should be in the Offeror's
response for inclusion in the resulting contract.
Court Jurisdiction
PSA and the successful Offeror, or Contractor, agree that the contract awarded from this RFP shall be
governed by the laws of the State of Texas. The parties agree that performance and all matters related
thereto shall be in a state court of competent jurisdiction in Brazos County, Texas and further that
neither party will seek to remove such litigation to the federal court system by application of conflict of
laws or any other removal process to any Federal Court or court not in Texas.
Disputes between PSA members and Contractor are to be resolved in accordance with the law and
venue rules of the state of purchase. Contractor shall immediately notify PSA of such disputes.
Non -Resident Reciprocal Sales Act
As required by Texas Civil Statutes in the award of contracts, an Offeror which is not a Texas resident
business must determine if its state of residence prohibits award of government contracts to Texas
resident Offerors without penalty. If Offeror's resident state DOES penalize Texas Offerors, Offeror must
provide this information along with a copy of its applicable resident state's statute in the Response.
Offeror Certifications and Acknowledgement
Offeror is required to fully complete and sign the attached Acknowledgment and Certification form. It
must show full firm name and mailing address of Offeror and be manually signed by an authorized sales
or quotation representative of the Company. Submission of a signed Acknowledgment and Certification
form will be interpreted to mean that the Company hereby agrees to all terms and conditions set forth
in all of the sheets which make up this RFP and to execute the sample contract attached herein.
Legal and Contractual Remedies
Resolution of Protested Solicitations and Awards: Any actual or prospective Offeror or Contractor who
is aggrieved in connection with a purchase transaction may file a grievance. The grievance may be filed
during any phase of the procurement. The grievance must be based on an alleged violation of State or
Federal law (if applicable). Failure to receive a procurement award from PSA in and of itself does not
constitute a valid grievance. Upon receipt of grievance, the BVCOG Assistant Executive Director will
initiate the informal resolution process. The BVCOG Assistant Executive Director shall contact the
complainant and all interested parties and attempt to resolve the allegations informally within ten (10)
working days from date of receipt of the complaint. If the allegations are successfully resolved by mutual
agreement, documentation will be forwarded to all parties of the resolution with specifics on each point
addressed in the original complaint. In order for an above mentioned party to enter the grievance
process, a written complaint must be sent to the Assistant Executive Director of the BVCOG by certified
mail which identifies the following:
A. Name, mailing address and business phone number of the complainant.
B. Appropriate identification of the procurement being questioned.
C. A precise statement of reasons for protest.
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D. Supporting exhibits, evidence, or documents to substantiate any claims.
Appeals: The complainant may appeal the BVCOG Assistant Executive Director decision by submitting a
written appeal, within five (5) working days, to the Executive Director of BVCOG. The Executive Director,
upon receipt of a written notice of appeal, shall contact the complainant and schedule a hearing within
ten (10) working days. The Executive Director of BVCOG has the option of appointing a Hearing Officer
to preside over the hearing. If appointed, the Hearing Officer shall conduct a hearing and forward a
summary and recommended resolution to the Executive Director. The decision reached by the Executive
Director or his designee shall be final and conclusive. This decision will be forwarded to the complainant
in writing within thirty (30) working days. The Offeror or Contractor may, if it elects to do so, appeal the
final and conclusive decision of the Executive Director to a Court of competent jurisdiction located in
Brazos County, Texas.
Breach of Contract/Default: Upon breach or default, PSA shall give the Contractor written notice of
default. If the default is not remedied, within a reasonable specified time from date of notification, to
the satisfaction and approval of PSA, default will be declared. Upon breach of contract or default, PSA
may exercise any and all of its rights afforded by law, including but not limited to those referenced
herein.
Solicitations or Awards in Violation of the Law: Contracts awarded in violation of the competitive
process or otherwise in violation of the law are voidable by the PSA.
INSURANCE REQUIREMENTS FOR PSA VENDORS
Unless otherwise stipulated, Contractor must have the following insurance and coverage minimums and
strictly adhere to the following requirements. The policies hereunder, shall contain a waiver of transfer
of rights of recovery against PSA, BVCOG, its agents, representatives, officers, directors, officials,
employees and member entities for any claims arising out of Contractor's work or service. Brazos Valley
Council of Governments doing business as Purchasing Solutions Alliance is to be named as an additional
insured and a waiver of subrogation.
Commercial General Liability Insurance
Limit of liability not less than $1,000,000 per occurrence, $2,000,000 annual aggregate. Contractor
agrees to maintain Commercial General Liability providing coverage for, but not limited to, Bodily Injury
and Property Damage, Premises/Operations, Products/Completed Operations, Independent
Contractors. Additional insured endorsement required.
Workers' Compensation Insurance & Employers' Liability Insurance
Contractor shall maintain workers compensation insurance for statutory limits and employer's liability
insurance with limits not less than $500,000 each accident and $500,000 by disease. Contractor waives
all rights against BVCOG for recovery of damages to the extent these damages are covered by the
workers compensation and employer's liability or umbrella liability insurance obtained by Contractor.
Contractor shall provide evidence of this by Waiver of Subrogation in favor of the BVCOG.
Business Automobile Liability Insurance
Contractor shall maintain Business Automobile Liability Insurance with a limit of not less than
$1,000,000 each accident. Business Auto Liability shall be written on a standard ISO version Business
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Automobile Liability, or its equivalent, providing coverage for all owned, non -owned and hired
automobiles. Contractor waives all rights against the BVCOG for recovery of damages to the extent
these damages are covered by the business auto policy or umbrella liability insurance obtained by
Contractor or under any auto physical damage coverage. If the Contractor does not own the
automobiles and furnishes satisfactory evidence of this, then this requirement may allow the Contractor
to agree to maintain only Hired and Non -Owned Auto Liability. This amended coverage requirement
may be satisfied by way of endorsement to the Commercial General Liability, or separate Business Auto
policy.
Contractor's Insurance to be Primary
Contractor's insurance shall be deemed primary with respect to any insurance or self-insurance carried
by BVCOG for liability arising out of operations under the contract.
Deductibles, Coinsurance Penalties and Self -Insured Retention
Contractor shall agree to be fully and solely responsible for any costs or expenses as a result of a
coverage deductible, coinsurance penalty, or self -insured retention; including any loss not covered
because of the operation of such deductible, coinsurance penalty, or self -insured retention.
Right To Review and Adjust
PSA reserves the right to review these requirements and to modify insurance coverage and their limits
when deemed necessary and prudent. Furthermore, BVCOG reserves the right, but not the obligation, to
review and reject any insurer providing coverage because of poor financial condition.
Subcontractor's Insurance
Contractor shall agree to cause each subcontractor employed by Contractor to purchase and maintain
insurance of the type specified, provided the Contractor's insurance does not afford coverage on behalf
of the subcontractor.
Certificate of Insurance
Contractor shall furnish PSA with a certificate(s) of insurance, executed by a duly authorized
representative of each insurer, showing compliance with the insurance requirements. The certificate
must be from a company with an A.M. Best rating of "A-" or better and/or otherwise acceptable to PSA.
Certificates must be submitted using the ACORD form and all endorsements must be included with the
submittal. The certificate(s) shall contain a provision that coverage under such policies shall not be
cancelled or non -renewed until at least thirty (30) days prior written notice, or ten (10) days notice for
cancellation due to non-payment of premiums, is given PSA.
Cancellation of Coverage
In the event PSA is notified that a required insurance coverage will cancel or non -renew during the
contract period, the Contractor shall agree to furnish prior to the expiration of such insurance, a new or
revised certificate(s) as proof that equal and like coverage is in effect. PSA reserves the right, but not the
obligation, to withhold payment to Contractor until coverage is reinstated. If the Contractor fails to
maintain the required insurance, PSA shall have the right, but not the obligation, to purchase the
required insurance at Contractor's expense. Insurance coverage shall be in effect for the length of any
contract made pursuant to this RFP, and for any extensions thereof, plus the number of days/months
required to deliver any outstanding order after the close of the contract period.
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PROPOSAL EVALUATION
The PSA proposal evaluation committee will evaluate proposals received based on the criteria and point
system detailed below. The following conditions apply:
A. It is understood that PSA, through its management, may use all means at their collective
disposal to evaluate the proposals received based on the stated criteria, and the final decision as
to the best overall value, both as to price and to suitability of the products and/or services
offered to fit the needs of PSA and its members, will rest solely with the Executive Director of
the BVCOG or his designee.
B. PSA has the right to award to multiple companies supplying comparable products or items, also
known as a multiple award schedule, but reserves the right to make a single award to the
highest ranked Offeror.
C. By submission of a Response, Offeror indicates acceptance of the evaluation technique, and
recognizes and accepts that PSA may at its sole discretion make subjective judgments during the
evaluation process.
D. In evaluating RFP responses, PSA has no obligation to consider information that is not provided
in the Offeror's response. PSA may, however, consider additional information outside of the
Offeror's response. This research may include such sources as the Offeror's website, industry
publications, listed references and user interviews.
E. PSA reserves the right to request and test equipment/products and related services and to seek
clarification from the Offerors. Offerors must make reasonable efforts to supply test products
promptly. All Offeror products remain property of the Offeror, and PSA will return such products
after the evaluation process.
F. An Offeror's past performance under previously awarded contracts to schools, governmental
agencies, and not -for -profit entities is relevant in evaluating an Offeror's current response. Past
performance includes the Offeror's record of conforming to published specifications and to
standard good workmanship, as well as the Offeror's history for reasonable and cooperative
behavior and for commitment to member satisfaction. Incumbency as an awarded Vendor does
not, by itself, merit positive consideration for a future Contract award.
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2.
Product Offering
Points Based
30
(30% of Total)
Products and Services should be robust, high
quality, and able to meet the needs of PSA
members.
3.
Usability
Points Based
5
(5% of Total)
Software should have a usable, intuitive design.
4.
Technical Support
Points Based
5
(5% of Total)
Technical support services should be
reasonable Points will be awarded based on
availability expected response times during
business hours.
5.
Vendor Experience in Public Sector
Points Based
5
(5% of Total)
Offeror must have extensive experience in
supplying products to governments agencies,
schools, and/or universities to score all
available points.
6.
Credentials of Staff to be Assigned to the
Points Based
5
Account
(5% of Total)
Offeror's staff assigned to this contract must be
well qualified to maintain the account and
provide appropriate service to customers.
7.
Value to PSA
Points Based
15
(15% of Total)
Points are awarded based on the expected
value of the resulting contract to PSA. The
following areas may be taken into
consideration:
• Offeror can show how this resulting
contract will be significantly better in
some area than Offeror's existing
cooperative contracts, or Offeror has
no other contracts with purchasing
cooperatives.
• Effectiveness of the Marketing
Proposal.
• Likelihood of Offeror to generate
additional sales through the use of
the resulting contract.
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
8.
Value Added Services
Points Based
5
(5% of Total)
Offerors are encouraged to list and provide
detailed descriptions of any additional products
and/or services that will enhance and add value
to this Contract for PSA participating member
entities. These offerings will be considered and
evaluated. PSA reserves the right to accept any
or reject additionally proposed products or
services in the best interest of PSA and its
participating member entities.
Examples include incentive programs, prompt
payment discounts, and training programs.
INSTRUCTIONS FOR PREPARING PROPOSAL
This section contains instructions for compiling and submitting a proposal response to this RFP. All
Offerors must examine the entire RFP package to seek clarification of any item or requirement that may
not be clear and to check all responses for accuracy before submitting a proposal.
Signature Authority
By submitting the Response, Offeror represents and warrants that the individual submitting this
document and the documents made part of this Response is authorized to sign such documents on
behalf of the Offeror and to bind the Offeror under any contract that may result from the submission of
this Response.
Electronic or Paper Response
Unless otherwise addressed within the RFP, the following requirements shall apply:
A. Electronic Submission of Response (Preferred method): Offerors may upload one final and
complete electronic proposal on the on-line bidding system that PSA utilizes for its bid and
proposal solicitations at www.procurenow.com. There is NO COST to the Offeror in submitting
their proposal in response to this RFP via the on-line electronic bidding system.
B. Paper Submission of Response: In lieu of electronic submission, responses may be submitted in
four complete printed sets including one Original and three Copies in separate "hard side"
three-ring binders. The outer spine of each binder shall be labeled showing this RFP No., Offeror
Name, and either "Original" or "Copy", as applicable. The Original printed response will be
considered to be the binding Response in case of any conflicts between printed copies
submitted with the Offeror's (paper response) proposal package. Paper submissions must
include a flash drive with the electronic version of the proposal, specifically an excel file for
the cost proposal.
Paper Submission of Responses shall be enclosed in a SEALED package(s) addressed to PSA. The
following information shall be clearly stated on the exterior of the package(s):
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1. Name and Address of Offeror
2. Date and hour of proposal submission deadline (due date)
3. Bid/Proposal RFP number
4. The statement, "SEALED PROPOSAL- DO NOT OPEN IN MAIL ROOM." This label shall be of
sufficient size to be quickly and easily noticed and affixed to opposing sides of the
package(s).
Additional Response Requirements
Offeror's Response may be deemed non -responsive if all required PSA forms and documents are not
properly completed. Offeror must submit all documents included in the RFP Submission Checklist found
in the Attachments Section of this RFP. Offeror may not modify the format of any PSA form in any way,
but may only fill in information and add lines if needed. In certain cases, the cost proposal form may be
modified in accordance with instructions provided for the form. Offeror may photocopy or print blank
forms as needed.
There is no limit on the physical size of the proposal but a complete yet succinct, and unambiguous
presentation of the services offered and the fees required are expected. Proposals should provide a
clear and straightforward description of products and services and the firm's ability to meet
requirements.
All proposal forms must be submitted in English and must be legible. All appropriate forms must be
executed by an authorized signatory of the Offeror. Blue ink is preferred for signatures.
No oral, telegraphic, telephonic, or facsimile bids will be considered or accepted.
Required Attachments
The following attachments are required with your proposal submission:
1. Ethics Policy: Offeror shall include their employee ethics policy.
2. References: Offeror shall list the names of at least three (3) public/government agencies which have
purchased from Offeror products or services similar to those covered by this RFP, within the last two (2)
years. PSA reserves the right to determine if such products or services are appropriately similar. Other
information, including criticism however learned, may be used by PSA in evaluation of responses. Each
reference shall be a public, government or education agency and include the following:
A. Agency Name
B. Contact Person's Name and Title
C. Address
D. Phone
E. Email
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
3. Offeror Acknowledgement & Certification: Complete and sign the Offeror Acknowledgement &
Certification that was provided as an attachment to this proposal.
4. Conflict of Interest Questionnaire: Chapter 176 of the Texas Local Government Code requires
vendors and consultants contracting with PSA to file a Conflict of Interest Questionnaire (CIQ) if they
have an employment or other business relationship with a PSA officer or an officer's close family
member. PSA is a program of the Brazos Valley Council of Governments, whose officers include The
Honorable Byron Ryder, Chair, The Honorable Kavon Novak, 1st Vice Chair, The Honorable Joe Fauth, III,
2nd Vice Chair, The Honorable Tony Leago, Secretary, The Honorable Duane Peters, Immediate Past
Chair.
S. Form 1295 Certificate of Interested Parties: Pursuant to the Texas Legislature House Bill 1295,
Offeror must complete a Form 1295 through the Texas Ethics Commission website
www.ethics.state.tx.us and submit a signed and notarized copy of the form to PSA with the RFP
response.
6. End User Service Agreement: Include a copy of all service agreements that may be required for the
end users.
7. Proposer Certifications: Complete and sign the Proposer Certification form that was provided as an
attachment to this proposal.
8. All Addenda: For paper responses only, Offerors must list all addenda for this RFP that were issued for
this RFP through ProcureNow. The list must be signed to acknowledge receipt. If no addenda were
issued for the RFP, this section may be omitted. Responses that are submitted electronically through
ProcureNow acknowledge addenda as part of the submission process.
Technical Response
Due to the complexity of responses and to aid in evaluation, the Response should contain ALL required
information in clearly outlined sections as detailed below. Vendors must provide the sections listed
below or the response may be rejected. Omission of any required form or information will be sufficient
grounds for PSA to consider your response to be non -compliant.
Title Page: The proposal should begin with a title page bearing the name and address of the vendor and
the name and number of this RFP.
Section 1- Executive Summary: Vendors must condense and highlight the contents of the proposal in a
separate section titled "Executive Summary." Indicate why your products and services are superior to
others in the market.
Section 2 - Product Offerings: Fully describe the products and services offered in your proposal. Discuss
any optional features/services. Discuss any customization options that are available.
Section 3 - IT Requirements: Describe minimum hardware or software requirements if applicable.
Include any maximum limitations on connected devices if applicable. List all network requirements
necessary for full functionality of the product. Include a description of any and all necessary protocols,
bandwidth requirements, levels of connectivity (i.e. LAN, Internet, direct -dial, etc.) and any other
relevant information for full functionality of any services offered under proposal.
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Section 4 - Technical Support: This section should include detailed descriptions of all maintenance plans
technical support offered by the vendor, including the following:
• Support hours
• Types of support (phone, e-mail, on -site, etc.)
• Levels of support included with base plan and additional support available for extra cost
• List of issues supported/specifically excluded from support
• Maintenance services included (software patches, HUD regulation changes, software
customization, consulting, other)
• End User documentation
Section 5 - Cost Proposal: The Cost Proposal should clearly illustrate the price breakdown of all products
services and any related expenses associated with the contract.
Section 6 - Vendor Qualifications: Briefly describe your company's history and experience in the
industry. Describe your core values and business philosophy. Indicate what differentiates your company
from its competitors.
Specifically, disclose the following: a) Bankruptcies filed; b) Litigation, mediation, and arbitration history
over the last five (5) years; c) Any material (in excess of $50,000) claims, judgements, arbitrations,
investigations, or lawsuits pending; d) Any criminal actions, suits, proceedings, arbitrations
investigations against or involving the Offeror or its employees (in their capacities as employees)
occurring during the past five years.
Section 7 - Staff Assigned to the Account: Describe the staff proposed to manage a potential PSA
contract and their experience supporting similar scopes of work.
Section 8 - Marketing Strategy: Describe in detail how you will effectively market any potential PSA
contract nationally and meet the requirements outlined in the RFP.
Address each element of your marketing strategy by describing timelines, methods, and/or presenting
reference marketing materials PSA can expect to be produced and maintained by your organization
throughout the life of any potential contract.
Section 9 - PSA Administrative Fee: Confirm the percentage amount and calculation of the PSA
Administrative Fee. Offerors are encouraged to propose alternative methods of assessing and
calculating administrative fees to PSA based on industry standards and company policy.
Section 10 - Exceptions to RFP: Identify any exceptions the vendor has taken to the requirements of this
RFP, the contract or any other attachments.
Withdrawal or Modification of Responses
Once received by PSA, responses may be modified or withdrawn prior to the submission deadline only if
the request to do so is in writing and on Offeror's formal letterhead. Responses and requests for
modification received after the submission deadline will not be accepted.
30
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Confidential/Proprietary Materials
PSA uses its best efforts to follow the intent of Chapter 552 of the Texas Government Code, the Public
Information Act (the "Act") in regards to information, documentation, and other material in connection
with this solicitation. If Offeror's proposal contains material noted or marked as "confidential" and/or
"proprietary", and that material in PSA's sole opinion meets the disclosure exemption requirements of
the Act, then that information will not be disclosed pursuant to a request for public documents. If PSA
does not consider such material to be exempt from disclosure under the Act, the material may be made
available to the public regardless of the notation or markings. If an Offeror is unsure if its confidential
and/or proprietary material meets the disclosure exemption requirements of the Act, then it shall not
include such information in the proposal.
Terms and Conditions Attached to Response
eProcurement and Contract Management SolutionsAny terms and conditions attached to a Response
will not be considered unless specifically referred to in the Response.
31
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
RFP 21-203 eProcurement Solutions
Proposer Certifications
By signing below, Proposer makes the following certifications under penalty of perjury and possible
contract termination if any of these certifications are found to be false.
Certification 1. LEGAL AUTHORITY
Proposer warrants and represents that it has adequate legal counsel and authority to respond to this
RFP. The governing bodies, where applicable, have authorized the signatory officials to enter into this
Contract and bind the parties to the terms of this Contract and any subsequent amendments thereto.
Certification 2. APPLICABLE LAWS
The parties agree to conduct all activities under this Contract in accordance with all applicable rules,
regulations, directives, issuances, ordinances, and laws in effect or promulgated during the term of this
Contract.
Certification 3. RELEASE
The Proposer releases, relinquishes, and discharges the PSA, its officers, agents, and employees from all
claims, demands, and causes of action of every kind and character, including the cost of defense thereof,
for any injury to, sickness or death of the Proposer or its employees and any loss of or damage to any
property of the Proposer or its employees that is caused by or alleged to be caused by, arises out of, or
is in connection with the Proposer's negligent performance of the work. Both the PSA and the Proposer
expressly intend that this release shall apply regardless of whether said claims, demands, and causes of
action are covered, in whole or in part, by insurance.
Certification 4. CIVIL AND CRIMINAL PROVISIONS AND SANCTIONS
Proposer agrees that it will perform under this Contract in conformance with safeguards against fraud
and abuse as set forth by PSA, the State of Texas, Federal regulations and the acts and regulations of any
funding entity. Proposer agrees to notify PSA of any suspected fraud, abuse or other criminal activity
related to this Contract through filing of a written report promptly after it becomes aware of such
activity.
Certification S. CLEAN AIR AND FEDERAL WATER POLLUTION CONTROL ACTS
The Proposer agrees to comply with all applicable standards, orders or regulations issued pursuant to
the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33
U.S.C. 1251-1387).
Certification 6. BYRD ANTI -LOBBYING AMENDMENT
The Proposer certifies that it has not and will not use Federal appropriated funds, which may include any
money received in association with the PSA contract, to pay for any person or organization for
influencing or attempting to influence an officer or employee of any agency, a member of Congress,
officer or employee of Congress, or an employee of a member of Congress in connection with obtaining
any Federal contract, grant or any other award covered by the Byrd Anti -Lobbying Amendment
(31 U.S.C. 1352).
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Certification 7. TRAFFICKING VICTIMS PROTECTION ACT
The Proposer certifies that it will not perform nor will it allow its employees to perform the following
acts covered by the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104(g)):
i. Engage in severe forms of trafficking in persons during the period of time that the award is in
effect;
ii. Procure a commercial sex act during the period of time that the award is in effect; or
iii. Use forced labor in the performance of the award or sub -awards under the award.
Certification & CERTIFICATION NOT TO BOYCOTT ISREAL
The Proposer certifies that it does not boycott Israel and will not boycott Israel during the term of this
contract. Proposer further certifies that it does not and will not refuse to deal with, terminate business
activities with, or otherwise take any action that is intended to penalize, inflict economic harm on, or
limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in
an Israeli -controlled territory. This does not include actions made for ordinary business purposes.
Certification 9. COMPUTER EQUIPMENT REYCLING PROGRAM
If Proposer is submitting a Response for the purchase or lease of computer equipment, then Proposer
certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code
related to the Computer Equipment Recycling Program and the Texas Commission on Environmental
Quality rules in 30 TAC Chapter 328.
Certification 10. CONTRACTING INFORMATION RESPONSIBILITIES
In accordance with Section 552.372 of the Texas Government Code, Proposer agrees to (1) preserve all
contracting information related to the contract as provided by the records retention requirements
applicable to the PSA member for the duration of the contract, (2) promptly provide to the PSA member
any contracting information related to the contract that is in the custody or possession of the Proposer
on request of the PSA member, and (3) on termination or expiration of the contract, either provide at no
cost to the PSA member all contracting information related to the contract that is in the custody or
possession of the Proposer or preserve the contracting information related to the contract as provided
by the records retention requirements applicable to the PSA member. Except as provided by Section
552.374(c) of the Texas Government Code, the requirements of Subchapter J, Chapter 552, Government
Code, may apply to the contract and the Proposer agrees that the contract can be terminated if the
Proposer knowingly or intentionally fails to comply with a requirement of that subchapter.
Certification 11. ANTITRUST AFFIRMATION
The Proposer affirms under penalty of perjury of the laws of the State of Texas that (1) in connection
with this Response, neither I nor any representative of the Proposer have violated any provision of the
Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; (2) in connection with this
Response, neither I nor any representative of the Proposer have violated any federal antitrust law; and
(3) neither I nor any representative of the Proposer have directly or indirectly communicated any of the
contents of this Response to a competitor of the Proposer or any other company, corporation, firm,
partnership or individual engaged in the same line of business as the Proposer.
Certification 12. DEALINGS WITH PUBLIC SERVANTS AFFIRMATION
The Proposer has not given, offered to give, nor intends to give at any time hereafter any economic
opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public
servant in connection with the submitted Response.
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Certification 13. E-VERIFY PROGRAM
The Proposer certifies that for contracts for services, Proposer shall utilize the U.S. Department of
Homeland Security's E-Verify system during the term of the contract to determine the eligibility of:
1. all persons employed by Proposer to perform duties within Texas; and
2. all persons, including subcontractors, assigned by Proposer to perform work pursuant the
contract within the United States of America.
Certification 14. EXCLUDED PARTIES
Proposer certifies that it is not listed in the prohibited vendors list authorized by Executive Order No.
13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit,
or Support Terrorism", published by the United States Department of the Treasury, Office of Foreign
Assets Control.
Certification 15. FALSE STATEMENTS
Proposer represents and warrants that all statements and information prepared and submitted in this
document are current, complete, true, and accurate. Submitting a Response with a false statement or
material misrepresentations made during the performance of a contract is a material breach of contract
and may void the submitted Response and any resulting contract.
Certification 16. FOREIGN TERRORIST ORGANIZATION
Proposer represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign
terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code.
Certification 17. NO CONFLICTS OF INTEREST
Proposer represents and warrants that the provision of goods and services or other performance under
the contract will not constitute an actual or potential conflict of interest or reasonably create an
appearance of impropriety.
Certification 18. AMERICANS WITH DISABILITIES ACT
Proposer represents and warrants its compliance with the requirements of the Americans With
Disabilities Act (ADA) and its implementing regulations, as each may be amended.
Certification 19. DRUG -FREE WORKPLACE
Proposer represents and warrants that it shall comply with the applicable provisions of the Drug -Free
Work Place Act of 1988 (41 U.S.C. § 701 et seq.) and maintain a drug -free work environment.
Certification 20. EQUAL EMPLOYMENT OPPORTUNITY
Proposer represents and warrants its compliance with all applicable duly enacted state and federal laws
governing equal employment opportunities.
Certification 21. FEDERAL OCCUPATIONAL SAFETY AND HEALTH LAW
Proposer represents and warrants that all articles and services shall meet or exceed the safety standards
established and promulgated under the Federal Occupational Safety and Health Act of 1970, as
amended (29 U.S.C. Chapter 15).
Certification 22. IMMIGRATION
Proposer represents and warrants that it shall comply with the requirements of the Immigration and
Nationality Act (8 U.S.C.§ 1101 et seq.) and all subsequent immigration laws and amendments.
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Certification 23. LEGAL AND REGULATORY ACTIONS
Proposer represents and warrants that it is not aware of and has received no notice of any court or
governmental agency actions, proceedings or investigations, etc., pending or threatened against
Proposer or any of the individuals or entities included in the Response within the five (5) calendar years
immediately preceding the submission of the Response that would or could impair Proposer's
performance under the contract, relate to the solicited or similar goods or services, or otherwise be
relevant to PSA's consideration of the Response. If Proposer is unable to make the preceding
representation and warranty, then Proposer instead represents and warrants that it has included as a
detailed attachment in its Response a complete disclosure of any such court or governmental agency
actions, proceedings or investigations, etc. that would or could impair Proposer's performance under
the contract, relate to the solicited or similar goods or services, or otherwise be relevant to PSA's
consideration of the Response. In addition, Proposer represents and warrants that it shall notify PSA in
writing within five (5) business days of any changes to the representations or warranties in this clause
and understands that failure to so timely update PSA shall constitute breach of contract and may result
in immediate termination of the contract.
Certification 24. LIMITATION ON AUTHORITY
Proposer shall have no authority to act for or on behalf of PSA except as expressly provided for in the
contract resulting from this RFP; no other authority, power or use is granted or implied. Proposer may
not incur any debt, obligation, expense or liability of any kind on behalf of PSA.
Certification 25. MEDIA RELEASES
Proposer shall not use PSA's name, logo, or other likeness in any press release, marketing material, or
other announcement without PSA's prior written approval. PSA does not endorse any vendor,
commodity, or service. Proposer is not authorized to make or participate in any media releases or public
announcements pertaining to this procurement, the Response or the services to which they relate
without PSA's prior written consent, and then only in accordance with explicit written instructions from
PSA.
Certification 26. NO FELONY CRIMINAL CONVICTIONS
Proposer represents that neither Proposer nor any of its employees, agents, or representatives,
including any subcontractors and employees, agents, or representative of such subcontractors, have
been convicted of a felony criminal offense or that if such a conviction has occurred Proposer has fully
advised PSA in writing of the facts and circumstances surrounding the convictions.
Certification 27. NO IMPLIED WAIVER
No provision of the contract shall constitute or be construed as a waiver of any of the privileges, rights,
defenses, remedies, or immunities available to PSA as a political subdivision of the State of Texas or
otherwise available to PSA. The failure to enforce or any delay in the enforcement of any privileges,
rights, defenses, remedies, or immunities detailed in the contract or otherwise available to PSA by law
will not constitute a waiver of said privileges, rights, defenses, remedies, or immunities or be considered
as a basis for estoppel.
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Certification 28. NO THIRD -PARTY BENEFICIARIES
This agreement is made solely and specifically among and for the benefit of the parties named herein
and their respective successors and assigns, and no other person shall have any right, interest, or claims
hereunder or be entitled to any benefits pursuant to or on account of the contract as a third -party
beneficiary or otherwise.
Certification 29. PERMITS, CERTIFICATIONS, AND LICENSES
Proposer represents and warrants that it has determined what licenses, certifications and permits are
required under the contract and has acquired all applicable licenses, certifications, and permits.
Certification 30. PROMPT PAYMENT
All payments by Proposer to any subcontractor, and any payments by a subcontractor to any other
person or entity that provides goods or services under this contract shall be made in compliance with
Chapter 2251 of the Texas Government Code.
Certification 31. REFUND
Proposer will promptly refund or credit within thirty (30) calendar days any funds erroneously paid by a
PSA member which are not expressly authorized under the contract.
Certification 32. SURVIVAL
Expiration or termination of the contract for any reason does not release Proposer from any liability or
obligation set forth in the contract that is expressly stated to survive any such expiration or termination,
that by its nature would be intended to be applicable following any such expiration or termination, or
that is necessary to fulfill the essential purpose of the contract, including without limitation the
provisions regarding warranty, indemnification, confidentiality, and rights and remedies upon
termination.
Certification 33. UNFAIR BUSINESS PRACTICES
Proposer represents and warrants that it has not been the subject of allegations of Deceptive Trade
Practices violations under Chapter 17 of the Texas Business and Commerce Code, or allegations of any
unfair business practice in any administrative hearing or court suit and that Proposer has not been
found to be liable for such practices in such proceedings. Proposer certifies that it has no officers who
have served as officers of other entities who have been the subject of allegations of Deceptive Trade
Practices violations or allegations of any unfair business practices in an administrative hearing or court
suit and that such officers have not been found to be liable for such practices in such proceedings.
Certification 34. WAIVER OF CONSEQUENTIAL DAMAGES
Notwithstanding any other provision to the contrary herein, neither party shall be liable to the other for
any indirect, incidental, special or consequential damages or loss of profits, anticipated or otherwise, or
loss of revenues in connection with or arising out of, or in connection with, the subject matter of this
contract.
Certification 35. NO FINANCIAL INTEREST OR OTHER CONFLICT
No BVOCG/PSA officer, employee, Board of Directors member or member of any BVCOG/PSA board or
commission, nor family member of any such person, has a financial interest, direct or indirect, in Offeror
or in any contract Offeror might enter into with BVCOG/PSA.
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Certification 36. FELONY CONVICTION NOTIFICATION
Proposer represents and warrants that the Offeror's employees have not been convicted of a felony
criminal offense, or that, if such a conviction has occurred, the Offeror has fully advised PSA as to the
facts and circumstances surrounding the conviction.
Certification 37. NON -COLLUSIVE RESPONSE
The prices in the Response have been arrived at independently without collusion, consultation,
communication, or agreement for the purpose of restricting competition, as to any matter relating to
such prices with any other Offeror or potential competitor. The prices which have been quoted in the
Response (unless otherwise required by law), have not been knowingly disclosed by Offeror and will not
be knowingly disclosed by Offeror prior to the public response opening, either directly or indirectly, to
any other Offeror or competitor. No attempt has been made or will be made by Offeror to induce any
other person, partnership or corporation to submit or not to submit a response for the purpose of
restricting competition.
Certification 38. NON -BIASED SPECIFICATIONS
This RFP contains no requirements considered to be unduly biased in favor of Offeror or any other
Offerors that may be competing for this procurement.
Certification 39. SUSPENSION AND DEBARMENT
Proposer certifies that it and its principals are not suspended or debarred from doing business with the
state or federal government as listed on the State of Texas Debarred Vendor List maintained by the
Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the
General Services Administration.
Proposer has not within a three (3) year period preceding this RFP been convicted of or had a civil suit
judgment rendered against Offeror for commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain or performing a public transaction or contract under a public
transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft,
forgery, bribery, falsification or destruction of records, making false statement, or receiving stolen
property. Proposer is not presently indicted for or otherwise criminally or civilly charged by a
government entity (federal, state, or local) with commission of any of the offenses enumerated above.
Offeror has not, within a three (3) year period preceding this RFP, had any government (federal, state, or
local) transactions terminated for cause or default.
Certification 40. LICENSING AND PERMITS
Proposer has all licenses and/or permits, required by any and all governmental entities having
jurisdiction, to legally sell the products/services offered.
Certification 41. FRANCHISE TAX
Proposer hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes.
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DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
By signing below, Proposer hereby confirms all certifications above, and furthermore that he/she is
legally authorized to sign this certification on behalf of said organization by authority of its governing
body.
Organization
Name
Title
Signature
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DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CERTIFICATE OF INTERESTED PARTIES FORM 1295
OFFICE USE ONLY
Complete Nos. 1 - 4 and 6 if there are interested parties.
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
♦`�
`
1 Name of business entity filing form, and the city, state and country of the business
entity's place of business.
` 1►
Name of governmental entity or state agency that is a art to the contract for 2 g Y g Y party
which the form is being filed.
3 Provide the identification number used by the governmental entity or state agency tot kg identify the contract,
and provide a description of the services, goods, or other property to be provided u t a contract.
4
City, State, Country
Nature of Interest (check applicable)
Name of Interested Party
(place of business) � ♦
♦ ✓✓✓
Controlling
Intermediary
5
❑Check only if there ' Interested Party.
6 UNSWORN DECiII� N
My name is ` and my date of birth is
My addre
N'� (street) (city) (state) (zip code) (country)
d e under penalty of perjury that the foregoing is true and correct.
Executed in County, State of on the day of 120
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
ADD ADDITIONAL PAGES AS NECESSARY
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 12/22/2017
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who
Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
!J Name of vendor who has a business relationship with local governmental entity.
2
❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
Name of Officer
4J Describe each employment or other business relationship with the local government officer, or a family member of the
officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIO as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
Yes F-1 No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
F1 Yes F1 No
11 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
6
❑Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/
Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.
Local Government Code § 176.0010-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than $100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the
officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any
gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity; or
(B) submits to the local governmental entity an application, response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a
family member of the officer, described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Offeror Acknowledgment & Certification
Invitation Title: eProcurement Solutions
RFP No. 21-203
Offeror Company:
(Legal name of business which will appear on contract, if awarded)
Contract Signatory:
Title:
Mailing Address:
Physical Address:
Phone:
Email:
Federal ID No.:
Web Page URL:
Proposal Contact Information
Contact Person:
Phone:
Email:
Underutilized/Disadvantaged Business (HUB / DBE) Information
Ownership - 51% or more: ❑Non-HUB/DBE ❑ HUB ❑ DBE
Estimated number of subcontractors who would participate in any contract:
Number of above subcontractors who would qualify as an HUB / DBE:
Certification .
I hereby certify that the information contained in this proposal and any attachments is true and
correct and may be viewed as an accurate representation of proposed services to be provided by this
organization. I certify that no employee, BVCOG member, or agent of the BVCOG has assisted in
the preparation of this proposal. I acknowledge that I have read and understood the terms,
conditions, requirements and provisions of the RFP and that this organization will comply with the
terms thereof, and any other applicable local, state, and federal regulations and policies and that the
BVCOG is authorized to verify references and stated performance data and to conduct credit and
criminal background checks if needed. Furthermore, I certifify that I am legally authorized to sign this
proposal on behalf of said organization by authority of its governing body, and to bind said organization
under any contract that may result from the submission of this proposal.
Signature: Title:
Printed Name:
Date:
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
SAMPLE CONTRACT
This is a sample of the contract that will be sent to you for execution if you are recommended for a contract award.
It should NOT be completed and returned with your Response.
A CONTRACT BETWEEN PURCHASING SOLUTIONS ALLIANCE, Bryan, Texas
AND
This Contract is made and entered into by PURCHASING SOLUTIONS ALLIANCE, hereinafter
referred to as PSA, having its principal place of business at 3991 East 29th St., Bryan, Texas 77802,
AND
CONTRACTOR, having its principal place of business at
ARTICLE 1:
The parties have entered into a
, and to continue through
upon mutual agreement of the CONTRACTOR and PSA. PSA
participating governmental agencies, each hereinafter referred to
offered by
CONTRACTOR agrees to sell
USERS.
hereinafter referred to as the
SCOPE OF SERVICES
Contract to become effective as of
_ the "Contract", subject to extension
enters into the Contract as Agent for
as END USER, for the purchase of
the CONTRACTOR. The
through the PSA Contract to END
ARTICLE 2: THE COMPLETE AGREEMENT
The Contract shall consist of the documents identified below in order of precedence: 1) The text of this
Contract form, 2) Exhibit A, CONTRACTOR's Response to RFP No: 21-203, including but not limited
to, prices and options offered and finally negotiated and attached, and 3) Exhibit B, RFP No: 21-203,
including any relevant addenda. All of which are either attached hereto or incorporated by reference and
hereby made a part of this Contract, and shall constitute the complete agreement between the parties
hereto. This Contract supersedes any and all oral or written agreements between the parties relating to
matters herein. Except as otherwise provided herein, this Contract cannot be modified without the written
consent of both parties.
ARTICLE 3: LEGAL AUTHORITY
CONTRACTOR and PSA warrant and represent to each other that they have adequate legal counsel and
authority to enter into this Contract. The governing bodies, where applicable, have authorized the
signatory officials to enter into this Contract and bind the parties to the terms of this Contract and any
subsequent amendments thereto.
ARTICLE 4: APPLICABLE LAWS
The parties agree to conduct all activities under this Contract in accordance with all applicable rules,
regulations, directives, issuances, ordinances, and laws in effect or promulgated during the term of this
Contract.
ARTICLE 5: INDEPENDENT CONTRACTOR
The execution of this Contract and the rendering of services prescribed by this Contract do not change the
independent status of PSA or CONTRACTOR. No provision of this Contract or act of PSA in
performance of this Contract shall be construed as making CONTRACTOR the agent, servant or
employee of PSA, the State of Texas or the United States Government. Employees of CONTRACTOR
are subject to the exclusive control and supervision of CONTRACTOR. CONTRACTOR is solely
responsible for employee payrolls and claims arising there from.
ARTICLE 6: SUBCONTRACTS & ASSIGNMENTS
CONTRACTOR agrees not to subcontract, assign, transfer, convey, sublet or otherwise dispose of this
Contract or any right, title, obligation or interest it may have therein to any third party without prior
written notice to PSA. PSA reserves the right to accept or reject any such change. CONTRACTOR shall
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continue to remain responsible for all performance under this Contract regardless of any subcontract or
assignment. PSA shall be liable solely to CONTRACTOR and not to any of its Subcontractors or
Assignees.
ARTICLE 7: EXAMINATION AND RETENTION OF CONTRACTOR'S RECORDS
CONTRACTOR shall maintain during the course of its work, complete and accurate records of items that
are chargeable to END USER under this Contract. PSA, through its staff or its designated public
accounting firm, the State of Texas, or the United States Government shall have the right at any
reasonable time to inspect copy and audit those records on or off the premises of CONTRACTOR.
Failure to provide access to records may be cause for termination of this Contract. CONTRACTOR shall
maintain all records pertinent to this Contract for a period of not less than five (5) calendar years from the
date of acceptance of the final contract closeout and until any outstanding litigation, audit or claim has
been resolved. The right of access to records is not limited to the required retention period, but shall last
as long as the records are retained. CONTRACTOR further agrees to include in all subcontracts under
this Contract, a provision to the effect that the subcontractor agrees that PSA's duly authorized
representatives, shall, until the expiration of five (5) calendar years after final payment under the
subcontract or until all audit findings have been resolved, have access to, and the right to examine and
copy any directly pertinent books, documents, papers, invoices and records of such subcontractor
involving any transaction relating to the subcontract.
ARTICLE 8: REPORTING REQUIREMENTS
CONTRACTOR agrees to submit reports or other documentation in accordance with the RFP
requirements. If CONTRACTOR fails to submit to PSA in a timely and satisfactory manner any such
report or documentation, or otherwise fails to satisfactorily render performance hereunder, such failure
may be considered cause for termination of this Contract.
ARTICLE 9: SEVERABILITY
All parties agree that should any provision of this Contract be determined to be invalid or unenforceable,
such determination shall not affect any other term of this Contract, which shall continue in full force and
effect.
ARTICLE 10: DISPUTES
Any and all disputes concerning questions of fact or of law arising under this Contract, which are not
disposed of by agreement, shall be decided by the Executive Director of the Brazos Valley Council of
Governments (BVCOG) or his designee, who shall reduce his decision to writing and provide notice
thereof to CONTRACTOR. The decision of the Executive Director or his designee shall be final and
conclusive unless, within thirty (30) days from the date of receipt of such notice, CONTRACTOR
requests a rehearing from the Executive Director of BVCOG. In connection with any rehearing under this
Article, CONTRACTOR shall be afforded an opportunity to be heard and offer evidence in support of its
position. The decision of the Executive Director after any such rehearing shall be final and conclusive.
CONTRACTOR may, if it elects to do so, appeal the final and conclusive decision of the Executive
Director to a court of competent jurisdiction. Pending final decision of a dispute hereunder,
CONTRACTOR shall proceed diligently with the performance of this Contract and in accordance with
BVCOG's final decision.
ARTICLE 11: LIMITATION OF CONTRACTOR'S LIABILITY
Except as specified in any separate writing between the CONTRACTOR and an END USER,
CONTRACTOR's total liability under this Contract, whether for breach of contract, warranty, negligence,
strict liability, in tort or otherwise, but excluding its obligation to indemnify PSA described in Article 12,
is limited to the price of the particular products/services sold hereunder, and CONTRACTOR agrees
either to refund the purchase price or to repair or replace product(s) that are not warranted. In no event
will CONTRACTOR be liable for any loss of use, loss of time, inconvenience, commercial loss, lost
profits or savings or other incidental, special or consequential damages to the full extent such use may be
disclaimed by law. CONTRACTOR understands and agrees that it shall be liable to repay and shall
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DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
repay upon demand to END USER any amounts determined by PSA, its independent auditors, or any
agency of State or Federal government to have been paid in violation of the terms of this Contract.
ARTICLE 12: LIMIT OF PSA'S LIABILITY AND INDEMNIFICATION OF PSA
PSA's liability under this Contract, whether for breach of contract, warranty, negligence, strict liability, in
tort or otherwise, is limited to its administrative fee. In no event will PSA be liable for any loss of use,
loss of time, inconvenience, commercial loss, lost profits or savings or other incidental, special or
consequential damages to the full extent such use may be disclaimed by law. Contractor agrees, to the
extent permitted by law, to defend and hold harmless BVCOG, PSA, its board members, officers, agents,
officials, employees, [and indemnities] from any and all claims, costs, expenses (including reasonable
attorney fees), actions, causes of action, judgments, and liens arising as a result of CONTRACTOR's
negligent act or omission under this Contract. CONTRACTOR shall notify PSA of the threat of lawsuit
or of any actual suit filed against CONTRACTOR relating to this Contract.
ARTICLE 13: TERMINATION FOR CAUSE
PSA may terminate this Contract for cause based upon the failure of CONTRACTOR to comply with the
terms and/or conditions of the Contract; provided that PSA shall give CONTRACTOR written notice
specifying CONTRACTOR'S failure. If within thirty (30) days after receipt of such notice,
CONTRACTOR shall not have either corrected such failure, or thereafter proceeded diligently to
complete such correction, then PSA may, at its option, place CONTRACTOR in default and the Contract
shall terminate on the date specified in such notice. CONTRACTOR shall pay to PSA any administrative
fees due from CONTRACTOR on that portion of the Contract actually performed by CONTRACTOR
and for which compensation was received by CONTRACTOR.
ARTICLE 14: TERMINATION FOR CONVENIENCE
PSA may cancel or terminate this Contract at any time by giving thirty (30) days written notice to the
other. CONTRACTOR may be entitled to payment from END USER for services actually performed; to
the extent said services are satisfactory to END USER. CONTRACTOR shall pay to PSA any
administrative fees due from CONTRACTOR on that portion of the Contract actually performed by
CONTRACTOR.
ARTICLE 15: CIVIL AND CRIMINAL PROVISIONS AND SANCTIONS
CONTRACTOR agrees that it will perform under this Contract in conformance with safeguards against
fraud and abuse as set forth by PSA, the State of Texas, Federal regulations and the acts and regulations
of any funding entity. CONTRACTOR agrees to notify PSA of any suspected fraud, abuse or other
criminal activity related to this Contract through filing of a written report promptly after it becomes aware
of such activity.
ARTICLE 16: GOVERNING LAW & VENUE
PSA and the CONTRACTOR agree that the contract awarded from this Request for Proposal shall be
governed by the laws of the State of Texas. The parties agree that performance and all matters related
thereto shall be in a state court of competent jurisdiction in Brazos County, Texas and further that neither
party will seek to remove such litigation to the federal court system by application of conflict of laws or
any other removal process to any Federal Court or court not in Texas. Disputes between END USER and
CONTRACTOR are to be resolved in accordance with the law and venue rules of the state of purchase.
CONTRACTOR shall immediately notify PSA of such disputes.
ARTICLE 17: PAYMENT OF PSA FEE
CONTRACTOR agrees to sell its products to END USERS based on the pricing and other terms of this
Contract, including, but not limited to, the payment of the applicable three (3) % PSA Administrative Fee.
The Administrative Fee on all Contractor sales made pursuant to the PSA contract is to be calculated by
multiplying the total billed amount by 3%. Contractor will remit the total Administrative Fee due with
the monthly report as required and stipulated in Exhibit B — RFP No. 21-203. Any PSA fee collected by
CONTRACTOR from END USERS, including END USERS without Interlocal Contracts, shall be paid
PSA - RFP No. 21-203
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
to PSA by CONTRACTOR. CONTRACTOR agrees to encourage END USERS to execute authorizing
Interlocal Contracts with PSA. PSA reserves the right to take appropriate actions including, but not
limited to, contract termination if CONTRACTOR fails to promptly remit PSA's fee. In no event shall
PSA have any liability to CONTRACTOR for any goods or services an END USER procures from
CONTRACTOR.
ARTICLE 18: CHANGE OF CONTRACTOR STATUS
CONTRACTOR shall immediately notify PSA, in writing, of ANY change in ownership, control,
dealership/franchisee status, or name, and shall also advise whether or not this Contract shall be affected
in any way by such change. PSA shall have the right to determine whether or not such change is
acceptable, and to determine what action shall be warranted, up to and including cancellation of Contract.
ARTICLE 19: VOLUME PRICING
The CONTRACTOR reserves the right to provide and negotiate volume discounts that are less than the
prices shown in Exhibit A - CONTRACTOR's Response to RFP No. 21-203 to END USERS. In no case
shall prices exceed those listed in Exhibit A.
ARTICLE 20: CLEAN AIR AND FEDERAL WATER POLLUTION CONTROL ACTS
The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the
Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33
U.S.C. 1251-1387).
ARTICLE 21: BYRD ANTI -LOBBYING AMENDMENT
The Contractor certifies that it has not and will not use Federal appropriated funds, which may include
any money received in association with the PSA contract, to pay for any person or organization for
influencing or attempting to influence an officer or employee of any agency, a member of Congress,
officer or employee of Congress, or an employee of a member of Congress in connection with obtaining
any Federal contract, grant or any other award covered by the Byrd Anti -Lobbying Amendment
(31 U.S.C. 1352).
ARTICLE 22: TRAFFICKING VICTIMS PROTECTION ACT
The Contractor certifies that it will not perform nor will it allow its employees to perform the following
acts covered by the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104(g)):
i. Engage in severe forms of trafficking in persons during the period of time that the award is in
effect;
ii. Procure a commercial sex act during the period of time that the award is in effect; or
iii. Use forced labor in the performance of the award or sub -awards under the award.
ARTICLE 23: CERTIFICATION NOT TO BOYCOTT ISREAL
The Contractor certifies that it does not boycott Israel and will not boycott Israel during the term of this
contract. Contractor further certifies that it does not and will not refuse to deal with, terminate business
activities with, or otherwise take any action that is intended to penalize, inflict economic harm on, or limit
commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an
Israeli -controlled territory. This does not include actions made for ordinary business purposes.
[SIGNATURE PAGE TO FOLLOW]
PSA - RFP No. 21-203
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
IN WITNESS WHEREOF, the parties have caused this Contract to be executed by their duly authorized
Signed for the Purchasing Solutions Alliance, Bryan, Texas:
Date: , 2021
Michael Parks Executive Director or Designee — Brazos Valley Council of Governments
Attest for the Brazos Valley Council of Governments, Bryan, Texas:
Date: , 2021
Susan Lightfoot, Program Manager or Designee — Purchasing Solutions Alliance
(Notary section)
PSA Contract No. 21-203 between PSABVCOG & CONTRACTOR.
The State of Texas, County of Brazos
Before me, a Notary Public, on this day personally appeared Michael Parks and Susan Lightfoot, known
or proved to me to be the persons whose name is subscribed to the forgoing instrument and acknowledged
to me that they executed the same for the purpose and consideration therein expressed.
Given under my hand and seal of office this day of
Notary Public, State of Texas
Signed for CONTRACTOR:
Printed Name & Title:
Signature:
Attest - Printed Name & Title:
Attest - Signature:
Notary Signature
(Notary section)
N
(PERSONALIZED SEAL)
PSA Contract No. 21-203 between PSA/BVCOG & CONTRACTOR.
Date: 92021
Date: 92021
Date: 12021
The State of , County of
Before me, a Notary Public, on this day personally appeared
known or proved to me to be the person whose name is subscribed to the forgoing instrument and
acknowledged to me that he executed the same for the purpose and consideration therein expressed.
Given under my hand and seal of office this day of
Notary Signature
Notary Public, State of
2021
(PERSONALIZED SEAL),
PSA - RFP No. 21-203
DocuSign Envelope ID: 17AF54DC-B470-49DA-850E-4999CFC477D2
Addendum 1
RFP 21-203 eProcurement and Contract
Management Solutions
Proposals for RFP 21-203 shall be submitted in paper format delivered to PSA at 3991 East 291h St, Bryan
Texas.
Proposals shall be submitted in four complete printed sets including one Original and three Copies in
separate "hard side" three-ring binders. The outer spine of each binder shall be labeled showing this RFP
No., Offeror Name, and either "Original" or "Copy," as applicable. The Original printed response will be
considered to be the binding Response in case of any conflicts between printed copies submitted with
the Offeror's (paper response) proposal package. Paper submissions must include a flash drive with the
electronic version of the proposal.
Paper Submission of Responses shall be enclosed in a SEALED package(s) addressed to PSA. The
following information shall be clearly stated on the exterior of the package(s):
1. Name and Address of Offeror
2. Date and hour of proposal submission deadline (due date)
3. Bid/Proposal RFP number
4. The statement, "SEALED PROPOSAL - DO NOT OPEN IN MAIL ROOM." This label shall be of
sufficient size to be quickly and easily noticed and affixed to opposing sides of the
package(s).
All required signatures must be provided in either electronic format on the flash drive or in ink on the
paper set marked "Original."
A �,� Purchasing Solutions Alliance
4
RFP 21-203 Addendum 1
rV June 9, 2021
