Commonwealth of Virginia Virginia Information Technologies ...

Commonwealth of Virginia
Virginia Information Technologies Agency

ELECTRONIC MEDIA/VIDEOCONFERENCING EQUIPMENT

Optional Use Contract

Date: February 18, 2010

Contract #: VA-050912-AGLT

Authorized User: State Agencies, Institutions and Public Bodies as defined in the
Virginia Public Procurement Act (VPPA)

Contractor: Applied Global Technologies
1006 Pathfinder Way
Rockledge, FL 32955

FIN: 58-2060439

Contact Person: Heather Smith
Voice: 321-638-2007 ext. 2461
Fax: 321-690-2211
E-mail: Heather.Smith@appliedglobal.com

Pricing: See Exhibit B

Term: September 29, 2009 – September 28, 2010

Payment: Net 30 days

Delivery: 30 days ARO or Date Established in Individual Orders

For Additional Information, Please Contact:

Virginia Information Technologies Agency
Supply Chain Management

John Tackley
Phone: 804-416-6165
E-Mail: john.tackley@vita.virginia.gov
Fax: 804-416-6361

NOTES: Individual Commonwealth of Virginia employees are not authorized to purchase equipment or
services for their personal use from this Contract.

For updates, please visit our Website at: http://www.vita.virginia.gov/procurement/contracts.cfm

Prior review and approval by the VIRGINIA INFORMATION TECHNOLOGIES AGENCY (VITA) for
purchases in excess of $100,000.00 is required for State Agencies and Institutions only.

1

CONTRACT #VA-050912-AGLT
CONTRACT CHANGE LOG

Change Effective
No. Description of Change Date
1 Mod 1 removes all references to Tandberg products from the 10/3/05
contract
2 Mod 2 removes all references to Codian products from the 11/2/05
contract
3 Updates Supplier’s contact information and corrects contract 5/30/07
abstract
4 Mod 3 extends contract term 9/29/07
5 Updates Supplier’s mailing address 10/24/07
6 Updates VITA’s contact information 11/21/07
7 Mod 4 incorporates updated IFA language into the contract 5/1/08
terms and conditions
10 Updates VITA’s contact information 2/18/10

2

VA-050912-AGLT

MASTER PRODUCT AND MAINTENANCE CONTRACT
TABLE OF CONTENTS

1. PURPOSE 3
2. DEFINITIONS 3
A. Acceptance 3
B. Authorized User 3
C. Confidential Information 3
D. Product 3
E. Receipt (of Product) 3
F. Requirements 3
G. Service 4
H. System Software 4
I. Supplier 4
J. Supplier’s Proposal 4
K. VITA 4
L. Warranty Period 4
3. TERM AND TERMINATION 4
4. PURCHASE, DELIVERY, INSTALLATION AND ACCEPTANCE 4
A. Orders 4
B. Delivery Procedure 5
C. Late Delivery 5
D. Purchase Price and Price Protection 5
E. Purchase Payment Terms 6
F. Invoice Procedure 6
G. Product Installation 6
H. Product and/or Service Acceptance Criteria 7
I. Product Discontinuation 7
J. Supplier’s Report of Sales and Industrial Funding Adjustment 7
5. PRODUCT SUPPORT 8
A. VITA or Third Party Support 8
1. Documentation and Support Availability 8
2. Timeliness and Price 8
B. Engineering Changes and Product Modification 8
C. Training 8
D. Parts and Maintenance Support 9
6. WARRANTY AND REMEDY 9
A. Supplier 9
B. Ownership 9
C. Supplier Viability 9
D. Compatibility 9
E. Product 9
F. Warranty Services 10
7. SCOPE OF USE 11
8. SOFTWARE LICENSE 11
A. License Grant 11
B. Limitations on Copying and Disclosure 11
C. Business Continuity and Recovery 11
9. COMPETITIVE PRICING 12
10. CONFIDENTIALITY 12
A. Treatment and Protection 12

VA-050912-AGLT Page 1 of 17

VA-050912-AGLT

B. Exclusions 12
C. Return or Destruction 12
11. LIABILITY AND INDEMNIFICATION 12
12. SECURITY COMPLIANCE 13
13. BANKRUPTCY 13
14. GENERAL 14
A. Relationship Between VITA and Supplier 14
B. Incorporated Contractual Provisions 14
C. Governing Law 14
D. Dispute Resolution 14
E. Advertising and Use of Proprietary Marks 15
F. Notices 15
G. No Waiver 15
H. Assignment 15
I. Captions 15
J. Severability 15
K. Survival 15
L. Force Majeure 15
M. Remedies 15
N. Right to Audit 16
O. Contract Administration 16
P. Entire Contract 16
1. This document 16
2. Suppliers Cost Proposal 16
3. Suppliers Technical Proposal 16
4. Request for Proposal 2005-027 16


VA-050912-AGLT

MASTER PRODUCT
AND MAINTENANCE CONTRACT

THIS MASTER PRODUCT AND MAINTENANCE CONTRACT (“Contract”) is entered into by and between
the Virginia Information Technologies Agency (hereinafter referred to as “VITA”), pursuant to §2.2-2012 of the
Code of Virginia, and Applied Global Technologies (“Supplier”) to be effective as of ____________, 2005
(“Effective Date”). VITA and Supplier are referred to herein individually as “Party” and collectively as the
“Parties."

1. PURPOSE
This Contract sets forth the terms and conditions under which Supplier agrees to sell certain of
Supplier’s Product, and to provide various Services to the Authorized Users.

2. DEFINITIONS
A. Acceptance
Acceptance shall take the form of
successful delivery to the designated ship to location (Receipt) [for delivery only orders].
completed acceptance testing in conformance with the Requirements as determined by VITA or
Authorized User in the applicable order. If acceptance testing has not been completed within 30
days of installation or documented Receipt of the products, the products and/or services ordered will
be deemed accepted [for orders that include installation and/or integrator services].
B. Authorized User
All Public Bodies, including VITA, as defined by §2.2-4301 and referenced by §2.2-4304 of the Code
of Virginia.
C. Confidential Information
Any confidential or proprietary information of a Party that is disclosed in any manner, including oral
or written, graphic, machine readable or other tangible form, to the other Party in connection with or
as a result of discussions related to this Contract, and which at the time of disclosure either (i) is
marked as being “Confidential” or “Proprietary”, (ii) is otherwise reasonably identifiable as the
confidential or proprietary information of the Disclosing Party, or (iii) under the circumstances of
disclosure should reasonably be considered as confidential or proprietary information of the
disclosing Party.
D. Product
Product, peripherals, and any other equipment, including the System Software, all upgrades, all
applicable user documentation and related accessories as set forth on Exhibit A provided pursuant
to this Contract.
E. Receipt (of Product)
An Authorized User or its Agent has physically received the Product at the correct ship to location.
F. Requirements
The functional, performance, operational, compatibility, Acceptance testing criteria and other
parameters and characteristics of the Product described in the applicable documentation, Supplier’s
Proposal and such other parameters, characteristics, or performance standards for the Product that
may be agreed upon in writing by the Parties. [Note: In case of conflict, see the Entire Contract
clause for order of precedence.]


VA-050912-AGLT

G. Service
Any Product related services provided, by Supplier under this Contract, including certain
maintenance services for the Product in accordance with the terms of the Maintenance Terms
included In Exhibit D.
H. System Software
The operating system code, including software, firmware and microcode, (object code version) for
each Product, including any subsequent revisions, as well as any applicable documentation.
I. Supplier
Includes any individual who is an employee, sub-contractor, or independent contractor of Supplier to
provide Products and/or Services under this Contract.
J. Supplier’s Proposal
Proposal submitted by Supplier and accepted by VITA, attached hereto part of Exhibit A.
K. VITA
Virginia Information Technologies Agency, an agency of the Commonwealth of Virginia pursuant to
Chapter 20.1 (§§2.2-2005 et seq.) of the Code of Virginia.
L. Warranty Period
The time period following acceptance, as specified in the order for each Product.

3. TERM AND TERMINATION
This Contract shall become effective on the date set forth above, upon execution by VITA and Supplier.
Equipment designated for Service by Supplier as listed in Exhibit A of this Contract will continue under
contract for two (2) years. Thereafter, this Contract may be renewed for three (3) subsequent twelve-
(12) month periods should VITA elect.
VITA may terminate this Contract, in whole or in part, with respect to the purchase of Product upon not
less than forty-five 45 days prior written notice at any time for any reason. Except for month to month
service, VITA may terminate a Maintenance Contract upon written notice to Supplier prior to each
anniversary date of a Maintenance Contract as provided therein. Supplier shall submit any dispute to
VITA for resolution according to the terms of the Dispute Resolution Section. Upon termination, VITA
shall have no future liability except for Services rendered or Product delivered by Supplier prior to the
termination date.

4. PURCHASE, DELIVERY, INSTALLATION AND ACCEPTANCE
A. Orders
Supplier is required to accept any order placed through the eVA electronic procurement website
portal (http://www.eva.state.va.us). eVA is the Commonwealth of Virginia’s total electronic
procurement solution. State agencies, as defined in §2.2-2006 of the Code of Virginia, shall order
through eVA. All other Authorized Users are encouraged to order through eVA, but may order
through the following means:
ii). Any order/payment transaction processed through the Commonwealth of Virginia’s contract
with American Express (AMEX). Each order must not exceed $5,000, or the then-current charge
card limit.
i). Any other order/payment charge or credit card process, such as AMEX, MASTERCARD, or
VISA under contract for use by an Authorized User.
This ordering authority is limited to issuing orders for the Products and Services available under this
Contract. Under no circumstances shall any Authorized User have the authority to modify this
Contract.


VA-050912-AGLT

B. Delivery Procedure
Supplier shall deliver all Product F.O.B. destination, with such destination being the "ship to"
address as specified in the applicable order. The delivery schedule shall be established by
individual order, but shall not exceed 30 days after receipt of order (ARO) by the Supplier unless
agreed to by both parties and set forth in the individual order. Supplier shall bear all risk of loss of
or damage to the Product until Receipt/Acceptance by the Authorized User and shall arrange and
pay for all transportation and insurance sufficient to fully protect the Product while in transit. Each
shipment shall include a packing slip indicating the Authorized User's order number, the part
number, a description of the Product shipped and the quantity shipped. Each package in any
shipment shall be numbered, shall have stenciled on one end and one side a description of the
quantity of Product contained therein by part number and description and shall conspicuously
display the number of the package in that shipment which contains the packing slip. If required by
the Authorized User, Supplier shall bar code all packages shipped. If any loss to, or damage of, the
Product occurs prior to Acceptance by the Authorized User, Supplier shall immediately provide a
replacement item. Title shall pass upon such Acceptance.
Supplier shall make available all appropriate and/or related user documentation at the time of
delivery of the first unit of each different Product type. Product delivered without the appropriate and
required documentation shall be considered "shipped short" until the applicable documentation has
been received.
C. Late Delivery
Supplier hereby acknowledges and agrees that failure to deliver the Product ordered in strict
accordance with the agreed upon delivery schedule determined in accordance with this Section
shall constitute a material breach of this Contract resulting in damages to the ordering Authorized
User, the total sum of which would be impracticable or difficult to ascertain as of the effective date of
this Contract. As an estimate of the minimum amount of damages such Authorized User will suffer,
With the exception of equipment that is on back order from an OEM or distributor, supplier agrees
to credit the Authorized User an amount equal to two percent (2%) of the total purchase price, for
each day of undelivered or unoperational Product for a period of ten (10) days following the agreed
upon delivery date. If the delay lasts longer than ten (10) days, the Authorized User may
immediately cancel the order and collect as late delivery damages ten percent (10%), and the
Authorized User reserves any and all other remedies available at law or in equity. Any credit due
the Authorized User will be applied to the next periodic invoice.
In the event the Supplier fails for any reason to deliver within (60) days of the agreed upon delivery
date set forth in the order/schedule, the ordering Authorized User, at its own discretion, may give
Supplier oral or written notice of such breach. Once notice by such Authorized User is sent or
given, the Authorized User may immediately procure the items from another source. Once the
Authorized User has effected a purchase from an alternate source (in accordance with the Virginia
Public Procurement Act) the Parties agree that the Authorized User may charge-back Supplier, in
which case Supplier agrees to reimburse the Authorized User for any difference in cost between the
original contract price and the Authorized User's cost to cover from the alternate source. In no
event shall any Authorized User be held to pay Supplier any costs incurred by Supplier, including
but not limited to ordering, marketing, manufacturing, or delivering the item(s) which are subject of
such Authorized User 's notice of breach.
D. Purchase Price and Price Protection
Exhibit B sets forth the price by Product type (including whole units and repairable major
components thereof) and the appropriate Commonwealth discounts. Prices for Product shall not
increase and the discounts shall not decrease for a period of not less than two (2) years from the
effective date of this Contract. Thereafter, any increase in price shall be limited to once per twelve
(12) month period and shall not exceed the lesser of 3% or the annual increase in the Consumer
Price Index for All Urban Consumers, All Cities Average, Seasonally Adjusted, as published by the
Bureau of Labor Statistics of the Department of Labor (http://www.bls.gov/cpi/home.htm), for the
effective date of the increase compared with the same index one (1) year prior. Supplier shall


VA-050912-AGLT

demonstrate the added value for any requested price increase. Any change in price shall be
submitted to all Authorized Users in writing in accordance with the above and shall not become
effective for sixty (60) days thereafter. Semi-annually the prices for Product shall be checked
against the IDC Smart Index, or other applicable industry index, and the prices in Exhibit B shall be
appropriately reduced to ensure continued price competitiveness, if required. Supplier will pay any
subscription costs associated with the index applicable. Supplier agrees to offer Product price
reductions to ensure compliance with the Competitive Pricing Section.
E. Purchase Payment Terms
All payment obligations under this Contract are subject to the availability of legislative appropriations
for this purpose. In the event of non-appropriation of funds for the items under this Contract, VITA
may terminate this Contract, or any order, for those goods or services for which funds have not been
appropriated. Written notice will be provided to the Contractor as soon as possible after legislative
action is completed.
If any purchases are to be supported by federal funding, and such funding is not made available,
VITA may terminate this Contract, or an Authorized User may terminate an order, for goods or
services dependent on such federal funds without further obligation.
Supplier is responsible for the accuracy of its billing information. Supplier agrees not to issue
invoices hereunder until Product has been shipped. Charges older than ninety (90) days may not
be paid.
In the event Product is shipped without the applicable Documentation, payment shall not be due
until the required documentation is provided.
If there are any disputed items, an Authorized User shall pay all undisputed charges and promptly
notify Supplier in writing of any disputed amount. Supplier shall thereupon review its records, and, if
it does not concur with the Authorized User, provide the Authorized User with documentation to
support the charge. All payment terms are net 30 days after Acceptance.
F. Invoice Procedure
Supplier shall remit each invoice to the bill to address provided with the order promptly after all
Products or Services have been accepted. Payment for Software support Services shall be annually
unless otherwise stated herein, or in any order referencing this Contract. No invoice shall include
any costs other than those identified in Exhibit B or the executed order referencing this Contract.
Without limiting the foregoing, all shipping costs are the Supplier’s responsibility except to the
extent such charges are identified in Exhibit B, or as noted in any executed order referencing this
Contract. Invoices issued by the Supplier shall identify at a minimum:
i). Product or Service type and description
ii). Quantity, charge and extended pricing for each Product and/or Service item
iii). Applicable order date
iv). This Contract number and the applicable order number
v). Supplier’s federal Employer Identification Number (EIN).
ALL CONTRACTUAL OBLIGATIONS UNDER THIS CONTRACT IN CONNECTION WITH AN ORDER
PLACED BY ANY PUBLIC BODY (as that term is defined in §2.2-4301 of the Code of Virginia) OF ANY
COUNTY, CITY, OR TOWN LOCATED WITHIN THE COMMONWEALTH OF VIRGINIA ARE THE SOLE
OBLIGATION OF THE COUNTY, CITY, OR TOWN PLACING THE ORDER AND NOT THE
RESPONSIBILITY OF VITA.
G. Product Installation
All quotes for hardware submitted by the contractor shall include a separately priced line item for
installation services. Installation shall include: unpacking, removal of all shipping/packing
materials, positioning, connecting to internal utility services, testing, related necessary services to
allow for Acceptance by the Authorized User.


VA-050912-AGLT

All Product installations shall comply with building and facilities standards established by the
ordering Authorized User. If such Authorized User installs the Product, Supplier shall provide all
reasonably necessary telephone assistance at no charge.
H. Product and/or Service Acceptance Criteria
Product shall be accepted when the ordering Authorized User determines that it successfully
operates in accordance with the Requirements, but not longer than 30 days from
Receipt/installation. Such Authorized User agrees to commence acceptance testing within a
reasonable time period after receipt or installation of the Product or within such other time period
mutually agreed upon by the Parties. Service shall be accepted when the Authorized User
determines that the Services have been provided in accordance with the Requirements, but not
longer than the time specified for the completion of service, as specified in the Order, or thirty (30)
days from receipt, whichever is longer. Supplier agrees to provide to the Authorized User such
assistance and advice as the Authorized User may reasonably require, at no additional cost, during
such Acceptance testing, other than pre-approved travel expenses incurred which are reimbursable
by the Authorized User at the then-current per diem amounts as published by the Virginia
Department of Accounts.
I. Product Discontinuation
During the term of this Contract, if any Product listed on Exhibit A is discontinued and Supplier
does not offer a substitute acceptable to VITA, Supplier shall, for each Authorized User who
purchased the discontinued Product, continue to meet such Authorized User’s needs for the
discontinued Product for not less than three (3) months. Additionally, Supplier shall make available
to the Authorized User maintenance parts for discontinued Product for five (5) years from the date of
such discontinuation. In every event, Supplier will provide any Authorized User with 120 days
advance written notice of its intent to discontinue any Product type previously ordered by such
Authorized User.
J. Supplier’s Report of Sales and Industrial Funding Adjustment
The Supplier shall submit the “Supplier Monthly Report of Sales” which is available online at: (URL
to be provided at later date). The report shall be submitted in electronic form via electronic mail to
the VITA Contract Administrator and the VITA Controller (email addresses to be provided upon
award), by the 10th day of every month, reporting all invoices paid by VITA for the preceding month.
The report shall also show a cumulative record of all sales which shall carry forward for the duration
of the Contract. The Supplier Monthly Report of Sales template (in MS Excel format) indicated at
the link above is required to be used by the Supplier and provided to VITA.
The “Supplier Monthly Report of Sales” is a detailed record that is prepared from actual invoices
submitted to and paid by the Authorized User pursuant to this Contract. Data submitted shall
include Name of Project, Supplier’s tax identification number, invoice date, invoice number, order
number, name of requesting entity, User name and telephone number, amount billed for services
performed for previous month, and IT service category.
The Supplier shall submit Industrial Funding Adjustment payment at the same time as submitting
the “Supplier Monthly Report of Sales” in the form of a check or electronic funds disbursement
made payable to the Controller of VITA, based on 2% of total sales under this Contract. Supplier
shall include this Contract number, “report amounts” and “report period” with all Industrial Funding
Adjustment payments. Supplier shall remit Industrial Funding Adjustment payments made via
check to: VITA, ATTN: Controller; 110 South 7th Street, 3rd Floor; Richmond, VA 23219-3931.
Failure to comply with reporting and payment requirements of this section shall result in default of
Contract.


VA-050912-AGLT

5. PRODUCT SUPPORT
A. VITA or Third Party Support
1. Documentation and Support Availability
In the event VITA elects to discontinue the Maintenance Contract, Exhibit D. Supplier shall
provide all the necessary user and installation documentation reasonably required to enable any
Authorized User obtain support and maintenance services from a third-party

In addition, Supplier agrees to provide, for a period of five (5) years from the date of the last
purchase, spare parts and components at the cost set forth in Exhibit B, including those solely
sourced by Supplier, to enable any Authorized User or its designated third-party maintenance
provider to provide full maintenance and repair of the Product.
2. Timeliness and Price
Supplier agrees to make the above-referenced documentation, training and spare parts and
components available within fifteen (15) days following receipt of a written request, and at a cost
set forth in Exhibit B, such cost not to exceed Supplier's published price list, or the fair market
value, but in no event at prices above the lowest price paid by any other customer of Supplier.
In addition, Supplier agrees to sell Product, as set forth in ExhibitA attached hereto, to any
Authorized User's third-party maintenance provider under contract with such Authorized User, at
the prices as set forth in Exhibit B, for the sole purpose of supporting the Authorized User's
installed inventory. Supplier agrees to document and provide to all Authorized Users in a timely
manner any and all revisions to information and parts and components lists as they are
developed or supplied by Supplier.
B. Engineering Changes and Product Modification
For each Authorized User that purchased Product, Supplier agrees to document and provide to
such Authorized User any and all planned engineering changes to the Product ninety (90) days prior
to incorporation. All engineering changes which affect the safety of the Product ("Safety Changes")
or the ability of the Product to meet the published specifications ("Performance Changes"), shall be
made at no cost to the Authorized User. Supplier shall install all Safety Changes and Performance
Changes within thirty (30) days after issuance of the engineering change order by the Product
manufacturer. If such engineering changes affect Product processing or operating capability, they
shall be scheduled at the Authorized User’s request as to time and at the Authorized User's option.
The Authorized User shall have the option to waive/pre-approve all other engineering changes
planned by Supplier on the Product delivered or planned for delivery to the Authorized User.
C. Training
The contractor shall provide end user orientation on all newly installed systems. This training
usually occurs in conjunction with completion of Test and Acceptance.

Training highlights include:
• Powering-up and shutting down the system
• Identification and operation of the system components
• Demonstration of the system features
• Initiating a conference
• Answering a video call
• Terminating a session
• Entering site information into the dialing directory
• Basic Trouble shooting (check cables, power, connections,etc)
• Calling in a Trouble Ticket to the Help Desk


VA-050912-AGLT

Pursuant to a mutually agreed upon schedule, Supplier shall provide sufficient personnel
experienced and qualified to conduct such training. Any available optional training, and applicable
pricing and discounts, are described in Exhibit B.
D. Parts and Maintenance Support
Supplier agrees to make available new/like new spare parts and complete maintenance for each
Product type ordered by an Authorized User, for five (5) years from the date of shipment of the last
unit of any given Product type. Thereafter, Supplier shall advise such Authorized User of its intent
to discontinue either certain parts or maintenance services for any Product type ordered by the
Commonwealth,
Upon suppliers’ notification by an OEM or distributor of discontinuance of any product, supplier shall
notify the Authorized User immediately of any such discontinuance, and shall provide to the
Authorized User the opportunity to purchase spare parts in a quantity adequate to support its install
base. Should Supplier advise the Authorized User of its intent to discontinue certain parts for any
Product type ordered by the Authorized User, the Authorized User has the option to request and
Supplier has the obligation to provide, all documentation, including source code, required to ensure
ongoing support, including full maintenance and repair by the Authorized User or its designated
third-party maintenance provider within thirty (30) days prior to the discontinuance date or replace
the unsupported Product with a supported Product at no more than the cost delta between the
supported Product and the unsupported Product.

6. WARRANTY AND REMEDY
A. Supplier
Supplier shall perform its warranty and maintenance obligations hereunder in accordance with the
highest professional duty of care.
B. Ownership
Supplier is the owner of the Product or otherwise has the right to grant to any Authorized User title
to or the right to use the Product provided hereunder without violating or infringing any law, rule,
regulation, copyright, patent, trade secret or other proprietary right of any third-party. Upon receipt
of payment, the ordering Authorized User shall obtain good and clear title to the Product, excluding
the System Software, free and clear of all liens, claims, security interests and encumbrances.
C. Supplier Viability
Supplier warrants that it has the financial capacity to perform and continue to perform its obligations
under this Contract that no legal proceedings have been threatened or brought against Supplier that
could threaten performance of this Contract and that entering into this Contract is not prohibited by
any contract, or order by any court of competent jurisdiction.
D. Compatibility
Supplier warrants that each Product provided hereunder is, and shall continue to be, data, program,
and upward compatible with any other Product available or to be available from Supplier within the
same family of Products so that data files created for each Product can be utilized without
adaptation of the other Products, and so that programs written for the Product shall operate on the
next generation of Products, and not result in the need for alteration, emulation, or other loss of
efficiency for a period of not less than two (2) years.
E. Product
Supplier warrants the following with respect to the Product:
i). If Product is pursuant to a particular Request for Proposal, such Product shall be fit for the
particular purposes specified by VITA and Supplier is possessed of superior knowledge with
respect to the Product and is aware that Authorized Users are relying on Supplier's skill and
judgment in providing the Product;
ii). The Product shall be free of defects in material, design and workmanship;


VA-050912-AGLT

iii). Upon delivery, the Product shall be new and in good operating condition and shall have all
released engineering changes released to date already installed;
iv). Each Product delivered hereunder shall function in conformance with the Requirements;
v). Any engineering changes made to the Product or System Software revisions shall not degrade
the performance of the Product to a level below that defined in the applicable Request for
Proposal, and Supplier's published specifications;
vi). Upon delivery, all System Software shall be at the current release level unless otherwise
requested by the ordering Authorized User; and
vii). The System Software shall not contain any embedded device or code (e.g., time bomb) that is
intended to obstruct or prevent any Authorized User’s use of the System Software, nor shall
Supplier disable any Authorized User’s use of such System Software through remote access or
otherwise. If the System Software contains authorization codes allowing access to a data base
or other software, Supplier warrants that such codes shall be perpetual and non-expiring.
F. Warranty Services
Supplier shall provide the following services during the warranty period (including unlimited
telephonic support and all necessary travel and labor) without additional charge to maintain the
Product in accordance with the Requirements:
i). Supplier shall at a minimum provide one-year return to manufacturer warranty on all proposed
equipment.
ii). Supplier shall promptly notify all Authorized Users of any defects or malfunctions in the Product
or documentation of which it learns from any source, correct any such defects or malfunctions
or provide a workaround until corrected within ten (10) business days of knowledge of such
defect or malfunction and provide all Authorized Users with corrections of same, at no additional
cost. In the event that any Authorized User identifies, within such Warranty Period, any design
defect or non-conformance to the Requirements, Supplier, at Supplier’s sole expense, shall
provide all parts, components and services required to correct the design defect and restore
such item or shall replace it, so that it functions as warranted. If Supplier is unable to make the
failed Product conform within forty-five (45) days following notification by such Authorized User,
Supplier shall, at the Authorized User’s request, accept return of such Product(s), and return all
monies paid for the failed units. Service provided by Supplier to correct the design defect shall
be on-site/remote. Supplier shall be solely responsible for the shipping cost to return any
Product to Supplier.
iii). Make available to all Authorized Users, no later than the first day of general release, copies of
the System Software and documentation revised to reflect any enhancements (including new
releases and upgrades) to the System Software.
iv). If Product is non-operational at the time of installation or fails within the initial thirty (30) days of
operation, Supplier shall replace such item within ten (10) days of notification of such fact by
the ordering Authorized User. Any replacement Product shall become the sole property of such
Authorized User and any defective Product shall become the sole property of Supplier. Supplier
shall be solely responsible for the shipping cost to return Product to Supplier.
v). For a period of five (5) years following acceptance of the Product by an Authorized User,
Supplier warrants that the Product's performance standards and Mean Time Between Failure
(MTBF) standards, calculated based upon such Authorized User's installed base of Supplier
Product, shall be at least as good as standard commercial practices. If the Product fails to
satisfy (i) the MTBF standards or (ii) the performance standards for that Product type as set
forth herein, Supplier shall pay for any and all additional repairs, parts and labor required to
bring Product to the appropriate level. If Supplier fails to so modify or replace the Product so as
to achieve the MTBF standards within forty-five (45) days, the Authorized User may, at its


VA-050912-AGLT

option, return such Product and receive a full refund during the Product warranty period, or if the
warranty has expired, receive a straight line pro-rated refund, by year thereafter for the five (5)
year period following installation of the Product.
vi). Supplier shall provide an option to upgrade to an on-site warranty on all proposed equipment.
The on-site warranty upgrade must include four (4) hour response time during normal business
hours (8:00 a.m. to 5:00 p.m.) and next business day parts replacement.
vii). Resolve all problems according to the following:
a). Priority 1 (System Down) within twenty-four (24) hours
b). Priority 2 Certain Processing interrupted or malfunctioning but system able to process)
within forty-eight (48) hours
c). Priority 3 (minor intermittent malfunctioning, system able to process data) within four
(4) days.
The level of severity (e.g., critical, significant, other), shall be defined by Authorized User
identifying the problem with the Product.
THE OBLIGATIONS OF SUPPLIER UNDER THIS SECTION ARE MATERIAL. SUPPLIER MAKES NO
OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY
CONCERNING MERCHANTABILITY OR FITNESS FOR ANY OTHER PARTICULAR PURPOSE.

7. SCOPE OF USE
Any Authorized User may use the Product, and any software licensed in connection with such Product,
on a worldwide basis for the benefit of itself and its agents. Supplier further authorizes use of the
Product by third parties who are under contract with an Authorized User to provide outsourcing services,
including but not limited to providing application development services, data processing or facilities
management services for the benefit of such Authorized User. For Products to which an Authorized
User takes title under the terms of this Contract, there are no restrictions on such Authorized User’s
subsequent resale or distribution thereof.

8. SOFTWARE LICENSE
A. License Grant
Supplier hereby grants to each Authorized User a fully paid, perpetual, worldwide, nonexclusive,
transferable, irrevocable license to use System Software for each Product. Each license granted
under this Contract authorizes such Authorized User to use Supplier licensed programs in machine
readable form on any system without limitation. The System Software is the property of Supplier,
and no title or ownership of the System Software or any of its parts, including documentation, is
transferred to the Authorized User. In the event Supplier is remarketing a commercially available
software program, Supplier shall pass through the provision of the original vendor’s license which
shall apply in lieu of the foregoing terms and conditions. Each license granted under this Section
authorizes the Authorized User to use the licensed programs in machine readable form on any
system without limitation.
B. Limitations on Copying and Disclosure
An Authorized User may make a reasonable number of backup copies of the System Software.
Such Authorized User agrees that any copies of the software or documentation which it makes
pursuant to this Contract shall bear all copyright, trademark and other proprietary notices included
therein by Supplier and, except as expressly authorized, the Authorized User shall not distribute
same to any third-party without Supplier's prior written consent.
C. Business Continuity and Recovery
In the event that all of an Authorized User’s copies of the System Software, including all backup
copies, are destroyed, irreparably damaged or otherwise lost due to fire, explosion, sabotage, flood


VA-050912-AGLT

or other natural disaster not occasioned by the fault of such Authorized User, Supplier shall provide
to the Authorized User, at no additional cost, a replacement copy of the System Software and
documentation; provided however, that nothing contained in this Section shall obligate Supplier to
replace or assist in the recovery of data lost concurrent with the loss of the System Software.

9. COMPETITIVE PRICING
Supplier warrants and agrees that each of the charges, economic or product terms or warranties granted
to VITA pursuant to this Contract are comparable to or better than the equivalent charge, economic or
product term or warranty being offered to any commercial or government customer of Supplier. If
Supplier enters into any arrangements with another customer of Supplier or with an Authorized User to
provide Software or Services under more favorable prices, as the prices may be indicated on Supplier’s
current US and International price list or comparable document, then this Contract shall be deemed
amended as of the date of such other arrangements to incorporate those more favorable prices, and
Supplier shall immediately notify VITA of such change.

10. CONFIDENTIALITY
A. Treatment and Protection
Each Party agrees to (i) hold in strict confidence all Confidential Information of the other Party, (ii)
use the Confidential Information solely to perform or to exercise its rights under this Contract, and
(iii) not to transfer, display, convey or otherwise disclose or make available all or any part of such
Confidential Information to any third-party. However, an Authorized User may disclose the
Confidential Information as delivered by Supplier to subcontractors, contractors or agents of such
Authorized User that are bound by a non-disclosure Contract with such Authorized User. Each
Party shall take the same measures to protect against the disclosure or use of the Confidential
Information as it takes to protect its own proprietary or confidential information (but in no event shall
such measures be less than reasonable care).
B. Exclusions
The term “Confidential Information” shall not include information that is:
i). in the public domain through no fault of the receiving Party or of any other person or entity that
is similarly contractually or otherwise obligated;
ii). obtained independently from a third-party without an obligation of confidentiality to the
disclosing Party and without breach of this Contract;
iii). independently developed by the receiving Party without reference to the Confidential Information
of the other Party; or
iv). information required to be disclosed under The Virginia Freedom of Information Act (§§2.2-3700
et seq. of the Code of Virginia) or similar laws or pursuant to a court order.
C. Return or Destruction
Upon the termination or expiration of this Contract or upon the earlier request of the disclosing
Party, the receiving Party shall (i) at its own expense, (a) promptly return to the disclosing Party all
tangible Confidential Information (and all copies thereof except the record required by law) of the
disclosing Party, or (b) upon written request from the disclosing Party, destroy such Confidential
Information and provide the disclosing Party with written certification of such destruction, and
(ii) cease all further use of the other Party’s Confidential Information, whether in tangible or
intangible form.

11. LIABILITY AND INDEMNIFICATION
Supplier agrees to indemnify, defend and hold any Authorized User, its officers, directors, agents and
employees (“Authorized User’s Indemnified Parties”) from and against any and all third party claims,
demands, proceedings, suits and actions, including any related liabilities, obligations, losses, damages,


VA-050912-AGLT

fines, judgments, settlements, expenses (including attorneys’ and accountants’ fees and
disbursements) and costs (each, a “Claim” and collectively, “Claims”), incurred by, borne by or asserted
against any of Authorized User’s Indemnified Parties to the extent such Claims in any way relate to,
arise out of or result from: (i) any intentional or willful conduct or negligence of any employee or
subcontractor of Supplier, (ii) breach of any representation, warranty or covenant of Supplier contained
herein, (iii) any defect in the Product or Services, or (iv) any actual or alleged infringement or
misappropriation of any third party’s intellectual property rights by any of the Product or Services.
Selection and approval of counsel and approval of any settlement shall be accomplished in accordance
with all applicable laws, rules and regulations For state agencies the applicable laws include §§ 2.2-510
and 2.2-514 of the Code of Virginia. In all cases the selection and approval of counsel and approval of
any settlement shall be satisfactory to the Authorized User against whom the claim has been asserted.
In the event of a Claim pursuant to any actual or alleged infringement or misappropriation of any third
party’s intellectual property rights by any of the Product or Services, and in addition to all other
obligations of Supplier in this Section, Supplier shall at its expense, either (a) procure for all Authorized
Users the right to continue use of such infringing Product or Services, or any component thereof; or (b)
replace or modify such infringing Product or Services, or any component thereof, with non-infringing
Products or Services satisfactory to VITA. And in addition, Supplier shall provide any Authorized User
with a comparable temporary replacement Product or reimburse any Authorized User for the reasonable
costs incurred by such Authorized User in obtaining an alternative product in the event such Authorized
User cannot use the affected Product. If Supplier cannot accomplish any of the foregoing within a
reasonable time and at commercially reasonable rates, then Supplier shall accept the return of the
infringing component of the Product or Services, along with any other components of any products
rendered unusable by any Authorized User as a result of the infringing component, and refund the price
paid to Supplier for such components.
EXCEPT WITH REGARD TO CLAIMS FOR PROPERTY DAMAGE, PERSONAL INJURY OR
INFRINGEMENT, AND THE INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS, WITH
RESPECT TO EACH OF WHICH LIABILITY SHALL NOT BE LIMITED PURSUANT TO THIS SECTION,
IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY (OR THE INDEMNIFIED
PARTIES OF SUCH PARTY) FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE
DAMAGES, INCLUDING (WITHOUT LIMITATION) LOSS OF PROFIT, INCOME OR SAVINGS, EVEN IF
ADVISED OF THE POSSIBILITY THEREOF, EXCEPT WHEN SUCH DAMAGES ARE CAUSED BY THE
GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE PARTY, ITS EMPLOYEES, AGENTS OR
SUBCONTRACTORS.

12. SECURITY COMPLIANCE
Supplier agrees to comply with all provisions of VITA's then current security procedures as are pertinent
to Supplier's operation and have been supplied to Supplier by VITA and further agrees to comply with all
applicable federal, state and local laws. Supplier shall indemnify, defend, and hold VITA, its officers,
directors, employees and agents harmless from and against any and all fines, penalties (whether
criminal or civil), judgments, damages and assessments, including reasonable expenses suffered by,
accrued against, or charged to or recoverable from VITA, its officers, directors, agents or employees, on
account of the failure of Supplier to perform its obligations pursuant to this Section.

13. BANKRUPTCY
If Supplier becomes insolvent, takes any step leading to its cessation as a going concern, or ceases
business operations for any reason and other than assignment as allowed by this Contract, then VITA
may immediately terminate this Contract on notice to Supplier unless Supplier immediately gives VITA
adequate assurance of the future performance of this Contract. If bankruptcy proceedings are
commenced with respect to Supplier, and if this Contract has not otherwise terminated, then VITA may
suspend all further performance of this Contract until Supplier assumes or rejects this Contract pursuant
to Section 365 of the Bankruptcy Code or any similar or successor provision. Any such suspension of


VA-050912-AGLT

further performance by VITA pending Supplier's assumption or rejection shall not be a breach of this
Contract, and shall not affect VITA's right to pursue or enforce any of its rights under this Contract or
otherwise.

14. GENERAL
A. Relationship Between VITA and Supplier
Supplier has no authority to contract for VITA or in any way to bind or to commit VITA to any
agreement of any kind or to assume any liabilities of any nature in the name of or on behalf of VITA.
Under no circumstances shall Supplier, or any of its employees, hold itself out as or be considered
an agent or an employee of VITA, and VITA shall have no duty to provide or maintain any insurance
or other employee benefits on behalf of Supplier or its employees. Supplier represents and warrants
that it is an independent contractor for purposes of federal, state and local employment taxes and
agrees that VITA is not responsible to collect or withhold any federal, state or local employment
taxes, including, but not limited to, income tax withholding and social security contributions, for
Supplier. Any and all taxes, interest or penalties, including, but not limited to, any federal, state or
local withholding or employment taxes, imposed, assessed or levied as a result of this Contract
shall be paid or withheld by Supplier or, if assessed against and paid by VITA, shall be reimbursed
by Supplier upon demand by VITA.
B. Incorporated Contractual Provisions
The contractual provisions at the following URL are statutorily mandated provisions that are hereby
incorporated by reference, including the contractual claims provision §2.2-4363 of the Code of
Virginia: http://www.vita.virginia.gov/procurement/documents/terms_04-05sw.pdf.
C. Governing Law
This Contract shall be governed by and construed in accordance with the laws of the
Commonwealth of Virginia without regard to that body of law controlling choice of law. Any and all
litigation shall be brought in the circuit courts of the Commonwealth of Virginia. The English
language version of this Contract prevails when interpreting this Contract. The United Nations
Convention on Contracts for the International Sale of Goods and all other laws and international
treaties or conventions relating to the sale of goods are expressly disclaimed. UCITA shall apply to
this Contract only to the extent required by §59.1-501.15 of the Code of Virginia.
D. Dispute Resolution
In accordance with §2.2-4363 of the Code of Virginia, Contractual claims, whether for money or
other relief, shall be submitted in writing to the public body from whom the relief is sought no later
than sixty (60) days after final payment; however, written notice of the Supplier's intention to file
such claim must be given to VITA at the time of the occurrence or beginning of the work upon which
the claim is based. Pendency of claims shall not delay payment of amounts agreed due in the final
payment. VITA shall render a final decision in writing within thirty (30) days after its receipt of the
Supplier's written claim.
The Supplier may not invoke any available administrative procedure under §2.2-4365 of the Code of
Virginia nor institute legal action prior to receipt of the purchasing agency's decision on the claim,
unless that agency fails to render its decision within thirty (30) days. The decision of the
purchasing agency shall be final and conclusive unless the Supplier, within six (6) months of the
date of the final decision on the claim, invokes appropriate action under §2.2-4364, Code of Virginia
or the administrative procedure authorized by §2.2-4365, Code of Virginia.
Upon request from the public body from whom the relief is sought, Supplier agrees to submit any
and all contractual disputes arising from this Contract to VITA’s alternative dispute resolution (ADR)
procedures. Supplier may invoke VITA’s ADR procedures at any time and concurrently with any
other statutory remedies prescribed by the Code of Virginia.
In the event of any breach by VITA, Supplier’s remedies shall be limited to claims for damages and
Prompt Payment Act interest and, if available and warranted, equitable relief, all such claims to be


VA-050912-AGLT

processed pursuant to this Section. In no event shall Supplier’s remedies include the right to
terminate any license or support services hereunder.
E. Advertising and Use of Proprietary Marks
Supplier shall not use any Authorized User’s name or refer to any Authorized User , directly or
indirectly, in any press release or formal advertisement without receiving prior written consent of
Such Authorized User. In no event may Supplier use a proprietary mark without receiving the prior
written consent of the Authorized User.
F. Notices
Any notice required or permitted to be given under this Contract shall be in writing and shall be
deemed to have been sufficiently given if delivered in person, or if deposited in the U.S. mails,
postage prepaid, for mailing by registered, certified mail, or overnight courier service addressed to
the addresses shown on the signature page. Either Party may change its address for notice
purposes by giving the other Party notice of such change in accordance with this Section.
G. No Waiver
Any failure to enforce any terms of this Contract shall not constitute a waiver.
H. Assignment
This Contract shall be binding upon and shall inure to the benefit of the permitted successors and
assigns of each party hereto. Supplier may not assign, subcontract, delegate or otherwise convey
this Contract, or any of its rights and obligations hereunder, to any entity without the prior written
consent of VITA, and any such attempted assignment or subcontracting without consent shall be
void. VITA may assign this Contract to any entity, so long as the assignee agrees in writing to be
bound by the all the terms and conditions of this Contract.
If any law limits the right of the Parties to prohibit assignment or nonconsensual assignments, the
effective date of the assignment shall be 30 days after the Supplier gives VITA prompt written notice
of the assignment, signed by authorized representatives of both the Supplier and the assignee. Any
payments made prior to receipt of such notification shall not be covered by this assignment.
I. Captions
The captions are for convenience and in no way define, limit or enlarge the scope of this Contract or
any of its Sections.
J. Severability
Invalidity of any term of this Contract, in whole or in part, shall not affect the validity of any other
term. The Parties further agree that in the event such provision is an essential part of this Contract,
they shall immediately begin negotiations for a suitable replacement provision.
K. Survival
The provisions of this Contract regarding Software License, Warranty, Confidentiality, Liability and
Indemnification, and the General Provisions shall survive the expiration or termination of this
Contract.
L. Force Majeure
Neither Party shall be responsible for failure to meet its obligations under this Contract if the failure
arises from causes beyond the control and without the fault or negligence of the non-performing
Party. If any performance date under this Contract is postponed or extended pursuant to this
section for longer than thirty (30) calendar days, VITA, by written notice given during the
postponement or extension, may terminate Supplier’s right to render further performance after the
effective date of termination without liability for that termination.
M. Remedies
The remedies set forth in this Contract are intended to be cumulative. In addition to any specific
remedy, VITA reserves any and all other remedies that may be available at law or in equity.


VA-050912-AGLT

N. Right to Audit
VITA reserves the right to audit those Supplier records that relate to the Product purchased and
Services rendered or the amounts due Supplier for such services under this Contract. VITA's right
to audit shall be limited as follows:
i). Three (3) years from Service performance date;
ii). Performed at Supplier's premises, during normal business hours at mutually agreed upon times;
and
iii). Excludes access to Supplier cost information.
O. Contract Administration
Supplier agrees that at all times during the term of this Contract an account executive, at Supplier's
senior management level, shall be assigned and available to VITA. Supplier reserves the right to
change such account executive upon reasonable advance written notice to VITA.
P. Entire Contract
The following Exhibits, including all subparts thereof, are attached to this Contract and are made a
part of this Contract for all purposes:
Exhibit A Offeror’s proposal, Section 5
Exhibit B Pricing
Exhibit C Procedures Manual
Exhibit D Maintenance Agreement

This Contract, its Exhibits, and any prior NDA constitute the entire agreement between the Parties
and supersedes any and all previous representations, understandings, discussions or agreements
between VITA and Supplier as to the subject matter hereof. This Contract may only be amended by
an instrument in writing signed by VITA and Supplier. In the event of a conflict, the following order of
precedents shall apply:
1. This document
2. Suppliers Cost Proposal
3. Suppliers Technical Proposal
4. Request for Proposal 2005-027

VITA and Supplier each acknowledge that it has had the opportunity to review this Contract with its
legal counsel.


VA-050912-AGLT Exhibit A

EXHIBIT A
CONTRACT NUMBER VA-050912-AGLT
BETWEEN
VIRGINIA INFORMATION TECHNOLOGIES AGENCY
AND
Appled Global Technologies

Exhibit A is hereby incorporated into and made an integral part of Contract Number VA-
050912-AGLT(“Contract”) between the Virginia Information Technologies Agency (“VITA” or
“Commonwealth” or “State”) and Applied Global Technologies(“AGLT One” or “Contractor”).
In the event of any discrepancy between this Exhibit A and Contract No. VA-050912-AGLT,
the provisions of Contract No. VA-050912-AGLT shall control.

The acceptable codes for Column A are as follows:
Y = "Yes" - You can fully meet the requirement as documented. Include documentation showing
how you will fulfill the requirement, including any alliances with other suppliers. Indicate in
Column B a description or if necessary, cross-reference to the appropriate section of your
proposal.
F = "Yes, Future" - You will be able to fully meet this requirement for VITA in the near future.
Provide a proposed start date and cross-reference any attached documentation in Column B.
N = "No" - You cannot meet the requirement and you have no plans at the present time to be in
the position to meet this need.
In a few instances, we have posed some open-ended questions in situations where the answer
will not be a yes or no. Please provide adequate information to allow VITA to properly evaluate
your proposal.

Audio Visual Products:
It is the intention of the Commonwealth to have Offerors propose a discount percentage
(either by complete catalog or categories within a catalog) to current catalog prices listed
on a referenced, publicly available price list or a discount from a publicly available
manufacturer’s suggested retail price for audio visual equipment, accessories,
components, multimedia furniture, warranty, and maintenance for the products. In
addition, Offerors should propose solutions for full installation / integrator services of that
equipment so Authorized Users may have one source for their complete audio visual
needs.
The Offeror shall list the manufacturer(s) and provide their current catalog(s) for audio
visual equipment and accessories it is proposing for this RFP. A Price Schedule must be
completed for each manufacturer reflecting discount information. The catalogs and price
lists shall be used solely for purposes of defining the product offerings and prices to apply
discounts. Any terms and conditions contained in the catalogs or price lists or future
versions of these documents shall have no effect in any contract awarded by the
Commonwealth of Virginia as a result of this RFP. Nothing in these documents or future
versions of these documents shall be deemed to limit or clarify any obligation of the
contractor stated in this RFP, nor shall it be deemed to impose any obligation on the
Commonwealth.
The Offeror must be able to provide all products and services proposed to all locations
throughout the Commonwealth of Virginia.

A. Requirements A B
Y, F, or N Comments / Description
1. Can your firm provide audio visual products, Y See attached catalogs

VITA RFP 2005-027 1 Applied Global Technologies


accessories, multimedia furniture, and
components? If so, which manufacturer’s
product lines? Which products from each
product line?
2. If you responded yes to question 1, can your firm Y See attached catalogs-All
provide installation / integrator services for products
these products? If so, which ones?
3. Does your firm have a formal relationship with Y
the manufacturers of the products you have
proposed?
4. If you responded yes to question 3, does this Y
relationship provide for statewide sales and
service for the products contained in the
manufacturers catalog?
5. Have you provided products and / or installation Y
services for other clients similar to the
Commonwealth of Virginia?
6. If you responded yes to question 5, can you Y See Document A6
provide three references we can contact at
A/V References
these locations / installations? If yes, please
attach the company name, address, contact
person, and phone number for each location.

Video Conferencing Equipment:
It is the intention of the Commonwealth to have Offerors propose a discount percentage
(either by complete catalog or categories within a catalog) to current catalog prices listed
on a referenced, publicly available price list or a discount from a publicly available
manufacturer’s suggested retail price for video conferencing equipment, auxiliary
equipment, installation, maintenance and warranty of that equipment and all components
available for the video equipment itself.
The access platforms at Authorized Users sites include but are not limited to: ISDN, IP,
ATM, LAN/WAN, partial and full T-1, and DSL. Offerors should include any cards,
interfaces, “black boxes”, ancillary equipment, cables, etc., customarily used for the
network access options cited and “turnkey” integrator services, so video equipment
purchased will communicate over the Commonwealth ATM backbone with other
Commonwealth video Authorized Users, as well as, video users off the state’s network in
their proposal.
The Offeror must provide the complete line of videoconferencing manufacturers’ products
and video bridge manufacturers’ products, including but not limited to, hardware
necessary to configure desktop, set-top, executive/personal, roll-about, telemedicine,
field communication and video bridge / Multipoint Control Unit (MCU) systems. In
addition, the Offeror must provide full video conferencing product installation and
integrator services.
In accommodating the specific Authorized User needs for auxiliary hardware to make the
video conferencing equipment and video bridges operationally complete, the Offeror must
also provide a full line of available products from auxiliary equipment manufacturers.
These manufacturers may or may not be the same as the video conferencing and video
bridge equipment.
Minimum equipment specifications are listed in Appendix A. The Offeror shall list the
manufacturer(s) and provide their current catalog(s) for videoconferencing equipment it is



proposing for this RFP. A Price Schedule must be completed for each manufacturer
reflecting discount information. The catalogs and price lists shall be used solely for
purposes of defining the product offerings and prices to apply discounts. Any terms and
conditions contained in the catalogs or price lists or future versions of these documents
shall have no effect in any contract awarded by the Commonwealth of Virginia as a result
of this RFP. Nothing in these documents or future versions of these documents shall be
deemed to limit or clarify any obligation of the contractor stated in this RFP, nor shall it be
deemed to impose any obligation on the Commonwealth.
The Offeror must be able to provide all products and services proposed to all locations
throughout the Commonwealth of Virginia.

B. Requirements A B
1. Can your firm provide video conferencing and Y See attached catalogs
auxiliary equipment? If so, which
manufacturer’s product lines? Which products
from each product line?
2. If you responded yes to question 1, can your firm Y See attached catalogs
provide installation / integrator services for
these products? If so, which ones?
3. Does your firm have a formal relationship with Y
the manufacturers of the products you have
proposed?
4. If you responded yes to question 3, does this Y
relationship provide for statewide sales and
service for the products contained in the
manufacturers catalog?
5. Have you provided products and / or installation Y
services for other clients similar to the
Commonwealth of Virginia?
6. If you responded yes to question 5, can you Y Please see references on pages
provide three references we can contact at 26-30
these locations / installations? If yes, please
attach the company name, address, contact
person, and phone number for each location.
7. Identify the PC Based USB Systems from your Polycom PVX
catalog(s) that meet the minimum requirements
for PC Based USB Systems listed in Appendix
A.
8. Identify the Set-top Video conferencing Systems Polycom VSX6000
from your catalog(s) that meet the minimum
Polycom VSX7000/7400/7800
requirements for Set-top Videoconferencing
systems listed in Appendix A. Polycom VSX8000/8400/8800
Sony PCS-11
Sony PCS-1



9. Identify the Executive / Personal Video Polycom VSX3000
conferencing Systems from your catalog(s) that
Polycom V500
meet the minimum requirements for Executive /
Personal Videoconferencing Systems listed in PCS-TL50
Appendix A.
10. Identify the Roll-about Video conferencing Polycom VSX7000/7400/7800
Systems from your catalog(s) that meet the with Media Center
minimum requirements for Roll-about Video
Polycom VSX8000/8400/8800
conferencing Systems listed in Appendix A.
with Media Center

11. Identify the Telemedicine Video conferencing Polycom Practitioner
Systems from your catalog(s) that meet the
minimum requirements for Telemedicine Video
conferencing Systems listed in Appendix A.
12. Identify the Field Communications Systems from Polycom Flyaway-VSX8000
your catalog(s) that meet the minimum
AGT First Responder
requirements for Field Communication
Systems listed in Appendix A.
13. Identify the Video Bridges (MCU) Systems from Polycom ReadiSeries 100
Polycom MGC25/50/100
requirements for Video Bridges (MCU)
Systems listed in Appendix A.
14. Identify and describe the Central Software Polycom GMS
Management and Scheduling Systems from
Polycom Pathnavigator
requirements for Central Software Polycom PCS
Management and Scheduling Systems listed in
Appendix A.

Account Representative:
The Commonwealth requires an Account Representative be named as a single point of
contact for ordering, billing, and problem resolution. The Commonwealth requires the
Contractor to provide a toll free (800, etc.) phone number in order to facilitate contacting
the Account Representative.

C. Requirements A B
1. Can you provide a single point of contact to be Y
named as Account Representative if awarded a
contract?
2. If you responded yes to question 1, can you Y
provide a toll free phone number?

eVA Implementation Requirements:
Should your firm be selected to provide products and services, you will be asked to offer
all products and services which your firm offers in that category, in an eVA catalog.
Include your current eVA implementation readiness, time needed to complete
implementation, requirements, anticipated delays, and overall proposed plan.



D. Requirements A B
1. Do you currently have a catalog on eVA? If so, Y Videoconferecing/Audio-
for what products/services? Are you currently Visual/Web-
doing any other business on eVA? conferencing/Installation and
intergration
2. If you are already doing business on eVA, please Lord Fairfax Community College
provide up to five examples of your success
Virginia Community College HQ
and timeliness of implementing on eVA.
Department of Social Services
Virginia Western Community
College
Northern Virginia Community
College
3. Are there any restrictions that will hinder your N
ability to successfully implement on eVA?
4. Provide an in-depth and clear implementation We have an order management
plan if you were to be awarded a contract. division that is dedicated and
responsible for processing and
entry of information into the EVA
system
5. What is your anticipated time required to post a Anticipated time to post a catalog
catalog or punch-out catalog on eVA after will be 15 days. Time will be
contract award? Provide detailed explanation. minimized since our catalogs
How would you minimize the time to complete exist on EVA now and it will
implementation? involve simply updating the
information.

Future Technology Requirements:
The Commonwealth requires that Technology refresh of products offered and pricing
changes are communicated and made available to Authorized Users. Communication is
required to be made to the contract officer. Include your anticipated schedule of
technology refresh and methods of communicating such changes.
E. Requirements A B
1. Can you assure that both technology refresh of Y
products offered and pricing changes are
completed in a timely manner as well as being
communicated via revised eVA catalogs?
2. Include your anticipated schedule of technology Refresh is dependent on the
refresh and methods of communicating such manufacturer and will be
changes. immediately changed in the EVA
system as these changes occur.
Changes will be via email to the
contract officer as well.

Methodology for Installation:
The cost of an installation, unless otherwise stated by the Authorized User, shall include:
travel, unpacking, installation, connectivity to the Authorized Users’ equipment,



equipment power up, diagnostics, configuration (programmable items shall include
software configuration), test for proper operation, training, user documentation, and
removal of all packing materials and debris. All installations shall be done according to
the manufacturers specifications; completed in a timely and professional manner; and in
compliance with local and state code requirements; cables must be clearly marked,
bundled neatly, follow cabling trays as much as possible, and hung on cable hangers
when no trays are available.
F. Requirements A B
1. Describe the methodology you are proposing for See attached:
installation of audio visual products. Also
Document F1
describe the methodology you are proposing
for installation of video conferencing and video
bridge/multipoint control unit equipment. As an
example, topics may include pre-installation
coordination, installation, video test facilities,
end-user training, problem resolution and
follow-up.

Integrator Services:
G. Requirements A B
1. Describe the types and levels of Integrator See attached
services you offer.
Document G1

Product Warranties and Maintenance:
The Offeror must provide a one-year return to manufacturer warranty on all proposed
equipment.
The Offeror must offer an on-site warranty upgrade on all proposed equipment. The on-
site warranty upgrade must include 4 hour response time during normal business hours
(8:00 a.m. to 5:00 p.m.) and next business day parts replacement.
The Offeror shall offer both on-site and return to manufacturer maintenance plans for all
equipment purchased during the contract period.
The Offeror may propose optional maintenance plans not listed in the manufacturer’s
catalogs or referenced in the Pricing Schedule.
H. Requirements A B
1. Can you provide a one-year return to Y
manufacturer warranty on all proposed
equipment?
2. Can you provide a warranty upgrade to include Y
on-site, 4 hour response time, as described
above?
3. Can you provide on-site and return to Y
manufacturer maintenance plans for all
equipment, as described above?
4. Are you proposing optional maintenance plans N



not listed in the manufacturer’s catalogs?. If
so, include complete descriptions. (Include
price(s) separate from response.)

End-User Training:
The Contractor shall provide training for all new equipment installations as part of the
installation price. Training shall consist of, at a minimum, system component
identification, system component usage and successful verification of equipment
functionality.

I. Requirements A B
1. Describe the end-user training that is included (at After the install is complete the
no additional charge) with your installation of installer will provide a complete
equipment. overview of the product installed.
Test calls will be made to insure
connectivity. All of the remote
control and system features will
be covered.

Problem Resolution:
J. Requirements A B
1. Describe the process to resolve any product or AGT complies with standard
warranty problems encountered after purchase. manufacturer warranties. AGT
provides customers the
manufacturer’s warranty that the
hardware will be free of defects in
materials and workmanship and
will conform to the published
specifications. Software warranties
are provided solely as specified in
the applicable software license
agreements. Copies of
manufacturer warranties are
available upon request.

2. Describe the response time guarantees to be As an authorized hardware
provided to the Authorized User and the warranty dealer for VTEL,
associated penalties the Authorized User may Polycom, Sony, Radvision, and
apply if the guarantees are not met. other manufacturers, AGT can
provide next-day replacement of
necessary hardware and software
upgrades at the same cost
available directly from the
manufacturer.

In order to maintain the level of
response provided by our
Professional Services Plans, AGT
offers a more timely warranty than
is typically provided by the
manufacturer. For example, this



warranty converts the standard 15-
day return-to-the-manufacturer
parts warranty to next business
day parts exchange.

The specifics of this program are
the following:
All trouble calls made before 3 PM
EST that qualify will be shipped for
11 AM local delivery time, provided
this service is available to the
system’s site location.
On-Site technical support
upgrades traditional phone and
remote support to include the
following:

• Dispatch AGT service
personnel next business day, if
necessary
• Fault part/equipment
replacement and system
operational testing
• Verification, with customer,
that the system is again
functioning properly
• Repackaging and shipping
defective part/equipment

If the problem cannot be identified
within four hours via phone support
and/or remote dial-up connection
as provided by the customer, an
AGT service technician or
engineer will be dispatched to the
customer site. Upon arrival of
replacement part/equipment, the
system will be operational within
four hours.

3. Describe any obligations the Authorized User Time and materials at rates
may have for charges from the Offeror’s service referenced in the attached
organization when they respond to a call and documents.
the problem is determined to be another
Document J4
vendor’s hardware or software. If the
Authorized User is liable for charges, what are
they? (Include price(s) separate from
response.)
4. Provide a flowchart or other documentation See attached documents
highlighting Help Desk procedures, including
Document J4
trouble reports from receipt through dispatch,
repair, escalation, and notification of service



completion.
5. Describe your plan for responding to off-hour AGT Helpdesk provides live
(non-prime time) requests for service and support from 8am-8pm EST (M-F,
request for service on holidays, weekends and excluding weekends and holidays).
vacations.
Off-hour (non-prime time) requests
for service and request for
service on holidays, weekends
and vacations are handled on a
One (1) hour call-back basis.

Authorized User Procedures:
Procedurally, an Authorized User should be afforded with contractor choices from the
Master Contract(s). The Authorized User may conduct a contractor selection process
which will consist of the following procedure:
* The Authorized User may submit a Request for Quotation (RFQ) to the contractor(s),
which describes the Authorized User’s requirements. Authorized Users may not require
and a contractor may not propose servi ces not included in the Master Contract(s).
* Any Contractor may be selected by the requesting Authorized User, providing that the
Contractor’s proposal conforms to the Authorized User’s RFQ, the Terms and Conditions
of the Master Contract(s), and is priced at or below the established firm/fixed Master
Contract(s) pricing.
* The Authorized User then issues a Delivery Order or Purchase Order referencing the
Master Contract, and incorporating the Contractor’s RFQ response.
The Offeror must provide the Commonwealth with pre-sales consultation and RFQ
responses at no charge. Such services shall be required during normal business hours.
K. Requirements A B
1. Can you provide the pre-sales consultation and / Y
or RFQ responses at no charge, as describe
above?

Administrative Procedures Manual of Proposed Procedures:
A sample Procedures Manual based upon the Offeror’s proposed procedures, shall be
included with Offeror’s response. Appendix B provides a table of contents format that
should be followed, however, items may be inserted or added in a logical sequence.
L. Requirements A B
1. Can you provide the Procedures Manual with Y
your response?



1. Can you provide the pre-sales consultation and / Y
or RFQ responses at no charge, as describe
above?

Administrative Procedures Manual of Proposed Procedures:
A sample Procedures Manual based upon the Offeror’s proposed procedures, shall be
included with Offeror’s response. Appendix B provides a table of contents format that
should be followed, however, items may be inserted or added in a logical sequence.
L. Requirements A B
1. Can you provide the Procedures Manual with Y
your response?


EXHIBIT C
BETWEEN
AND

APPLIED GLOBAL TECHNOLOGIES
Exhibit C is hereby incorporated into and made an integral part of Contract Number VA-050912-
AGLT (“Contract”) between the Virginia Information Technologies Agency (“VITA” or
“Commonwealth” or “State”) and Applied Global Technologies (“AGLT” or “Contractor”). In the
event of any discrepancy between this Exhibit C and Contract No. VA-050912-AGLT, the
provisions of Contract No. VA-050912-AGLT shall control.

PROCEDURES MANUAL
1 Introduction
1.1 This manual simplifies procurement procedures from quotes to ordering.
Please reference the proper section before proceeding
1.2 Each section details the proper steps and actions that will result.
1.3 The AGT VITA Team

Mark Cray- Pricing and Service Issues
markc@appliedglobal.com
321-638-2007
Jim Hallihan- Direct supplier interface for vendor resources
jimh@appliedglobal.com
703-488-1784
Chris Williamson- Order Management/Service
chris.williamson@appliedglobal.com
321-638-2007
Darryl Bailey- Service Scheduling
darrylb@appliedglobal.com
678-594-4400
Mike Garvey- VP of Sales
mikeg@appliedglobal.com
703-488-1780
Heather Cray- Pricing/Sales Support
heatherc@appliedglobal.com
321-638-2007

2 Authorized User Procedures for Delivery Order Processing
2.1 General: Customer notifies AGT of requirement. AGT Sales Manager and
Sales Engineer develop solution for customer’s requirement.
2.2 Equipment Only Ordering: The procedure is the same as listed below in 2.3-
2.6, only there is no requirement for Section 3, Installation and Integration.
2.3 Request for Quotation Submission: Customer submits formal RFQ to AGT
Sales.
2.4 Request for Quotation Response: Solution entered into AGT proprietary
CRM (Customer Relationship Manager) database system. Non-AGT
manufactured products within database our verified with manufacturer. Pricing is
determined and entered. Quote (with CRM generated quote#) is provided to
customer.
2.5 Delivery Order Issuance: Customer places order (based on quote) and faxes
or emails to Sales Account Manager. Sales Account Manager (SAM) sends to
AGT Order Management department. AGT Order Management (OM) checks
order for accuracy by comparing to quote within CRM. At this point, OM creates
File on Order, attaches OPC – Order Processing Checksheet to the File, and the
actual order processing begins (see OPC on next page). OM checks product
availability and notifies SAM and Customer of any availability issues and
expected delivery dates. OM Orders equipment and services as per the PO and

1

approved CRM quote. Order numbers and the tracking numbers for shipping are
recorded in CRM. The shipments are tracked to ensure arrival at correct
destination.
2.6 Delivery Order Modifications: Any delivery order modifications must be
reported to SAM. If there is sufficient cause, SAM will request a change order
from Customer. SAM will forward the Change Order to OM for processing, which
will be processed as described in Sections 2.1-2.5.

3 Installation and Integration
3.1 Pre-Installation/Integration Planning:
Working closely with competing manufacturers in the industry, AGT provides its
customers with best-of-breed solutions. The basic service offerings include
installation, training, enhanced maintenance and service warranties.

How the installation and integration of new hardware is performed sets the
foundation for a particular piece of equipment’s life cycle. It is imperative that
new equipment is installed properly and integrated well into its environment.
Regardless of whether the equipment is being integrated with other multi-media
equipment or singularly installed into a specific environment (conference room,
auditorium, training room, etc.), particular consideration must be placed on
functionality, ease-of-use, and aesthetics. At AGT Pre- Installation and
Integration Planning includes:

• Audio/Visual Equipment Design
• Equipment Installation
• User Orientation Training
• System Testing
• System Acceptance
• Upon approval of the Project Schedule and Notice of Site Readiness forms,
equipment installation will begin as planned. Install tasks include:
• Unpacking of original shipping containers
• Physical inspection of equipment prior to installation
• Installing and configuring equipment as per customer requirements
• Connection to the provided network interface device
• Installation of surge protectors in the power line
• Installation of any peripheral equipment with provided cables/extender cables
• Route and tie wrap all cables in accordance with provided site survey
documentation
• Perform power up tests, initial system configuration, and system diagnostics
• Verify the system is operating in accordance with all provided specifications
in the loop back mode
• Completion of all required forms and licenses
• Point-to-point conference with AGT to verify network operation of public lines
• Point-to-point/multipoint conference with other customer operational sites
• Ensure area is cleaned and trash removed and placed for pickup at a
customer designated site
3.2 Coordination with Ordering Authorized User (see 3.1)
3.3 Schedules and Milestones: AGT’s Customer Relationship Management
(CRM) uses tools for email notification and alerts if process points are due and
responses have not happened. It also creates notifications when new process
points are created (i.e. the clock has started). It provides personnel scheduling
tools to ensure the right people are available at the right time. AGT’s CRM
prevents individual steps in the work flow process from getting delayed, so the
customer is assured that the job will be done on time. For example, site

2

readiness, equipment delivery and installation must all happen in synch. AGT’s
CRM tool makes sure this happens and expected milestones are met.
3.4 Site Availability
3.5 Inspection and AcceptanceAt the completion of the installation and training,
acceptance testing is done with customer personnel to verify that the system
operates as specified. Any customer concerns will be documented and
addressed at this time. The acceptance testing has the following objectives:

• Verify all hardware is installed and operational, all cables tie-wrapped and
marked, and area cleaned
• Verity all software is installed, operational and of current issue
• Verify all required documentation is present
• Ensure all training criteria have been met to customer satisfaction
• Establish a point-to-point/multipoint conference to demonstrate functionality
of system
• Upon completion of acceptance testing, AGT will present a Customer
Acceptance Form to be signed by AGT and the Authorized User.
3.6 Training: AGT maintains current certifications for multiple video conferencing
and network equipment manufacturers. Certifications include:
• Polycom Video Division- Platinum Certified
• Polycom Networks (MCUs)
• TANDBERG Systems- Platinum Certified
• Cisco (CCIE, CCNP, CCDP, and CCNA)
• Microsoft (MCSE and MCP)
• VCON
• VTEL
• RADVision (MCU’s)
• Ezenia! Systems (MCUs)
• Crestron Control Systems
• AMX Control Systems
• Adtran Network Devices
• Lucent Network Devices
• First Virtual (FVC.COM) ATM Equipment
• These certifications, in addition to our existing certifications and internal
quarterly training, guarantee “circuit-t o-conference room” knowledge and
support. AGT personnel are qualified to serve as your single source for all
aspects of video conferencing.
3.7 Documentation: The AGT staff conducts backups, firewall configurations,
documentation and training—and are just a phone call away from even deeper
technical support at AGT’s network operations center.
3.8 Warranty: As an authorized hardware warranty dealer for VTEL, Polycom,
Tandberg, Sony, FVC, and other manufacturers, AGT can provide next-day
replacement of necessary hardware and software upgrades at the same cost
available directly from the manufacturer. In order to maintain the level of
response provided by our Professional Services Plans, AGT offers a more timely
warranty than is typically provided by the manufacturer. For example, this
warranty converts the standard 15-day return-to-the-manufacturer parts warranty
to next business day parts exchange.

4 Problem Resolution
4.1 Procedures (General) Applied Global Technologies, Inc. (AGT) offers its
customers proven expertise in IP collaboration technologies and solutions with
the mission to transform buyers of technology into users of technology.

3

At AGT documented procedures are followed for providing technical support,
remote diagnostics, site installation and acceptance testing, customer feedback,
problem resolution, and to comply with all customer instructions
Our mission is to provide our customers with the highest level of technology,
expertise and service through the consistent deployment of reliable and effective
communication services.
4.2 Help Desk

Support Phone Support E-Mail Support Hours of Operation
Number
• Live support from 8am-
8pm EST (M-F, excluding
1.800.692.8265 support@appliedglobal.co weekends and holidays).
m • One (1) hour call-back
after normal hours of
operation.

The functional responsibilities and duties of the Help Desk Technician
include, but are not limited to the following:

• Provide expert troubleshooting.
• Provide immediate end-user support
• Resolve end-user system operation questions
• Trouble shoot and diagnose system problems
• Use video network management software to aid in troubleshooting (where
applicable)
• Receive automatic alerts from video network management software when
the system detects auto alerts (where applicable)
• Enter all trouble calls into trouble ticketing system (where applicable)
• Enter all trouble call updates and status changes into the trouble ticketing
system (where applicable)
• Upon trouble resolution close out trouble ticket (where applicable)
• Work directly with equipment manufacturers for hardware replacement
• Work directly with network circuit providers for circuit failures and outages
• Provide in-depth analysis of trouble conditions and facilitate repair efforts.
• Perform daily remote diagnostics to resolve identified site service issues.
• May assist and provide technical support for other related
telecommunications activities.
• Perform and assist with data entry for updating trouble reporting databases
and Visio software packages.
• Assist with scheduling and establishing multipoint video connections.
• Provide written service updates and reports when requested by the
customer.
4.3 Response Time

Level 1 initial Phone Escalation Phone Escalation
Troubleshooting to Level 2 to Level3
Response
Major Up to 15 minutes 15 Minutes 30 Minutes

Medium Up to 1 hour 1 Hour 4 Hours
Minor Up to 24 hours 24 Hours Next Business
Day

4

4.4 Problem Determination: AGT is proud to provide 24/7phone support and
advanced remote diagnostics. We have been successful in correcting most
system problems utilizing both remote computer diagnostics and settings via
modem or network or through phone consultation with the end user. Our
experience installing and supporting over 20 different and unique video
conferencing manufacturers has provided us with unparalleled insight into
identifying problems throughout the system - the communication lines, the
CODEC, peripheral equipment, system settings, or general user error.
If the problem cannot be identified within four hours via phone support and/or
remote dial-up connection as provided by the customer, an AGT service
technician or engineer will be dispatched to the customer site.
4.5 Repair: AGT’s Project Manager for each customer location is responsible for
creating and documenting policies for trouble resolution and repair. AGT
coordinates directly with the equipment manufacturer for expedient
repair/replacement as required. In addition, AGT’s Hub Technicians have
experience in the maintenance and repair of compressed Audio/Video network
equipment. The Helpdesk Technicians also provide in-depth analysis of trouble
conditions and facilitate repair efforts.
4.6 Problem Escalation Procedures: The escalation guidelines are intended to
prompt efficient problem resolution services to our customers. AGT works with
the end users and their end points to resolve connectivity issues in either a point
to point or point to multipoint conference.

Technical Escalation Process
Time listed is “Maximum Elapsed Time.”
Customer Work limits for all Tiers will be suspended by an RMA
transaction, a field dispatch, or an action plan agreed upon by

AGT Helpdesk Ø 1 ho ur ca ll bac k if c ust o mer does not receiv e
“live” support
Ø 0 - 60 min ut e w ork limit
AGT Tier 1 Technical
Ø Tier 1 mana ge me nt not if icat ion at end o f
Support wor k limit
Ø 2 - 6 ho ur w ork limit
AGT Tier 2 Technical Ø Tier 2 mana ge me nt not if icat ion at end o f
Support wor k limit
Cust o mer u pdat e ev ery 4- 8 bus iness day s
Ø 2- 20 day wor k limit
AGT Tier 3 Technical Ø Cust o mer up dat e ev ery 1- 5 business day s
Support * T ier 3 will update the Custo mer ever y 5 days.

Polycom/MFG Ø If prob le m n ot correct ed
Ø Man ufact urer not if ied w it h p ossib le “soft
Engineering

5

M anagem ent Escal ati on Pr ocess
Customer Ø Cust o mers req u ire pro ject

Ø Co nf lict iss ue d irect ed t o mana ge me nt
AGT escalat ion t ea m

AGT Level 1 Conflict Ø Sen ior Net wor k Eng ineer
Ø Ha nd les pro ject operat iona l issues
Resolution
Ø Lev el 2 sup port not if ied of co nf lict

AGT Level 2 Conflict Ø Direct or of Ma nage d Serv ices
Ø Prov ides pro ject p lan n in g and ma nage ment
Resolution
escalat ion

Ø Ch ief Tech no lo gy Off icer
AGT Level 3 Conflict
Ø Prov ides h ig hest lev e l of co nf lict resolut ion
Resolution Ø Reso lv es all cr it ica l it e ms t hat hav e impact on
project

5 Invoices
5.1 Invoice Requirements: AGT will invoice according to terms in the Customer’s
PO. Wherever there are special requirements (i.e. multiple copies of invoices
and/or multiple recipients of invoices within customer’s organization) AGT will
comply with such requirements as stated in the Customer’s PO.
5.2 Invoice Submission Schedule: The schedule of invoicing generally follows
the course of AGT invoicing for whatever phase of a job has been completed.
For example, when the hardware is delivered, AGT will invoice only for the
hardware. When the Installation or Training are complete and approved, AGT
will invoice for these services.
5.3 Invoice Authorized User Approvals: AGT requires a Customer Acceptance
Form (CAF) be signed by the Authorized User to show that all work is complete,
all equipment has been installed and is functioning to the Customer’s
satisfaction. The SAM will forward the CAF to OM to trigger the final billing
against the Customer’s PO.
5.4 Payment: AGT will seek payment through whatever means the Customer
authorizes. Any case where AGT must apply for the payment through any
electronic media, we will do so. Under normal circumstances, OM will submit an
invoice at the appropriate time, and AGT Accounting will follow up on the
payment schedule as the terms permit.

Helpdesk/TAC
Helpdesk Information

Support Phone Number Support E-Mail Support Hours of Operation

• Live support from 8am-8pm

6

EST (M-F, excluding
1.800.692.8265 support@appliedglobal.com week ends and holidays).
• One (1) hour call-back after
normal hours of operation.

The functional responsibilities and duties of the Help Desk Technician include, but are
not limited to the
following:

• Provide expert troubleshooting.
• Provide immediate end-user support
• Resolve end-user system operation questions
• Trouble shoot and diagnose system problems
• Use video network management software to aid in troubleshooting (where applicable)
• Receive automatic alerts from video network management software when the system
detects auto alerts (where applicable)
• Enter all trouble calls into trouble ticketing system (where applicable)
• Enter all trouble call updates and status changes into the trouble ticketing system (where
applicable)
• Upon trouble resolution close out trouble ticket (where applicable)
• Work directly with equipment manufacturers for hardware replacement
• Work directly with network circuit providers for circuit failures and outages
• Provide in-depth analysis of trouble conditions and facilitate repair efforts.
• Perform daily remote diagnostics to resolve identified site service issues.
• May assist and provide technical support for other related telecommunications activities.
• Perform and assist with data entry for updating trouble reporting databases and Visio
software packages.
• Assist with scheduling and establishing multipoint video connections.
• Provide written service updates and reports when requested by the customer.

Escalation Policy

The escalation guidelines are intended to prompt efficient problem resolution services to our
customers. AGT works with the end users and their end points to resolve connectivity issues in
either a point to point or point to multipoint conference.

Technical Escalation
AGT has a long proven history of providing high level support to our customers. Currently we

support over 500 systems nationwide including Alaska, Hawaii, Puerto Rico, Virgin Islands,

Kuwait, Guam, and Japan. Our support structure is multi-tiered in the manner which we resolve

trouble tickets.

Tier 1:

7

Tier 1 maintenance and support is provided by our Technical Assistance Center. Our Technical

Assistance Center consists of level 1 and level 2 technicians dedicated to resolving customer

related trouble calls. If our Tier 1 is unable to resolve a trouble call in a timely manner the ticket is

escalated to Tier 2.

Tier 2:

Tier 2 maintenance and support is provided by our Technical Experts regionally located across

the country. Locations include Florida, Georgia, Virginia Beach, and Washington DC, San Diego

and Seattle. Our technical expert’s are trained and certified in nearly all major VTC

manufacturers and have extensive field experience. Their field experience, certifications, training,

and escalation support experience enable them to be able to provide quick resolution of most

problems. If they are unable to resolve a trouble ticket they will escalate to Tier 3.

Tier 3:

Senior Systems Engineering Escalation:
Tier 1 and Tier 2 are supported by AGT’s Senior Systems Engineering Team. The Senior
Systems Engineering team is a group of senior, certified engineers that overlays each of AGT’s
managed services contracts. This team is escalation for any issues that our Help
Desk Technicians cannot immediately resolve. This team is available to the Tier 1 and Tier 2
technicians 24/7 via 1 hour pager call back. The Senior Systems Engineering Team is subject
matter experts in:

Collaboration Data Collaboration Collaboration User
Centers Networks Experience
VTC MCUs and Gateways Switches, Routers, Hubs Videoconferencing
Endpoints

Gatekeepers NAT/Firewalls Control Systems

Video, Audio, and Web Security (Corp) Audio Subsystems
(PERSPECTIVE c/P)

Capacity Resource Security (DOD – KIV/KG) Audio/Visual Enterprise
Planning (NEXUS c/R) Rooms

8

IMUXs IP, ISDN, and Satellite Group Training & Manuals
(Adtran, Lucent, etc)

Technical Management of IP Migration System Design &
Personnel (FATHOM c/A) Configuration

The Engineering teams expertise and certifications includes CCIE, CCNP, MCSE, BS Industrial
Engineering, CVE, and other industry certifications.

Technical Service Escalation Process
Time listed is “Maximum Elapsed Time.”
Customer Work limits for all Tiers will be suspended by an RMA
transaction, a field dispatch, or an action plan agreed upon by
the customer.
AGT Helpdesk Ø 1 ho ur call bac k if cust o mer does not receiv e “ liv e”
support
Ø 0 - 6 0 minut e wor k limit
AGT Tier 1 Technical
Ø Tier 1 mana ge me nt not if icat ion at end o f w or k
Support limit
Ø 2 - 6 h our wor k limit
AGT Tier 2 Technical Ø Tier 2 mana ge me nt not if icat ion at end o f w or k limit
Support Ø Cust o mer up dat e ev er y 4- 8 business day s

Ø 2- 20 day wor k limit
AGT Tier 3 Technical Ø Cust o mer up dat e ev er y 1- 5 business day s
Support * T ier 3 will update the Customer ever y 5 days.

Ø If pr ob le m n ot cor r ect ed
Polycom/MFG
Ø Man ufact ur er not if ied w it h p ossib le “soft ha nd-
Engineering off”

Management Escalation
The Management Escalation Plan describes the process and people involved in escalating
project issues. The Project Escalation Plan will be used to surface all critical items that potentially
have an impact on the project.

AGT believes that it is essential that critical items effecting the project schedule, scope, quality,
and cost, be undertaken as soon as possible. This will allow adequate time for corrective action.

9

Operational Issues
Benjamin Sanden- Senior Network Engineer
Mark Cray- Director of Managed Services
Ben Atha- CTO

Conflict Resolution Plan

A plan for conflict resolution is vital to the success on any on-going operations service contract.
Through a solid Governance Plan that provides for structured communications and a well defined
project plan the need for conflict resolution should be minimal if any. However, even with the best
vendor/customer relationships a need for conflict resolution may present itself.

Level 1 Conflict Resolution:
AGT’s Senior Network Engineer

AGT’s Director of Managed Services

AGT’s CTO

Management Escalation Contacts
Name Title Contact Number

Benjamin Senior Network Office# 678.594.4435
Sanden Engineer Mobile# 404.808.4000
bena@appliedglobal.com

Mark A. Cray Director of Managed Office# 321.638.2007x210
Services Mobile# 321.266.5797
markc@appliedglobal.com
Ben Atha CTO Office# 678.594.4406
Mobile# 770.329.9308
bena@appliedglobal.com

10

Management Escalat ion Proces s
Customer Ø Cust o mers r equi r e pr oject confl ict
resolution
ØCo nf lict issue d irect ed t o ma nage ment
AGT
escalat ion t ea m

Ø Sen ior Net w or k En g ineer
AGT Level 1 Conflict
Ø Ha nd les pro ject operat iona l issues
Resolution
Ø Lev el 2 sup por t not if ied of co nf lict r esolut ion

AGT Level 2 Conflict Ø Dir ect or of Mana ged Ser v ices

Resolution Ø Pr ov ides pr o ject p lan n in g and ma nage ment
escalat ion
Ø Lev e l 3 su ppor t not if ied o f conf lict r eso lut io n

AGT Level 3 Conflict Ø Ch ief Tech no lo gy Off icer
Ø Pr ov ides h ig hest lev e l of co nf lict r esolut ion
Resolution
Ø Reso lv es all cr it ica l it e ms t hat hav e impact on pr oject

Web-based Trouble Reporting
AGT delivers its customers, at no additional charge, our Web based Trouble Ticketing system
and inventory management database (VTC Manager). Customers can log support directly into
AGT’s trouble ticketing service at www.vtcmanager.com for 24/7 trouble ticket generation, timely
trouble review and reporting, and live electronic support when available. AGT enables web-
based, on-line entry by the end-user (Login and passwords required). All web-based Trouble
Tickets generated have automatic email and pager notifications, escalating tickets to the
appropriate personnel. To create your own personal user login, requests are sent to
support@appliedglobal.com.

AGT will, at the customer’s direction, include appropriate e -mail notification audit trail for all
trouble tickets. The AGT Technician(s) will also enter all calls to the TAC support line into the
system, thus providing the customer with the technical actions taken to resolve the problem.
Also, the customer will direct AGT to configure the trouble ticketing system for access by
necessary customer personnel.

Trouble Ticketing System

This system is currently marketed by Polycom and is sold on per network resource basis where a
“resource” has been defined as an end point, an MCU, or a Gateway. The Trouble Ticketing
system is accessed on the World Wide Web via an Internet Explorer web browser. The trouble
ticketing system allows users to enter a trouble ticket via the web. When a trouble ticket is
entered into the system, an automatic e -mail notification will be generated to the customer or
AGT assigned personnel whichever the organization would prefer. All updates to a trouble ticket
will generate an automatic e-mail notification to assigned personnel. Once a ticket is closed, the

11

ticket generates an automatic e
-mail notification to all assigned personnel as defined by the
customer.

System administrators are able to log on to the system and view a report of all currently open
tickets in a real-time, up to the moment detailed fashion. The Administrators are able to log onto
a specific location and view all “OPENed” or “CLOSEed” tickets for that location. The Trouble
Ticketing system lists all customer VTC sites and the disposition of any existing tickets.

The inventory management database contains the following information:

• Site Name
• Site Address
• Site Contact Name
• Site Contact Phone Number
• Site Contact Fax Number
• Site Photo Uploaded to Main Page
• General Comments Section
• Circuit ID
• Installation Date
• Warranty Expiration Date
• Equipment Serial Numbers

The Site Listing should contain the following Links

• Equipment List Tab
o List all VTC equipment at site
o List type of VTC equipment
o List manufacturer
o List all serial numbers
o List all Government ID Tag numbers

• Log Trouble Ticket Tab
• View Trouble Ticket Tab

AGT will work directly with the customer’s end users or administrators. AGT should be
notified of all trouble related issues. A customer should place trouble calls to AGT
Technical Assistance Center (TAC).

12

Labor Breakdown/Categories

Level of Effort

Program Management
§ Kick off meeting with the customer.
§ Pre-job coordination with all sites.
§ Track all equipment to ensure that it arrives at each site in a timely and organized
manner.
§ Ensure that all configuration parameters and network concerns are addressed
prior to equipment implementation.
§ Draft a pre-installation document for the customer showing a time line and project
milestones.
§ Generate a post-job report that notes any issues and resolution action taken.

Engineering
§ Pre-Installation Site Survey to determine if the customer’s site is ready for
installation.
§ Detailed Room Design
§ As-Built Documentation Package which includes:
§ Room(s) Layout
§ Video Routing Diagram
§ Audio Routing Diagram
§ Control Routing Diagram
§ Video Component Level Diagrams
§ Audio Component Level Diagrams
§ Control Component Level Diagrams
§ Custom Touch Panel Users Manual

Control Programming
New Installs
After determining the customer’s requirements and reviewing the quoted equipment list
an initial touch panel design will be presented to the customer for approval. An AGT
Engineer or Programmer will explain i detail the functionality of the touch panel
n
design. If the customer requires changes made that will not affect the equipment list
then changes will be made and the new touch panel design will be presented to the
customer for approval. If the customer r equires changes made that will require
additional equipment then a mod to the contract will be required. A quote for the
additional equipment and/or additional programming/engineering fees will be presented
for approval. Design changes may extend the original agreed upon delivery date.

The customer must approve the touch panel layout, in the form of a signed design or a
Control Design Acceptance Form, prior to the scheduled installation of the multimedia
room. Once the design has been approved only minor cosmetic changes will be made.

Modifications of Existing Programs Created by Other Vendors
The customer is responsible for providing the latest code that is loaded on their control
system.

13

NOTE: There is the possibility that the determination of the revision of code will not be able to
be determined until AGT tries to load the new code and realizes that equipment that was not
part of the modification no longer functions.

Failure to do so will result in a mod to the contract and may extend the original agreed
upon delivery date. A quote for the additional equipment and/or additional
programming/engineering fees will be presented for approval.

§ Initial interview with customer to determine Touch Panel layouts and functionality.
§ Sample GUI will be provided to the customer for approval.
§ Once installed and tested the customer will be allowed one more round of
revisions.
§ Control Code and Touch Panel Code will be delivered to the customer. AGT will
not retain the right as intellectual property.

Installation/Integration/User Training
Upon approval of Project Schedule and Notice of Site Readiness, equipment
installation will begin as planned. Install tasks include:

§ Unpacking of original shipping containers
§ Physical inspection of equipment prior to installation
§ Installing and configuring equipment as per customer requirements
§ Connection to the provided network interface device
§ Installation of any peripheral equipment with provided cables/extender cables
§ Route and tie wrap all cables in accordance with provided site survey
documentation
§ Perform power up tests, initial system configuration, and system diagnostics
§ Verify the system is operating in accordance with all provided specifications
§ Ensure area is cleaned and trash removed and placed for pickup at a customer
designated site

The following services are NOT provided by AGT:
§ Any modifications not included in the site survey/work order documentation
§ Relocation of existing equipment unless previously ordered
§ Installation of equipment not called out in the site survey/work order
documentation

End-User Responsibilities
§ End user should provide a single point of contact to coordinate all installation
activities. End user is responsible for all furniture, electrical, and network services.
§ Network connections must be provided at the equipment location on standard
communication wall jacks.
§ Compliance with national and local building, electrical, fire, and earthquake codes
are the end user’s responsibility.
§ End user facilities personnel are responsible for the installation of any fixtures
prior to the scheduled installation date.
§ End user is responsible for the movement of equipment from the dock to the room.
§ Installation includes testing and successful local loop-back. The Customer is
responsible for verification of correct network provisioning, including end-to-end
test and premise wiring, prior to the scheduled installation date.
§ Most systems provide some form of remote diagnostic capability. Appropriate
direct-dial, analog phone lines are required. At least one additional line, with a
handset should be provided to allow the technician and/or end-user to work with
the Technical Assistance Center in resolving problems.

14

§ Facilities and network systems should be available throughout the scheduled
installation and at least one (1) working day thereafter.
§ Communications personnel should be available to resolve any issues which may
arise during the installation.
§ Have appropriate personnel (up to four individuals) available to attend the Class
User Training.
§ Sign Customer Acceptance Form, which indicates successful installation and
training.

Training
The training program, developed and written by AGT, ensures that all end-user
personnel have a working knowledge of the Audio/Visual Integrated Room and an in-
depth knowledge of its operation and usage. Much of the course time involves hands-
on usage by the students. The following objectives are covered during the
comprehensive course:
§ • Generic breakdown of equipment used in a conference
§ • Network requirements and an explanation of each
§ • Overview of installed conferencing system
§ • Operational demonstration of each piece of equipment and its features
§ • In-depth demonstration of system operations using the Touch Panels (GUI)
§ • Basic troubleshooting techniques and trouble reporting procedures
§ • Hands-on operation

Training shall not exceed 4 hours and will commence immediately following the
installation. The length of the training program is dependent on size of the class,
computer knowledge of the class, and complexity of the system. In the event that
training cannot be accomplished while on-site, either due to a customer scheduling
conflict or network outage, an optional 2 -hour remote session will be provided via
videoconferencing.

Acceptance Testing
At the completion of the installation and training, acceptance testing will be done with
customer personnel to verify that the system operates as specified. Any customer
concerns will be documented and addressed at this time. The acceptance testing has
the following objectives:
§ • Verify all hardware is installed and operational, all cables tie-wrapped and
marked, and area cleaned
§ • Verity all software is installed, operational and of current issue
§ • Verify all required documentation is present
§ • Ensure all training criteria have been met to customer satisfaction

Upon completion of acceptance testing, AGT will present a customer acceptance form
to be signed by AGT and an authorized customer representative. See the attached
exhibit at the end of this document.

15

VA-050912-AGLT

EXHIBIT D
BETWEEN
AND

APPLIED GLOBAL TECHNOLOGIES
Exhibit D is hereby incorporated into and made an integral part of Contract Number VA-050912-AGLT
(“Contract”) between the Virginia Information Technologies Agency (“VITA” or “Commonwealth” or
“State”) and Applied Global Technologies (“AGLT” or “Contractor”). In the event of any discrepancy
between this Exhibit D and Contract No. VA-050912-AGLT, the provisions of Contract No. VA-050912-
AGLT shall control.

EXHIBIT D MAINTENANCE AGREEM ENT

This Maintenance Agreement Exhibit (“Maintenance Exhibit”) is entered into as of ____________, 2005
(“Exhibit Effective Date”) and, except as expressly set forth or provided herein, shall be governed by the
terms and conditions of the Master Product and Maintenance Agreement, Agreement # VA-050912-
AGLT, between the Virginia Information Technologies Agency (hereinafter referred to as the “VITA”),
pursuant to §2.2-2012 of the Code of Virginia, and Applied Global Technologies (“Supplier”), effective
____________, (the "Contract”).
A. Purpose
Supplier agrees to provide certain maintenance services (“Services”) for the Product listed in
Attachment A hereto in accordance with the terms and conditions set forth below, and VITA
agrees to utilize the Services in accordance with the terms and conditions set forth below.
B. Definitions
As used in this Exhibit, the terms set forth in this Section shall have the meanings provided
herein. Other terms used in this Exhibit but not defined in this Section shall have the meanings
ascribed thereto or are otherwise defined in the Contract in which they are used and shall have
the meanings therein indicated.
1. Product
Product listed in Attachment A to be maintained under this Exhibit.
2. Maintenance Coverage Period (MCP)
The time-frame during which Supplier shall respond to a request for Service and during which
maintenance service calls are covered by the annual Maintenance Charge. The contractor
shall provide end users with the same levels of maintenance, Standard, Enhanced and
Premium, as is set forth in their commercial price catalog. Contractor shall also price, as
requested, Custom maintenance coverage for those end users who request it..
3. Maintenance Record
VITA’s automated dispatch and service tracking system record.
4. Maintenance Services
Those Services, preventative and remedial, performed by Supplier at VITA's request in order
to ensure continued operation of the Product.
5. Operating Condition
That condition which allows the Product to function in a normal, acceptable working manner,
as designed by the Product manufacturer.


VA-050912-AGLT

6. Response Time
The time between Supplier’s receipt of VITA's request for Maintenance and the time Supplier
commences repair of the Product.
C. Term and Termination
1. Exhibit Effective Date
This Maintenance Exhibit shall become effective on the date set forth above, upon execution
by VITA and Supplier. Product designated for Service by Supplier as listed in Attachmentt A
of this document shall continue under contract for two (2) years. Thereafter, this
Maintenance Exhibit may be renewed for subsequent twelve (12) month periods should VITA
elect. VITA may terminate this Maintenance Exhibit, in total or as to any portion of the
Product, once per year without cause, provided however, that VITA shall provide Supplier
written notice of such intent to terminate ninety (90) days in advance of any anniversary of
this Maintenance Exhibit.
2. Termination for Cause
Should Supplier fail to perform its material obligations under this Maintenance Exhibit, VITA
shall give Supplier written notice of such failure. Supplier shall have 45 days from receipt of
said notice to correct this failure at no cost to VITA. Should Supplier fail to correct its
performance within the 45 day period, VITA shall have the right to immediately terminate this
Maintenance Exhibit or a portion of this Maintenance Exhibit by giving Supplier written notice
of termination, and shall receive a refund of any amounts paid for Services not rendered after
the effective date of termination. In the event of termination for breach, VITA reserves all
remedies available in law and in equity.
D. Services
1. Preventive Maintenance
Preventive Maintenance is action, including, but not limited to, inspecting adjustment and
testing, furnished on a scheduled basis, to diagnose potential problems and ensure proper
Product operation, in accordance with the Product manufacturer's recommended procedures.
Preventive Maintenance shall be provided on a schedule as set forth in Attachment A. All
Preventive Maintenance shall be performed during the MCP unless the performing of such
Preventive Maintenance affects the Product's processing capabilities, in which case
Preventive Maintenance shall be performed at other times mutually agreed upon by Supplier
and VITA/AUTHORIZED USER.
VITA/AUTHORIZED USER shall provide Supplier with the required access to the Product for
such periods of time as are required to perform Preventive Maintenance, subject to
VITA/AUTHORIZED USER's security regulations.
Should Supplier fail to provide Preventive Maintenance in accordance with the schedule set
forth in Exhibit B, VITA/AUTHORIZED USER shall receive a payment equal to ten percent
(10%) of the monthly maintenance charge for the Product where the Preventive Maintenance
was not provided, for each calendar day until such Preventive Maintenance is provided after
the end of the month in which the Preventive Maintenance was scheduled and such payment
shall be paid to VITA/AUTHORIZED USER on a quarterly basis. If, however, Preventive
Maintenance cannot be accomplished as scheduled due to VITA/AUTHORIZED USER's
refusal to allow access to the Product, Preventive Maintenance shall be scheduled at a
mutually agreed upon time, and Supplier shall be relieved of any liability for failure to perform
said Preventive Maintenance under this Section. There shall be no charge to
VITA/AUTHORIZED USER for Maintenance Services necessitated by Supplier’s failure to
perform Preventive Maintenance on schedule.
2. Remedial Maintenance
Remedial Maintenance is maintenance service, (in accordance with the Product
manufacturer's recommended procedures for repair of the Product), necessary to identify and
repair Product malfunctions in order to return the Product to its original Operating Condition.


VA-050912-AGLT

Supplier agrees to utilize the most expeditious methods of restoring the Product to its original
Operating Condition, which may include part or whole unit replacement.
The Maintenance Charge entitles VITA/AUTHORIZED USER to PM and Remedial
Maintenance requested at any time for calls during the MCP. Supplier shall perform
Remedial Maintenance when VITA/AUTHORIZED USER notifies Supplier of a Product
malfunction. Calls dispatched outside the MCP may be subject to Service Out -of-Scope
charges. VITA/AUTHORIZED USER may elect, at any time, an alternative MCP offered by
Supplier. Such amendment shall take effect within thirty (30) days following Supplier’s
receipt of VITA/AUTHORIZED USER's written notice.
3. Response Time
Supplier agrees to respond to all trouble calls within four (4) hours (or as agreed) of receipt
of the call. Supplier shall be deemed to have received VITA/AUTHORIZED USER's request
for Remedial Maintenance when VITA/AUTHORIZED USER advises Supplier of its need for
Maintenance via LMR, printer message or telephone call. If parts or field dispatch is required
as the result of a trouble call, such equipment replacement and/or on site response shall be
in accordance with the maintenance plan (Standard, Enhanced, Premium or Custom)
selected by the end user
4. Service Out-of-Scope
VITA/AUTHORIZED USER may, at any time it deems necessary, request maintenance
service which is outside the scope of this Maintenance Exhibit ("Service Out-of-Scope"),
including, but not limited to: (i) service on equipment not covered by this Maintenance Exhibit,
(ii) repair of damage or replacement of parts of Product resulting from changes in the Product
environment, extraordinary use of the Product, or interconnected devices by
VITA/AUTHORIZED USER, or (iii) service outside the applicable MCP. The charge for such
Service Out-of-Scope shall be at the hourly rate specified in Attachment B hereto and shall
be inclusive of all expenses. Maintenance requested for a unit of Product within the forty-
eight (48) hour period immediately following Remedial Maintenance performed on the same
unit of Product for the same problem, shall be at no cost to VITA/AUTHORIZED USER.
Requests for Service Out-of-Scope shall only be approved for payment by
VITA/AUTHORIZED USER when a Maintenance Record is included with the Service Out -of-
Scope invoice.
E. Replacement Parts
Supplier may install or replace parts and components as it determines necessary to ensure
Product operation. Such parts and components used for replacement ("Replacement Parts") may
be new, used or refurbished, provided Supplier shall use only new Replacement Parts or
Replacement Parts of equal quality and functionality. All parts and/or components replaced
become the property of Supplier. Supplier agrees to provide and maintain, in good repair,
adequate Replacement Parts and test equipment required for the Maintenance of the installed
base of Product.
F. Maintenance Dispatch Procedures
VITA/AUTHORIZED USER's designated control organization shall have the exclusive authority to
request Maintenance Service. Supplier shall not respond to calls for service from any other
source without prior written approval of VITA/AUTHORIZED USER's agreement administrator
designated herein.
G. Dispatch System/ Record
Supplier shall utilize the Maintenance Record for reporting all Maintenance Services performed
hereunder, using VITA/AUTHORIZED USER's reporting system procedure. Maintenance
Records shall be utilized for recording the following:
ii). Installation/Relocation/Removal/Modifications
i). Remedial Maintenance
ii). Preventive Maintenance
iii). Service Out-Of-Scope


VA-050912-AGLT

H. On Site Coverage
For those locations where VITA/AUTHORIZED USER has selected dedicated on-site coverage,
Supplier shall provide the following services in addition to Maintenance Services: (i) relocation of
previously installed Product; (ii) assistance to VITA/AUTHORIZED USER's communications
department in mutually acceptable duties related to the Maintenance Services provided under this
Maintenance Exhibit; and (iii) cabling, if applicable.
I. Spares
Supplier/VITA/AUTHORIZED USER has agreed to provide all spare parts as shall be required to
maintain the Product covered by this Maintenance Exhibit. Supplier agrees to make available
and distribute such parts, in good repair, to each engineer servicing the Product covered by this
Maintenance Exhibit.
Supplier agrees to maintain, in good repair, adequate spares and test equipment for all the
Product.
J. Equipment Covered
Attachment A lists all Product types covered under this Maintenance Exhibit. Supplier’s billing
report or other agreed upon inventory record shall be updated monthly and shall list the Product
covered under this Maintenance Exhibit by type, quantity and location. Product quantities and
types may vary as Product is added or deleted from coverage. VITA/AUTHORIZED USER is not
obligated to continue Maintenance on Product that has been removed from service, provided
Supplier has been notified of such removal. Notification shall consist of a Maintenance Record or
other agreed to written instrument. In such event, this Maintenance Exhibit shall be automatically
amended without further action by VITA/AUTHORIZED USER or Supplier to reflect the relocation,
addition or deletion of Product. Such amendments shall be incorporated herein, and the Product
described therein shall be covered by this Maintenance Exhibit for the unexpired term hereof.
K. Charges and Payment
1. Maintenance Charges
VITA/AUTHORIZED USER shall pay Supplier annually in advance in accordance with the
charges specified on Attachment B. For Product added during the MCP,
VITA/AUTHORIZED USER shall be invoiced for the prorated portion of the Annual
Maintenance Charge commencing on the effective date of Maintenance coverage for each
item of Product through the end of the MCP, so that the all Product covered by Maintenance
Services shall be on a coterminous schedule. Maintenance charges for equipment added to
this Maintenance Exhibit after the fifteenth (15th) day of any given month shall be assessed
from and after the first day of the month following that in which the Product was added
hereunder. Thereafter, Supplier shall invoice VITA/AUTHORIZED USER forty-five (45) days
in advance of the anniversary date of this Maintenance Exhibit.
2. Installation Charges
Installation charges are as set forth on Attachment B. The contractors’ standard installation
charge is $1200 per person, per day..
3. Service Out-of-Scope Charges
Supplier’s hourly charges for Service Out-of-Scope are as set forth on Attachment B.
Supplier shall invoice VITA/AUTHORIZED USER for Service Out-of-Scope charges on a
monthly basis. Each Service Out-of-Scope charge must be supported per incident, by a
Maintenance Record, or VITA/AUTHORIZED USER shall not be liable to pay such Service
Out-of-Scope charges.
4. Annual Maintenance Charge Changes
There shall be no increases to the charges set forth on Attachment B hereto for a period of
two (2) years from the effective date of this Maintenance Exhibit. Thereafter, should this
Maintenance Exhibit be extended, Supplier may increase its charges once a year upon ninety
(90) days prior written notice to VITA. Each such increase may be no greater than the
percentage increase in the Consumer Price Index for All Urban Consumers, All Cities
Average, as published by the Bureau of Labor Statistics of the Department of Labor


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