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NASPOValuePoint
PURCHASING ENTITY AGREEMENT
WIRELESS, DATA, VOICE AND ACCESSORIES
Led bythe state ofUtah
Master Agreement #:MA15J
Contractor: CELLCO PARTNERBH|p,[/B/A VERIZON#V|RELESS
Purchasing Entity: ,^xzwm rwFomwArzom sysTsws
1. Scope: Verizon VVi,e|eoo ("Contractor") and the State of Utah, for itself and on behalf of NASPQ Va|uePoint ("NA59O
Va|uePo|nt" and/or "Customer"), have entered into a Master Agreement #PNA1SZ with an effective date of August 12, 2019
(together with any amendments and addenda the "Master Agreement"). The, State of Washington ("Participating State") has
entered into a Participating Addendum ("PA") with Contractor pursuant tothe Master Agreement, allowing certain state
agencies, political subdivisions, and other eligible entities tomake purchases under the PA. This Purchasing Entity Agreement
applies to the purchase and use of Products (e.g. wireless service, software and other services) by the Purchasing Entity under
the PA. Contractor reserves the right to terminate this Agreement if at any time it is determined that Purchasing Entity ionot
eligible to purchase under the PA. All capitalized terms not defined in this Purchasing Entity Agreement will have the same
meaning provided inthe Master Agreement, asmodified bythe PA.
I Participation: By executing this Purchasing Entity Agreement, the Purchasing Entity certifies that it has all approvals required
by law, regulation or otherwise to complete purchases under the PA, and further represents and agrees as follows:
2.1. It is eligible to complete purchases under the PA' will provide documentation substantiating its eligibility as may be
requested by Contractor from time totime, and will immediately notify Contractor ofany change in its eligibility to
purchase under the PA;
Z.Z. All purchases are governed by the terms of the Master Agreement and PA' and Purchasing Entity specifically agrees to
these terms. To the extent the Purchasing Entity purchases any Verizon's Smart Communities products, services and
solutions, those purchases are governed by the supplemental terms set forth
at:hups://ence/pris*.verizon.com/W|utivns/puh||c-sector/uate-|om| ;
2.3. It consents to the release of its account information to NASPO ValuePoint and the Participating State for the purpose of
Contractor meeting its contractual reporting requirements, as further described in the Master Agreement and the PA;
2.4. It will ensure that this Purchasing Entity Agreement will only be used in support of government, not for profit and private
education business; and
J.S. The contact person listed below ("Authorized Contact") is authorized to act on behalf of, and otherwise bind Purchasing
Entity, on account matters, including purchase equipment, add and cancel lines of service.
3. The undersigned represents and ",a,,ams that he or she is fully authorized to execute this Purchasing Entity Agreement on
behalf ofthe Purchasing Entity, and that the delivery and execution ofthis Purchasing Entity Agreement has been approved by
all required organizational action.
5tnaptAddres : I29 North znd street
I Authorized Contact Phone number: 509-575-6040
Authorized Contact Email address: bob.harrison@yakimawa.gov
Authorized Signature: r_c�"��by!
CITY CONTRACT NO:
wUQfRAMSOV,RESOLUTION NO:
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PrintNaMe: Robert Harrison
Title: city manager
Date:
I1/I//ZUZ0 | 1U:2U AM PST
Version nuOa/03/20u
PARTICIPATING ADDENDUM – NO. MA 152: 04718 Page 1
(Rev. 2019-10-01)
PARTICIPATING ADDENDUM
NASPO VALUEPOINT
WIRELESS DATA, VOICE, AND ACCESSORIES
Administered by the State of Utah (hereinafter “Lead State”)
MASTER AGREEMENT
Master Agreement No: MA 152
Cellco Partnership d/b/a Verizon Wireless
(hereinafter “Contractor”)
and
State of Washington
(hereinafter “Participating State”)
WASHINGTON MASTER CONTRACT NO.: 04718
This Participating Addendum for the above referenced Master Agreement (“Participating Addendum”) is
made and entered into by and between the State of Washington acting by and through the Department
of Enterprise Services, a Washington State governmental agency (“Enterprise Services”) and Cellco
Partnership, a Delaware Partnership, d/b/a/ Verizon Wireless (“Contractor”) and is dated and effective as
of July 1, 2020.
R E C I T A L S
A. Pursuant to Legislative authorization codified in RCW 39.26.060, Enterprise Services, on
behalf of the State of Washington, is authorized to participate in cooperative purchasing
agreement to develop master agreements to procure goods and/or services and to make
such competitively solicited and awarded contracts available to Washington state
agencies and designated eligible purchasers consistent with terms and conditions set
forth by Enterprise Services.
B. Enterprise Services timely provided public notice of the competitive solicitation process
conducted by the above-referenced lead state through Washington’s Electronic Business
Solutions (WEBS) System.
C. The above-referenced lead state, as part of its competitive solicitation process, evaluated
all responses to its procurement and identified Contractor as an apparent successful
bidder and awarded a Master Agreement to Contractor.
D. Enterprise Services has determined that participating in this Master Agreement is in the
best interest of the State of Washington.
E. The purpose of this Participating Addendum is to enable eligible purchasers, as defined
herein, to utilize the Master Agreement as conditioned by this Participating Addendum.
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A G R E E M E N T
NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the
parties hereto hereby agree as follows:
1. SCOPE: This Participating Addendum covers the following Wireless Data, Voice and Accessories
contract categories led by the State of Utah for use by state agencies and other entities located in the
Participating State authorized by the state’s statutes to utilize state contracts with the prior approval
of the Participating State’s chief procurement official:
Category 1 - Cellular Wireless Services: This category includes the basic cellular wireless
transport service for voice, data and messaging, as well as any new basic transport services
that may be introduce for applications like those defined for internet of things (IoT)
applications.
Category 2 - Equipment and Accessories: This category includes any equipment or
accessories operating over cellular carrier provided network services or intended for
use with cellular connected devices as set forth in the Master Agreement.
Category 3 -Turnkey Wireless and IoT Solutions: This category includes any of the wireless or
IoT solutions or applications being offered as a complete product by the cellular wireless
carriers or any other contractors.
A. Fleet Management
B. Mobile Device Management/Enterprise Mobility
C. Mobile Integration/Mobile Substitution Solutions
D. Workforce Management
E. Field Service Management
F. Mobile Data Collection/Mobile Forms
G. Traffic Management and Intelligent Transport Systems
I. Public Safety Systems
J. IoT Management
M. Enterprise Management
N. Secure LAN Access
2. PARTICIPATION: Use of specific NASPO ValuePoint cooperative contracts by agencies, political
subdivisions and other entities (including cooperatives) authorized by an individual state’s statutes to
use state contracts are subject to the prior approval of the respective State chief procurement official.
Issues of interpretation and eligibility for participation are solely within the authority of the State chief
procurement official. Pursuant to this Participating Addendum, the Master Agreement may be utilized
by the following (“Purchasing Entities” or “Purchasers”):
(a) WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions,
boards, and commissions.
(b) WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following specific
institutions of higher education in Washington:
State universities – i.e., University of Washington & Washington State University;
Regional universities – i.e., Central Washington University, Eastern Washington
University, & Western Washington University
Evergreen State College;
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Community colleges; and
Technical colleges.
(c) MCUA PARTIES. The Master Agreement also may be utilized by any of the following types of
entities that have executed a Master Contract Usage Agreement (MCUA) with Enterprise
Services:
Political subdivisions (e.g., counties, cities, school districts, public utility districts,
ports) in the State of Washington;
Federal governmental agencies or entities;
Public-benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit corporations that
receive federal, state, or local funding); and
Federally-recognized Indian Tribes located in the State of Washington;
By placing an order under this Participating Addendum, each Purchasing Entity agrees to be bound by
the terms and conditions of this Participating Addendum, including the Master Agreement. Each
Purchasing Entity shall be responsible for its compliance with such terms and conditions. It will be the
responsibility of the Purchasing Entity to comply with any legal or regulatory provisions applicable to
the Purchasing Entity. By utilizing this Participating Addendum, the Purchasing Entity certifies that
they have obtained all of the acknowledgements and approvals required by state or local law or
regulation.
3. PARTICIPATING STATE MODIFICATIONS OR ADDITIONS TO MASTER AGREEMENT:
3.1. WASHINGTON’S ELECTRONIC BUSINESS SOLUTIONS (WEBS) SYSTEM: Within seven (7) days of
execution of this Participating Addendum, Contractor shall register in the Washington State
Department of Enterprise Services’ Electronic Business Solutions (WEBS) System at WEBS.
Contractor shall ensure that all of its information therein is current and accurate and that,
throughout the term of the Master Agreement, Contractor shall maintain an accurate
profile in WEBS.
3.2. WASHINGTON’S STATEWIDE PAYEE DESK: To be paid for contract sales, Contractors must register
with Washington’s Statewide Payee Desk. Washington state agencies cannot make
payments to a contractor until it is registered. Registration materials are available here:
Receiving Payment from the State.
3.3. PARTICIPATING ADDENDUM SALES REPORTING: Contractor shall report total Participating
Addendum sales quarterly to Enterprise Services, as set forth below.
(a) REPORTING. Contractor shall report quarterly Participating Addendum sales in
Enterprise Services’ Contract Sales Reporting System. Enterprise Services will provide
Contractor with a login password and a vendor number.
(b) DATA. Each sales report must identify every authorized Purchasing Entity by name as
it is known to Enterprise Services and its total combined sales amount invoiced during
the reporting period (i.e., sales of an entire agency or political subdivision, not its
individual subsections). The “Miscellaneous” option may be used only with prior
approval by Enterprise Services. Upon request, Contractor shall provide contact
information for all authorized Purchasing Entities specified herein during the term of
this Participating Addendum. Refer sales reporting questions to the Primary Contact
set forth below. If there are no Participating Addendum sales during the reporting
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period, Contractor must report zero sales.
(c) DUE DATES FOR SALES REPORTING. Quarterly Participating Addendum Sales Reports must
be submitted electronically by the following deadlines for all sales invoiced during the
applicable calendar quarter:
For Calendar Quarter Ending Contract Sales Report Due
March 31 April 30
June 30 July 31
September 30 October 31
December 31 January 31
3.4. VENDOR MANAGEMENT FEE: Contractor shall pay to Enterprise Services a vendor management
fee (“VMF”) of one-percent (1%) on the purchase price for all Corporate/Government
Responsible (CRU) accounts Participating Addendum sales (the purchase price is the total
invoice price less applicable sales tax).
(a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated
as follows:
Amount owed to Enterprise Services = Total CRU contract sales invoiced
(not including sales tax) x .0100.
(b) The VMF must be rolled into Contractor’s current pricing. The VMF must not be
shown as a separate line item on any invoice unless specifically requested and
approved by Enterprise Services.
(c) Enterprise Services will invoice Contractor quarterly based on Participating
Addendum sales reported by Contractor. Contractor shall not remit payment until it
receives an invoice from Enterprise Services. Contractor’s VMF payment to Enterprise
Services must reference the following:
This Washington Master Contract No.: 04718
The NASPO Master Agreement No.: MA 152
The year and quarter for which the VMF is being remitted, and
Contractor’s name as set forth in this Contract, if not already included on the
face of the check.
(d) Contractor’s failure to accurately and timely report total net sales, submit usage
reports, or remit payment of the VMF to Enterprise Services, may be cause for
suspension or termination of this Participating Addendum or the exercise of any other
remedies as provided by law.
Any increase, decrease, or other change to the VMF must be mutually agreed to by the
Parties.
(e) For purposes of the VMF, the parties agree that the initial management fee is included
in the pricing. Therefore, any increase or reduction of the management fee must be
reflected in contract pricing commensurate with the adjustment.
3.5. CONTRACTOR REPRESENTATIONS AND WARRANTIES: Contractor makes each of the following
representations and warranties as of the effective date of this Participating Addendum and
at the time any order is placed pursuant to the Participating Addendum. If, at the time of
any such order, Contractor cannot make such representations and warranties, Contractor
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shall not process any orders and shall, within three (3) business days notify Enterprise
Services, in writing, of such breach.
(a) WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this
Master Contract and the three (3) year period immediately preceding the award of
the Master Contract, it is not determined, by a final and binding citation and notice of
assessment issued by the Washington Department of Labor and Industries or through
a civil judgment entered by a court of limited or general jurisdiction, to be in willful
violation of any provision of Washington state wage laws set forth in RCW chapters
49.46, 49.48, or 49.52.
(b) PAY EQUALITY. Contractor represents and warrants that, among its workers, similarly
employed individuals are compensated as equals. For purposes of this provision,
employees are similarly employed if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the
jobs are performed under similar working conditions. Job titles alone are not
determinative of whether employees are similarly employed. Contractor may allow
differentials in compensation for its workers based in good faith on any of the
following: a seniority system; a merit system; a system that measures earnings by
quantity or quality of production; a bona fide job-related factor or factors; or a bona
fide regional difference in compensation levels. A bona fide job-related factor or
factors may include, but not be limited to, education, training, or experience that is:
consistent with business necessity; not based on or derived from a gender-based
differential; and accounts for the entire differential. A bona fide regional difference
in compensation level must be consistent with business necessity; not based on or
derived from a gender-based differential; and account for the entire differential.
Notwithstanding any provision to the contrary, upon breach of warranty and
Contractor’s failure to provide satisfactory evidence of compliance within thirty (30)
days, Enterprise Services may suspend or terminate this Participating Addendum and
Master Contract and any Purchaser hereunder similarly may suspend or terminate its
use of the Master Contract and/or any agreement entered into pursuant to this
Participating Addendum.
(c) EXECUTIVE ORDER 18-03 – WORKERS’ RIGHTS (MANDATORY INDIVIDUAL ARBITRATION).
Contractor represents and warrants, that Contractor does NOT require its employees,
as a condition of employment, to sign or agree to mandatory individual arbitration
clauses or class or collective action waivers. Contractor further represents and
warrants that, during the term of this Master Contract, Contractor shall not, as a
condition of employment, require its employees to sign or agree to mandatory
individual arbitration clauses or class or collective action waivers.
(d) Prior to final execution of a Washington State Agency’s Order with the Contractor, the
Contractor’s Product(s), as implemented by the Washington State Agency, may be
subject to a Security Design Review (as defined below) performed by Washington
Consolidated Technology Services to ensure compliance with OCIO Policy 141.10 -
Securing Information Technology Assets Standards. Security Design Review means a
general review of the Products for compatibility with OCIO Standards, and shall only
be used to determine what Products State of Washington Agencies may purchase.
Contractor shall not be required to make any changes to the Products as a result of a
Security Design Review or its findings. The parties agree that in the event any
confidential information is required to comply with or is otherwise provided in
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(Rev. 2019-10-01)
furtherance of the Security Design Review requirements, Contractor and the
Purchasing Entity shall negotiate a nondisclosure agreement that addresses the
nature of any confidential information to be disclosed and mutually agreeable
procedures to be followed with respect to such information. The Security Design
Review shall have no application on Purchasing Entities that are not State of
Washington Agencies, and the purchase of Products by a State of Washington Agency
shall mean that the Products have been deemed compliant with OCIO Standards.
3.6. COMPLIANCE WITH LAW; TAXES, LICENSES, & REGISTRATION: Contractor shall comply with all
applicable law. Prior to making any sales hereunder, if Contractor is not already registered,
Contractor shall register to conduct business in the State of Washington and promptly
acquire and maintain all necessary licenses and registrations and pay all applicable taxes
and fees. In addition, for all sales to Purchasers in the State of Washington, if Contractor
does not currently do so, Contractor shall calculate, collect, and remit, as appropriate, the
applicable state and local sales tax on all invoices.
3.7. CONTRACTOR’S SALES AUTHORITY; PURCHASE ORDERS; & INVOICES
(a) CONTRACTOR’S SALES AUTHORITY. Pursuant to this Participating Addendum, Contractor is
authorized to provide only those Products set forth in the Master Agreement as
conditioned by this Participating Addendum. Contractor shall not represent to any
Purchasing Entity hereunder that it has any authority to sell any other materials,
supplies, services and/or equipment.
Invoices must be prominently annotated by the Contractor with all applicable volume
discount(s).
3.8. PCB-FREE PRODUCTS NOTICE: Polychlorinated biphenyls, commonly known as PCBs, have
adverse effects on human health and the environment. Accordingly, the State of
Washington, through its procurements of goods, is trying to minimize the purchase of
products with PCBs and to incentive its vendors to sell products and products - in - packaging
without them.
4. LEASE AGREEMENTS: Leasing or renting of equipment is not allowed through the term of the
Participating Addendum for Washington State Agencies.
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(Rev. 2019-10-01)
5. PRIMARY CONTACTS: The primary contact individuals for this Participating Addendum are as follows (or
their named successors):
Contractor Participating State
Cellco Partnership d/b/a Verizon Wireless
One Verizon Way____________
Basking Ridge, NJ 07920______________
________________
State of Washington
Department of Enterprise Services
Contracts & Procurement Division
P.O. Box 41411
Olympia, WA 98504-1411
Attn: Doug Robertson_______________
Tel: (949) 246-8700_______
Email: Doug.Robertson@vzw.com___
Attn: Marci Disken
Tel: (360) 407-9405
Email: marci.disken@des.wa.gov
6. ORDERS: Unless the parties to the Order agree in writing that another contract or agreement applies
to such order, any Order placed by a Participating Entity or Purchasing Entity for a Product and/or
Service available from this Master Agreement shall be deemed to be a sale under (and governed by
the prices and other terms and conditions of) the Master Agreement as conditioned by this
Participating Addendum.
(a) Contractor and the Participating Entity (together the “Parties”) acknowledge and agree that
orders submitted to Contractor from a Purchasing Entity through the Purchasing Entity’s
Business Procurement Card are authorized Purchase Orders under the Master Agreement.
(b) All Purchase Orders issued by Purchasing Entities under this Participating Addendum shall
include a reference to this Participating Addendum and the Master Agreement, number
MA152 or Washington State Participating Addendum 04718.
7. GENERAL:
(a) INTEGRATED AGREEMENT; MODIFICATION. This Participating Addendum and Master Agreement,
together with its exhibits, set forth the entire agreement and understanding of the Parties
with respect to the subject matter and supersedes all prior negotiations and representations.
This Participating Addendum may not be modified except in writing signed by the Parties.
(b) AUTHORITY. Each party to this Participating Addendum, and each individual signing on behalf
of each party, hereby represents and warrants to the other that it has full power and authority
to enter into this Participating Addendum and that its execution, delivery, and performance
of this Participating Addendum has been fully authorized and approved, and that no further
approvals or consents are required to bind such party.
(c) ELECTRONIC SIGNATURES. A signed copy of this Participating Addendum or any other ancillary
agreement transmitted by facsimile, email, or other means of electronic transmission shall be
deemed to have the same legal effect as delivery of an original executed copy of this
Participating Addendum or such other ancillary agreement for all purposes.
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(d) COUNTERPARTS. This Participating Addendum may be executed in one or more counterparts,
each of which shall be deemed an original, and all of which counterparts together shall
constitute the same instrument which may be sufficiently evidenced by one counterpart.
Execution of this Participating Addendum at different times and places by the parties shall not
affect the validity thereof so long as all the parties hereto execute a counterpart of this
Participating Addendum.
EXECUTED as of the date and year first above written.
STATE OF WASHINGTON
DEPARTMENT OF ENTERPRISE SERVICES
CELLCO PARTNERSHIP,
A DELAWARE PARTNERSHIP,
D/B/A VERIZON WIRELESS
By: _______________________________ By: _______________________________
Corinna Cooper Todd Loccisano
Its: _______________________________ Its: VP- Contract Management ________
DocuSign Envelope ID: 9E090363-AA36-498B-8074-D96764C3BC14
Signature:
Email:
Enterprise Procurement Manager
corinna.cooper@des.wa.gov
Corinna Cooper
Verizon WA PA-VZ 3-27-20
Final Audit Report 2020-03-27
Created:2020-03-27
By:Marci Disken (marci.disken@des.wa.gov)
Status:Signed
Transaction ID:CBJCHBCAABAA0jJrlWJTs62V0peuJlT_UcqsVPHqJGc2
"Verizon WA PA-VZ 3-27-20" History
Document digitally presigned by DocuSign\, Inc. (techops@docusign.com)
2020-03-27 - 6:53:35 PM GMT- IP address: 198.238.242.30
Document created by Marci Disken (marci.disken@des.wa.gov)
2020-03-27 - 8:04:44 PM GMT- IP address: 198.238.242.30
Document emailed to Corinna Cooper (corinna.cooper@des.wa.gov) for signature
2020-03-27 - 8:05:45 PM GMT
Email viewed by Corinna Cooper (corinna.cooper@des.wa.gov)
2020-03-27 - 8:08:22 PM GMT- IP address: 198.238.242.30
Document e-signed by Corinna Cooper (corinna.cooper@des.wa.gov)
Signature Date: 2020-03-27 - 8:26:31 PM GMT - Time Source: server- IP address: 198.238.242.30
Signed document emailed to Marci Disken (marci.disken@des.wa.gov) and Corinna Cooper
(corinna.cooper@des.wa.gov)
2020-03-27 - 8:26:31 PM GMT