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CONTRACT 7108A AmendmentAgreement No. 7108A Price Quotation Hootsuite at Carahsoft 11-49= SUNSFT 1-IILL� ROAD j SUITF 1.00 I RFSTON.'i'IRGINIA 20190 ICI y�y 1. Hootsuite- PHONE (703) 871-8500 I FAX i70-'i 871-S5S5 I TOLL FREE 13S8,� 60-CAI H carahsoft, ViA W.C.ARAHSC'FT CON-1 I S;',LC-SoDCARAHSOFT CON-1 TO: Cao Nguyen Le FROM: Samantha Archer City of El Segundo ITS Department Hootsuite at Carahsoft 350 Main Street - IT Dept. 11493 Sunset Hills Road El Segundo, CA 90245 USA Suite 100 Reston, Virginia 20190 EMAIL: cnle@elsegundo.org PHONE: (310) 524-2355 TERMS: OMNIA GA: 23-6692-01 Term: May 1, 2023 - April 30, 2026 FTIN:52-2189693 Shipping Point: FOB Destination Credit Cards: VISA/MasterCard/AMEX Remit To: Same as Above Payment Terms: Net 30 (On Approved Credit) Sales Tax May Apply EMAIL: Samantha.Archer@carahsoft.com PHONE. (571) 662-3076 FAX: (703) 871-8505 QUOTE NO: 50320244 QUOTE DATE: 07/15/2025 QUOTE EXPIRES: 09/30/2025 RFQ NO: SHIPPING: ESD TOTAL PRICE: �.w_...�...._..........._..........._...... .TO,.,...,m...TAL $26,819.90 QUOTE..,.,.,..o,.�,, _.m,..,,,, $26,819.90 LINE NO. PART NO., DESCRIPTION Q,. S ENTPKGSVC-1195 _ __ .. . Hootsuite Enterprise Plan includes. Hootsuite Enterprise Platform- 5 Users - 12M Term See below for full detail: Hootsuite, Inc. - HS_ENT _PKG_SVC Start Date: 09/28/2025 End Date: 09/27/2026 _,. . 2 HS ENTERPRISE ALLIN .. ._.._.. ........ _ .... Hootsuite Enterprise Social Relationship Platform - Sold by -1195 number of seats. Must purchase Hootsuite Enterprise package as pre -requisite - 12M Term See below for full detail: Hootsuite, Inc. - HS_ENTERPRISE_ALLIN Start Date: 09/28/2025 End Date: 09127/2026 3 HS_LISTENING-1195 Hootsuite Listening, Daily Sample Rate (sold per query) - minimum 5 queries - Topics Includes: Sampling on topics with 3000 mentions per day- Unlimited Quick Search on 30 days' data- Data saved per topic for 13 months rolling period - annual Hootsuite, Inc. - HS_LISTENING Start Date: 09/28/2025 _ End Date: 09/27/2026 _...... .,,.,, . .e_ SUBTOTAL: TOTAL PRICE: TOTAL QUOTE: CONFIDENTIAL PAGE 1 of 2 QUOTE PRICE QTY EXTENDED PRICE $16,559.90 CO �,..... OOP 1 $16,559.9.90 $660.00 COOP 1 $660.00 $960.00 COOP 10 $9,600.00 $26,819.90 $26,819.90 $26,819.90 QUOTE DATE: 07/15/2025 QUOTE NO: 50320244 1 Agreement No. 7108A Price Quotation Hootsuite at Carahsoft s+ I 149; SUNSET HILLS ROAL? I SUITE 100 I RCSTON, VIRC;INIA �O l90 Hootsuite- PHONE '703} 871-5500 1 FAX (703) 871-S505 I TOLL FREE (888) 6uCARAH bi WW.CARAHSOFT.CONI SALES ;D, CARAHSOFT.COM In addition to the terms above: Line 1: Hootsuite Enterprise I to Build and Manage your Brand and Strengthen Relationships with Customers. Package includes: • Hootsuite Enterprise Platform: — 5 Seats — 50 Social Profiles • Hootsuite Boost: — Unlimited Boost Post Spend which automatically boosts top performing content and schedule boosted posts to reach new audiences in a single, secure campaign workflow • Hootsuite Professional Services: — 3 live, web -based product training sessions (60 minutes each) • Hootsuite Academy: — 5 Platform Certification exam enrollment. Line 2: Hootsuite Enterprise Franchise Users - bundle of five (5) Limited User Roles (User with limited or custom social network permission). Line 3: Hootsuite Listening, Daily Sample Rate - sold by number of topics, Includes: Sampling on topics with 3000 mentions per day Unlimited Quick Search on 30 days' data Data saved per topic for 13 months rolling period. Hootsuite EULA: By purchasing the services described in this order form, Customer is expressly agreeing to the Hootsuite End User License Agreement published at https://hootsuite.com/legal/eula. CONFIDENTIAL QUOTE DATE; 07/15/2025 PAGE 2 of 2 QUOTE NO: 50320244 2 Agreement No. 7108A SIGNATURE PAGE FOR CARAHSOFT QUOTATION #50320244 ATTACHMENTS TO QUOTE 1. OMNIA Cobb County Contract #23-6692-01 for Technology Product Solutions and Related Services with Carahsoft Technology Corporation 2. Hootsuite End User License Agreement (last modified July 29, 2025) CITY OF EL SEGUNDO, a gener law city and municipal corporation firrell' orge, City Manager ATTEST: *Susanruax, City Clerk APPROVED AS TO FORM: Mark D Hensley, City Attorney David King, Assistant City Attorney P� M0."yharon Brennan„ Risk Manager Agreement No. 7108A ATTAC H M E T 1 OMNIA Cobb County Contract #23-6692-01 for Technology Product Solutions and Related Services with Carahsoft Technology Corporation 4 Agreement No. 7108A Cobb County iaUt -01 for Technology Product Solutions and Related Services with Ciiirahsoft I edhiiiolog ii�qpoi °tliiii ii Effective: May 1, 2023 5 Agreement No. 7108A The following documents comprise the executed contract between the Cobb County, and Carahsoft Technology Corporation effective May 1, 2023: 1. Executed Master Agreement ll. Supplier's Response to the RFP, incorporated by reference 0 Agreement No 7108A Page 11 RdaanceNtmba 1 R�a•enoeD�art ......�—� Prrdnasm9,� Master Agreement Owner Cobb County Board of Commissoners 100 Cherokee Street Man etta GA 30090 Contractor Carahsoft Technology Corp 11493 Sunset Hills Road, Suite 100 Reston, VA 20190 Description TECH NOLOGY PRODUCT SOLUTI DNS AND RELATED SERVI CES.- The undersigned parties understand and agree to comply with and be bound by the entire contents of SeWed Bid #23-6692 a"'the PFP'i and the Contractor's Proposal submitted October 13, 2022. which is incorporated herein by reference. OMNIA PARTNERS, PUBLIC SECTOR: Supplier agrees to extend Goods and/or Services to public agencies (state and local governmental entities, public and privateprimary, secondary and higher education entities, non-profit entities, and agencies for the public benefit) ('Public Agencies') registered with OMNIA Partners, Public Sector ("Participating Public Agencies') under the terms of this agreement (" Master Agreement") Goveni ng Thi sAgrea ment shall begoverned by the I aws of the State of Georgia As to army di spute hereunder, venue shall be in the Supei or Law Court of Cobb County, Georgia This Agresrm t stv4l begin on May 1, 2023, the Effemve Date, for s perm of afnuly-six months and shall a.tcrrnairalty Tom: terminggin wd renaiv for two (2) additional twelve (12) rTWlh rxYrc;+ds and sheip tern-vinale absolutely on April 30 2026, unlez earlier tertrtinated as provided herein. Pursuant to O C G A § 36-60-13, tires Agreernent shall terminate absolutely and without further obligation on the part of the County at the dose of the calendar year in which it was executed and at the dose of each succeeding calendar for which it may be ranewed The Parties reserve the right to resew, amend or extend the Agreement for additional terns Ether party may terminate this Agreement for convenience and/or due to lack of funding at the end of each annual term Price Pri ces for servi car and equipment, i f appl i cable, as stated i n the Contractor's proposal For purchases made by Cobb Count y Government, at I on gN nal i nvoiees shal I be submitted d redly to the Cobb County R nance Billing: Department. I nvoioes shal I bil I only for items received during the period covered by the invoice and shall cleady ideritify such items in a cordancewi lh invoicing gui deli nes in the Sealed Bid Proposal For purchases made by participating public agencies, the Contractor shall comply with each agency's invoicing and billing requi remerns outl i ned on the applicable order (SIGNATURES ON NEXT PAGE) Agreement No. 7108A Page 12 IN WITNESS, WHEREOF, thisAgreanad has beai eceated by Owner aid accepted by Cordractor to beeffeciive as of the date first abovewritter. Cobb County Board of Convnss 100 Cherokee Street Mari etta GA 30090 UsaN Cupid Chairwo Cobb County Board of C rrsrrttvon S/ SIB 3 Date Carahsoft Tecftdogy Corp. 11493 $Unsd HMs Road, Suite 100 &41 01901 Proposal Team Lead Title 04/06/23 Date FEDERAL TAX ID NUMBER 52-2189693 Approved as to Form Cobb County Expect the Best! 1 �,�T, oa . .htiiJ art v' Wdk`' ,iCONILL.aRS w E3 Agreement No, 7108A RderahoaNurnber ... �� enc�e �Purdras m Master Agreement Page 11 Owner! ' Cobb County Board of Commissioners 100 Cherokee Street M arietta, GA 30090 Contractor: CaahsoftTechnology Corp 11493 Sunse( Hills Road, Suite 100 Reston, VA 20190 Description: TECHNOLOGY PRODUCT SOLUTIONSANDRELATED SERVICE `The undersigned parties understand and agree to comply with and be bawd by the entire contents of Sealed Bits #2 g2 Q"lhe (FP ' the Contractor's Proposal submitted October 13, 2022, which isincorporaled herein by reference,,/ OM NIA PARTNERS, P618LIC SECTOR: Supplier agr to extend Goods and/or Services to public agencies (state and local governmental entities, public and phv epri , secondary and higher education entities, non-profit entities, and agencies for the public benefit) ("Public A des') registEred with OMNIA Partners, Public Sector ("Participating Public Agencies") under the terms of tht argreern nt Q" Master Agreement") ThisAgreenentshall begovernedbytheIawsoftheSt eofGeorgia Astoany disputehereunder, venueshalIbeinthe Superior Governing Court of Cobb County, Georgia + L av: This Agreement shall begin on May 1„ 2023,r1tA Effective Date, for a period of thirty-six months, and shall automatically Term: terminate and re-ew for two (2) additional l ttve (12) month peiodsand shall t ratinateabsolutely on April 30, 2028, unless earlier temnatejasprovided herein. ttoOCLGA.§36-60-13,thisAgreenentshall terminate absolutely aidwithout furthe obligation on the pat of the Co y at the doh of the calendar year in which it was executed and at the dose of each succeeding calendar for which it may be reie ved The Part es reserve the right to renew, amend or extend the Agreement for additional terms Either party may lgrtnwale this Agreer neq! for convenience and/or due to lack of funding at the end of each annual term. Rites for services and equipmnethd, if applicable, as stated in the Contractor's proposal Rice For purchases made by Colbya Count y Government, at I on gi nal invoices ei rall be submitted di redly to the Cobb County R nance Billing: Department I nvoi ces sho i bi I I onl y for i terns reoei ved dud ng the pen od covered by the i nvoi ce and steal l d early i denti fy such itansinaccordance v« oinvoidngguidelines inthe Sealed Bid Proposal Fce purchawsmade byparticipating public agehdes, the Contractor shall ornpl'ywith each agency's invoicing and billing rewg0r tsoutlinedontheapplicableorde hw E f (SIGNATURES ON NEXT PAGE) J rp �� i Agreement No. 7108A Solicitation Number: 23-6692 ABLE OF CONTENTS Tableof Contents.................................................................................................................. i 5.1 Cover Letter.............................................................................................. ............. .......... 1 5.2 Executive Summary...................................................µ.............................................. 2 SolutionOverview........................................................................ ......... .................. ....... .. ..........2 Prime Contractor: Carahsoft Technology Corp .......... ,.u,,,, ..............,. .................. 2 Carahsoft Technology Product, Services, and Solution Offering............................a............................,..... 3 5.3 Company Background/Profile.....................................................................................11 5.4 Experience...................................................................................................................12 5.5 Product Information/Service Capability.....................................................................14 5.6 Pricing.....................................................................................,......................................15 5.7 Financial Statements....................................................................................................16 5.8 National Contract..........................................................................................................17 AttachmentA, Exhibit A ............................... ............ .................___ ... ............. . .........,..17 3.1 Company........................................................................................................................................................................ 17 3.2 Distribution, Logistics...................................................................................................................................................... 20 3.3 Marketing and Sales....................................................................................................................................................... 21 AttachmentA, Exhibit B........ ........ ........................... .......,................ ....... ____ .............. 26 Attachments........................................................................................................................ 27 BidCover Page ................. ................................... . ... ... ............. ... ....... ...........................27 BidSubmittal Form ............................................. . ................. ................,.. . ___......................29 Contractor Affidavit and Agreement (Exhibit A)_ .................................................................................... 31 Statement of Ownership Disclosure ...................... ......... ............................. ....... ,....... 33 Non -Collusion Affidavit .................... ........ ......... ......... ......... ....... ... . ....... 36 Affirmative Action Affidavit ............... ., ......... ,......., ........, .......,....,...,.., ........,.....38 Stockholder Disclosure Certification ............ .............................. .......,..,....... ...,..... ,,.,.,............40 Certification of Non -Involvement in Prohibited Activities in Iran- ...... ............ .......... . _ 42 New Jersey Business Registration Certificate.........................................................................................44 EEOAAEvidence ................ ................... ......... ........,,,..... .., , ....... ,.,.....,........ , ... ,,..,,.....--45 raraft, ft hso 10 Agreement No. 7108A Solicitation Number: 23-6692 MacBridePrinciples ....................... ... ... ............. . ,.............., .............................47 Addendum1 ......... ............. .............. ......... ......... ........ ............ . .................a..,, ......w,..49 Addendum2............................................................................................................................................51 Addendum3............................................................................................................................................53 CarahsoftOrganization Chart.........................................................a.........,......, ,., ,.,......... ...,.,, 55 CarahsoftLine Card . ........ ......... ......... .... ..,.....,.. ,, ..... .................. .........,.56 EEOReport.............................................................................................................................................59 11 Agreement No. 7108A Solicitation Number: 23-6692 5.1, COVER LETTER The proposer shall provide a cover letter describing a brief history of the Proposer and its organization. The letter will list the Principal or Officer of the organization who will be the County's primary point of contact during clarifications or negotiations. This individual must have the authority to clarify and/or negotiate all aspects on the scope of products and services on behalf of the Proposer. An officer authorized to bind the Proposer to the terms and conditions of this RFP must sign the cover letter. October 13, 2022 Cobb County 122 Waddell Street NE Marietta, Georgia 30060 Re.i Carahsoft's Response to the Cobb County's Request for Proposals: Technology Product Solutions and Related Services, Solicitation Dear Evaluation Team, Carahsoft Technology Corp. appreciates the opportunity to respond to the Cobb County (County)'s Request for Proposals (RFP): Technology Product Solutions and Related Services. Carahsoft is proposing our robust catalog of manufacturer, services, and reseller partners. Our team has reviewed and considered County's requirements outlined in the RFP and has carefully put together a solution that will best meet your needs. Carahsoft, The Trusted Government IT Solutions Provider@, is responding as the OMNIA contractor (R191902) and government distributor for our partner ecosystem. As the Master Government Aggregator@ for our vendor partners, Carahsoft has combined extensive knowledge of the technologies we provide with a thorough understanding of the government procurement process, to analyze needs, provide configuration support, simplify the ordering process, and offer special government pricing since 2004. Working with resellers, systems integrators and consultants, our sales and marketing teams provide industry leading IT products, services, and training to support Public Sector organizations across Federal, State and Local Government agencies and Education and Healthcare markets. Please feel free to contact me directly at 703.673.3568/El'se.Roell@carahsoR.com or George Nicholls at 703.889.9815iGeor e.Nicholls carahsoft,corn with any questions or communications that will assist County in the evaluation of our response. This proposal is valid for 90 days from the date of submission. Thank you for your time and consideration. Sincerely, Kristina Smith Contracts Director carahsoft. 1 carahsoft. 12 Agreement No. 7108A Solicitation Number: 23-6692 5.2 EXECUTIVE SUMMARY The Proposer shall provide an Executive Summary that presents in brief, concise terms a summary level describtion of the contents of the proposal. Solution Overview Carahsoft understands that the Cobb County is seeking qualified suppliers for Technology Product Solutions and Related Services to establish a Master Agreement to achieve cost and time savings for Suppliers and Participating Public Agencies. As the Prime Contractor, Carahsoft has assembled a team for the initiative that includes our portfolio of over 300 Technology Manufacturers and network of around 3,000 reseller and services partners as the best solution to meet County's requirements. Cobb Coun Ob'ectives Provide a comprehensive competitively solicited Master Agreement offering products and services to Participating Public Agencies. ......._ ... ....... Establish the Master Agreement as a Supplier's primary offering to Participating Public Agencies. Achieve cost savings for the Suppliers and Participating Public Agencies through a single competitive solicitation process that eliminates the need for multiple bids or proposals. Combine the volumes of Participating Public Agencies es to achieve cost effective pricing. Reduce the administrative and overhead costs of Suppliers and Participating Public Agencies through state-of-the-art ordering and delivery systems. Carahsoft Qualifications With over 300 technology manufacturers and our large partner network of over 3,000 resellers and services partners, Carahsoft is uniquely positioned to provide a robust catalog of products and services to help the Participating Public Agencies access a full range of solutions to meet their needs. Carahsoft currently holds two Omnia contracts, in addition to a multitude of Canadian, and U.S. Federal and State and Local contracts. As the Master Government Aggregator for our vendor partners, we have extensive experience negotiating price lists that provide the best value to our government customers and cuts down on the procurement activity required for all parties Carahsoft strives to provide the most competitive pricing on the market for our government customers. Our sales, order operations and IT teams are all closely integrated to deliver the most efficient process from quote to cash. Westrive for 60-minute quote turnaround time, especially for end -of -quarters and end -of years as well as 6-hour turnaround on all clean POs. Carahsoft Technology Corp. is The Trusted Government IT Solutions Provider®, supporting Public Sector organizations across Federal, State and Local Government agencies and Education and Healthcare markets. As the Master Government Aggregator® for our vendor partners, we deliver solutions for Cybersecurity, MultiCloud, DevSecOps, Big Data, Artificial Intelligence, Open Source, Customer Experience and more. Working with resellers, systems integrators and consultants, our sales and marketing teams provide industry leading IT products, services, and training through hundreds of contracts. Founded in 2004, Carahsoft is headquartered in Reston, Virginia and employs more than 1,900 professionals dedicated to serving our public sector customers and partners. Vendor and Partner Relationships — In addition to establishing strategic, long-term relationships with the industry's leading manufacturers, our partner ecosystem encompasses more than 3,000+ government carahsoft. � carahsoft. 13 Agreement No. 7108A Solicitation Number: 23-6692 contractors, resellers, and integrators who we support and enable with an entire suite of value-added opportunities that run the gamut from training/certification and pre -sales support to lead generation and business development. Proven Execution — Carahsoft has deep expertise in government contracting and procurement. We manage and maintain a wide variety of government -wide and agency -specific purchasing contract vehicles and purchasing agreements for agencies at the state, local, and federal levels. As a result, we now serve as the largest government partner for the majority of our vendors, who have also entrusted other major aspects of their businesses to Carahsoft including partner enablement, commercial sales, renewals and upsell, and help desk services. Contract it — Since 2004, Carahsoft has acquired and maintained a wide variety of purchasing contract vehicles for agencies at all levels of government. Associated with all contracts are dedicated and experienced contract management resources. A list of available contracts can be found at www,cairahsoft,com/cointractstindex.php. g,50 Growth Stability — A stable, conservative, and profitable company, Carahsoft has demonstrated impressive growth year after year, with T I. ILAR6IIST PRIVATE annual revenue of $3.4 million in our first year in 2004 to $10.2 billion COMPANIES u,,,,INN,,,,,T in 2021. In September of 2021, our team of dedicated, highly trained marketing, sales, contracting, and business operations experts` processed 16,916 orders worth more than $1.8 billion. Awards and Industry Recognition — Carahsoft receives awards for us E�yp. our excellent performance yearly. For more information on the hundreds of awards we have received please visit our website at htt s:f/ cara,hsoft,com/awards. Technology Products: A complete portfolio of technology products such as desktops, laptops, tablets, PDAs, servers, storage, ruggedized devices, thin clients, printers, monitors, multifunction printers, scanners, plotters, projectors, video conferencing, teleconferencing, analog phones, VolP phones, conference phones, audiovisual equipment such as computer - video interfaces, switchers, matrix switchers, distribution amplifiers, video scalers, scan converters, processing devices Ethernet control interfaces and high resolution cables, instructional equipment, security equipment, cabling, modems, wired and wireless networking, networking to support server, storage and client applications such as routers and switches, software, computer accessories, computer components, power protection, data protection, video cameras, virtualization products, systems and network management tools, database products, data center facilities (racks, fire suppression, electrical, HVAC, generator, physical access controls) as well as any other te_chnology products available from Offeror. Technology Services and Solutions: A complete portfolio of tec -o-arahsoft,. Carahsoft has provided our corporate linecard as an attachment which shows our robust catalog of manufacturer partners which meet the technology portfolio described. We are happy to leverage this vast ecosystem to support the Cobb County and Omnia partners needs. and solutions such as %, :M hsoft. 14 Agreement No. 7108A Solicitation Number: 23-6692 TREMM configuration, testing, software copying, hardware and software installation, upgrades and/or maintenance, system integration, network integration, extended warranties, warranty service, staff augmentation and any other services and solutions available from Offeror. Specific requirements will be developed on a task order basis and may include, but is not limited to, services and solutions such as: _ - .� ...,., TRualization: Transform data center with virtualization to ' ations are challenged limitations of IT organ¢ by the consolidate servers, reduce energy consumption, increase IT today's x86 servers, which are designed to run just one capacity, add system flexibility and prepare for cloud computing. operating system and application at a time. As a result, even small data centers have to deploy many servers, each operating at just 5 to 15 percent of capacity — highly inefficient by any standard. A key benefit of virtualization technology is the ability to contain and consolidate the number of servers in a datacenter. This allows businesses to run multiple application and OS workloads on the same server. Ten server workloads running on a single physical server is typical, but some companies are consolidating as many as 30 or 40 workloads onto one server. As you might expect, dramatically reducing server count has a transformational impact on IT energy consumption. Utilization of x86 servers increases from the typical 8-15 percent to 70-80 percent. Reducing the number of physical servers through virtualization cuts power and cooling costs and provides more computing power in less space. As a result, energy consumption typically decreases by 80 percent. Physical Security: Security solutions seaports, airports, water and Physical Security solutions combine g video management, wastewater, transportation, critical infrastructure, perimeter access control, video analytics, intrusion alerts and more defense, physical and logical access control, identity onto a single or consolidated platform of networks that management, antiterrorism protection, automated alarms and can be accessed from anywhere and at any time alerts, integration with databases containing critical security through a Web browser. Data from these subsystems is information, cyber security and asset management, endpoint automatically correlated, providing users with a secunt and other network securi and IT security comprehensive view of security operations. Communications: Communication solutions to converge voice, The F5 BIG-IP family of products offers application data and video communications onto a single, secure IP-based intelligence that network managers need to ensure network. applications are fast, secure, and available. All BIG-IP products share a common underlying architecture, F5's Traffic Management Operating System (TMOS), which provides unified intelligence, flexibility, and programmability. Together, BIG-IP's powerful platforms, advanced modules, and centralized management system make up the most comprehensive set of application delivery tools in the industry.µm Cloud: Cloud solutions for scalable computing and storage With no minimum fee and a pay for what you use model, capacity and rapid self- provisioning computing capabilities. This Google Cloud Storage capacity pricing is the most cost may include, but is not limited to, Cloud Infrastructure as a effective in the market. In addition, with lifecycle Service (laaS), Cloud Software as a Service (SaaS) and Cloud management Google Cloud storage allows you to Platform as a Service (PaaS). reduce your costs even further by automatically archiving your objects to Cloud Storage Neadine and scheduled deletions. Store your data on Google's infrastructure with very high level of durability and availability. Google Cloud Storage stores and replicates your data allowing a high level of persistence. Google Cloud Storage is built with a replicated storage strategy. All data is enc ted both in-flight and at rest. The carahsofto, carahsoft.. 4 15 Agreement No. 7108A Solicitation Number: 23-6692 MEMMEMEEM Infrastructure Infrastructure solutions such as da . .... to center management, network modernization and migration, desktop virtualization, risk and vulnerability management, and IT service management. Dat@ ,Management: Data management solution which technologies such as thin provisioning, de -duplication and automated storage tiering to improve storage utilization. Visual Communications „ Visual communications that inter ra �___. to carahsofta 5 wµ,+ Google security model is an end -to -end process, built on over,l5 years of experience. m Datacenter Infrastructure is the backbone of delivering IT performance to the consumers of today's applications. Technology has shifted to become increasingly software -driven which puts more pressure on the infrastructure to deliver the level of performance the software is capable of or demands. Traditional datacenter infrastructure is being challenged to meet the demands of this new approach. New datacenter infrastructure technology embraces the software driven approach and is designed to accommodate large consumptions of data in a number of forms. Arista Networks has lead the network modernization shift by designing network switches with high buffers and high speeds. They provide a flexible solution to make the transition from a traditional approach to a modern infrastructure more affordable, by not requiring forklift upgrades to the entire datacenter. Network modernization is a key to delivering applications like desktop virtualization and big data analytics. Data is the raw material of business — an economic input almost on par with capital and labor. However, data in most organizations is scattered across multiple operational and analytical systems. Big data with new sources, such as social media, cloud applications, and syndicated data services are on the rise, and many organizations are realizing that physical consolidation or replication of data is not practical for all data integration and business agility needs. Data needs to be made easily consumable by people who need it to advance the business. Data Virtualization is a lean data integration solution that provides easy, real-time, and unified data access across disparate sources to multiple applications and users. Data Virtualization makes data spread across physically distinct systems — such as multiple databases, XML files, and even Hadoop systems — appear as a set of tables in a local database. This comprehensive platform enables agile data provisioning by providing the following functions: Connect: Access data from multiple heterogeneous data sources with different access methods and storage models. Compose: Easily create reusable, business - friendly data models and virtual unified views by combining and transforming data from multiple sources. • Consume: Make integrated data available on demand for consumption by external apps _ throu hen standards interfaces. an ever, people need the abili to Now more th ....�,carahsoft 16 Agreement No. 7108A Solicitation Number: 23-6692 audio, video, voice and presentation capabilities. UCC(Unified Communications and Collaboration : UCC video teleconferencing solutions that provide for critical infrastructure, emergency operations centers, command rooms, fusion centers, training rooms, and classrooms. A i Broadcast Studio: Broadcast studio solutions for staff that oversee communications and public broadcast efforts which provide integration (system design engineering), fabrication, budgeting, scheduling, engineering, architectural planning (technical grounding, power distribution and facility load requirements), and equipment specification (video, audio, network and storage technologies). carahsoft, 6 �. collaborate effectively with colleagues, partners, and customers —around the world, across devices, and through technical boundaries. More and more organizations, including large enterprises and government agencies, are using Visual Communication to drive end -to -end, business -critical workflows for web meetings, el -earning, and webinars. The right Visual Communication solution delivers exceptionally rich interactions and enables organizations to fundamentally improve productivity. You can captivate your audience with rich, engaging, and interactive experiences and make them available to virtually anyone, anywhere, on virtually any device, with just a click of a button. Certain Visual Communication Technologies allow invitees to easily attend a meetings from the desktop without requiring a client download, and offers complete mobile -to -mobile collaboration capabilities to address the realities of today's business environments, where ern to ees and customers are on the move worldwide. When disasters happen, first responders and emergency personnel are not always in the same place. Unified Communications and Collaboration allows you to set up a virtual command center that can be pre -loaded with maps, actions plans and emergency contact information. This allows first responders and decision makers to work together more quickly and effectively. In 2010 the US Southern Command used UCC technologies to support the Haiti earthquake disaster relief teams, and the Montana National Guard used it to coordinate efforts in fighting the wildfires in the summer of 2015. UCC technologies for distributed team collaboration efforts help government organizations accelerate team decision -making regardless of where people are located by equipping them with a powerful and easy -to -use set of tools for web conferencing and information sharing. Leverage existing investments in video conferencing solutions by integrating your video telephony devices supporting SIP/H.264. Nontechnical users can share everything from text and graphics files to multimedia presentations and websites; collect comments from online without additional n communication isou rider undergoing an incredible multiplesect reviewers;andhost live, interactive discussions s. Public g g transformation. Government organizations that adopt innovative technologies can capitalize on this transformation to create mission value and cost savings opportunities. Broadcast Studios help public sector organizations accelerate their direct communications with the public in carahsoft 17 Agreement No. 7108A Solicitation Number: 23-6692 Law Enforcement: Public safety solutions such as in -car video, body worn cameras, license plate recognition, mobile computing, city surveillance, and digital evidence management. Mobili : Mobility services to keep users connected, responsive and secure such as email protection, download prevention, containerize content on devices, self- destructing content, and content linked back to the user. Asset Manammenl: Asset management solutions to identify and manage installed software, hardware and license entitlements. carahsoftw 7 order to drive measurable benefits. More than 1,000 organizations worldwide use Broadcast Studios and secure cloud -based enterprise marketing platforms to reach, inform and engage their audiences through web, email, mobile and social media channels. The utilization of multiple channels enables Broadcast Studios to send personalized, targeted communication to promote services, enhance public awareness, and drive better involvement in agency programs through email, text messaging and other di ital media channels. Carahsoft works in law enforcement with a number of vendors; with various solutions like: Acadis, ADF Solutions, Adobe, Airgility, Airversity, Authentic8, AWS, Axon, BlackBerry, Blackswift, Blueforce Development, Cellebrite, Chainalysis, Commvault, Conceal, Darkowl, Dedrone, DigitalBlue, Elsight, Flashpoint, Ghost Robotics, Google Cloud, Gridless Power, Icaros, ikeGPS, Informatica, Inspired Flight, Juniper Unmanned, Lightsense, Magnet Forensics, Mark43, Measure, Mi-Case, Microsoft, Microsoft Surface, NTrepid, Nuance, NVIDIA, Okta, piXlogic, Qii.Ai, Recorded Future, Red Hat, Reveal, SAFR, Salesforce, SkyX, Software AG, Sonim, Tableau, TransUnion, Trimble, VELARY, Veritone, Vidizmo, Vintra, VIQ, Voyager Labs, Wickr . ........ ..... The Mobility/Telework portfolio at Carahsoft includes industry -leading emerging technology solutions to enable government agencies to address a changing workplace. Organizations need to adapt rapidly to shifting user needs while maintaining data privacy and compliance requirements. The US Communities contract would benefit from access to a host of software manufacturers whose focus is to turn a government entities mobile and telework program in to a fully operating and compliant environment to fully meet an agencies mission with: • Secure Mobility and Device Management Mobile • Applications and Mobile Productivity Applications • Mobile Application Development and Performance Management • VDI solutions and Telecom and Expense Management software Inaccurate inventory, wasted resources, compliance issues, and service delays are all every day risks for enterprises that have serious consequences if not addressed. To mitigate risk, organizations need to know the assets they have, where they are, usage entitlements, who uses them, how they are used, how they are configured, what they cost and the value they deliver. carahsoft 18 Agreement No. 7108A Solicitation Number: 23-6692 A b b p A I Data Protection: Data protection to protect, backup, recover and archive data and applications. carah,soft, A 4A Asset Management tracks the financial, contractual, and inventory details of hardware, software, and virtual infrastructure — as well as non -IT assets — throughout their lifecycles. Asset requests are handled using workflows to obtain approvals, validate entitlements, issue chargebacks, and provision services. Once an asset is deployed, Asset Management records all maintenance activity and enables IT to perform regular audits right u until asset retirement. VERITAS provides complete data protection and recovery for all data, systems, and locations. The Backup Exec family provides the gold standard in Windows data and system protection. The BUE family provides efficient granular recovery of critical Microsoft applications and complete Windows system recovery in minutes, ensuring Windows information is always protected. Backup Exec is designed specifically to protect heterogeneous server environments and remote offices. Additionally, the newest version of Backup Exec, v. 15 provides: • Efficient block level deduplication and change block tracking to reduce the amount of data saved to storage. • Deep integration with Microsoft Volume Shadow Copy Service (VSS) and VMware's vStorage APIs for Data Protection (VADP) for fast virtual machine snapshots. • A single solution and management console for virtual and physical to help reduce cost and complexity while simplifying the protection of your entire environment. • Flexible storage options so you can backup to virtually any storage device including disk, tape, or third party cloud. VERITAS NetBackup delivers high performance data protection that scales to protect he largest UNIX, Windows, Linux, and NetWare environments. With complete protection from remote office to data center to vault, NetBackup offers a single console for all backup and recovery operations. Key Features of NetBackup 7.7 include: • Converged backup platform integrates software and hardware to create a solution that is extremely easy to deploy and maintain. • Extensive integration with virtual and physical systems, applications, and storage technologies enable almost any enterprise environment to be protected using a single solution. • Accelerator reduces backup times from hours to minutes by limiting backups to changed blocks and combining them with previousITITITITITITITITIT carahsoft 19 Agreement No. 7108A P Solicitation Number: 23-6692 Er era and Water Conservation,: Energy and water conservation solutions to deploy advanced metering infrastructure (AMI) systems designed to measure, collect, analyze and monitor usage real time. Examples of projects include automated meter projects, SCADA (Supervisory Control and Data Acquisition) projects, and security projects. ... .. .. ... . ......._...... Financial Services: Financing options such as lease, lease to own, lease with option to own, and IT as a Service. backup data to produce synthetic full backups. • Auto Image Replication automates the process of moving data to another site for disaster recovery, merging data from multiple sources and synchronizing catalog information to speed recovery. • Replication Director orchestrates hardware snapshot and replication operations from leading providers such as NetApp and EMC, ensures snapshots are application -consistent, to demand -side and catalogs snapshots for easy file restore. . art grid analytics and meter data management d-side management tools, we have everything you need to become a best -run utility. With SAP solutions, utilities companies operating in regulated and unbundled markets are better able to meet challenges in supplying power while adapting to industry reorganization and coping with regulatory uncertainty. Facilitated by SAP software, they can harness emerging technologies to achieve the right balance between profitability, sustainability, and safety in supplying their customers with energy. • Energy supply chain optimization Integrate supply chain processes and information from procurement and delivery to consumption. • Operational efficiency for plants and grids: gain a single real-time view of plant and business data that enhances the entire asset lifecycle. • The intelligent grid uses state-of-the-art technologies to move smart -grid benefits on to consumers and businesses. • Customer experience: Gain a 360-degree, real-time view of customers to enhance service, marketing, and sales. _ New innovative technologies and solutions from SAP deliver greater value by enabling better business insight to maintain financial excellence. Make better business decisions with SAP HANA by handling large volumes of granular data and performing in -memory analysis. In addition to on -premise implementations, deploy business processes quickly and flexibly in the cloud. • Collaborative finance operations: Improve efficiency with increased automation and global consistency while providing superb service. • Enterprise risk and compliance management: Manage enterprise risk and compliance for optimal financial performance of fraud and audit processes. • Treasury and financial risk management: Increase insight and control for managing mmmmmmmmmmmmmcash, liquidity, financial investment decisions, carahsoft. 9 carahsoft. 20 Agreement No. 7108A Solicitation Number: 23-6692 and risk. Financial and analysis: Increase organizational agility, control costs, 'improve margins, and align execution with strategy. Accounting and financial close: Execute a ompliant close that reduces cost .. effort •Additional Services and Solutions are detailed -provided within the Cost FTposal of this response. 10 21 Agreement No. 7108A Solicitation Number: 23-6692 5.3 COMPANY BACKGROUND/PROFILE Provide information on company background to include the following: a. fegal name, address, phone and fax numbers, e-mail, Federal ID#, and website address. Carahsoft Technology Corporation 703-871-8500 11493 Sunset Hills Road, 703-871-8505 — Fax Reston, VA 20190 Sales@Carahsoft.com www.carahsoft.com Federal ID# 52-2189693 b. Date business was established under current name. Carahsoft was incorporated in 1999. We have been in business since 2004. c. Size of company including the total number of employees. Carahsoft is a Large S-Corporation with around 2,400 employees. d. Type of ownership or legal structure of business S-Corporation. We are a privately held company. e. Has the company ever failed to complete work for which a contract was issued? If yes, explain the circumstances. Carahsoft has not failed to complete work for which a contracts was issued. f. Are there any civil or criminal actions pending against the firm or any key personnel related in any way to contracting? If yes, explain in detail. Are there any current unresolved disputes/allegations? There are no civil or criminal actions pending against the firm or any key personnel related in any way to contracting. g. Has the firm ever been disqualified from working for any public entity? If yes, explain the circumstances. Carahsoft has not been disqualified from working for any public entity. h. If a Supplier requires additional agreements to be signed by a Participating Public Agency, include a copy of the proposed agreement(s) as part of Supplier's proposal. Individual SOWs and work orders may require additional terms depending on the work required. Since this is deal dependent, we are unable to provide an exact list of additional terms at this time. carahsoft. 11 carahsoft. 22 Agreement No. 7108A Solicitation Number: 23-6692 5.4 ExPERIENCE Include a list of the five (5) most relevant or comparable contracts completed by your firm during the past five (5) vears with a public entity, For each contract, provide the following information. .. ..... .... a. Scope of services/contract description. b. Dollar value of contract. C. Assigned project personnel. d. The contracting entity's contact person, current phone number, and current e-mail address as reference information. co D e of services/contract description. NASA SEWP p r ollar value of contract. N/A Assi•ned •ro'ect personnel. .... . .... . Contracts Carahsoft.com . . . . . ............... Name: Carahsoft will provide upon request Title: Carahsoft will provide upon request Carahsoft will provide upon request Carahsoft will provide upon request —1 carahsoft, 12 carahsoft, 23 Agreement No. 7108A Solicitation Number: 23-6692 . . . ................ . ...... qt.jts�rip.tion. 2GIT Dollar value of contract. N/A Assigned project personnel. Contr222@Ca.rahsoft.com .. .. ........... The contracting entity's contact person, current phone Name: Carahsoft will provide upon request number, and current e-mail address as reference information. Title: Carahsoft will provide upon request Phone Number: Carahsoft will provide upon request E-mail Address: Carahsoft will provide! upon request � 174 13 I Ap 9, 111 24 Agreement No. 7108A Solicitation !Number: 23-6692 5.5 PRODUCT INFORMATION/SERVICE CAPABILITY a. Provide detailed information on service capability and the availability of service centers for maintenance and repairs on a national level. Indicate how many authorized service centers will be available for each state. Will pick up and delivery services be available for service of large equipment items? Maintenance and repairs are based on the warranty terms of our individual manufacturer partners and can be provided upon review of a SOW or details provided on a specific work order. b. Provide available payment terms and payment methods — purchase order, credit card (procurement card), etc. If credit cards are accepted, may credit card payment(s) be made online? Carahsoft supports the following communication types: 1. E-mail Attachment in the following formats: Plain text, PDF, HTML, JPEG, TIFF, Gif, Microsoft Excel, and Microsoft Word 2. Fax 3. Paper copy sent via US Mail or private courier 4. Credit Card (phone or web) carahsoft. 14 carahsoft. 25 Agreement No. 71O8A Solicitation Number: 23-6692 5.6 PRICING a. Suppliers shall provide pricing based on a discount from a manufacturer's price list or catalog. Prices listed will be used to establish the extent of a manufacturer's product lines, services, warranties, etc. that are available from Supplier and the pricing per item. Multiple percentage discounts are acceptable, if where different percentage discounts apply, different percentages are specified. Additional pricing and/or discounts may be included. Include an electronic copy of the catalog from which discount is calculated. Electronic price lists must contain the following: (if applicable) o Manufacturer part # o Supplier's Part # (if different from manufacturer part #) o Description o Manufacturer's Suggested List Price and Net Price o Net price to Cobb County, GA (net price shall include freight and any additional fees that may be charged such as credit card processing, administrative fees, etc.) Media submitted for pricing must include the Supplier's company name, solicitation name and bid #, and the bid opening date on a Flash Drive. b. Provide details of and propose additional discounts for volume orders, special manufacturer's offers, minimum order quantity, free goods programs, total annual spend, etc. (if offered). C. If used, trade-ins, leasing/financing, or other offerings are available, provide applicable pricing and discounts. Carahsoft is proposing to extend the pricing discounts that are currently offered through our Educational Software Solutions and Services Contract (Contract Number: R191902, which managed by Region 4 Education Service Center in Texas) to Cobb County. This pricelist can be viewed at the following link: htt s:i/www.omnia artners,com/ ublicsectorJsu liers/caralisoft-technolo -cor Icontract- documentation#c35362 15 26 Agreement No. 71O8A Solicitation Number: 23-6692 53 FINANCIAL STATEMENTS Proposers shall submit a recent history of financial solvency and provide the following, a. Financial Statement. Include the most recent, independently certified financial statement. Financial statements must include a balance sheet and income statement. As a privately owned company, Carahsoft does not publicly release financial information. We are a stable, conservative, and profitable company which has grown, since founding in 2004, from $4M in bookings to more than $10.2 in 2021. The company has received numerous accolades for our business performance from our manufacturing partners and the industry, including annual recognition (detailed further on our website) in the CRN Solution Provider 500 (2006—Present), Washington Technology's Top 100 Government Contractors (2010—Present), and the Washington Business Journal's Largest Government Contractors (2011—Present). We currently maintain a $25M line of credit available (currently 100% available) with Atlantic Union Bank. Should you require our audited financial statements or have further financial inquiries, we would be happy to provide additional information under separate cover to the specific individual that would be reviewing them. b. Name and address of firm preparing the attached financial statement including a letter stating the independent audit or review has been performed by the firm. Not applicable. C. State whether the Proposer has ever had a bankruptcy petition filed in its name, voluntarily or involuntarily. If yeas„ specify all relevant details. Not applicable. carahsoft. 16 carahsoft, 27 Agreement No. 7108A Solicitation Number: 23-6692 58 NATIONAL CONTRACT a. Include a detailed response to Attachment A, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses shall highlight experience, demonstrate a strong national presence, describe how Supplier will educate its national sales force about the contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and report to OMNIA Partners. Supplier must supply the following information for the Principal Procurement Agency to determine Supplier's qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners. 3.1 Company a. Brief history and description of Supplier to include experience providing similar products and services. Carahsoft Technology Corp. is The Trusted Government IT Solutions Provider®, supporting Public Sector organizations across Federal, State and Local Government agencies and Education and Healthcare markets. As the Master Government Aggregator® for our vendor partners, we deliver solutions for Cybersecurity, MultiCloud, DevSecOps, Big Data, Artificial Intelligence, Open Source, Customer Experience and more. Working with resellers, systems integrators and consultants, our sales and marketing teams provide industry leading IT products, services, and training through hundreds of contracts. Founded in 2004, Carahsoft is headquartered in Reston, Virginia. b. Total number and location of salespersons employed by Supplier. Carahsoft employees about 2,400 persons. C. Number and location of support centers (if applicable) and location of corporate office. Carahsoft's main office is located at 11493 Sunset Hills Road, Reston, VA 20190. d. Annual sales for the three previous fiscal years. 2019 — $6.913 2020 — $9.013 2021— $10.613 a. Submit FEIN and Dunn & Bradstreet report. FEIN#: 52-2189693 DUNS: 088365767 e. Describe any green or environmental initiatives or policies. Reducing our carbon footprint is extremely important to Carahsoft. As a result, we strive to ensure that our recycling program is comprehensive and robust. Carahsoft uses single -stream recycling to make it as easy carahsoft. 17 carahsoft. 28 Agreement No. 71O8A Solicitation Number: 23-6692 as possible for our employees to recycle as much as they can. Carahsoft uses recycled materials whenever possible. For example, hard copy bid submissions are printed on recycled paper and shipped using recycled packing materials. Carahsoft uses only Energy Star compliant hardware, which uses substantially less electricity when items are not in use. Additionally, thelights in our office are on a timer to ensure that lights are turned off when the employees are not working. Likewise, motion detectors ensure that lights are not left on when rooms are empty. Carahsoft has implemented VMware internally, which moves our servers to a virtualized cloud environment, eliminating the need for physical servers in our office. This has drastically reduced our server footprint, allowing us to save thousands of dollars each year on heating and cooling our data center. Carahsoft also seeks to reduce our carbon footprint by providing transit benefits for employees who use public transportation to commute to and from work. In fact, we recently relocated our offices to within less than half of a mile of the Washington Metrorail System, making it easy for employees to take advantage of sustainable public transportation. Carahsoft is always open to suggestions on how we can encourage more sustainable practices and how we can implement further policies to reduce our company's footprint. f Describe any diversity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement. Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications. Carahsoft maintains a vast ecosystem of partners of various socioeconomic classifications, including resellers, systems integrators, and service providers. The Carahsoft partner network includes a very diverse group with varying specializations, credentials, product lines, and business types, including over 700 Small Businesses. If awarded, Carahsoft will leverage our experience managing this vast partner ecosystem to support the participation of MWBEor SDVOB certified businesses. g. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response. a. Minority Women Business Enterprise ❑Yes 0 No If yes, list certifying agency: _. b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise ❑Yes 0 No If yes, list certifying agency: c. Historically Underutilized Business (HUB) ❑Yes 0 No If yes, list certifying agency:carahsoft. is carahsoft. Agreement No. 7108A Solicitation Number: 23-6692 d. Historically Underutilized Business Zone Enterprise (HUBZdne) ❑Yes 0 No If yes, list certifying agency: e. Other recognized diversity certificate holder ❑Yes 0 No If yes, list certifying agency: h. List any relationships with subcontractors or affiliates intended to be used when providing services and identify if subcontractors meet minority -owned standards. If any, list which certifications subcontractors hold and certifying agency. As described above, Carahsoft has a robust partner network, many of which do meet minority owned standards. i. Describe how supplier differentiates itself from its competitors, Carahsoft's top three differentiating strengths include: 1. Sales 8 Marketing — Carahsoft provides innovative sales and marketing programs to each vendor we support. Carahsoft's dedicated proactive sales team focuses on lead generation, proactive inside sales, and provides responsive sales support. We work with vendors to develop a joint sales process based,on the vendor go -to -market strategy and work to align the Carahsoft sales team with vendor and reseller teams. Carahsoft's comprehensive marketing program is supported by a dedicated marketing team of 220+ reps. The marketing team plans and executes many informative events throughout the year to drive demandincluding but not limited to: webcasts, on -site events (Carahsoft hosted and third -party hosted), conferences and trade shows, email campaigns, social media campaigns, advertising and thought - leadership. Carahsoft invests in many marketing resources that we extend to our vendor teams to maximize marketing effectiveness and amplify the vendor's messaging. 2. Proven Execution — Carahsoft has leveraged its vast contracting experience and extended it to quoting and order management. In our experience managing public sector aggregation programs on behalf of other industry leading vendors, Carahsoft has the operation excellence in place to free up vendor resources previously committed these tasks. We feel our model will allow Autodesk to "offload" some of these tasks on Carahsoft, knowing that we are fully committed and capable of servicing the partner eco-system. Carahsoft seamlessly generates quotes within 30 minutes or less 1 Carahsoft has a team dedicated to renewals sales and a leadershipgroup to ensure that each team is working at an optimal level. 3. Knowledge of Government — The government market is complex and the intricacies offer the opportunity for an innovative model driven to best serve government customers and add value to the channel. Carahsoft has extensive knowledge and decades of expertise in understanding the public sector market, including: Unique budget and procurement cycles ,carahsoft. Di Agreement No. 7108A Solicitation Number: 23-6692 • Specific contract requirements and set -asides • Audits, regulations and compliance • The value of Prime Contractors and Systems Integrators and how to work with them • Competitive marketplace • Security Clearances • Collection of A/R requires expertise and focus Carahsoft stays current with government requirements, trends and initiatives by attending and participating in many industry events. We also rely on the expertise of our industry consultants who are former government executives. Describe any present or past litigation, bankruptcy or reorganization involving supplier, Not applicable. k. Felony Conviction Notice: Indicate if the supplier Fa. is a publicly held corporation and this reporting requirement is not Not applicable. b. is not owned or operated by anyone who has been convicted of a felony, or Carahsoft is not owned or operated by anyone who has been convicted of a felony.. c. is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions. Not applicable, I. Describe any debarment or suspension actions taken against supplier Not applicable. 3.2 Distribution, Logistics a. Each offeror awarded an item under this solicitation may offer their complete product and service offeringla balance of line. Describe the full line of products and services offered by supplier Carahsoft is leveraging our vast ecosystem of manufacturer, reseller, and services partners. Please see our attached corporate line card for an idea of the large partner network we can provide for this initiative. b. Describe how supplier proposes to distribute the products/service nationwide. Include any states where products and services will not be offered under the Master Agreement, including U.S. Territories and Outlying Areas. Carahsoft holds many other contract vehicles with State and Local agencies. We are happy to offer these to any states where products and services will not be offered under the Master Agreement. Please see a full list of our contracts here: https.,I/www,carahsoft.com/buy#state-focal c. Describe how Participating Agencies are ensured they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, carahsoft. 20 carahsoft. 31 Agreement No. 7108A Solicitation Number: 23-6692 etc. Describe how Participating Agencies verify and audit pricing to ensure its compliance with the MasterAreementa Carahsoft has a representative that manages our current Omnia contract. This same representative will help manage this contract, and will help ensure that all Participating Agencies will receive the Master Agreement pricing through any distributors or reseller partners. In addition, the contract pricing will be listed for all our in-house sales representatives to chose in our internal, custom built Customer Relationship Management Platform to ensure direct deals are properly priced according to the Master Agreement. d. Identify all other companies that will be involved in processing, handling or shipping the aroductsl'ervice to the end user. Carahsoft would like to leverage our entire partner network, to ensure that all OMNIA Partners have the best coverage and options available on the market, no matter their need or location. Considering the constantly expanding nature of our current partner network of over 4,000 partners, Carahsoft is unable to list all potential partners at this time. Carahsoft will act as the main point of contact for any processing, handling or shipping of any products or services to the end user and can even provide direct contact information for our manufacturer or reseller partners to facilitate communication if needed. e. Provide the number, size and location of Supplier's distribution facilities, warehouses and retail network as applicable. Carahsoft is capable of shipping to any customer worldwide from our main headquarters in Reston, VA. As a North American distributor, 99% of hardware deliveries are made within the continent and mostly within continental US or US address abroad. 3.3 Marketina and Sales a. Provide a detailed ninety -day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as supplier's primary go to market strategy for Public Agencies to supplier's teams nationwide, to include, but not limited to: Executive leadership endorsement and sponsorship of the award as the public sector go -to -market strategy within first 10 days Carahsoft can confirm we will have dedicated contract management and marketing personnel involved to determine strategies to advertise the new contract and determine the best ways to ensure our in house personnel, manufacturer partners and reseller partners can leverage the contract. al Training and education of Supplier's national sales force with participation from the Supplier's executive leadership, along with the OMNIA Partners team within first 90 days Carahsoft can confirm we will create trainings alongside the OMNIA Partners team to educate all necessary parties of the details of the new contract, and how to get involved. b. Provide a detailed ninety -day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Public Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to: Creation and distribution of a co -branded press release to trade publications carah�soft, 21 carahsoft,. 32 Agreement No. 7108A Solicitation Number: 23-6692 Carahsoft will post a co -branded press release on our website, as well as a trade publication such as GlobeNewswire. Here is an example from a previous contract: htt s:ilwww. lobenewswire.cominews- releasel20201Ob121l20 7 S7i0/enlCarahsoft-Awarded,-Educational-Software-Solutions-and-Services- Conti°act-throu h-OMNIA-Partners-Ptiblic-Sector.html IN Announcement, Master Agreement details and contact information published on the Supplier's website within first 90 days Carahsoft posts all contracts and agreement details on our website at the following link: litt s:llwww.carahsof't.comlbu omnia- a,rtners- ublic-sector Upon award, Carahsoft will add the relevant contract details to the website above. In Design, publication and distribution of co -branded marketing materials within first 90 days Carahsoft's dedicated marketing team will edit current materials to add co -branded marketing on this contract to our proven end -user I customer initiatives such as the following: a On -Site Events Webcasts Tradeshows Industry conferences Email Campaigns Digital and Print ads Commitment to attendance and participation with OMNIA Partners at national (i.e. NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Regional NIGP Chapter Meetings, Regional Cooperative Summits, etc.) and supplier -specific trade shows, conferences and meetings throughout the term of the Master Agreement Carahsoft offers deep experience in public sector marketing. Our dedicated team plans, promotes and executes more than 2,000 public -sector marketing campaigns and events each year, including contract specific promotional activities such as national, state and local government and education shows. We would be more than happy to participate with OMNIA Partners at these trade shows, or additional trade shows that may be beneficial to promoting the Master Agreement. Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Supplier. In addition, Supplier commits to provide reasonable assistance to the overall promotion and marketing efforts for the NIGP Annual Forum, as directed by OMNIA Partners. Carahsoft can commit to attend the NIGP Annual Forum, Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement As a prime government aggregator, Carahsoft is constantly utilizing marketing efforts to drive and identify new and upcoming business. We confirm that we will include this contract in our marketing efforts throughout the term of the Master Agreement through national and regional trade publications. carahsoft. 22 carahsoft. 33 Agreement No. 7108A Solicitation Number: 23-6692 Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.) Carahsoft relishes the opportunity to promote our success stories to our current and future customers. We confirm that we will continue to make updated publications and materials throughout the contract term to promote the Master Agreement. Dedicated OMNIA Partners internet web -based homepage on Supplier's website with: • OMNIA Partners standard logo; • Copy of original Request for Proposal, • Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier, • Summary of Products and pricing; • Marketing Materials • Electronic link to OMNIA Partners' website including the online registration page; • A dedicated toll -free number and email address for OMNIA Partners Carahsoft has a dedicated OMNIA contract page for our current contract here: litt s,-/Iwww.carahsoft.comibu is6-contractslalll-stateslomnia- artners-edu#resources Upon award, we will add the details provided above for this current contract to our page. We are also more than happy to edit the information provided for our current contracts if necessary to meet the OMNIA partner's goals. c. Describe how Supplier will transition any existing Public Agency customers' accounts to the Master Agreement available nationally through OMNIA Partners. Include a list of current cooperative contracts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other cooperative agreements. Carahsoft holds a mulititude of contracts for the convenience of our Government customers. Each agency often requires different terms and conditions or contract vehicles and we work diligently to discuss the right option for each customer. Carahsoft has a database of information to determine the best contract to use for each agency, and vendor. Carahsoft will utilize this database when discussing options with our government customers, and recommend this contract for our SLED customers whenever possible. d. Acknowledge Supplier agrees to provide its logo(s) to OMNIA Partners and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will require permission for reproduction, as well. Carahsoft agrees to provide its logo to OMNIA partners for reproduction in marketing communications and promotions. We will be sure to request permission when reproducing the OMNIA Partners logo in our own marketing communications and promotions. e. Confirm Supplier will be proactive in direct sales of Supplier's goods and services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners logo. At a minimum, the Supplier's sales initiatives should communicate: Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency carahsoft. 23 carahsoft. 34 Agreement No. 7108A Solicitation Number: 23-6692 Best government pricing No cost to participate N Non-exclusive As discussed above, Carahsoft will actively direct sales to Public agencies nationwide through this contract. We will be sure to include the above bullets in our initiatives. f. Confirm Supplier will train its national sales force on the Master Agreement. At a minimum, sales trainina should include: • Key features of Master Agreement • Working knowledge of the solicitation process • Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners • Knowledge of benefits of the use of cooperative contracts Carahsoft will appoint a contract manager upon award who will instruct any sales personnel on the details listed above. Provide the name, title, email and phone number for the person(s), who will be responsible for. • Executive Support • Marketing Sales Sales Support Financial Reporting Accounts Payable Contracts The security and privacy of each of Carahsoft's employees are of the upmost importance to the company. Due to the sensitive nature of this information, Carahsoft respectfully declines to share names and contact information for specific employees at this stage. We would be more than happy to provide this information upon award or sample resumes upon down selection directly to the evaluation team where it will not be part of the public record. h. Describe in detail how Supplier's national sales force is structured, including contact information for the highest -level executive in charge of the sales team. Please see the attachment labelled "Carahsoft's Organization Chart". Due to our employee confidentiality and the public nature of procurement documents, Carahsoft respectfully declines to provide the contact information for our employees at this time. i. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program. Our sales teams will be educated on the availability of this contract, and the relevant contract details so they can offer this contract as an option for our government customers to utilize when purchasing IT Solutions and Services. j. Explain in detail how Supplier will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new carahsoft. =4 carahsoft. 35 Agreement No. 7108A Solicitation Number: 23-6692 Participating Public Agency account set-up, timely contract administration, etc. Carahsoft will appoint a dedicated Contract Manager who will help manage communications received from Participating Public Agency's requesting to account set up, and who will manage any contract administration requirements. k. State the amount of Supplier's Public Agency sales for the previous fiscal year. Provide a list of Supplier's top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each. Due to customer confidentiality, Carahsoft is unable to provide total purchase numbers and contact information on documents subject to the public record. However, Carahsoft completed $10.646 in sales in 2021 with help from over 4,000 marketing activities, generating over 64,000 leads. 1. Describe Supplier's information systems capabilities and limitations regarding order management through receipt of payment, including description of multiple platforms that may be used for any of these functions. The Carahsoft Team is fully able to send and receive Delivery Orders, Order Status Reports, Post Order Reports, Administrative Handling Fees, and the like in any format that is most comfortable to our Government Customers. Carahsoft accepts orders via purchase order, credit card (phone or web), direct invoices, customer contracts and similar. m. Provide the Contract Sales (as defined in Section 12 of the OMNIA Partners Administration Agreement) that Supplier will guarantee each year under the Master Agreement for the initial three years of the Master Agreement ("Guaranteed Contract Sales'). Carahsoft cannot guarantee a specific number of Contract Sales at this time. n. Even though it is anticipated many Public Agencies will be able to utilize the Master Agreement without further formal solicitation, there may be circumstances where Public Agencies will issue their own solicitations. The following options are available when responding to a solicitation for Products covered under the Master Agreement. Respond with Master Agreement pricing (Contract Sales reported to OMNIA Partners). If competitive conditions require pricing lower than the standard Master Agreement not -to -exceed pricing, Supplier may respond with lower pricing through the Master Agreement. If Supplier is awarded the contract, the sales are reported as Contract Sales to OMNIA Partners under the Master Agreement. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to OMNIA Partners). If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal. Detail Supplier's strategies under these options when responding to a solicitation. Carahsoft will work with our Government customers to ensure we provide the best possible pricing for each individual deal and contract to ensure we are meeting and exceeding their needs. carahsoft,, _25carah�soft. 36 Agreement No. 7108A Solicitation Number: 23-6692 ATTACHIPOENTS Bid Cover Page Please find our completed Bid Cover Page beginning on the following page. carahsoft. 27 carahsoft. 37 Agreement No. 7108A Comb County —Expect the Best! REQUEST FOR PROPOSALS Sealed Bid # 23-6692 Technology Product Solutions and Related Services Cobb County Purchasing Department Bid Opening Date: October 13, 2022 Pre -Proposal Meeting via WebE:: September 14 2022 at 3:00 PM Eastern Join from meeting link https://cobbcounty.webex.com/cobbcounty/J.php?MTID=m6334eOc9eOf46364cc2l57383bc375a6 Meeting number (access code): 2317 292 4027 Meeting password: fxZKmmi3p93 Join by phone +1-415-655-0004 US Toll Proposals Are Received in the Cobb County Purchasing Department 122 Waddell Street NE Marietta, GA 30060 Before 12:00 (Noon) By the Bid Opening Date Proposal Will Be Opened in the Cobb County Purchasing Department at 2:00 pm 122 Waddell Street NE Marietta, GA 30060 VENDORS ARE REQUIRED TO SUBMIT THE ORIGINAL, TWO (2) COPIES & TEN (10) FLASH DRIVES OF BID (UNLESS OTHERWISE SPECIFIED IN BID SPECIFICATIONS) NAME: Carahsoft Technology Corporation ADDRESS 11493 Sunset Hills Road REPRESENTATIVE; Elise Roell PHONE: 703-673-3568 FAX: 703-871-8505 E-MAIL Elise.Roell@Carahsoft.com NOTE: The Cobb County Purchasing Department will not be responsible for the accuracy or completeness of the content of any Cobb County Invitation to Bid or Request for Proposal or subsequent addenda thereto received from a source other than the Cobb County Purchasing Department. 38 Agreement No. 7108A Solicitation Number: 23-6692 Bid Submittal Form Please find our completed Bid Submittal Form beginning on the following page. carahsoft. 29 carahsoft. 39 Agreement No. 7108A BID SUBMITTAL FORM SUBMIT BID/PROPOALTQ: Cobb County Purchasing Department 122 Waddell Street NE Marietta, GA 30060 BID/PROJECT NUMBER: 23-6692 Request for Proposals Technology Product Solutions and Related Services Cobb County Purchasing Department DELIVERY DEADLINE: OCTOBER 13, 2022 BEFORE 12:00 (NOON) EST P11O' fJffl7.S ��RC7�CrAi.S I/llrr"tt 8'',A+CCCP'�"tl2 A"T�'R J":FPlS` i7dE.��iLi�!'" M Bid Opening Date: October 13, 2022 @ 2:00 P.M. in the Cobb County Purchasing Department, 122 Waddell Street NE, Marietta, Georgia, 30060. BUSINESS NAME AND ADDRESS INFORMATION: Company name: Carahsoft Technology Corporation Contact name: Elise Roell Company address: 11493 Sunset Hills Road E-mail address: Elise.Roell@Carahsoft.com Phone number: 703-673-3568 Fax number: 703-871-8505 NAME AND OFFICIAL TITLE OF OFFICER GUARANTEEING THIS QUOTATION: Kristina Smith (PLEASE PRINT/TYPE) NAME SIGNATURE OF OFFICER ABOVE: Contracts Director (SIGNATURE) TELEPHONE: 703-871-8500 FAX: 703-8718505 BIDDER WILL INDICATE TIME PAYMENT DISCOUNT: N/A TITLE BIDDER SHALL INDICATE MAXIMUM DELIVERY DATE (UNLESS OTHERWISE SPECIFIED IN BID SPECIFICATIONS) Deal by Deal basis Bids received after the date and time indicated will not be considered. Cobb County reserves the right to reject any and all bids, to waive informalities, to reject portions of the bid, to waive technicalities and to award contracts in a manner consistent with the county and the laws governing the state of Georgia. The enclosed (or attached) bid is in response to Bid Number 23-6692; is a firm offer, as defined by section O.C.G.A. (s) 11-2-205 of the code of Georgia (Georgia laws 1962 pages 156-178), by the undersigned bidder. This offer shall remain open for acceptance for a period of 90 calendar days from the bid opening date, as set forth in this invitation to bid unless otherwise specified in the bid documents. HE Agreement No. 7108A Solicitation Number: 23-6692 Contractor Affidavit and Agreement (Exhibit A) Please find our completed Contractor Affidavit and Agreement beginning on the following page. 31 41 Agreement No. 7108A CONTRACTOR AFFIDAVIT & AGREEMENT (EXHIBIT A) This q idavit must be signed, volt ked and submiteed swill, any bid requiring the pa°dinmance say n�t1Pdui as�i r�t iv set submitted at the time ark t� e bid, the laid 'ovili be determined �"��.�.�"��soi"�r ns"i've and '1�� ,�'.0 W11 be dis quaa4 ied, By executing this affidavit, the undersigned contractor verifies compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is contracting with Cobb County, Georgia, has registered with, is authorized to use, and is participating in a federal work authorization program (an electronic verification of work authorization program operated by the U.S. Department of Homeland Security or any equivalent federal work authorization program operated by the U.S. Department of Homeland Security to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act of 1986 (IRCA)). The undersigned contractor further attests that it will continue to use the federal Employment Eligibility Verification (EEV) work authorization program throughout the contract period. The undersigned further agrees that should it employ or contract with any subcontractor(s) or should its subcontractor(s) employ other subcontractor(s) for the physical performance of services pursuant to the contract with Cobb County, Georgia, the contractor or subcontractor will: (1) Notify the County within five business days of entering into a contract or agreement for hire with any subcontractor(s); (2) Secure from any subcontractor(s) and/or their subcontractor(s) verification of compliance with O.C.G.A. § 13-10-91 on the attached Subcontractor Affidavit (EXHIBIT A-1) prior to the commencement of any work under the contract/agreement; (3) Secure from any subcontractor(s) and/or their subcontractor(s) a completed Immigration Compliance Certification (EXHIBIT A-2) prior to the commencement of any work under the contract/agreement; (4) Provide the subcontractor(s) with legal notice that Cobb County, Georgia, reserves the right to dismiss, or require the dismissal of, any contractor or subcontractor for failing to provide the affidavit and/or for failure to comply with the requirements referenced in the affidavit; (5) Maintain records of such compliance and provide a copy of each such verification to Cobb County, Georgia, at the time the subcontractor(s) is retained to perform such services or upon any request from Cobb County, Georgia; and (6) Maintain such records for a period of five (5) years. 350308 _... ................ 1 I~: (E-Veril. l Progrn'� rin , ............. BY: Authorized Officer or Agent [Contractor Name] Kristina Smith Printed Name SWORN AND SUBSCRIBED BEFORE ME ON THIS THE 12 DAY OF October 12022 �........ ............................. Notary Public Commission Expires 07/31/23 08/12/2010 EEV Program Date of Authorization Carah- _... Contractor Business Name 10/12/22 Date Effective 09-20-2013 42 Agreement No. 7108A Solicitation Number: 23-6692 Statement of Ownership Disclosure Please find our completed Statement of Ownership Disclosure beginning on the following page. t 33 43 Agreement No. 7108A DOC # 1 STATEMENT OF OWNERSHIP DISCLOSURE N.J.S.A. 52:25-24.2 (P.L. 1977, c.33, as amended by P.L. 2016, c.43) This statement shall be completed, certified to, and included with all bid and proposal submissions. Failure to submit the required information is cause for automatic rejection of the bid or proposal. Name of Organization: Carahsoft Technology Corporation Organization Address: 11493 Sunset Hills Road Part I Check the box that represents the type of business organization: Sole Proprietorship (skip Parts II and III, execute certification in Part IV) Mon -Profit Corporation (skip Parts II and III, execute certification in Part IV) [3 For -Profit Corporation (any type) Limited Liability Company (LLC) Partnership 13 Limited Partnership Limited Liability Partnership (LLP) VMS Other (be specific): Part II The list below contains the names and addresses of all stockholders in the corporation who own 10 percent or more of its stock, of any class, or of all individual partners in the partnership who own a 10 percent or greater interest therein, or of all members in the limited liability company who own a 10 percent or greater interest therein, as the case may be. (COMPLETE THE LIST BELOW IN THIS SECTION) OR 1 No one stockholder in the corporation owns 10 percent or more of its stock, of any class, or no individual partner in the partnership owns a 10 percent or greater interest therein, or no member in the limited liability company owns a 10 percent or greater interest therein, as the case may be. (SKIP TO PART IV) (Please attach additional sheets if more s ace Is needed ; u_.... .............. _....._ _...... _...... Name of Individual or Business Entity Home Address (for Individuals) or Business Address ........._.. .......Card-Isuf is a ..... owned cdMP5ray art'ci°"is rn puublicry" ""e -67 Craig P. Abod the stock market Version August 19, 2022 44 Agreement No. 7108A Part III DISCLOSURE OF 10% OR GREATER OWNERSHIP IN THE STOCKHOLDERS, PARTNERS OR LLC MEMBERS LISTED IN PART II If a bidder has a direct or indirect parent entity which is publicly traded, and any person holds a 10 percent or greater beneficial interest in the publicly traded parent entity as of the last annual federal Security and Exchange Commission (SEC) or foreign equivalent filing, ownership disclosure can be met by providing links to the website(s) containing the last annual filing(s) with the federal Securities and Exchange Commission (or foreign equivalent) that contain the name and address of each person holding a 10% or greater beneficial interest in the publicly traded parent entity, along with the relevant page numbers of the filing(s) that contain the information on each such person. Attach additional sheets if more space is needed. Please list the names and addresses of each stockholder, partner or member owning a 10 percent or greater interest in any corresponding corporation, partnership and/or limited liability company (LLC) listed in Part II other than for any publicly traded parent entities referenced above. The disclosure shall be continued until names and addresses of every noncorporate stockholder, and individual partner, and member exceeding the 10 percent ownership criteria established pursuant to N.J.S.A. 52:25-24.2 has been listed. Attach additional sheets if more space is needed. .................. _ . ........ Stockholder/Partner/Member and Corresponding Home Address (for Individuals) or Business Address Entity Listed in Part II Part IV Certification I, being duly sworn upon my oath, hereby represent that the foregoing information and any attachments thereto to the best of my knowledge are true and complete. I acknowledge: that I am authorized to execute this certification on behalf of the bidder/proposer; that the <name of contracting unit> is relying on the information contained herein and that I am under a continuing obligation from the date of this certification through the completion of any contracts with <type of contracting unit> to notify the <type of contracting unit> in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification, and if I do so, I am subject to criminal prosecution under the law and that it will constitute a material breach of my agreement(s) with the, permitting the <type of contracting unit> to declare any contract(s) resulting from this certification void and unenforceable. Full Name (Print):. Kristina Smith Title: Contracts Director ....._._._..._u..... _ _.,..,.., Signature: '� Date; 10/12/22 ........... .............. Version August 19, 2022 45 Agreement No. 7108A Solicitation Number: 23-6692 Non -Collusion Affidavit Please find our completed Non -Collusion Affidavit beginning on the following page. carahsoft. 36 carahsoft. 46 Agreement No. 7108A NON -COLLUSION AFFIDAVIT Stake of Vir pinia County of alrfax ss: Kristina Smith 1,,.......__ _. residing in Reston ......., (name of affiant) (name of municipality) in the County of Fairfax and State of Virginia of full age, being duly sworn according to law on my oath depose and say that: I am Contracts Director of the firm of Carahsoft Technology Corporation (title or position) (name of firm) the bidder making this Proposal for the bid entitled IT Product Solutions and Related Services and that I executed the said proposal with (title of bid proposal) full authority to do so that said bidder has not, directly or indirectly entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free, competitive bidding in connection with the above named project; and that all statements contained in said proposal and in this affidavit are true and correct, and made with full knowledge that the „_ ....... County — rrelies upon the truth of the statements contained in said Proposal (name of contracting unit) and in the statements contained in this affidavit in awarding the contract for the said project. I further warrant that no person or selling agency has been employed or retained to solicit or secure such contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by Carahsoft Subscribed and sworn to ff before me this day Signature October 12 2 022 Kristina Smith s............. _.............. (Type or print name of affiant under signature) Virginia ....._.. Notary public of My Commission expires IT07/31/23 (Seal) Version August 19, 2022 47 Agreement No. 7108A Solicitation Number: 23-6692 Affirmative Action Affidavit Please find our completed Affirmative Action Affidavit beginning on the following page. carahsoft. 38 carahsoft, 48 Agreement No. 7108A DOC #3 AFFIRMATIVE ACTION AFFIDAVIT (P.L. 1975, C.127) Company Name: Carahsoft Technology Corporation Street: 11493 Sunset Hills Road City, State, Zip Code: Pro oral Certification:. Reston, VA 20190 Indicate below company's compliance with New Jersey Affirmative Action regulations. Company's proposal will be accepted even if company is not in compliance at this time. No contract and/or purchase order may be issued, however, until all Affirmative Action requirements are met. Re aired Affirmative action Evidence: Procurement, Professional & Service Contracts (Exhibit A) Vendors must subinit with proposal: 1. A photocopy of a valid letter that the contractor is operating under an existing Federally approved or sanctioned affirmative action program (good for one year from the date of the letter); 2. A photocopy of a Certificate of Employee Information Report approval, issued in accordance with N.J.A.C.17:27-4; A photocopy of an Employee Information Report (Form AA302) provided by the Division of Contract Compliance and Equal Employment Opportunity in Public Contracts and distributed to the public agency to be completed by the contractor in accordance with N.J.A.C. 17:27-4. Public 'Work — Over $50 000 Total Project Cost: A. No approved Federal or New Jersey Affirmative Action Plan. We will complete Report Form AA201. A project contract ID number will be assigned to your firm upon receipt of the completed Initial Project Workforce Report (AA201) for this contract. B. Approved Federal or New Jersey Plan — certificate enclosed I further certify that the statements and information contained herein, are complete and correct to the best of my knowledge and belief. 10/12/22 Date Version August 19, 2022 Q Authorized Signature and Title G• Agreement No. 7108A Solicitation Number: 23-6692 Stockholder Disclosure Certification Please find our completed Stockholder Disclosure Certification beginning on the following page. 40 50 Agreement No. 7108A DOC #5 STOCKHOLDER DISCLOSURE CERTIFICATION Name of Business: ElI certify that the list below contains the names and home addresses of all stockholders holding 10% or more of the issued and outstanding stock of the undersigned. OR 13 I certify that no one stockholder owns 10% or more of the issued and outstanding stock of the undersigned. Check the box that represents the type of business organization: 13Partnership LJ Corporation 13Sole Proprietorship Limited Partnership Limited Liability Corporation Limited Liability Partnership Subchapter S Corporation Sign and notarize the form below, and, if necessary, complete the stockholder list below. Stocklioldcrs: Name: raig . A o Name: Home Address: 11493 Sunset Hills Road Home Address: Reston, VA 20190 ...._._.............................. ......._........... _........................ Name: Name: Home Address: Home Address: _. _...._ .............. ........... Name: Name: Home Address: Home Address; Subscribed and sworn before me this 12 day of October 2 02.2 (Affiant) (Notary Public) Kristina Smith - Contracts Director (Print name & title of affiant) My Commission expires: 07/31/23 Worourate+ sed61 Version August 19, 2022 51 Agreement No. 7108A Solicitation Number: 23-6692 Certification of Non-involvement in Prohibited Activities in Iran Please find our completed Certification of Non -Involvement in Prohibited Activities in Iran beginning on the following page. carahsoft. 42 carahsoft. 52 DISCLOSURE OF INVESTMENT ACTIVITIES IN I&ANent No. 7108A STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY - DIVISION OF PURCHASE AND PROPERTY 33 WEST STATE STREET, P.O. BOX 230 TRENTON, NEW JERSEY 08625.0230 BID SOLICITATION # AND TITLE: #23-6692 Technology Product Solutions and RelatedServices VENDOR NAME: Ca'ahsoft Technology Pursuant to N.J.S.A. 52:32-57, et seq. (P.L. 2012, c.25 and P.L. 2021, c.4) any person or entity that submits a bid or proposal or otherwise proposes to enter into or renew a contract must certify that neither the person nor entity, nor any of its parents, subsidiaries, or affiliates, is identified on the New Jersey Department of the Treasury's Chapter 25 List as a person or entity engaged in investment activities in Iran. The Chapter 25 list is found on the Division's website at hfttt ll�� :stae �_t1f a Ftroes�ar�aJaw rl�tl as ' 1Er6 I tTtltr? 8 d�tf:f.. Vendors/Bidders must review this list prior to completing the below certification. If the Director of the Division of Purchase and Property finds a person or entity to be in violation of the law, s/he shall take action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party. CHECK THE APPROPRIATE BOX, I certify, pursuant to N.J.S.A. 52:32-57, et seq. (P.L. 2012, c.25 and P.L. 2021, c.4), that neither the Vendor/Bidder listed above nor any of its parents, subsidiaries, or affiliates is listed on the New Jersey Department of the Treasury's Chapter 25 List of entities determined to be engaged in prohibited activities in Iran. OR I am unable to certify as above because the Vendor/Bidder and/or one or more of its parents, subsidiaries, or affiliates is listed on the New Jersey Department of the Treasury's Chapter 25 List. I will provide a detailed, accurate and precise description of the activities of the Vendor/Bidder, or one of its parents, subsidiaries or affiliates, has engaged in regarding investment activities in Iran by completing the information requested below. Entity Engaged in Investment Activities Relationship to Vendor/ Bidder Description of Activities Duration of Engagement Anticipated Cessation Date Wtnch Addy&rDnal ,foheels ff Necessary CERTIFICATION I, the undersigned, certify that I am authorized to execute this certification on behalf of the Vendor, that the foregoing information and any attachments hereto, to the best of my knowledge are true and complete. I acknowledge that the State of New Jersey is relying on the information contained herein, and that the Vendor is under a continuing obligation from the date of this certification through the completion of any contract(s) with the State to notify the State in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification. If I do so, I may be subject to criminal prosecution under the law, and it will consVteraatenal breac o ontractl [ Slate, permitting the State to declare any contract(s) resulting from this certification void and unenforceable. 4 Date Kristina Smith - Contracts Director Print Name and Title _............. DPP Rev. 12.13.2123 Agreement No. 7108A Solicitation Number: 23-6692 STA IT ()F.NENV,JE,'RSEY BUSINESS REGIS17RAVIJON ("'ERTIFICAIT Taxpayer Name: Trade Name: Address: Certificate Number - Effective Date: Date of Issuance: ("ARA 1-1 S(l) 1`1 1 F,('KNOLO(�'aY ( ORP � 860M11(HAE1. FARADAY L)R SI E 100 RES170N, VA 20190 1511213 SeptembeT 09, 2009 Felbmary 0-1 2019 44 carahsoft. M11 Agreement No. 7108A Solicitation Number: 23-6692 EvidenceEEOAA Please find our completed EEOAA Evidence form beginning on the following page. *..*."*a rahs oft. 45 55 Agreement No. 7108A DOC #8 EEOAA EVIDENCE Equal Employment Opportunity/Affirmative Action Goods, Professional Services & General Service Projects EEQIA_A Evidence Vendors are required to submit evidence of compliance with N.J.S.A. 10:5-31 et seq. and N.J.A.C. 17:27 in order to be considered a responsible vendor. One of the following must be included with submission: • Copy of Letter of Federal Approval • Certificate of Employee Information Report • Fully Executed Form AA302 o Fully Executed EEO-1 Report See the guidelines at: hUD.S://ww.state.LiJ..k1i asury/cotilmd -M— Lt -e Sqi-iiL)Iiaiice/(iocLitzients/l? if, LIULU.-- for further information. I certify that my bid package includes the required evidence per the above list and State website. Name: Kiistina Smith Title: Contracts Director ..... . . . . . . . . . . . . ................ . ...... Signature. Date: 10/12/22 56 Agreement No. 7108A Solicitation Number: 23-6692 MacBride Principles Please find our completed MacBride Principles form beginning on the following page. 47 57 Agreement No. 7108A DOC #9 MACBRIDE-PRINCIPLES rATE OF NEW JERSEY DEPARTMENT OF THE TREASURY IVISION OF PURCHASE AND PROPERTY WEST STATE STREET, P.O. BOX 230 ,ENT(;N, NEW JERSEY 08625-0230 RID g0LICITATION #: 23-6692 MACBRIDE PRINCIPALS FORM VENDOR/BIDDER: Carahsoft Technology Corporation VENDOR'SBIDDER'S REQUIREMENT TO PROVIDE A CERTIFICATION IN COMPLIANCE WITH THE MACBRIDE PRINCIPALS AND NORTHERN IRELAND ACT OF 1989 Pursuant to Public Law 1995, c. 134, a responsible Vendor/Bidder selected, after public bidding, by the Director of the Division of Purchase and Property, pursuant to N.J.S.A. 52:34-12, must complete the certification below by checking one of the two options listed below and signing where indicated. If a Vendor/Bidder that would otherwise be awarded a purchase, contract or agreement does not complete the certification, then the Director may determine, in accordance with applicable law and rules, that it is in the best interest of the State to award the purchase, contract or agreement to another Vendor/Bidder that has completed the certification and has submitted a bid within five (5) percent of the most advantageous bid. If the Director finds contractors to be in violation of the principals that are the: subject of this law, he/she shall take such action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of theparty.. I, the undersigned, on behalf the Vendor/Bidder, certify pursuant to N.J S A. 52:34-12.2 that: operations in Northern Ireland; x The Vendor/Bidder has no business o p and; or OR ElThe Vendor/Bidder will take lawful steps in good faith to conduct any business operations it has in Northern Ireland in accordance with the MacBride principals of nondiscrimination in employment as set forth in section 2 of P.L. 1987, c. 177 (N.J.S.A. 52:18A-89.5) and in conformance with the United Kingdom's Fair Employment (Northern Ireland) Act of 1989, and permit independent monitoring of its compliance with those principals I, the undersigned, certify that I am authorized to execute this certification on behalf of the Vendor/Bidder, that the foregoing information and any attachments hereto, to the best of my knowledge are true and complete. I acknowledge that the State of New Jersey is relying on the information contained herein, and that the Vendor/Bidder is under a continuing obl.i Ilion from the date of this certification through the completion of any contract(s) with the State to notify the State in writing of any changes to the information contained herein; that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification. If I do so, I will be subject to the law, and it will constitute a material breach of my agreement(s) with the State, permitting the State to declare any contract(s) resulting from this cer itic ttion to be and tit ent' ws cable. 10/12/22 ,......... " _...._........._.. .............. ..... _.............._ Date Kristina Smith - Contracts Director ri nt Name" and Title August 58 Agreement No. 7108A Solicitation Number: 23-6692 Addendum I Please find our completed Addendum 1 beginning on the following page. carahsoft, 49 carahsoft. 59 Agreement No. 7108A COBB COUNTY Purchasing Department 122 Waddell Street NE Marietta, Georgia 30060 (770) 528-8400.fam (770)528-8428 purchasing@cobbcounty.org ADDENDUM No. 1 Sealed Bid # 23-6692 Request for Proposals Technology Product Solutions and Related Services Cobb County Purchasing Department Date: September 19, 2022 Page 1 of 8 Roger Ball Purchasing Director The following addendum hereby amends and/or modifies the Proposal Documents and specifications as originally issued for this project. All proposers are subject to the provisions of this Addendum. This Addendum consists of: • Minutes, Questions and Clarifications from Pre -Proposal Meeting held via Webex on September 14, 2022 • Sign -In Sheet(s) from Pre -Proposal Meeting • Questions Submitted in Writing • Attachment - Financial Ratio Evaluation Excel Spreadsheet Receipt of addendum MUST be acknowledged in the submitted proposal. It is the Proposer's ultimate responsibility to ensure that they have all applicable addenda prior to bid submittal. This acknowledgment form must be signed, dated, and included with your submitted proposal Carahsoft Technology Corporation orr p ny Name Signature 10/12/22 Date Kristina Smith Please Print Name All bids must be received before 12:00 (noon) by the Bid Opening date. Bids shall be delivered to Cobb County Purchasing Department,122 Waddell Street NE, Marietta, GA 30060. We Agreement No. 7108A Solicitation Number: 23-6692 Addendum 2 Please find our completed Addendum 2 beginning on the following page. r fhsoft, -91 ' rahsoft,. 61 Agreement No. 7108A COBB COUNTY Purchasing Department 122 Waddell Street NE Marietta, Georgia 30060 (770)528-8400.fax: (770)528-8428 purchasing@cobbcounty.org ADDENDUM No. 2 Sealed Bid # 23-6692 Request for Proposals Technology Product Solutions and Related Services Cobb County Purchasing Department Date: September 30, 2022 Page 1 of 5 Roger Ball Purchasing Director The following addendum hereby amends and/or modifies the Proposal Documents and specifications as originally issued for this project. All proposers are subject to the provisions of this Addendum. This Addendum consists of: # Questions Submitted in Writing Receipt of addendum MUST be acknowledged in the submitted proposal. It is the Proposer's ultimate responsibility to ensure that they have all applicable addenda prior to bid submittal. This acknowledgment form must be signed, dated, and included with your submitted proposal Carahsoft Technology Corporation 10/12/22 Company Name Date �. Kristina Smith Signature Please Print Name All bids must be received before 12:00 (noon) by the Bid Opening date. Bids shall be delivered to Cobb County Purchasing Department,122 Waddell Street NE, Marietta, GA 30060. 62 Agreement No. 7108A Solicitation Number: 23-6692 Addendum 3 Please find our completed Addendum 3 beginning on the following page,. 53 63 Agreement No. 7108A COBB COUNTY Purchasing Department 122 Waddell Street NE Marietta, Georgia 30060 (770) 528-8400. fax: (770) 528-8428 purchasing@cobbcouiity.org ADDENDUM No. 3 Sealed Bid # 23-6692 Request for Proposals Technology Product Solutions and Related Services Cobb County Purchasing Department Date: October 5, 2022 Page 1 of 5 Roger Ball Purchasing Director The following addendum hereby amends and/or modifies the Proposal Documents and specifications as originally issued for this project. All proposers are subject to the provisions of this Addendum. This Addendum consists of: 0 Questions Submitted in Writing Receipt of addendum MUST be acknowledged in the submitted proposal. It is the Proposer's ultimate responsibility to ensure that they have all applicable addenda prior to bid submittal. This acknowledgment form must be signed, dated, and included with your submitted proposal Carahsoft Technology Corporation Company Name Signature 10/12/22 Date Kristina Smith Please Print Name All bids must be received before 12:00 (noon) by the Bid Opening date. Bids shall be delivered to Cobb County Purchasing Department,122 Waddell Street NE, Marietta, GA 30060. 64 Agreement No. 7108A Solicitation Number: 23-6692 Mary Lange Jennifer K.7.ch' Vice President, Woods�[D r..'r - tu'. S ith '.k Contracts Proposals of Sales Marketing r P. 1. X rG..11 ro -r V�-- Vice President, � C-7'-Ter Sales FOpeml."s ry T e Legman M V� Dowdy Julie Denwort Valerie Legman 27 15 Full -Time Time M r Marketing Order Mgmt. Proposal of J-7 nager M .. g Justine Team L. Fun a rF "'H=7 rA- �rD Jeff Do- D.r. Manager Team Lead Contracts cts t M. Resources Resources Sale. carahsoft, 55 carahsoft, 65 Agreement No. 7108A Solicitation Number: 23-6692 Carahsoft Line Card Please find the Carahsoft Line Card beginning on the following page. carahsoft. 56 carahsoft. Agreement No. 7108A Carahsoft Technology Corp, is The Trusted Government IT Solutions Provider®, supporting Federal, State and Local Government agencies and Education and Healthcare organizations. As the Master Government Aggregator® for our vendor and reseller partners, we deliver solutions for Cybersecurity, MultiCloud, DevSecOps, Big Data, Artificial Intelligence, Open Source, Customer Experience and more. VMware is the global leader in virtualization and cloud computing solutions from desktop to datacenter. All g88.6VMWARE ware15 cabinet level agencies, military services, numerous DoD agencies, and many other federal agencies rely on VMware to avoid IT infrastructure costs, ensure continuity of operations and provide secure endpoints. 888-686-9273 Amazon Web Services provides a highly reliable, scalable, low-cost infrastructure platform in the cloud that \/�/C powers hundreds of thousands of businesses in 190 countries around the world. With data center locations in the Y v . s U.S., Europe, Brazil, Singapore, Japan, and Australia, customers across all industries are taking advantage of the 888-662-2724 mow, low-cost, agile, flexible, and secure solutions that AWS offers. Symantec enables government agencies to have confidence in their IT infrastructure Helping agencies protect 877-GOV-SYMC ' �xmantee_ and manage mission -critical information and interactions, Symantec delivers software and services that address tic s� F11—d— risks to security, availability, compliance and performance, 877-468-7962 Palo Alto Networks is the next -generation security company maintaining trust in the digital age by helping 855-6NEXTGN paloalto° organizations prevent cyber breaches Palo Alto Networks' security platform safely enables applications, users 11847fWlI, "`�°'"` and content, empowering government agencies to securely and efficiently move their missions forward. 855-663-9846 Veritas Technologies is the global leader in enterprise backup and data recovery solutions. Agencies and organizations IAC"" rely on the Veritas Enterprise Data Services Platform to automate enterprise data protection, ensure 24/7 availability 866-837-4827 „,,. m III of mission -critical and citizen -facing applications, and provide the insights needed to comply with evolving data regulations. Splunk > Splunk Inc, is the market leader in analyzing machine data to deliver Operational Intelligence for security, IT and the business. Splunk® software provides the enterprise machine data fabric that drives digital transformation. 855-3-SPLUNK More than 13,000 customers in over 110 countries use Splunk solutions in the cloud and on -premises. 855-377-5865 Trellix is a global company redefining the future of Cybersecurity. Trellix's security experts, alongwith an extensive Trellispartner ecosystem, accelerate technology innovation through machine learningand automation to empowerover 855-462-2333 40,000 business and government customers. Dell is a leader in enabling government agencies to transform their operations and deliver IT as a service. Through �„ L i' ; innovative products and services, Dell accelerates thejourney to cloud computing, helping IT departments store, 866-DELL-2-GO manage, protect and analyze information in a more agile, trusted and cost-efficient way. 866-335-5246 F5 Networks helps government organizations create an agile IT infrastructure that aligns with mission -critical 877-95-F5GOV demands. With F5 solutions in place, organizations gain strategic points of control wherever information is IN exchanged, from client devices and the network to application servers, data storage and everything in between. 877-953-5468 Red Hat understands that government agencies demand performance, transparency and value —and that's 877-RHAT-GOV Red Hat exactly what Red Hat offers. As the standard for Linux in governments, Red Hat's cloud, virtualization, storage and platform solutions bring freedom, collaboration and the power of open source to all government agencies 877-742-8468 Adobe revolutionizes how agencies engage with ideas and information, transforming and extending government 877-99ADOBE Adobeservices to provide a richer, more productive, and trusted experience with constituents, personnel, and the 877-9-2.3623 military. Adobe helps government deliver information to the edge - anytime, anywhere, and through any medium. Salesforce is the enterprise cloud computing leader dedicated to helping companies and government agencies 4P transform into connected organizations through social and mobile technologies Since launching its first service in 877-SFDC-007 2000, Salesforce's list of over 150,000 customers spans nearly every industry worldwide. 877-733-2007 �r Google Cloud is a trusted technology leader who understands how to 'help agencies transition from legacy 844-55-G000L Go, gle Cloud architectures and utilize their data to fuel true mission success Google Cloud provides cloud -native infrastructure with layered security, machine learning and analytics atweb-scale to rapidly innovate and advance agency goals. 844-554-6645 j SAP sets anew standard for innovation and performance in the public sector with integrated solutions that apply '� database technology, business analytics, applications, cloud computing and mobility to solve IT challenges. SAP 888-SAP-IGOV brings intelligent ideas to the public sector that achieve mission -critical operations. 888-727-1468 m I' Micro Focus Government Solutions supports the needs of the U.S. public sector. Micro Focus Government IIIA III 0 13 Solutions' agile and modern software helps solve mission -critical IT challenges. Micro Focus Government 888-554-7463 F,I0CIl..if'.� Solutions is apurpose-built, U.S, based company that's committed to helping public sector organizations' mission. Agreement No. 7108A 1 111 /a JUN 1 COMPLEMENTARY SOLUTIONS VMWARE 101G Technology, Arista, ClearCube, HYCu, Hytrust, Imprivata, Ivanti, Lightbend, Liquid ware, NCS, Nutanix, Puppet, Rubrik, Teradici SPLU NK AcAlvio, Core lighr, Cynerio, Discovered Intelligence, Exiger, Expanse, Infinidat, Pencil Data, Qmulos, Red Factor, Rho ncios, SMS 360, Syncsort, Vectra SAP Acsis, Adobe, Apex, Apigee, Ariba, BMC, Clock Work, Cloudera, Datawatch, Dassian, Dell Technologies, GB&Smith, GoSecure, Greenlight Technologies, LC, Micro Focus Government Solutions, N imbleStorage, NoteShark, N52, N52 Labs, Onapsis, Pingldentity, Precise, Progress, Red Hat, Resilient, SAP, SAP + Qualtrics, SAP Concur, SAP Success Factors, VMware, Volume Integration SERVICENOW 3CLogic,Apptio,Bravium,DtechApps,McbiChord,Mobile Reach, NNT,Nuvolo,Pagerduty,Platcore,Stave, Uxstorm SOLUTION VERTICALS MULTICLOUD Accela, Acquia, Adobe, Akamai, Alfresco, AWS, Anaplan, Anchore, Apotio, Aqua, Aviatrix, Axway. Backblaze, BlackBerry, Box, Brightcove, C3,.ai, CIS, Cloud Bees, ClouclBolt, CloudCheckr, Commvault, Confluent, DarkOwl, Databricks, Dell Technologies, Denodo, Digital..ai, DocuSign, Domino, Druva,Elastic, EDB, Exterro, Genesys, GitLab, Google Cloud, Gram-Piar, g,eymatter.io, Ground Work, HashiCorp, Hootsuite, Jive, Kion, Kiteworks, Linked In,Lookout,Micro Focus Government5olut;ons,Microsoft,Monl.*,4.A'x 1,Neustar,NewRelic,Nutanix,Okta,Orion,051soft,Outsystems,Proofpoint, QTS, Qualtrics, Qualys, Rackspace, Red Hat, Salesforce, SAP N52, Saviynt, Secureworks, ServiceNow, Slack, Smartsheet, Software AG, Sonatype, Splunk,SwiftStack,Symantec,Teradici,Terra Pixel,ThreatConnec t,TrelIix, Trust wave,Twilio,Tyler, Virtru,V irtustream, V Mwa re, Voyager Labs, Zscaler CYBERSECURITY 1Kosmos, Agari, Akamai, ALTR, Anchore, Anomali, Aqua, Aquera, Armis, Attivo Networks, Ave Point, Bastille, Bayshore Networks, BeyoundTrust, Blackberry, BlackBerry Cyclance, Blancco, Blinkly, Cellebrite, CertiPath, Cloud Cover, Cofense, Conceal, Contrast Security, Crowdstrike, CytmfArk, Dataguise, 11,caeL.aracker, Digital Guardian, Druva, Dtex, Eclypsium, Entrust, Exabeam, Exterro, F5, Fidelis, Flash Point, Forcepoint, Forn,t,:e ut , ForgeRock For i*r;ix, Fortinet, Forward, Gigamon, GlobalScape, GoSecure, HashiCorp, HID, !Boss, Identity r4rrY:raw fv';or, Imperva, Information Security, Infoblox, Inspired el -earning, IronNet, Keeper, Klon, Kiteworks, Lookout, Material, Medicate, Micro Paa¢s;ak, la✓4;,,rse Security, Netskope, Netwitness, Netwrix, Neustar, Nlyte, Nucleus Security, Okta, OSlsoft, PaloAlto Networks, Ping Identity, ProofPoint, Qualys, RackTop, Radiant Logic, Rangel'orce, Rapid7, Recorded Future, RiskSense, RSA, ti?rwlCi taaar, 5,9arai And, S''fN r S<iwiyII Soclsurework s+.,tddrrsi a .r.'nd 1011 ,Ync, SkyBox Security, SolarWinds, Sonatype, Splunk, Symantec, Tanium, 'P w r¢ , a'O "Woo a.a 6aJ f H,4e, "thalos, ThreaIt M u°a+aa Y tr ,u . oc.kiv, ThreatQuotient, Trellix, Trend Micro, Trusona, Trustwave, Tufin, Venaf, V rricmm, VNk d„our°:, V,o urIi"+Al. V'-a°;.e Canyon ZCvi Y;] i,nej ar , Ncaler OPEN SOURCE Acquia, Alfresco, Anchore, CloudBees, Cloudera, Cockroach Labs, Confluent, Databricks, Ekahau, Elastic, EDB, ForgeRock, GltLab, Ground Work, H2O.ai, HashiCorp, Hitachi, Liferay, Lucidworks, Liquibase, Mattermost, MongoDB, Neo4j, Red Hat, Red Hat 3scale API Management, Red Hat Advanced Cluster Management, Red Hat Ansible, Red Hat Application Services, Red Hat Ceph Storage, Red Hat CodeReady Studio, Red Hat CodeReady Workspaces, Red Hat Decision Manager, Red Hat Enterprise Linux, Red Hat Gluster Storage, Red Hat Hyperconverged Infrastructure, Red Hat Integration, Red Hat Insights, Red Hat Integration, Red Hat JBoss, Red Hat Mobile App Platform, Red Hat OpenShift Container Platform, Red Hat OoenShift Data Foundation, Red Hat OpenStack, Red Hat Process Automation Red Hat Quay, Red Hat Runtimes, Red Hat Satellite, Red Hat Smart Management, Red Hat Storage, Red Hat Virtualization, .•rr;trta„tyrm, Tetrate, Zimbra Al & MACHINE Ak DYY, Adobe, be, AYd , Alteryx, Ra=ti , I ^.cnaalogy. MacUerry, ! 3 ii, Calya aaAf, r ;hexxo ri, �.;Ieri'M %,:k)ud'era, Collibra, ,.t, RA�, Corm r i' .oneAl, LEARNING Cr +.vM O a d rtr w CVEDIA, Uarka.racc, Datatrr rkra, Dataflubm, Deu r I nbi' 04"'i9 Y rd^tool rfgra a 8h fpf,hr,, Deltek, Ucfudo Oomino 4 3 h,,0d, AIIla'r;ru•Yin t w uaroL';Nr H20—Al, He, wy,All, HPE, Inforreao cagy, lron,4et, Kinetlic t Kf ox, L,ab ib ^x, €.igid a. rat (ocus Gover me SMutions orzosaalY. Azure, Microway,Modzy,NNData, Nuance, Nutanix, NVIDIA, NVIDIA Networking,Oaent,piXlogic, Red Hat, Rescale,Run.ai,Saknra eirra, SAP,SAP NS2, Senzing, SFLScientific, Snowflake, Sophos, Splunk, Tableau, Tensor Networks, Titan Technologies, Trellix, UiPath, Vast Data, Vt cr,:wm, Veritone MOBILITY & 1OZiG, BlackBerry, Blancco, Blue Cedar, ClearCube, Deep Instinct, HYCU, Isec, Liferay, Liquidware, Lookout, MongoDB, NowSecure, Nutanix, Red TELEWORK Hat,Slack, Splunk, Swyft, Teradici, VMware SG SOLUTIONS AWS, CalChip, CID, Ciena, Commscope Ruckus, CTS, Dell Technologies, F5, Infinera, Infovista, Intel, JMA Wireless, MantisNet, Nokia, Orion, PaloAlto Networks, Red Hat, SAP, Telia Carrier, VMware CX & ENGAGEMENT ABBYY, Accela, Acquia, Adobe, Akamai, Alfresco, Atlassian, Box, Conga, Copado, Decision Lens, Delpnix, DocuSign, ForgeRock, Genesys, Google Cloud, Granicus, Hootsuite, Jumio, Liferay, Linkedln, Microsoft, Mural, New Relic, Nintex, Nuance, Okta, Orion, Qualtrics XM, Red Hat, Salesforce, ServiceNow, Skedulo. Slack, Software AG, Sorinklr, Tableau, Talkdesk, Tyler Technologies, WalkMe, Yext, Zencity, Zoom IN-Q-TEL SOLUTIONS Anomali, Apigee, Apptio, ArchSight, Basis Technology, Boundless, Box, Bromium, Cellebrite, CipherCloud, Cloudant, Cloudera, Contrast, Cylance, Databricks, Dataofllum,,at, Delphix, Digital Reasoning, Domino, Endeca, Finch Computing, Frame, Fusion-10, geoiQ, GitLab, Heavy.Al, Hytrust, Ike, Immersive %A0,41r m, Initiate, Kofax, LabelBox, Language Weaver, LILT, Local Motion, Lookout, Lucidworks, Magnet Forensics, Markforged, memSQL M 6 uCai IX N u ForI .;nww,nment Sr,,aCt Iran o i0o na v ou^fybr OB, MotionDSP, N'ir a s rt;ia rrc ^, Nicira k+ d+rl srdr it r cs Nam!I=tiro, Okta, Opt,r.Ir3a.x f:7r ai rtiq Vr„I,AIi , aArr rrr, p"'r,and rtir 0d;da pt „ ial"r.gi`t+,crr, Pindra",a piXlogic, Platfora, Q" ant II'mc, Iretzrded Fut 14 :a,r Rngl-ab;, .al. L, SitScape,,R sr"t„,Gq,.r.,,.a+r,.tird, ab,;u5a�zdft,aaseGdvdnrta„ a' SMA..wn,oworioR e,Tenable, Terad6,6r, irpfga,p'FvtusCorp lo.AIIx,"Arr4code,'t64avi LAW ENFORCEMENT Acadis, ADF Solutions, Adobe, Airgility,Airversity, Authentic8, AWS, Axon, BlackBerry, Blackswift, Blueforce Development, Cellebrite, Chainalysis, Commvault, Conceal, Darkowl, Dedrone, DigitalBlue, Elsight, Flashpoint, Ghost Robotics, Google Cloud, Gridless Power, Icaros, lkeGPS, I nformatica, Inspired Flight, Juniper Unmanned, Lightsense, Magnet Forensics, Mark43, Measure, Mi-Case, Microsoft, Microsoft Surface, NTrepid, Nuance, NVIDIA, Okta, piXlogic, Qil.Ai, Recorded Future, Red Hat, Reveal, SAFR, Salesforce, SkyX, Software AG, Sonim, Tableau, TransUnion, Trimble, VELARY, Veritone, Vidizmo, Vintra, VIQ, Voyager Labs, Wickr FEDRAMP SOLUTIONS Achievelt, Acquia, Adobe, Akamai,Apotio,Armis,AuthenticS,AvePoint rAVV5 Are rr toftS 134.c'mr C"ra It rrarlr ra r 3:a C B runtlaek;°, Cofense, Collibra, Contegix, Copado, CORAS, CoSo Cloud, CrowdStr c' CnduwA�rm, 9—ens, I)N ua d I9y;d3,irrw, DocuSign, Druva, Eightfold.ai, Elastic, Exterro, FM:Systems, Forcepo iro„ r r ou y gar pit ko ud rrn +;,oar I f 7r kr^r':n W qr +r Jma Ma UI' ;f3ia.ae, Infoblox, Informatica, Ivanti, Keeper Security, Kiteworks, Lookout Micw,r'f ru t "c"llu rto n . aR+,a usrr, wns;r'„ warp ✓"zxr�kuNFli, Avalar!r,r . N,„a;3yko4a:, New Relic, Nintex, Nuance, Nutanix, Okta, Orock, Own Backup, PaloAlto Network, 6rra:t:a'-`po;nt, Qualtrics, Qualys, Quzara, Rackspace, Rescale, RSA, SallPoint,Salesforce, SAP N52,Saviynt,ServiceNow, SkyHigh, Slack. Smartsheet,Sriov ('nku,SoftwareAG,Splunk,Sprinklr,Tanium,Tenable,Trellix, Trello, Tyler Technologies, UiPath, Val iMail, Veracode, Veritone, Virtru. Virtustream, VMware, Vyopta, Wickr, Zimperium, Zoom, Zscaler GEOSPATIAL Accela, AeroCloud, Airversity, Auto Desk, Ball, Bentley, Better GIS, Chooch Al, CompassCom, Compass Data, Dedrone, Digital Map, e-PlanSoft, FM:Systems, GeoNorth, Google Maps, Icaros, ikeGPS, Intermap, MapBox, NearMap, Qii.Al, Spire, Terra Pixel, TomTom, Trimble, Vehicle Tracking Solutions, Velary HEALTHCARE Adobe, BeyoundTrust, BlackBerry, CA Technologies, Cloudera, Collibra, Databricks, Dell Technologies, F5, Fidelis Security, Forescout, Gigamon, Google Cloud, Granicus, Gridless Power.. HPE, Imprivata, Infoblox, Ivanti, John Snow Labs, Kofax, Micro Focus Government Solutions, MuleSoft, NCS, New Relic, Nuance, Nutanix, Nuvolo, Okta, Orion, piXlogic, Red Hat, 5alesforce, Samsung, SAP, SentinelOne, ServiceNow, Snowflake, Splunk, 5ymantec, Tableau, Trellix, Trend Micro, Veritas, VMware, Zscaler CARAHSOFT CONTRACT VEHICLES GSASCHEDULE 47QSWA18D008F,G5-35F-0119Y SEWP V Group A Other Than Small: NNG155CO3B, Group D Other Than Small: NNG15SC278 ESI BPA CONTRACTS Adobe: N00104-09-A-ZF31, N00104-12-A ZF31, NNXI3AA89Z, HSHQDC-I3-A-00039; CollabNet: HC1028 11 A-0100; Micro Focus Government Solutions: N00104 13 /4 6; Intel: W5P1J-15-D-0008; IronKey: HSTSO5-12-A-Rw11 p')OC':et Red Hat Linux: HC1028- 14-A-0002; SAP: N00104-08-A-ZF43 Service,", zw, \rX)104-13-A-ZF47; Solunk: DE-IM0000789; Symantec NO' A0,'-13-A-ZF45; VMware/Dell: W91QUZ-09-A-0003; ForeScout: NN66001-18-A-0005 Agreement No. 7108A Solicitation Number: 23-6692 EEO Report Please find our 2021 EEO report beginning on the following page. carahsoft. 59 carahsoft. 00 F O � z W a � G a z LOCD CO Z W L N a 0 0 II o xun m N W Z W O [� , C7 W N � U z z In O U W N } O F. W rn U Z Cn z O O W >+ W a O of P. Z Pr O O Z a W O O Z Pai of W W 0 0, 2 W W a of F- W 2 = J 002 F< LLLI J ZO cn 0 >- O O _ W � 0 U Z: U -v co o a C = U) T CD o W H U) O 0)N N rn Q rn OD z N 04 O LO II U)EL uj w w ro � ry O N z O Q O d U w � O U } C7 O cc A O X o N a) i z P�. W P U- = N 0 C:) cD o 0 U CG U) 2 in C" v o z O 0 o z U C5 of O O W CAD VA -� L) O CA CD O O O ..., O N 00 CD L) O LO a) C)F N I` h O O M O O h O O O O O) LO C w v, w N Cl) O LO z C 7 O O O O M O O O O ,:T r. 2 w . —_ _ ................ ._. * r O N C) LO LO CD O C)rl 0) v� ..... ...... —..._ _......_ . ..... >= - Cl O N O V O ClO O O 0 CD (L O 0 C4w C U.) m Qi _. ............ CD 0 ❑L)❑L) cs N U) 00 Nap cC O z O C)0 P- M It O O O N L) L) -ItN N p U U 00 O * v� U�UF- Z * r co r0 CM ;z IM O O O O Cl)Z Z Q N LO 00 t` W w a .......... o....._. a u 2 C w u O O LO M L) O C) C) C)x O. v C U t . 2 W Z Z u o O O o O O 0 O CDr W V w � * r x O O O 0 M O O O O O 00 't � z O * O O O O 00 O '.. O O O O ap u W4 o ?v _ ....... ... U �, z 0 CD CO r � N 0 CD C) C)� O O c U k u r N N N L L x t u Nco m Q M C) O_.....00 O �U\ a r CD a0 f� r � 'E � '� N N °....... ....... ...... ...... .......®.... .. ..__...m.. .Z 'ate-. C O O L) O co L) O O O O M A� N� N v CD No Y�`eYr- N J J Z J U U U r LL W W W 0. Z O C) CD r LOI� N 0 C) C) C)CM CO O LL w z d O0 H z Q _ W Q H A a- V } n LL. z F w O O Uj LU U _ H O� W W � H F Q V U 0 n w H CL w � c� c y U -a. w p z z uw. ° --� i! �. ,i C CO O im w > G1 0 w > 1 LLI Q W w z w G w U ❑ N O F U w i r < w c x w V u c u u T' Agreement No. 7108A ATTACHMENT 2 Hootsuite End User License Agreement (last modified July 29, 2025) 71 Agreement No. 7108A Last Modified: July 29, 2025 Please review this End User License Agreement (the "Agreement" or "EULA") carefully. Wherever used in this Agreement, "you", "your", "Customer", and similar terms mean the person or legal entity accessing or using the Enterprise Services. For the avoidance of doubt, if you are accessing and using the Enterprise Services on behalf of a company (such as your employer) or other legal entity, "you", "your" or "Customer" means the company or other legal entity that you are using the Enterprise Services on behalf of. By agreeing to an Order Form referencing this Agreement or by purchasing, accessing or using the Enterprise Services offered by Hootsuite Inc. ("Hootsuite", "we", "us", or "our"), you are confirming that you have read, understand and accept this Agreement. This Agreement can be updated from time to time in accordance with Section 10.5 below. You are responsible for regularly reviewing the most current version of this Agreement, which is published at: .h ui e. gall n erpri e-terms. When we change this Agreement, we will update the "Last Modified" date above. This Agreement applies only to the Enterprise Services purchased through a Solution Partner, as further defined below. The terms that apply to the use of Hootsuite's publicly available websites or use of other services (such as Hootsuite's Free, Professional, and Team plans) (the "Self -Serve Services") are available at www.hootsuite.com/legaltte_rms. The terms that apply to Enterprise Services purchased directly from Hootsuite are available at www.hootsuite.com/i galienterprise-terms. By signing an Order Form referencing this Agreement or by purchasing, accessing or using the Enterprise Services, you confirm that: A. You will only use the Enterprise Services for business and professional reasons (the Enterprise Services are not for use by consumers and may only be used for business and professional purposes); B. You accept and will comply with this Agreement; and C. You are responsible for anyone that uses the Enterprise Services through your account ("Authorized Users"), which may include your employees, consultants or contractors, or the employees, consultants or contractors of your Affiliates. If you are a marketing agency or similar organization and provide access to the Enterprise Services to any of your clients or their employees, they are also your Authorized Users. 1.Hootsuite Terminology. (a) We use capitalization for terms that have a special meaning in this Agreement. While some terms are defined elsewhere, this section sets out the definitions of some key terms. 72 Agreement No. 7108A "Al Powered Services" are product features accessible in the Enterprise Services offering artificial intelligence capabilities as further described in the Hootsuite Al Terms (published at My Wo tfit .c I gal ai-terms). .hq "Affiliates" are companies or entities that either you or we own, that own either you or us, or that have the same owner or corporate parent as either you or us, as applicable. A "Solution Partner" is a party authorized by Hootsuite to resell Enterprise Services and/or Partner Services to you. An "Order Form" is a document issued by a Solution Partner and that is signed or otherwise agreed to by you, which describes the Enterprise Services and/or Partner Services you are purchasing, including the fees, the quantities purchased, and any other details specifically related to those services. "Content" is a generic term that means all information and data (such as text, images, photos, videos, audio and documents) in any format that is uploaded to, downloaded from or appears on the Enterprise Services. "Ads Content" is Customer Content that you or your Authorized Users provide in connection with your creation, posting, or management of paid advertisements on Facebook, Instagram, X (formerly, Twitter) or any other applicable Social Network. "Customer Content" is Content that you or your Authorized Users provide to us or upload to the Enterprise Services. "Third -Party Content" or "Mentions" are any Content that a third party (in other words, someone other than you, an Authorized User or Hootsuite) creates (or otherwise originating from or belonging to a third party) and that we obtain from Social Networks or other Third -Party Services. For example, without limitation, (a) Mentions include posts created by followers that appear on your Facebook page.; and (b) Third -Party Content includes Content obtained from Third -Party Services as part of an analysis or query conducted by you via a social listening feature of the Enterprise Services. "Messaging Content" is Submitted Content and Customer Content to the extent it is included only in private text messages (including sent through messaging services, such as WhatsApp and WeChat) and private direct messages sent through Social Networks, sent to and from Customer, including by Authorized Users. "Submitted Content" is Content you ask people to submit through the Enterprise Services, such as in connection with contests or as Messaging Content. "Enterprise Services" means services included in Hootsuite's Enterprise or Business plans, any other Hootsuite products or services made available to you through an Order Form, and any Hootsuite Apps (as defined in the App Directory Terms) accessed through the Hootsuite App Directory, but does not include: (a) Hootsuite's Self -Serve Services; or (b) any Third - Party Services (including, without limitation, Sparkcentral Services). "Third -Party Services" are services that are not provided by Hootsuite that you may access or use in connection with the Enterprise Services. They include, without limitation: "Social Networks", which are the social networking sites and/or messaging platforms supported by the Enterprise Services (such as X (formerly, Twitter), Facebook, Linkedin, Instagram, Pinterest, TikTok, YouTube, and WhatsApp); "Partner Services", which are services offered by third- 73 Agreement No. 7108A parties and resold by Hootsuite as an authorized reseller; "Sparkcentral Services", which are Partner Services offered by our Affiliate, Sparkcentral Europe NV ("Sparkcentral"), that you may purchase through us as a reseller; services accessible through the extensions and applications available in the Hootsuite App Directory (httpa.//apps.hootsuite cord); and any other third parties from which we obtain, collect or process Mentions and/or Third -Party Content. (b) Headings used in this Agreement are for convenience of reference only and do not affect the construction or interpretation of this Agreement. 2. Hootsuite's Responsibilities. 2.1 Enterprise Services. During the term of the Agreement, subject to the terms and conditions of this Agreement, we will make the Enterprise Services available to you in accordance with the applicable Order Form and the Service Level Agreement published atwww.hootsuite.cornllegal enterprise-servic -level-agreerent. , 2.2 Updates. The Enterprise Services evolve constantly. So long as we do not breach the warranty set out in Section 9.2(a), we may change the Enterprise Services (such as by changing, adding or removing features) at any time, for any reason, and may or may not provide notice of those changes to you. 3. Content & Third -Party Services. 3.1 Third -Party Content. We are not responsible for Content provided by others, including Third -Party Content or Mentions (including, without limitation, Content from Social Networks and apps from the App Directory). You and anyone else who accesses the Enterprise Services may access Content that might be unlawful, offensive, harmful, inaccurate or otherwise inappropriate. We will not be liable to you or any Third -Party Content. 3.2 Third -Party Services. If you access or purchase a Third -Party Service, you do so at your own risk. Your relationship with the Third -Party Service provider is an agreement between you and them. If you access or enable a Third -Party Service, you grant them permission to access or otherwise process your data as required for the operation of the Third -Party Services. We will not be liable for disclosure, use, changes to, or deletion of your data or for losses or damages you may suffer from access to your data by a Third -Party Service. WE MAKE NO REPRESENTATION AND WILL HAVE NO LIABILITY OR OBLIGATION WHATSOEVER IN RELATION TO THE CONTENT OR USE OF, OR CORRESPONDENCE, AGREEMENTS OR TRANSACTIONS WITH, ANY THIRD -PARTY SERVICES. YOU MUST COMPLY WITH ALL AGREEMENTS AND OTHER LEGAL REQUIREMENTS THAT APPLY TO THIRD -PARTY SERVICES. 3.3 Third -Party Service Change. The Enterprise Services interact with Third -Party Services and depend on the availability of those Third -Party Services and the features, functionality and Third -Party Content they make available to us, which we do not control and may change without notice. If at any time a Third -Party Service stops making some or all of its features, functionality or Third -Party Content available to us, or available to us on reasonable terms as determined at any time by Hootsuite in its sole discretion (each a "Third -Party Service Change"), we may at any time at our sole discretion stop providing access to those features, 74 Agreement No. 7108A functionality or Third -Party Content and we will not be liable to you or any third party for any such Third -Party Service Change. 4. Your Responsibilities. 4.1 Acceptable Use. You and your Authorized Users must comply with the Acceptable Use Rules (published at www.hootsuite.com/""l gal/acceptable-use) (the "Acceptable Use Rules", including, without limitation, prohibiting use of the Enterprise Services for law enforcement, surveillance, tracking, etc. as further described in Section 2.1 of the Acceptable Use Rules) and all applicable laws. If you or any of your Authorized Users do not comply with the Acceptable Use Rules or any applicable laws, we may remove any of your Content and temporarily suspend or restrict your access to the Enterprise Services without prior notice. In such case, we will then notify you and, where applicable, will work with you in good faith to resolve the issue. 4.2 Professional Services. If your Order Form includes professional services (such as account set-up, provisioning, or training) ("Hootsuite Professional Services"), the Professional Services Terms published at www.hootsulte.com/legal/profes,sioniaI-services- terms also apply to and govern those Hootsuite Professional Services. 4.3 Advertising Terms. If you use the Enterprise Services to create and manage Ads Content, the Hootsuite Ads Terms published at www. . I galas also apply to and govern that use. 4.4 Beta Testing. From time to time, we may offer you the opportunity to install, use and test certain services prior to their commercial release ("Beta Services"). Use of the Beta Services is optional. If you use any Beta Services, the Beta Terms published at www.hootsuite.co / gal/beta-terms apply to and govern those Beta Services. 4.5 Partner Services. Without limiting the generality of Section 3.2, if you purchase any Partner Services, you: (a) acknowledge and agree that we are acting solely as an authorized reseller for such Partner Services; and (b) expressly agree to be bound by the terms and conditions applicable to such services listed at sute.c m/leg 1irparty_ terms or as otherwise set out in the applicable Order Form. 4.6 Sparkcentral Services. Without limiting the generality of Section 3.2, if you purchase any Sparkcentral Services, you: (a) acknowledge and agree that we are acting solely as an authorized reseller for such Sparkcentral Services; and (b) expressly agree to the Sparkcentral Terms of Service published at https:i/www.hogtsuite..com/1 gal/s a I -terms -of- service which apply to and govern your use of the Sparkcentral Services 4.7 Al Powered Services. If you use any Al Powered Services, the Al Terms published at www.hootsuitec gal/ai-terms also apply to and govern that use. 4.8 App Directory. When you access the App Directory and install or use one or more apps available there, you also agree to the App Directory Terms (published at https://hootsui cram/legal/app-directory-tos). The App Directory Terms apply to any app accessed through the App Directory, including Hootsuite Apps. 4.9 Supplemental Product Terms. If you purchase any of the following products or services, they form part of the Enterprise Services, and the following additional terms 75 Agreement No. 7108A ("Supplemental Terms") will apply: (i) for Talkwalker Services, the Talkwalker Supplemental Terms published at l gal up l . Ik I (ii) for Hootsuite Generative Al Chatbot Services ("Chatbot Services"), the Hootsuite Chatbot Terms published at www.hootsuite.com/legal/chatbot-terms. For clarity, such products and services are deemed Enterprise Services. 4.10 Customer Content. You are solely responsible for Customer Content. We have no obligation or responsibility to review, filter, block or remove Content, including Customer Content. 4.11 Submitted Content. You acknowledge and agree that: (a) the Enterprise Services do not help you comply with any laws, rules, or regulations that may apply to your collection or use of Submitted Content, which is solely your responsibility; and (b) we will not be liable to you or any third party for the Submitted Content, and we make no warranty that any Submitted Content obtained or displayed through the Enterprise Services is accurate or complete. 4.12 Account Information. You are responsible for the completeness and accuracy of the account information you provide to us. You will promptly notify us upon becoming aware of any unauthorized access to or use of your login credentials or account. 4.13 Affiliates. Your Affiliates may use the Enterprise Services that you purchase, subject to the quantities or other usage limits set out in your Order Form. If an Affiliate wishes to have a separate account or wishes to be billed separately for its use of the Enterprise Services, that Affiliate will need to sign a separate Order Form, which will form a separate contract between Hootsuite and that Affiliate. 4.14 Agency. If you act as a legal agent purchasing the Enterprise Services on behalf of an end -user client (the "Principal"), then (a) that purchase must be made by signing an Order Form; (b) the Principal must be identified as the end user on the applicable Order Form; (c) you represent and warrant to us that you have obtained all necessary authorizations, consents, and licenses from the Principal to bind the Principal to this Agreement (including each applicable Order Form) and to act as the Principal's agent, and all of your actions related to this Agreement are within the scope of your agency with the Principal; and (d) you will defend, indemnify, and hold harmless Hootsuite from all damages, liabilities, costs, and expenses (including reasonable legal fees) arising from any breach of the foregoing representation and warranty. 5. Intellectual Property. 5.1 Intellectual Property. We keep all rights and interests in the Enterprise Services. The Enterprise Services contain Content owned or licensed by Hootsuite ("Hootsuite Content"). Hootsuite Content is protected by copyright, trademark, patent, trade secret and other laws, and, as between you and Hootsuite, we own and retain all rights in the Hootsuite Content. 5.2 Feedback. We welcome your suggestions, comments, bug reports, feature requests or other feedback ("Feedback"). We do not have to keep Feedback confidential, even if you tell us it is confidential, provided we do not disclose that you are the source of any Feedback. If 76 Agreement No. 7108A you provide Feedback, you grant Hootsuite a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty -free, fully paid -up license to use the Feedback for any purpose. 5.3 Customer Content. You retain your rights to any Customer Content you submit, post or display on or through the Enterprise Services. You grant us a non-exclusive, worldwide, sublicensable, royalty -free license to use, host, run, copy, reproduce, process, adapt, translate, publish, transmit, display and distribute your Customer Content solely for the purposes of providing, supporting and improving the Enterprise Services. We will not sell or rent any of your Customer Content. 6. Term and Termination. 6.1 Term of Agreement. This EULA will commence on the date you agree to an Order Form with a Solution Partner, and will continue in effect for the term described in such Order Form. Except as expressly stated otherwise in the applicable Order Form, each Order Form will automatically renew for subsequent one-year renewal periods unless you, we or the Solution Partner gives written notice of non -renewal at least sixty (60) days prior to the end of the then - current term. Hootsuite reserves the right to increase the fees for Enterprise Services and/or Partner Services on renewal by giving you written notice thereof (which notice may be given by email) provided that if Hootsuite gives you (or the Solution Partner) such notice less than ninety (90) days prior to the end of then -current term, you (or the Solution Partner) will have thirty (30) days thereafter to give us written notice to opt out of any applicable automatic renewal. Notwithstanding the foregoing, in no event shall the term of this Agreement or any Order Form exceed the term agreed to in writing between Hootsuite and the Solution Partner for your account. 6.2 Termination for Cause. A party may terminate this Agreement for cause (a) immediately if the other party has failed to cure a material breach within thirty (30) days of receiving written notice of that material breach from the other party; or (b) immediately if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors. 6.3 Effects of Termination. Upon termination of this Agreement for any reason: (a) all Order Forms will automatically terminate; (b) your access to Hootsuite accounts, Enterprise Services and Partner Services will be terminated and you will immediately cease all use thereof; and (c) you will pay all unpaid amounts you owe to Hootsuite. If you terminate this Agreement in accordance with Section 6.2, Hootsuite will refund any Fees you paid in advance for the Enterprise Services and Partner Services applicable to the period after termination. If Hootsuite terminates this Agreement in accordance with Section 6.2, then you will pay any unpaid Fees for the remainder of the term of each Order Form. In no event will termination of this Agreement relieve you of your obligation to pay any amounts payable for Enterprise Services and/or Partner Services for the period prior to the date of termination. 6.4 Survival. Any provision of this Agreement that, either by its terms or to give effect to its meaning, must survive and such other provisions that expressly or by their nature are intended to survive termination will survive the expiration or termination of this Agreement. Without limiting the foregoing, Sections 5, 8, and 9 will survive the expiration or termination of this Agreement. 7. Suspension for Late Payment. IA Agreement No. 7108A 7.1 Late Payment. Upon thirty (30) days' written notice from Hootsuite or the Solution Partner to you provided after the due date of any fees for Enterprise Services and/or Partner Services, we may suspend your access to the Enterprise Services and/or Partner Services if you have not paid the amounts owing in full. 8. Confidentiality, Security & Data Protection. 8.1 Confidential Information. Hootsuite and you may exchange confidential information ("Confidential Information") in the course of your negotiation and use of the Enterprise Services. Hootsuite's Confidential Information may include non-public information about our pricing, personnel, or partnerships, our product roadmap, our security and data protection documentation, or other non-public information we identify as confidential. Your Confidential Information includes non-public information about your policies (such as your policies for internal review or approval of Customer Content), personnel (including names and email addresses of your Authorized Users), or plans or strategies (such as marketing plans or social strategies you share with Hootsuite in the course of our delivery of Professional Services), and includes your Messaging Content but does not include any other Content published, communicated, or transmitted to or through a Social Network account. When either you or we (the "recipient") receive Confidential Information from the other (the "discloser"), the recipient will use the same degree of care that it uses to protect the confidentiality of its own Confidential Information of like kind (but in no event less than reasonable care) and will not disclose or use any Confidential Information of the discloser for any purpose outside of the scope of this Agreement. Information will not be considered Confidential Information if (a) it was lawfully in the recipient's possession before receiving it from the discloser; (b) it is provided in good faith to the recipient by a third party without breaching any rights of the discloser or any other party; (c) it is or becomes generally available to, or accessible by, the public through no fault of the recipient; or (d) it was or is independently developed by the recipient without reference to the discloser's Confidential Information. In the event that the recipient or any representative of the recipient becomes legally compelled (by law, rule, regulation, subpoena, or similar court process) to disclose any of the Confidential Information, the recipient will (if permitted to do so) provide the discloser with notice of such circumstances and will limit such disclosure to the required disclosure. 8.2 Enterprise Security Standards. During the term of the Agreement, we will maintain the following "Enterprise Security Standards": (a) Security Practices. Hootsuite will implement and maintain security practices as described at https://hootsuite.com/legal/security_ practices. (b) Reports. You may obtain a copy of Hootsuite's most recent security audit report (which may include summaries of test results or equivalent measures taken to assess the effectiveness of its control environment) and a summary of its most recent penetration testing results through the Hootsuite Trust Center (https://trustcenter.hootsuite.com/). (c) Disaster Recovery and Business Continuity. Hootsuite has and will maintain a disaster recovery and business continuity plan. (d) Breach Notification. Hootsuite will notify you without undue delay (but in any event within 72 hours of becoming aware) of any unauthorized access to your Hootsuite account (a "Breach"), will promptly take all necessary steps to mitigate the Breach, and will provide you with reasonable cooperation in investigating the Breach (including, on request and to the extent reasonable, providing you with copies of relevant records, logs, or other materials). 78 Agreement No. 7108A 8.3 Privacy & Data Protection. We may process certain information about you and individuals associated with you, such as your employees, in connection with your use of the Enterprise Services. This includes account information, usage data, and customer support questions as further described in our privacy policy (www.ho uite.comliegal//privacy_). The terms of the Hootsuite Data Processing Addendum, which is available at https://www.hootsuite.com/legal/data-processing-addendum ("DPA") are incorporated by reference and apply to the extent that Hootsuite processes Customer Personal Data (as defined in the DPA) on your behalf in connection with your use of the Enterprise Services. 9. Warranties, Indemnities & Limitations of Liability. WARRANTIES & DISCLAIMER 9.1 Mutual Warranties. Each of Hootsuite and Customer represents and warrants that (a) it has the power and authority to enter into this Agreement and to perform its obligations and duties under this Agreement; and (b) it will perform its obligations and duties and exercise its rights under this Agreement in compliance with all laws applicable to it. 9.2 Hootsuite Warranties. Hootsuite warrants that: (a) subject to a Third -Party Service Change, the functionality of the Enterprise Services will not be materially decreased during the term of the applicable Order Form; (b) to its knowledge, the Enterprise Services do not contain any malicious code or viruses; (c) Hootsuite has and will maintain and apply its own industry - standard company policies (including without limitation the policies made available at hft l gal/); and (d) Hootsuite is an authorized reseller of any Partner Services offered to Solution partner for sale to Customer in an Order Form. 9.3 Disclaimer. (a) EXCEPT AS EXPRESSLY PROVIDED HEREIN, WE OFFER THE ENTERPRISE SERVICES "AS IS" AND ARE NOT MAKING, AND TO THE GREATEST EXTENT PERMITTED BY LAW EXPRESSLY DISCLAIM, ANY WARRANTIES, CONDITIONS, REPRESENTATIONS OR GUARANTEES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ALL EXPRESS OR IMPLIED WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SATISFACTORY QUALITY, AND/OR NON -INFRINGEMENT, THAT THE ENTERPRISE SERVICES, ANY THIRD -PARTY SERVICES OR ANY THIRD -PARTY CONTENT WILL MEET YOUR REQUIREMENTS OR THAT THE ENTERPRISE SERVICES, ANY THIRD -PARTY SERVICES OR ANY THIRD -PARTY CONTENT WILLALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR -FREE. USE THE ENTERPRISE SERVICES AT YOUR OWN RISK. (b) UNDER NO CIRCUMSTANCES WILL WE BE LIABLE FOR ANY THIRD -PARTY SERVICES, INCLUDING THE FAILURE OF ANY SUCH THIRD -PARTY SERVICES, OR ACTIVITIES OF THIRD PARTIES, OR ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET. (c) WE ARE NOT RESPONSIBLE FOR AND WILL NOT BE LIABLE FOR THE CONTENT MADE AVAILABLE THROUGH THE ENTERPRISE SERVICES, INCLUDING CUSTOMER CONTENT, THIRD -PARTY CONTENT, AND ANY CONTENT OR SERVICES PROVIDED BY THIRD PARTIES. HOOTSUITE DOES NOT CONTROL OR VET CONTENT AND IS NOT RESPONSIBLE FOR ANYTHING POSTED, TRANSMITTED, OR SHARED ON OR THROUGH THE ENTERPRISE SERVICES. "W Agreement No. 7108A (d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR ELSEWHERE WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THIS AGREEMENT. INDEMNITIES 9.4 Indemnification by Hootsuite. Subject to Customer's compliance with Section 9.6, Hootsuite will defend, indemnify, and hold harmless Customer, its Affiliates, and its or their directors, officers, employees, agents, shareholders, successors and assigns from and against all claims, losses, damages, penalties, liability, and costs, including reasonable legal fees, of any kind or nature that are incurred in connection with or arising out of a third -party claim that the Customer's use of the Enterprise Services as permitted hereunder directly infringes the third-party's intellectual property rights (a "Claim"). Hootsuite will have no liability for any Claim to the extent it arises from: (i) a modification of the Enterprise Services by or at the direction of any person other than Hootsuite; (ii) use of the Enterprise Services in violation of this Agreement or applicable law; (iii) use of the Enterprise Services after Hootsuite notifies Customer to discontinue use because of an infringement or misappropriation claim; or (iv) the combination, operation, or use of the Enterprise Services with any other software, program, or device not provided or specified by Hootsuite to the extent such infringement would not have arisen but for such combination, operation, or use. For the avoidance of doubt, Hootsuite's indemnification obligations in this Section 9.4 will not apply to Third -Party Content and/or any other Third -Party Services accessed through the Enterprise Services, or to Customer Content or Mentions. If the Enterprise Services or any part thereof have become, or in Hootsuite's opinion are likely to become, the subject of any Claim, Hootsuite may at its option and expense: (1) procure for Customer the right to continue using the Enterprise Services as set forth hereunder; (2) replace or modify the Enterprise Services or applicable functionalities to make them non - infringing; or (3) if options (1) or (2) are not reasonably practicable, terminate either or both this Agreement or the Order Form for such Enterprise Services and refund to Customer any unearned Fees that Customer paid in advance for such Enterprise Services. This Section 9.4 sets forth Hootsuite's sole liability (and Customer's sole remedy) regarding infringement or misappropriation of third -party intellectual property rights. 9.5 Indemnification by Customer. Subject to Hootsuite's compliance with Section 9.6, Customer will defend, indemnify, and hold harmless Hootsuite, its Affiliates, and its or their directors, officers, employees, agents, shareholders, successors and assigns from and against all claims, losses, damages, penalties, liability, and costs, including reasonable legal fees, of any kind or nature that are incurred in connection with or arising out of a third -party claim: (a) :e Agreement No. 7108A alleging that Customer Content, Ads Content, or Submitted Content infringes or violates the intellectual property rights, privacy rights, or any other rights of a third party or violates any applicable law; or (b) arising from Customer's breach of the Acceptable Use Rules, any terms or conditions applicable to Customer's use of any Third -Party Services, or any applicable law. 9.6 Indemnification Procedure. The indemnified party will: (a) give written notice of the claim to the indemnifying party promptly and in any event no later than ten (10) days after the indemnified party receives the claim; (b) give the indemnifying party sole control of the defense and settlement of the claim (provided that the indemnifying party may not enter into any settlement, compromise or consent to judgment with respect to any claim without the indemnified party's prior written consent unless such settlement, compromise or consent to judgment unconditionally releases the indemnified party of all liability); and (c) provide the indemnifying party with reasonable cooperation and assistance at the indemnifying party's expense. LIMITATIONS OF LIABILITY 9.7 Maximum Liability. EXCEPT AS EXPRESSLY PROVIDED IN SECTIONS 9.7 THROUGH 9.9, AND NOT INCLUDING CUSTOMER'S OBLIGATION TO PAY ALL FEES OWED FOR THE ENTERPRISE SERVICES, IN NO EVENT WILL EITHER PARTY'S AGGREGATE LIABILITY TO THE OTHER PARTY FOR ALL CLAIMS OF ANY KIND, INCLUDING ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BY STATUTE, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR UNDER ANY OTHER LEGAL OR EQUITABLE THEORY OF LIABILITY, EXCEED THE FEES PAID BY CUSTOMER FOR THE ENTERPRISE SERVICES SUBJECT TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION AROSE. FOR CLARITY, THE CALCULATION OF EACH PARTY'S LIABILITY UNDER THIS SECTION 9.7 EXCLUDES ANY FEES PAID BY CUSTOMER FOR ANY PARTNER SERVICES, EVEN WHERE HOOTSUITE'S ENTERPRISE SERVICES ARE BUNDLED WITH OR OTHERWISE PROVIDED IN CONJUNCTION WITH PARTNER SERVICES. 9.8 Excluded Damages. (a) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY, ITS DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, OR FOR LOSS OF PROFITS, GOODWILL OR DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE ENTERPRISE SERVICES OR ANY OTHER ASPECT OF THIS AGREEMENT. (b) The Enterprise Services support multi -factor authentication, and the Acceptable Use Rules require you to maintain the confidentiality of your passwords or other login credentials for the Enterprise Services. ACCORDINGLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HOOTSUITE BE LIABLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM UNAUTHORIZED ACCESS TO OR USE OF THE ENTERPRISE SERVICES OR YOUR ACCOUNT OR THE CONTENT OR INFORMATION CONTAINED THEREIN IF: (A) THE UNAUTHORIZED ACCESS OR USE COULD HAVE BEEN PREVENTED THROUGH YOUR USE OF MULTI -FACTOR AUTHENTICATION; OR (B) YOU OR ANY OF YOUR AUTHORIZED USERS FAIL TO MAINTAIN THE CONFIDENTIALITY OF ANY PASSWORD OR OTHER LOGIN CREDENTIALS. 81 Agreement No. 7108A (c) WITHOUT LIMITING SECTION 9.8(b), TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HOOTSUITE BE LIABLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM UNAUTHORIZED ACCESS TO OR USE OF THE ENTERPRISE SERVICES OR YOUR ACCOUNT OR THE CONTENT OR INFORMATION CONTAINED THEREIN, EXCEPT TO THE EXTENT HOOTSUITE'S BREACH OF THE ENTERPRISE SECURITY STANDARDS RESULTS IN THE UNAUTHORIZED DISCLOSURE OF YOUR CONFIDENTIAL INFORMATION. (d) YOUR EXCLUSIVE REMEDIES FOR ANY INTERRUPTION OR CESSATION OF ACCESS OR TRANSMISSION TO OR FROM THE ENTERPRISE SERVICES ARE SET FORTH IN THE ENTERPRISE SERVICE LEVELAGREEMENT. 9.9 Exclusions. NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR RESTRICT OR WILL BE CONSTRUED AS EXCLUDING OR RESTRICTING THE LIABILITY OF EITHER PARTY FOR (1) INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT; (II) DEATH OR BODILY INJURY CAUSED BY THE NEGLIGENCE OF THAT PARTY, ITS EMPLOYEES, OR ITS AGENTS; (III) FRAUDULENT MISREPRESENTATION OR WILLFUL MISCONDUCT OF THAT PARTY OR ITS EMPLOYEES; OR (IV) ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW. 9.10 Basis of Bargain. THE ESSENTIAL PURPOSE OF SECTIONS 9.7 THROUGH 9.9 IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES AND LIMIT THEIR POTENTIAL LIABILITY GIVEN THE FEES CHARGED UNDER THIS AGREEMENT, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF HOOTSUITE WERE TO ASSUME ANY FURTHER LIABILITY. THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THESE TERMS. 10. General. 10.1 Assignment. Neither party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the other party (not to be unreasonably withheld), and any attempted assignment without such consent will be void. Notwithstanding the foregoing, we may assign this Agreement in its entirety (including all Order Forms), without your consent, to any of our Affiliates, or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our shares or assets. 10.2 Relationship of the Parties. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect. 10.3 Publicity. Unless you provide us with written notice to the contrary or of any reasonable restrictions or requirements, you agree that we may disclose that you are a customer of the Enterprise Services and may use your name(s) and logo(s) in: (a) Hootsuite's digital, online, and printed marketing materials (including on our websites); and (b) external -facing presentations, including to individual clients and prospects and at trade shows, conferences, and similar events. 10.4 Force Majeure. Neither party will be liable for any failure to perform its obligations under this Agreement if that failure results from any cause beyond such party's reasonable control, including: the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks; Internet failure; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes, EFA Agreement No. 7108A lockouts or labor disruptions; and any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts. 10.5 Amendment. We may change any part of this Agreement (including any terms or documents incorporated by reference in this Agreement) at any time by posting the revised terms on the Hootsuite website. It is important for you to review this Agreement before using the Enterprise Services and from time to time, though we will notify you of any changes that, in our sole discretion, materially impact this Agreement. The updated Agreement will be effective as of the time of posting, or on such later date as may be specified in the updated Agreement, and your continued use of the Enterprise Services after any such changes are effective will constitute your consent to such changes. 10.6 Severability. If a court finds part of this Agreement to be invalid, the rest of the Agreement will continue to apply with the minimum changes required to remove the invalid part. 10.7 Notices to You. Hootsuite may give notice to you by placing a banner notice on the Hootsuite platform or Hootsuite's website. We may also contact you or your Authorized Users through your Hootsuite account or contact information you provide, such as email or telephone. If you fail to maintain accurate account information, such as contact information, you may not receive critical information about our Enterprise Services or this Agreement. 10.8 Notices to Hootsuite. For any notice to Hootsuite that you give under or regarding this Agreement, you must notify Hootsuite by email to legal@hootsuite.com with a duplicate copy sent via registered mail to the following address: Hootsuite Inc., 111 East 5th Avenue, 3rd Floor, Vancouver, British Columbia, V5T 4L1; Attention: Legal Department. 10.9 Waivers. The rights of each Party may be waived only in writing. No failure to exercise, and no delay in exercising, any right or remedy under this Agreement will be deemed to be a waiver of that right or remedy. No waiver of any breach of any provision of this Agreement will be deemed to be a waiver of any subsequent breach of that provision or of any similar provision. 10.10 Remedies. Unless otherwise stated, each party's remedies under this Agreement are not exclusive of any other remedies under this Agreement, at law or otherwise. 10.11 Insurance. Hootsuite has and will maintain industry -standard insurance policies. You can obtain a copy of our current insurance certificate showing coverage for comprehensive general liability and professional liability (including coverage for errors & omissions and network & information security liability) through the Hootsuite Trust Center.(http : rusftcenter°. rots ' . om). 10.12 Governing Law and Dispute Resolution. (a) The laws of the Province of British Columbia and Canadian law applicable in British Columbia will govern any dispute, cause of action or claim arising out of this Agreement or your use of the Enterprise Services ("Dispute"), without giving effect to conflict -of -law principles. (b) If either of us breach this Agreement or violate the other's rights or another person's rights, in addition to any other remedy, you or we may ask a court for an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of 83 Agreement No. 7108A the terms and provisions of this Agreement and seek reimbursement of reasonable legal fees associated therewith. (c) If you have any kind of Dispute with us, the exclusive means of resolving it will be by confidential, binding arbitration before a single arbitrator chosen by you and Hootsuite. You will give notice of your Dispute to us in writing. If we do not decide together on an arbitrator within fifteen (15) days after we receive that notice, we both agree to ask the British Columbia International Commercial Arbitration Centre (BCICAC) to appoint one for us. The arbitration will take place in Vancouver, British Columbia, under the Arbitration Act (British Columbia), and will follow the Domestic Commercial Arbitration Rules of the BCICAC. The arbitrator will have the right to decide how the costs should be divided between us. The arbitrator will have the right to accept whatever kind of evidence they think is appropriate and will have the right to make whatever award they consider fair and equitable, based on legal and equitable principles, including giving an order such as an injunction (to stop one of us from doing something) or an order that you or we pay damages to the other. The arbitrator's award can be entered into the registry of the British Columbia Supreme Court in Vancouver, British Columbia, and enforced in the same way as a court order if the court in the enforcing jurisdiction allows. (d) Any Dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Hootsuite and you each waive any right to a trial by jury. 10.13 Export Compliance. You will not use or access the Enterprise Services if you are located in any jurisdiction in which the provision of the Enterprise Services is prohibited under Canadian, U.S. or other applicable laws (a "Prohibited Jurisdiction") and you will not provide access to the Enterprise Services to any government, entity or individual located in any Prohibited Jurisdiction. You confirm that (a) you are not named on any Canadian or U.S. government list of persons or entities prohibited from transaction with any Canadian or U.S. person; (b) you are not a national of, or a company,registered in, any Prohibited Jurisdiction; (c) you will not allow Authorized Users to access or use the Enterprise Services in violation of any Canadian, U.S. or other export embargoes, prohibitions or restrictions; and (d) you will comply with all applicable laws regarding the transmission of data exported from the country in which you (or your Authorized Users) are located to Canada and the United States. 10.14 Entire Agreement. This Agreement, including the other documents referred to as applicable to the Enterprise Services in this Agreement, is the entire agreement between you and Hootsuite for your use of the Enterprise Services. Any prior understandings, statements or agreements (oral or written) (including any prior non -disclosure or confidentiality agreements or similar) do not apply, as well as additional terms that you may present (such as terms in a unilateral notice from you to us or printed on a purchase order or any other document generated by you). This Agreement is binding on the parties and their permitted successors and assigns. 84