REQUEST FOR PROPOSAL - Bidding Opportunities

REQUEST FOR PROPOSAL

VALUE-ADDED RESELLER:

DATA CENTRE AND CLIENT HARDWARE

RFP No. PS20130876

Issue Date: October 2, 2013

Issued By: City of Vancouver

REQUEST FOR PROPOSAL NO. PS20130876 VALUE-ADDED RESELLER: DATA CENTRE AND CLIENT HARDWARE

TABLE OF CONTENTS

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TABLE OF CONTENTS

PART A – INFORMATION AND INSTRUCTIONS Pages A-1 to A-11

1.0 The RFP

2.0 Key Dates

3.0 Contact Person

4.0 Submission of Proposals

5.0 Changes to the RFP and Further Information

6.0 Contract Requirements

7.0 Pricing

8.0 Evaluation of Proposals

9.0 Certain Applicable Legislation

10.0 Legal Terms and Conditions

11.0 Definitions

PART B – CITY REQUIREMENTS AND ITEMS TO BE ADDRESSED IN PROPOSALS Pages B-1 to B-2

1.0 City Requirements

2.0 Items to be Addressed in Proposals

PART C – PROPOSAL FORM Pages C-1 to C-8

APPENDIX 1 to Proposal Form – LEGAL TERMS & CONDITIONS

PART D – FORM OF AGREEMENT Pages 1 to 54

ANNEX 1 – DETAILED REQUIREMENTS Pages 1-1 to 1-22

ANNEX 2 – CERTIFICATE OF EXISTING INSURANCE -1


TABLE OF CONTENTS

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ANNEX 3 – PRICING TABLES Pages 3-1 to 3-9

ANNEX 4 – VENDOR SUSTAINABILITY LEADERSHIP QUESTIONNAIRE Pages 4-1 to 4-4

ANNEX 5 – DECLARATION OF SUPPLIER CODE OF CONDUCT COMPLIANCE Page 5-1

ANNEX 6 – SUSTAINABILITY Pages 6-1 to 6-3

ANNEX 7 - VANCOUVER POLICE DEPARTMENT CONSENT TO RELEASE INFORMATION FORM (1601B)

Page 7-1

ANNEX 8 – VANCOUVER POLICE DEPARTMENT CIVILIAN SECURITY SCREENING BACKGROUND INFORMATION FORM (1602) Pages 8-1 to 8-7

ANNEX 9 – LIST OF SITES Pages 9-1 to 9-2

ANNEX 10 – MAINTENANCE LIST Pages 10-1 to 10-2


PART A – INFORMATION AND INSTRUCTIONS

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1.0 THE RFP

1.1 This Request for Proposal (the “RFP”) is issued by the City of Vancouver (the “City”), on behalf of itself (including on behalf of its Vancouver Board of Parks and Recreation), the Vancouver Police Board (“VPD”), and the Vancouver Public Library Board (“VPL”). The term “City Group,” as used herein, refers to City (including Parks), VPD, and VPL, collectively. This RFP provides an opportunity for qualified value-added resellers (“VARs”) to submit Proposals for review by the City Group and, depending on the City Group’s evaluation of Proposals, among other factors, to potentially negotiate with the City Group to enter an Agreement.

1.2 EXCEPT WHERE EXPRESSLY STATED OTHERWISE IN APPENDIX 1 TO THE PROPOSAL FORM IN PART C OF THE RFP: (I) NO PART OF THE RFP CONSISTS OF AN OFFER BY ANY OF THE CITY, VPD OR VPL TO ENTER INTO ANY CONTRACTUAL RELATIONSHIP; AND (II) NO PART OF THE RFP IS LEGALLY BINDING ON ANY OF THE CITY, VPD, OR VPL.

1.3 The City Group expects to select a successful Proponent that will act as the primary VAR for the City Group to recommend, provide, and execute cost-effective solutions that best meet the City Group’s objectives and requirements as described in this RFP. The following is a high-level description of the main goods and services that a successful Proponent is expected to provide to the City Group.

1.3.1 Data Centre Devices and Service

a. Servers (including both Intel-based and RICS-based);

b. Storage devices (storage controller and disk tray);

c. Non-Microsoft software packages that are specific to data centre operations (e.g. enterprise data storage, backup, and restore, disaster recovery, data centre asset management, etc.);

d. Server Rack;

e. Uninterruptible Power Supply (UPS) and Battery;

f. Power Distribution Unit;

g. Equipment and installation to provide seismic protection to data centre equipment

1.3.2 Client Hardware, Software and Service

a. Devices: PC/laptop, monitor, keyboard, internal components (graphics adapters, memory, etc.), mice (peripherals), docking stations, mobile devices (e.g. tablet), inclusive of PC replacement and ‘as and when’ purchases;

b. Desktop scanners;

c. Other peripherals, including projectors and other equipment such as web cameras, VPL special peripherals (e.g. RFID readers), etc.;

d. Delivery, staging (including imaging, burning, decaling), inventory, and logistics/distribution channel(s);

e. End-of-life disposition and data security; (destruction of data stored on devices, internal memory or other storage media). Data security must also apply to



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disposition of components containing data during the servicing or repair of devices during their service lifecycle.

f. Reuse and/or recycling of devices and peripherals, including packaging materials;

g. Desktop software (i.e. supply, support, licence): MS LAR, Adobe, other (e.g. Autodesk, Oracle);

h. Any management tools/systems offered by the Proponent, which should interface with SAP/KACE/SDE (interface mechanisms could include API interfaces, email parsing and/or other techniques that reduce or eliminate manual updates) (This applies to service call requirements detailed in Annex 1 Section 4.6.);

i. Inventory management (warranty/maintenance management, software & hardware, optional warranty extensions), proactive reporting, proactive end-of-life inventory management;

j. Specifically excluded are: cell phones, smart phones, print devices, telephony.

1.4 The City Group has in the past operated on a four-year replacement cycle for its desktop and laptop personal computers, a six-year cycle for its monitors, and a three-year cycle for its data centre equipment in general, and the City expects that the City Group may do the same in the future. Equipment to be replaced as part of this contract is located throughout the City of Vancouver and encompasses all City Group departments and the City Group’s data centres.

1.5 The City Group’s personal computing environment consists of over 6,000 personal computers requiring on-going maintenance. Approximately one-third of these personal computers are located in offices within the City Hall Campus, which includes the City Hall building and six other buildings all within a one-block radius of City Hall. The rest of the personal computers are located at over one hundred (100) sites throughout the City of Vancouver (and a few in other Lower Mainland municipalities). The City Group’s data centre environment is comprised of less than ten facilities located within the City of Vancouver. The data centres in total contain over 220 physical servers, 57 virtual host servers, and 1,028 TB of enterprise NAS storage, and other associated hardware equipment. The City Group only accepts maintenance and/or professional service by the original equipment manufacturer (OEM) or its authorized agents, on server, storage, and other associated equipment and software.

1.6 Details of the City Group’s objectives and requirements to which the RFP relates are set out in Part B of the RFP and/or Annex 1. The City Group welcomes Proposals respecting innovative or novel approaches to the City Group’s objectives and requirements.

1.7 The City Group is interested in selecting a Proponent with the capability and experience to efficiently and cost-effectively meet the objectives and requirements described in the RFP. The City Group currently expects to select such a Proponent and then enter into negotiations with that Proponent, which will conclude in the execution of an Agreement between the Proponent and the City Group. However, the City Group may: (i) decline to select any Proponent; (ii) decline to enter into any Agreement; (iii) select multiple Proponents for negotiation; or (iv) enter into one or more agreements respecting the subject matter of the RFP with one or more Proponents or other entities at any time. The City may also terminate the RFP at any time.

1.8 The City currently intends that Proposals will be evaluated by the City Group in relation to their overall value, which will be assessed in the City Group’s sole and absolute discretion. In assessing value, the City Group expects to consider the factors described in Section 8 below, among others.



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1.9 VPD Enhanced Security Clearance – Mandatory

If a Proponent is short-listed during the Proposal evaluation process, the City may require the short-listed Proponent’s directors, officers or other principals to submit a completed Annex 7 – Vancouver Police Department Consent to Release Information Form (1601B) within five (5) business days of notification of short-listing.

If a Proponent is selected to enter into an Agreement, the successful Proponent must first:

Submit, in respect of each of its directors, officers, or other principals, a complete Annex 7 – Vancouver Police Department Consent to Release Information Form (1601B), if not already submitted in the short-listing stage;

Submit a completed Annex 8 – Vancouver Police Department Civilian Security Screening Background Information Form (1602) for each of its personnel, including, but not limited to directors, managers, supervisors, and staff who will have access to any VPD site and/or access to any VPD information (including remotely-accessed information); and

Bear any and all costs associated with the above VPD background security clearance requirements.

Further details of security requirements are set forth in the Form of Agreement in Part D.

1.10 NO BID SECURITY IS REQUIRED FROM PROPONENTS IN CONNECTION WITH THE SUBMISSION OF PROPOSALS BECAUSE NO PROPOSAL WILL BE DEEMED TO BE AN IRREVOCABLE OR OTHERWISE BINDING LEGAL OFFER BY A PROPONENT TO ANY OF THE CITY, VPD OR VPL. THE LEGAL OBLIGATIONS OF A PROPONENT THAT WILL ARISE UPON THE SUBMISSION OF ITS PROPOSAL WILL BE LIMITED TO THE TERMS AND CONDITIONS STATED UNDER THE HEADING “LEGAL TERMS & CONDITIONS” IN APPENDIX 1 TO THE PROPOSAL FORM (PART C).

1.11 The execution of an Agreement with the City, VPD, and VPL may be contingent on funding being approved, and the relevant Proposal being approved by Vancouver City Council, the Vancouver Police Board, and the Vancouver Public Library Board, respectively.

1.12 Certain capitalized terms used herein but not defined where first used are defined in Section 11, below.

1.13 The RFP consists of four parts:

(a) PART A – INFORMATION AND INSTRUCTIONS: This part is intended to serve as a guide to the RFP process for Proponents.

(b) PART B – City REQUIREMENTS AND ITEMS TO BE ADDRESSED IN PROPOSALS: This part describes the subject matter of the RFP, in respect of which the City invites Proposals. This part also stipulates the information that must be contained in each Proposal.

(c) PART C - PROPOSAL FORM: This part consists of the Proposal Form to be completed by each Proponent in connection with its Proposal. Each Proposal must be submitted under the cover of a duly completed and executed Proposal Form.

(d) PART D - FORM OF AGREEMENT: This part contains a model Agreement. An Agreement or Agreements in this form may be entered into between the City Group and one or more successful Proponents.



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2.0 KEY DATES

2.1 Potential Proponents should note the following key dates:

Event Time and Date

Posting Date of RFP October 2, 2013

Deadline for Enquiries 3:00 PM [PST] Tuesday, October 15, 2013

Closing Date and Time 3:00 PM [PST] Tuesday, October 22, 2013

2.2 THE CITY GROUP HAS SET TARGET DATES FOR THE DEPLOYMENT OF ITS CLIENT HARDWARE, AND THE ACHIEVEMENT OF THOSE TARGET DATES DEPENDS ON THE RFP PROCESS PROCEEDING ACCORDING TO A TIGHT TIMELINE. THEREFORE, THE CITY WILL NOT CONSIDER ANY EXTENSIONS TO THE CLOSING DATE AND TIME NOTED IN 2.1 ABOVE.

3.0 CONTACT PERSON

3.1 All enquiries regarding the RFP must be addressed to:

Diana Chan, Contracting Specialist [email protected]

3.2 All enquiries must be made in writing. In-person or telephone enquiries are not permitted.

4.0 SUBMISSION OF PROPOSALS

4.1 Proponents must submit their Proposals in writing on or before the time and date specified in the bottom row of the table in Section 2.1 above (the “Closing Time”).

4.2 Each Proponent must submit its Proposal in an envelope clearly marked with the Proponent’s name and the RFP title and number (“Value-Added Reseller: Data Centre and Client hardware; PS20130876”) to the following address:

City of Vancouver Purchasing Services – 4th Floor 453 West 12th Avenue Vancouver, British Columbia Canada, V5Y 1V4

Notwithstanding the foregoing, envelopes submitted by courier or otherwise in-person should be delivered to:

Information Desk, Main Floor Rotunda, Vancouver City Hall 453 West 12th Avenue Vancouver, British Columbia Canada, V5Y 1V4

4.3 To be considered by the City Group, a Proposal must be submitted under the cover of a Proposal Form, completed and duly executed by the relevant Proponent, including Appendix 1 thereto.



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4.4 Proposals must not be submitted by fax or email.

4.5 Amendments to a Proposal may be submitted in the same manner as the original Proposal, at any time prior to the Closing Time.

4.6 Proponents should send one electronic copy (CD or USB) of the Proposal and the hardcopies should be bound in three-ring binders. The City Group requests that six (6) copies of each Proposal (or amendment) be submitted, though it is not necessary to submit more than one copy of the Proposal Form.

4.7 Proposals are revocable and may be withdrawn at any time before or after the Closing Time.

4.8 All costs associated with the preparation and submission of a Proposal, including any costs incurred by a Proponent after the Closing Time, will be borne solely by the Proponent.

4.9 Unnecessarily elaborate Proposals are discouraged. Proposals should generally be limited to the items specified in Part B of the RFP.

4.10 The City Group prefers to select one successful Proponent capable of providing the City Group with its requirements for data centre hardware, client hardware, maintenance and professional services; however, a Proponent may submit a Proposal responding to:

(a) data centre hardware and related maintenance and professional services requirements only; or

(b) client hardware, software, and related maintenance and professional services requirements only; or

(c) both (a) and (b), above.

4.11 The City Group is willing to consider any Proposal from two or more Proponents that wish to form a consortium solely for the purpose of submitting a joint Proposal in response to the RFP, provided that they disclose the names of all members of the consortium and all members complete and execute a Proposal Form (Part C). Nonetheless, the City Group has a strong preference for proposals submitted by a single Proponent, including a Proponent that would act as a general contractor and use subcontractors as required.

4.12 Proposals that are submitted after the Closing Time or that otherwise do not comply in full with the terms hereof may or may not be considered by the City Group and may or may not be returned to the Proponent, in the City Group’s sole discretion.

5.0 CHANGES TO THE RFP AND FURTHER INFORMATION

5.1 The City may amend the RFP or make additions to it at any time.

5.2 It is the sole responsibility of Proponents to check the City’s website at http://vancouver.ca/doing-business/open-bids.aspx and/or BC Bid’s website at www.bcbid.gov.bc.ca/ regularly for amendments, addenda, and questions and answers in relation to the RFP.

5.3 Proponents must not rely on any information purported to be given on behalf of any member of the City Group that contradicts the RFP, as amended or supplemented in accordance with the foregoing Section 5.2.

5.4 The City will not hold any information meeting related to this RFP.

http://vancouver.ca/doing-business/open-bids.aspx

http://www.bcbid.gov.bc.ca/



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6.0 CONTRACT REQUIREMENTS

6.1 In addition to addressing the other requirements of Part B hereof, each Proponent must indicate in its Proposal the extent to which the Form of Agreement included as Part D hereof is consistent with its Proposal. If the Proposal is inconsistent with any part of the Form of Agreement, the Proponent must so state and must propose alternative contract language as part of its Proposal.

6.2 If the head office of a Proponent is located within the City of Vancouver or if the Proponent is to perform any work at a site located within the City of Vancouver, the execution of any Agreement will be contingent upon the Proponent having a valid City of Vancouver business license.

6.3 The term of any Agreement is expected to be a three-year period, with two possible one-year extensions, for a maximum total term of five years.

7.0 PRICING

7.1 All prices quoted in any Proposal are to be exclusive of applicable sales taxes calculated upon such prices, but inclusive of all other costs.

7.2 Prices must be quoted in Canadian currency.

7.3 The City requires price certainty for the first six months of a Proponent’s proposed agreement; thereafter, pricing should be on a cost-plus/minus basis.

7.4 For the avoidance of doubt, freight, insurance, unloading at the destination designated by the relevant member of the City Group, import duties, brokerage, royalties, handling, overhead, profit and all other similar costs are to be included in prices.

7.5 The City Group may or may not purchase maintenance, professional services, or consumables as part of an Agreement resulting from this RFP.

8.0 EVALUATION OF PROPOSALS

8.1 The City Group may open or decline to open Proposals in such manner and at such times and places as are determined by the City.

8.2 The City Group currently intends that all Proposals submitted to it in accordance with the RFP will be evaluated by City Group representatives to determine which Proposal or Proposals offer the overall best value to the City Group based on price, quality, service, innovativeness, environmental or sustainability concerns or benefits and other criteria including, but not limited to Proponents’:

(a) ability to meet the Requirements (as defined in Part B) as and when required, or ability to otherwise satisfy the City Group’s objectives and requirements;

(b) ability to provide timely, comprehensive service;

(c) skills, knowledge and previous experience;

(d) proposed plans and work schedules;

(e) business reputations and capabilities;

(f) ability to meet VPD’s Enhanced Security Clearance requirements; and



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(g) ability to meet the City Group’s insurance requirements.

Certain other evaluation criteria may be set out in Part B or elsewhere in the RFP.

8.3 With respect to experience and reputations, the City Group expects to give preference to Proponents that are able to demonstrate at least five years’ track record. With respect to service, the City Group expects to give preference to Proponents who can, within four hours of being called, deploy five technical staff to a City Group Site for client hardware service, or, within four hours of being called, deploy two staff to a City Group site for data centre service (or do both simultaneously in the case of a Proponent proposing to supply both client hardware and data centre solutions). Finally, with respect to business capability and overall ability to meet City Group requirements, the City Group will give considerable attention to the annual revenues of Proponents. For security of supply reasons, the City Group does not want to represent an overly significant portion of a successful Proponent’s annual revenues. As an approximate guideline, the City Group prefers that a successful Proponent’s sales to the City Group represent less than 25% of the successful Proponent’s total sales.

8.4 The City Group will retain complete control over the RFP process at all times until the execution and delivery of an Agreement or Agreements, if any. No member of the City Group is legally obligated to review, consider or evaluate Proposals, or any particular Proposal, and no member of the City Group need review, consider or evaluate Proposals, or any particular Proposal in accordance with the procedures set out in the RFP. The City or the City Group may continue, interrupt, cease or modify the review, evaluation and negotiation process in respect of any or all Proposals at any time without further explanation or notification to any Proponents.

8.5 A member of the City Group may, at any time prior to signing an Agreement, discuss or negotiate changes to the scope of the RFP with any one or more of the Proponents without having any duty or obligation to advise the other Proponents or to allow the other Proponents to vary their Proposals as a result of such discussions or negotiations.

8.6 The City Group may elect to short-list Proponents and evaluate Proposals in stages. Short-listed Proponents may be asked to provide additional information or details for clarification, including by attending interviews, making presentations, supplying samples, performing demonstrations, furnishing technical data or proposing amendments to the Form of Agreement. The City and the City Group will be at liberty to negotiate in parallel with one or more short-listed Proponents, or in sequence, or in any combination, and may at any time terminate any or all negotiations.

8.7 Prior to approval of a Proposal, the City Group must be satisfied as to the Proponent’s financial stability. Proponents may be asked to provide financial statements prepared by an accountant and covering at least the prior two years.

8.8 The City Group may request that any proposed subcontractors undergo evaluation by the City Group.

8.9 No member of the City Group is under any obligation to approve any Proposal and the City may elect to terminate the RFP at any time.

8.10 For the avoidance of doubt, notwithstanding any other provision in the RFP, the City Group or a member of the City Group (as to itself) may:

(a) accept any Proposal;

(b) reject any Proposal;



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(c) reject all Proposals;

(d) accept a Proposal which is not the lowest-price proposal;

(e) accept a Proposal that deviates from the Requirements or the conditions specified in the RFP;

(f) reject a Proposal even if it is the only Proposal received by the City Group;

(g) accept all or any part of a Proposal;

(h) split the Requirements between one or more Proponents; and

(i) enter into one or more agreements respecting the subject matter of the RFP with any entity or entities at any time.

Without limiting the foregoing, the City Group may reject any Proposal by a Proponent that has a conflict of interest, has engaged in collusion with another Proponent or has otherwise attempted to influence the outcome of the RFP other than through the submission of its Proposal.

9.0 CERTAIN APPLICABLE LEGISLATION

9.1 Proponents should note that each member of the City Group is subject to the Freedom of Information and Protection of Privacy Act (British Columbia), which imposes significant obligations on the City Group’s consultants or contractors to protect all personal information acquired from the City Group in the course of providing any service.

9.2 Proponents should note that the Income Tax Act (Canada) requires that certain payments to non-residents be subject to tax withholding. Proponents are responsible for informing themselves regarding the requirements of the Income Tax Act (Canada), including the requirements to qualify for any available exemptions from withholding.

10.0 LEGAL TERMS AND CONDITIONS

10.1 The legal obligations of a Proponent that will arise upon the submission of its Proposal are stated in Appendix 1 to the Proposal Form (Part C). Except where expressly stated in such Appendix 1: (i) no part of the RFP consists of an offer by the City, VPD or VPL to enter into any contractual relationship; and (ii) no part of the RFP is legally binding on the City, VPD or VPL.

10.2 Potential Proponents should review Appendix 1 to the Proposal Form carefully before submitting a Proposal. Among other things, potential Proponents must note that:

(a) Except for limited duties in respect of the protection of confidential information and the resolution of legal disputes (as fully specified in Appendix 1 to the Proposal Form), the members of the City Group do not have, and will not have, any legal obligations to a Proponent or to any proposed subcontractor of that Proponent in respect of the RFP or that Proponent’s Proposal until such time as an Agreement is entered into with that Proponent.

(b) The City, VPD and VPL are public bodies required by law to act in the public interest. In no event, however, does the City, VPD or VPL owe to the Proponent or to any of the Proponent’s proposed subcontractors (as opposed to the public) any contract or tort law duty of care, fairness, impartiality or procedural fairness in the RFP process, or any contract or tort law duty to preserve the integrity of the RFP process.



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(c) Except only and to the extent that a member of the City Group is in breach of its duties with respect to a Proponent’s confidential information, each Proponent is required to broadly release each member of the City Group, its officials, its agents and its employees from liability for any losses incurred by the Proponent.

(a) Except only and to the extent that a member of the City Group is in breach of its duties with respect to a Proponent’s confidential information, each Proponent is required to broadly indemnify and hold harmless each member of the City Group, its officials, its agents and its employees from and against losses in respect of any claim or threatened claim against any of them.

(b) Except with respect to the City Group’s duties in respect of a Proponent’s confidential information, even to the extent a member of the City Group is found to have breached any duty to the Proponent, if any, the liability of the City Group and of the officials, agents and employees of the City Group to the Proponent will be limited to $100, in aggregate.

(c) With limited exceptions set forth in Appendix 1 to the Proposal Form, any dispute between a member of the City Group and a Proponent will be subject to arbitration.

(d) All RFP-related documents provided to any Proponent by a member of the City Group remain the property of the relevant member of the City Group and must be returned to it, or destroyed, upon request.

(e) The documentation containing any Proposal, once submitted to the City Group, becomes the property of the City Group, and the City Group is under no obligation to return the Proposal to the Proponent.

(f) The members of the City Group will treat any Proposal (and the City’s evaluation of it), in confidence in substantially the same manner as they treat their own confidential material and information, subject, however, to the applicable provisions of the Freedom of Information and Protection of Privacy Act (British Columbia) and the City Group’s full right to publicly disclose any and all aspects of the Proposal in the course of publicly reporting to the Vancouver City Council, the Vancouver Board of Parks and Recreation or the persons on the boards of the VPD or VPL, or announcing the results of the RFP to Proponents.

(g) Proponents must not divulge or disclose to any third parties any non-public documents or information concerning the affairs of the City Group, which have been or are in the future provided or communicated to a Proponent at any time (whether before, during or after the RFP process). Furthermore, each Proponent must agree to not use or exploit any such non-public documents or information in any manner, including in submitting its Proposal.

(h) Each Proponent must waive any rights to obtain any records produced or kept by the City Group in evaluating its Proposal (and any other submissions) and must agree that under no circumstances will it make any application to the City Group or any court for disclosure of any records pertaining to the receipt, evaluation or selection of its Proposal (or any other submissions), including, without limitation, records relating only to the Proponent.

(i) Each Proponent must disclose whether any officer, director, shareholder, partner or employee of the Proponent or of any of its proposed subcontractors, or any other person related to the Proponent’s or any proposed subcontractor’s organization (a “person having an interest”) or any spouse, business associate, friend or relative of a person having an interest:



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i. is a councillor, official, board member or employee of the City, VPD or VPL; or

ii. is related to or has any business or family relationship with any councillor, official, board member or employee of the City VPD or VPL,

in each case such that there could be any conflict of interest or an appearance of a conflict of interest in the evaluation or consideration of the Proponent’s Proposal by the City Group.

(j) Each Proponent must disclose whether the Proponent or any of its proposed subcontractors is currently engaged in supplying (or is proposing to supply) goods or services to a third party such that entering into an agreement with the City Group in relation to the subject matter of the RFP would create a conflict of interest or the appearance of a conflict of interest between the Proponent’s duties to the City Group and the Proponent’s or its subcontractors’ duties to such third party.

(k) Each Proponent is required to disclose whether the Proponent has any affiliation, whether legal or financial, with any other entity which is in the business of providing the same type of goods or services which are the subject of the RFP; and whether the Proponent is competing for purposes of the RFP process with any entity with which it is legally or financially associated or affiliated.

(l) Each Proponent is required to disclose whether it or any officer, director, shareholder, partner, employee or agent of the Proponent or any of its proposed subcontractors: (1) is registered as a lobbyist under any lobbyist legislation in any jurisdiction in Canada or in the United States of America; or (2) has engaged in any form of political or other lobbying whatsoever with respect to the RFP or sought, other than through the submission of its Proposal, to influence the outcome of the RFP process.

(m) A Proponent must not disclose or promote any relationship between it and any member of the City Group, including by means of any verbal declarations or announcements and by means of any sales, marketing or other literature, letters, client lists, press releases, brochures, web sites or other written materials (whether in print, digital, electronic or other format) without the express prior written consent. Each Proponent must undertake not to use the name, official emblem, mark, or logo of a member of the City Group without express prior written consent.

11.0 DEFINITIONS

11.1 In the RFP, the following capitalized terms have the following meanings:

(a) “Agreement” means a contract entered into between members of the City Group and a successful Proponent, if any, following the conclusion of the RFP process, which contract is expected to be in substantially the same form as the Form of Agreement;

(b) “City” means the City of Vancouver, a municipal corporation continued pursuant to the Vancouver Charter and includes the City’s Vancouver Board of Parks and Recreation;

(c) “City Group” means the collective, for the purposes of the RFP, comprised of the City of Vancouver (including the Vancouver Board of Parks and Recreation), Vancouver Police Board and Vancouver Public Library Board;

(d) “Form of Agreement” means the form of agreement contained in Part D of the RFP;



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(e) “Proponent” means an entity, which is not, by the terms hereof, restricted from submitting a Proposal, and which does submit a Proposal;

(f) “Proposal” means a proposal submitted in response to the RFP;

(g) “Proposal Form” means the form contained in Part C of the RFP;

(h) “VPD” means the Vancouver Police Board, an entity constituted pursuant to the Police Act; and

(i) “VPL” means the Vancouver Public Library Board, an entity constituted pursuant to the Library Act.

11.2 All other capitalized terms used in the RFP have the meanings given to them elsewhere in the RFP.


PART B – CITY REQUIREMENTS AND ITEMS TO BE ADDRESSED IN PROPOSALS

Page B-1

1.0 CITY REQUIREMENTS

1.1 The City Group’s objectives and requirements (together, the “Requirements”) are described in:

(a) Part A – Information and Instructions, Section 1.3; and

(b) Annex 1 – Detailed Requirements.

1.2 The Requirements stated herein are current as of the date hereof, but they may change or be refined in the course of the evaluation of Proposals or otherwise.

1.3 Unless otherwise stated, if, and wherever, the Requirements state a brand name, a make, the name of a manufacturer, a trade name or a vendor catalogue number, it is for the purpose of establishing a grade or quality of materials, goods or equipment only. It is not intended to rule out the use of other equivalent materials, goods or equipment. If, however, products other than those specified are proposed in any Proposal, the Proposal must explicitly include the names of such products and their manufacturers, any trade names and any applicable vendor catalogue numbers, and the City Group may request that the Proponent provide specific evidence of equivalency. Evidence of quality in the form of samples may also be requested.

1.4 To the extent that the Requirements express estimates of quantities or volumes of goods or services expected to be required by the City Group, the members of the City Group cannot offer any assurances that such quantities or volumes will in fact be required.

2.0 ITEMS TO BE ADDRESSED IN EACH PROPOSAL

2.1 Each Proposal must have: (i) a title page that clearly indicates the name of the Proponent and the general nature of the Proposal; (ii) a detailed table of contents; and (iii) an executive summary no more than one page long.

2.2 Each Proposal must contain a section titled “Technical Proposal,” which should address both the requirements as to the detailed content of Proposals stated in Annex 1 and the actual product and service Requirements stated in Annex 1. This section of the Proposal should be divided into paragraphs that correspond to the numbered paragraphs of Annex 1 to the RFP, addressing each such paragraph. In addition, this section of the Proposal should carefully and separately address the criteria described in Part A, Section 8.3.

2.3 Each Proposal must contain a section titled “Commercial Proposal,” which should contain full details of the Proponent’s proposed pricing and payment terms, which must be in accordance with Part A of the RFP, and, which must include completed tables in the form of Annex 3 – Pricing Tables.

All prices are to be exclusive of applicable sales taxes calculated upon such prices, but inclusive of all other costs.

2.4 Each Proposal must contain a section titled “Key Personnel,” which must identify and provide professional biographical information for the key personnel that would perform the Proponent’s work, outlining their intended roles in meeting the Requirements. If appropriate, also include a complete organization chart, identifying all roles and areas of responsibility.


PART B – CITY REQUIREMENTS AND ITEMS TO BE ADDRESSED IN PROPOSALS

Page B-2

2.5 Each Proposal must contain a section titled “Subcontractors,” which must list all of the subcontractors that the Proponent proposes to use in carrying out its work under an Agreement, or state that the Proponent does not propose to use any subcontractors. If selected to enter into an Agreement with the City Group, the Proponent may be limited to using subcontractors listed in its Proposal.

2.6 If the City Group objects to a subcontractor listed in a Proposal, the City Group may permit a Proponent to propose a substitute Subcontractor acceptable to the City Group.

2.7 The City Group is committed to environmental and socio-economic sustainability. Therefore, each Proposal must contain a section titled “Sustainability” containing:

(a) a completed Vendor Sustainability Leadership Questionnaire (refer to Annex 4);

(b) a completed Declaration of Supplier Code of Conduct Compliance (refer to Annex 5); and

(c) a completed Annex 6 – Sustainability.

2.8 Notwithstanding any other provision hereof, the City Group welcomes Proposals respecting innovative or novel approaches to the City Group’s objectives and requirements and may consider value-creating Proposals that derogate from the Requirements. Each Proposal must contain a section titled “Deviations and Variations,” in which the Proponent should: (i) note proposed deviations or variations from the terms and conditions set out in the RFP or from the Requirements, even if such deviations or variation are also noted elsewhere in the Proposal; and (ii) detail proposed amendments to the Form of Agreement. If no amendments to the Form of Agreement are proposed, the Proponent must state that its Proposal is fully consistent with the Form of Agreement. The Form of Agreement is not final and the City Group expects and welcomes comments on the Form of Agreement.

2.9 If, in addition to proposing services which meet the Requirements, the Proponent wishes to offer an alternative or alternatives, the alternative solution(s) should to be submitted separately as an appendix within the Proposal. Any pricing impact of the alternative solution(s) should be provided separately in the appendix.

2.10 Each Proponent should note Section 9 of Appendix 1 to Part C and should include in its Proposal a section entitled “Conflicts; Collusion; Lobbying” as necessary.

2.11 The sections of each Proposal should be arranged in the order in which they are referred to in this Part B. Proponents should avoid, to the extent possible, the inclusion of other top-level Proposal sections.

2.12 Each Proponent must submit with its Proposal a Certificate of Existing Insurance, in the form of Annex 2 to the RFP, duly completed and signed by its insurance agent or broker as evidence of its existing insurance. (Any successful Proponent will also be required to provide proof of the satisfaction of all insurance requirements prior to or concurrently with the City Group entering into any Agreement.)

2.13 Each Proponent must submit with its Proposal proof of valid WorkSafeBC registration.

2.14 Each Proponent must state its annual revenues for the last three (3) years.


PART C – FORM OF PROPOSAL LETTER

Page C-1

PROPOSAL FORM

RFP No. PS20130876, Value-Added Reseller: Data Centre and Client hardware (the “RFP”)

Proponent’s Name:

“Proponent”

Address:

Jurisdiction of Legal Organization:

Date of Legal Organization:

Key Contact Person:

Telephone: Fax:

E-mail:

The Proponent, having carefully examined and read the RFP, including all amendments and addenda thereto, if any, and all other related information published on the City of Vancouver’s website and/or BC Bid’s website, hereby acknowledges that it has understood all of the foregoing, and in response thereto hereby submits the enclosed Proposal.

The Proponent further acknowledges that it has read and agreed to the Legal Terms & Conditions attached as Appendix 1 hereto and has separately executed such Appendix 1.

IN WITNESS WHEREOF the Proponent has executed this Proposal Form:

Signature of Authorized Signatory for the Proponent Date

Name and Title


Name and Title



Page C-2

APPENDIX 1 TO PROPOSAL FORM

LEGAL TERMS AND CONDITIONS

1 APPLICATION OF THESE LEGAL TERMS AND CONDITIONS

These legal terms and conditions set out the City’s, VPD’s, VPL’s and the Proponent’s legal rights and obligations only with respect to the RFP proposal process and any evaluation, selection, negotiation or other related process. In no event will the legal terms and conditions of this Appendix 1 apply to, or have the effect of supplementing, any Contract formed between any or all of the City, VPD and VPL, on the one hand, and the Proponent, on the other hand, or otherwise apply as between any or all of the City, VPD and VPL, on the one hand, and the Proponent, on the other hand following the signing of any such a Contract.

2 DEFINITIONS

In this Appendix 1, the following terms have the following meanings:

(a) “City” means the City of Vancouver, a municipal corporation continued pursuant to the Vancouver Charter, and includes the City of Vancouver’s Board of Parks and Recreation.

(b) “Contract” means a legal agreement, if any, entered into between any or all of the City, VPD and VPL, on the one hand, and the Proponent, on the other hand, as a result of the RFP.

(c) “Losses” means, in respect of any matter, all direct or indirect, as well as consequential: claims, demands, proceedings, losses, damages, liabilities, deficiencies, costs and expenses (including without limitation all legal and other professional fees and disbursements, interest, penalties and amounts paid in settlement whether from a third person or otherwise).

(d) “Proponent” means the legal entity which has signed the Proposal Form, and “proponent” means any proponent responding to the RFP, excluding or including the Proponent, as the context requires.

(e) “Proposal” means the package of documents consisting of the Proposal Form (including this Appendix 1), the Proponent’s proposal submitted under cover of the Proposal Form, and all schedules, appendices and accompanying documents, and “proposal” means any proposal submitted by any proponent, excluding or including the Proponent, as the context requires.

(f) “Proposal Form” means that certain Part C of the RFP, completed and executed by the Proponent, to which this Appendix 1 is appended.

(g) “RFP” means the document issued by the City on behalf of the City, VPD and VPL as Request for Proposal No. PS20130876, as amended from time to time and including all addenda.

(h) “VPD” means the Vancouver Police Board, an entity constituted pursuant to the Police Act; and

(i) “VPL” means the Vancouver Public Library Board, an entity constituted pursuant to the Library Act.



Page C-3

3 NO LEGAL OBLIGATION ASSUMED BY THE CITY GROUP

Despite any other term of the RFP or the Proposal Form, including this Appendix 1 (except only Sections 7, 8.2 and 11 of this Appendix 1, in each case to the extent applicable), none of the City, VPD or VPL assumes any legal duty or obligation to the Proponent or to any proposed subcontractor in respect of the RFP, its subject matter or the Proposal unless and until the City, VPD and/or VPL, as applicable, enters into a Contract, which each may decline to do in the its sole discretion.

4 NO DUTY OF CARE OR FAIRNESS TO THE PROPONENT

Each of the City, VPD and VPL is a public body required by law to act in the public interest. In no event, however, does any of them owe to the Proponent or to any of the Proponent’s proposed subcontractors (as opposed to the public) any contract or tort law duty of care, fairness, impartiality or procedural fairness in the RFP process, or any contract or tort law duty to preserve the integrity of the RFP process. The Proponent hereby waives and releases the City, VPD and VPL from any and all such duties and expressly assumes the risk of all Losses arising from participating in the RFP process on this basis.

5 EVALUATION OF PROPOSALS

5.1 Compliance / Non-Compliance

Any proposal which contains an error, omission or misstatement, which contains qualifying conditions, which does not fully address all of the requirements or expectations of the RFP, or which otherwise fails to conform to the RFP may or may not be rejected by the City, VPD and/or VPL, in each of their sole discretion.

5.2 Reservation of Complete Control over Process

The City, VPD and VPL reserve the right to retain complete control over the RFP and proposal processes at all times. Accordingly, none of the City, VPD or VPL is legally obligated to review, consider or evaluate the proposals, or any particular proposal, and none of them is required to review, consider or evaluate the proposals, or any particular proposal, in accordance with the procedures set out in the RFP, and each of the City, VPD and VPL reserves the right to continue, interrupt, cease or modify its review, evaluation and negotiation processes in respect of any or all proposals at any time without further explanation or notification to any proponents.

5.3 Discussions/Negotiations

Each of the City, VPD and VPL may, at any time prior to signing a Contract, discuss or negotiate changes to the scope of the RFP, any proposal or any proposed agreement with any one or more of the proponents without having any duty or obligation to advise the Proponent or to allow the Proponent to vary its Proposal as a result of such discussions or negotiations with other proponents or changes to the RFP or such proposals or proposed agreements, and, without limiting the general scope of Section 6 of this Appendix 1, the City, VPD and VPL will each have no liability to the Proponent as a result of such discussions, negotiations or changes.



Page C-4

5.4 Acceptance or Rejection of Proposals

Each of the City, VPD and VPL has in its sole discretion, the unfettered right to: accept any proposal; reject any proposal; reject all proposals; accept a proposal which is not the lowest-price proposal; accept a proposal that deviates from the requirements of the RFP or the conditions specified in the RFP; reject a proposal even if it is the only proposal received; accept all or any part of a proposal; enter into agreements respecting the subject matter of the RFP with one or more proponents; or enter into one or more agreements respecting the subject matter of the RFP with any other person at any time.

6 PROTECTION OF THE CITY, VPD AND VPL AGAINST LAWSUITS

6.1 Release by the Proponent

The Proponent now releases the City, VPD and VPL, and their officials, their agents and their employees from all liability for any Losses incurred in connection with the RFP or the Proposal, including any Losses in connection with:

(a) any alleged (or judicially determined) breach by the City, VPD or VPL or their officials, agents or employees of the RFP (it being agreed that, to the best of the parties’ knowledge, the City, VPD and VPL have no obligation or duty under the RFP which they could breach (other than wholly unanticipated obligations or duties merely alleged or actually imposed judicially))

(b) any unintentional tort of the City, VPD or VPL or their officials or employees occurring in the course of conducting the RFP process,

(c) the Proponent preparing and submitting the Proposal;

(d) the City, VPD and/or VPL accepting or rejecting the Proposal or any other submission; or

(e) the manner in which the City, VPD or VPL: reviews, considers, evaluates or negotiates any proposal; addresses or fails to address any proposal or proposals; resolves to enter into a Contract or not enter into a Contract or any similar agreement; or the identity of the proponent(s) or other persons, if any, with whom the City, VPD or VPL enters any agreement respecting the subject matter of the RFP,

provided that this release does not apply to the City, VPD or VPL in respect of its own breach of Section 8.2 of this Appendix 1, if any.

6.2 Indemnity by the Proponent

The Proponent indemnifies and will protect, save and hold harmless, respectively, the City, VPD and VPL, their officials, their agents and their employees from and against all Losses, in respect of any claim or threatened claim by the Proponent or any of its proposed subcontractors or agents alleging or pleading:

(a) any alleged (or judicially determined) breach by the City, VPD and VPL or their officials or employees of the RFP (it being agreed that, to the best of the parties’ knowledge, the City, VPD and VPL have no obligation or duty under the RFP which the City, VPD and VPL could breach (other than wholly unanticipated obligations or duties merely alleged or actually imposed judicially));

(b) any unintentional tort of the City, VPD and VPL, or their officials or employees occurring in the course of conducting the RFP process, or



Page C-5

(c) liability on any other basis related to the RFP or the proposal process,

provided that this indemnity does not apply to the City, VPD or VPL in respect of its own breach of Section 8.2 of this Appendix 1, if any.

6.3 Limitation of City, VPD and VPL Liability

In the event that, with respect to anything relating to the RFP or this proposal process, the City, VPD or VPL or their officials, agents or employees are found to have breached (including fundamentally breached) any duty or obligation of any kind to the Proponent or its subcontractors or agents whether at law or in equity or in contract or in tort, or are found liable to the Proponent or its subcontractors or agents on any basis or legal principle of any kind, the liability of the City, VPD or VPL and their officials, agents and employees is limited to a maximum of $100, in aggregate, despite any other term or agreement to the contrary, provided that this limit does not apply to the City, VPD or VPL in respect of its own breach of Section 8.2 of this Appendix 1, if any.

7 DISPUTE RESOLUTION

Any dispute relating in any manner to the RFP or the proposal process (except to a dispute concerning solely a breach of this Section 7 or Section 8.2 of this Appendix 1, and also excepting any disputes arising between any or all of the City, VPD and VPL on the one hand, and any proponent with whom they have entered a Contract (or a similar contract between them and a proponent other than the Proponent), on the other hand) will be resolved by arbitration in accordance with the Commercial Arbitration Act (British Columbia), amended as follows:

(a) The arbitrator will be selected by the City’s Director of Legal Services;

(b) Section 6 of this Appendix 1 will:

i. bind the City, VPD and VPL, the Proponent and the arbitrator; and

ii. survive any and all awards made by the arbitrator; and

(c) The Proponent will bear all costs of the arbitration.



Page C-6

8 PROTECTION AND OWNERSHIP OF INFORMATION

8.1 RFP and Proposal Documents City Group’s Property

(a) All RFP-related documents provided to the Proponent by the City, VPD or VPL remain the property of the City, VPD and VPL, respectively, and must be returned to the City, VPD or VPL, respectively, or destroyed, upon request by the City, VPD or VPL, as applicable.

(b) The documentation containing the Proposal, once submitted to any or all of the City, VPD and VPL, becomes the property of the City, VPD and VPL, and none of the City, VPD and VPL is under any obligation to return the Proposal to the Proponent.

8.2 Proponent’s Submission Confidential

Subject to the applicable provisions of the Freedom of Information and Protection of Privacy Act (British Columbia) and the City’s, VPD’s and VPL’s full rights to publicly disclose any and all aspects of the Proposal in the course of publicly reporting to the Vancouver City Council, the Vancouver Board of Parks and Recreation, the persons on the board of VPD or the persons on the board of VPL on the proposal results or announcing the results of the RFP, the City, VPD and VPL will each treat the Proposal (and the City’s, VPD’s and VPL’s evaluation of it), in confidence in substantially the same manner as it treats its own confidential material and information.

8.3 All City Group Information Confidential

(a) The Proponent will not divulge or disclose to any third parties any non-public documents or information concerning the affairs of the City, VPD or VPL which have been or are in the future provided or communicated to the Proponent at any time (whether before, during or after the RFP process). Furthermore, the Proponent agrees that it has not and must not use or exploit any such non-public documents or information in any manner, including in submitting its Proposal.

(b) The Proponent now irrevocably waives all rights it may have by statute, at law or in equity, to obtain any records produced or kept by the City, VPD or VPL in evaluating its Proposal (and any other submissions) and now agrees that under no circumstances will it make any application to the City, VPD or VPL or any court for disclosure of any records pertaining to the receipt, evaluation or selection of its Proposal (or any other submissions) including, without limitation, records relating only to the Proponent.

9 NO CONFLICT OF INTEREST / NO COLLUSION / NO LOBBYING

9.1 Declaration as to no Conflict of Interest in RFP Process

The Proponent confirms and warrants that there is no officer, director, shareholder, partner or employee of the Proponent or of any of its proposed subcontractors, or any other person related to the Proponent’s or any proposed subcontractor’s organization (a “person having an interest”) or any spouse, business associate, friend or relative of a person having an interest who is:

(a) a councillor, official, board member or employee of the City, VPD or VPL; or

(b) related to or has any business or family relationship with any councillor, official, board member or employee of the City, VPD or VPL,

in each case, such that there could be any conflict of interest or any appearance of conflict of interest in the evaluation or consideration of the Proposal by the City, VPD and VPL, and, in each case, except



Page C-7

as set out, in all material detail, in a separate section titled “Conflicts; Collusion; Lobbying” in the Proposal.

9.2 Declaration as to No Conflict of Interest Respecting Proposed Supply

The Proponent confirms and warrants that neither the Proponent nor any of its proposed subcontractors is currently engaged in supplying (or is proposing to supply) goods or services to a third party such that entering into an agreement with the City, VPD and/or VPL in relation to the subject matter of the RFP would create a conflict of interest or the appearance of a conflict of interest between the Proponent’s duties to the City, VPD or VPL, respectively, and the Proponent’s or its subcontractors’ duties to such third party, except as set out, in all material detail, in a separate section titled “Conflicts; Collusion; Lobbying” in the Proposal.

9.3 Declaration as to No Collusion

The Proponent confirms and warrants that:

(a) the Proponent has no affiliation, whether legal or financial, with any other entity which is in the business of providing the same type of goods or services which are the subject of the RFP; and

(b) the Proponent is not competing within the RFP process with any entity with which it is legally or financially associated or affiliated,

in each case, except as set out, in all material detail, in a separate section titled “Conflicts, Collusion, Lobbying” in the Proposal.

9.4 Declaration as to Lobbying

The Proponent confirms and warrants that:

(a) neither it nor any officer, director, shareholder, partner, employee or agent of the Proponent or any of its proposed subcontractors is registered as a lobbyist under any lobbyist legislation in any jurisdiction in Canada or in the United States of America; and

(b) neither it nor any officer, director, shareholder, partner, employee or agent of the Proponent or any of its proposed subcontractors has engaged in any form of political or other lobbying whatsoever with respect to the RFP or sought, other than through the submission of the Proposal, to influence the outcome of the RFP process,

in each case as set out, in all material detail, in a separate section titled “Conflicts, Collusion, Lobbying” in the Proposal.

10 NO PROMOTION OF RELATIONSHIP

The Proponent must not disclose or promote any relationship between it and the City, VPD or VPL, including by means of any verbal declarations or announcements and by means of any sales, marketing or other literature, letters, client lists, press releases, brochures, web sites or other written materials (whether in print, digital, electronic or other format) without the express prior written consent of the City. The Proponent undertakes not to use the name, official emblem, mark, or logo of the City, VPD or VPL, including without limitation, “City of Vancouver”, “Vancouver Police Board”, “Vancouver Police Department”, “Vancouver Public Library”, “Vancouver Park Board”, “Vancouver Board of Parks and Recreation”, or any other reference to any of the foregoing, without the express prior written consent of the City, VPD or VPL, as applicable.



Page C-8

11 GENERAL

1. All of the terms of this Appendix 1 to this Proposal Form which by their nature require performance or fulfillment following the conclusion of the proposal process will survive the conclusion of such process and will remain legally enforceable by and against the Proponent, the City, VPD and VPL.

2. The legal invalidity or unenforceability of any provision of this Appendix 1 will not affect the validity or enforceability of any other provision of this Appendix 1, which will remain in full force and effect.

3. The Proponent now assumes and agrees to bear all costs and expenses incurred by the Proponent in preparing its Proposal and participating in the RFP process.

4. The Proponent consents to the City, VPD or VPL contacting any references named by the Proponent in the Proposal.

AS EVIDENCE OF THE PROPONENT’S INTENT TO BE LEGALLY BOUND BY THIS APPENDIX 1, THE PROPONENT HAS EXECUTED AND DELIVERED THIS APPENDIX 1 AS AN INTEGRAL PART OF ITS PROPOSAL FORM IN THE MANNER AND SPACE SET OUT BELOW:


Name and Title


Name and Title

PART D – FORM OF AGREEMENT SUPPLY AGREEMENT

#162432v1

SUPPLY AGREEMENT

BETWEEN:

<SUPPLIER NAME>

AND:

CITY OF VANCOUVER, VANCOUVER POLICE BOARD AND VANCOUVER PUBLIC LIBRARY BOARD

RELATING TO DATA CENTRE HARDWARE, CLIENT HARDWARE DEVICES, MAINTENANCE SERVICES & OTHER PROFESSIONAL SERVICES

DATED <>


#162432v1 Page 1

SUPPLY AGREEMENT

THIS AGREEMENT is made as of <>

BETWEEN:

<SUPPLIER NAME>, a <corporation> organized under the laws of <> and having an office at <> (hereinafter referred to as the “Supplier”)

ON THE ONE HAND

AND:

CITY OF VANCOUVER, a municipal corporation continued under the Vancouver Charter (British Columbia) and having an office at 453 West 12th Avenue, Vancouver, British Columbia, V5Y 1V4 (hereinafter referred to as the “City”),

VANCOUVER POLICE BOARD, a municipal police board established under the Police Act (British Columbia) and having an office at 3585 Graveley Street, Vancouver, British Columbia, V5K 5J5 (hereinafter referred to as the “VPB”), and

VANCOUVER PUBLIC LIBRARY BOARD, a legal entity existing under the Library Act (British Columbia) and having an office at 350 West Georgia Street, Vancouver, British Columbia, V6B 6B1 (hereinafter referred to as the “VPL”)

ON THE OTHER HAND

WHEREAS the Supplier is in the business of selling and supplying data centre hardware, client hardware devices and related maintenance and other professional services;

AND WHEREAS each of the City, the VPB and the VPL wishes to establish the contractual right to, from time to time, purchase the goods and services of the aforesaid kinds from the Supplier upon and subject to the terms and conditions hereinafter set forth,

NOW THEREFORE, in consideration of the premises and the covenants herein contained, the parties hereto agree as set forth herein.


#162432v1 Page 2

TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 4

1.1 Definitions 4

1.2 Headings 9

1.3 Extended Meanings 9

1.4 Schedules 10

ARTICLE 2 EFFECTIVENESS 10

2.1 Effective Date 10

2.2 Term 11

ARTICLE 3 SUPPLY; GENERAL TERMS 11

3.1 Supply 11

3.2 Application to Prior Acts 12

3.3 Sufficiency and Competence of Personnel 12

3.4 Standards and Requirements 12

3.5 Consents 13

3.6 Goods Orders 13

3.7 Delivery Requirements 13

3.8 Rejection of Defective goods or materials 14

3.9 Warranties 15

3.10 Relationship Between the Parties 16

3.11 Variations Requested by a Purchaser 16

3.12 Tests; Defects and Acceptance 17

3.13 Title and Risk 17

3.15 Access to the Sites 18

ARTICLE 4 CONTRACT MANAGERS 19

4.1 Purchasers’ Managers 19

4.2 Supplier’s Managers 19

4.3 Designation of New Managers 19

ARTICLE 5 SUPPLIERS’ WARRANTIES AND COVENANTS 20

5.1 General Representations and Warranties 20

5.2 General Health and Safety-Related Acknowledgements and Covenants 20

5.3 Covenants Regarding Violations of Health and Safety Requirements 21

5.4 Covenants Regarding the Environment 21

5.5 Further Covenants Regarding the Sites 22

5.6 Covenants Against Encumbrances 22

5.7 Absence of Conflicts of Interest 23

ARTICLE 6 PERSONNEL 23

6.1 Separate Personnel 23

6.2 Changes in Personnel 23

6.3 Key Personnel 23

ARTICLE 7 PAYMENT; AUDITS 24

7.1 Payment to the Supplier 24

7.2 Content of Invoices 25

7.3 Procedure for Invoices 25

7.4 Currency of Payment 26

7.5 Contested Claims for Payment 26

7.6 Audits 26

7.7 Set Off 26

ARTICLE 8 LIABILITY AND INSURANCE 27

8.1 Covenants of Indemnification by the Supplier 27

8.2 Conduct of Claims 28

8.3 Insurance 30


Page Page

Page 1- 3

ARTICLE 9 FORCE MAJEURE; TERMINATION 30

9.1 Force Majeure 30

9.2 Purchaser Suspension and Termination Rights 31

9.3 Supplier Termination Rights 32

9.4 Consequences of Termination 32

9.5 Other Surviving Rights and Liabilities of Parties 33

ARTICLE 10 ASSIGNMENT AND SUBCONTRACTING 33

10.1 Assignment 33

10.2 Subcontracting 33

ARTICLE 11 INTELLECTUAL PROPERTY 34

11.1 Software and Equipment Licenses 34

11.2 Assignment 34

11.3 Supplier Undertakings and Representations and Warranties 34

11.4 Background Intellectual Property 35

11.5 Supplier Employees’ and Subcontractors’ Rights 35

11.6 No Additional Remuneration 36

ARTICLE 12 PRIVACY; CONFIDENTIALITY 36

12.1 Freedom of Information and Protection of Privacy Act 36

12.2 No Promotion 36

12.3 Confidentiality Obligations 36

12.4 Disclosure to Representatives 36

12.5 Disclosures Required by Law 36

12.6 Other Disclosures by the Purchasers 37

12.7 Interpretation; Enforcement and Survival 37

ARTICLE 13 TAXES 37

13.1 Taxes for Own Accounts 37

13.2 Withholding Taxes 37

ARTICLE 14 DISPUTE RESOLUTION 38

14.1 Optional Procedure 38

14.2 Arbitration 38

ARTICLE 15 MISCELLANEOUS 38

15.1 Time of the Essence 38

15.2 Costs 38

15.3 Benefit of this Agreement 38

15.4 Entire Agreement 39

15.5 Amendments and Waiver 39

15.6 Notices 39

15.7 Governing Law and Jurisdiction 41

15.8 Further Assurances 41

15.9 Severance 41

15.10 Counterparts 41

15.11 Electronic Execution 41

SCHEDULE A - SCOPE OF GOODS AND SERVICES 43

SCHEDULE B - PRICES FOR SUPPLY 45

SCHEDULE C - COMPLETION TIMES 47

SCHEDULE D - KEY PERSONNEL 49

SCHEDULE E - FORM OF LETTER AGREEMENT 50

SCHEDULE F - SITES 52

SCHEDULE G - REPORTING REQUIREMENTS 53

SCHEDULE H - PROPOSAL 54


#162432v1 Page 4

ARTICLE 1 INTERPRETATION

1.1 Definitions

In this Agreement, unless something in the subject matter or context is inconsistent therewith:

(a) “Agreement” means this agreement, including the schedules hereto, and all amendments made hereto or thereto by written agreement between all the Parties;

(b) “Background IP” has the meaning ascribed thereto in Section 11.4;

(c) “Business Day” means a day on which banks are open for business in Vancouver, British Columbia, except a Saturday, Sunday or statutory holiday;

(d) “Change in Control” means an occurrence whereby a person (or persons acting in concert) acquires control of the relevant entity;

(e) “City” means the City of Vancouver;

(f) “Competent Authority” means:

(i) any multinational, federal, provincial, state, regional, municipal, local or other government or governmental body and any ministry, department, division, bureau, agent, agency, commission, board or authority of any government or governmental body, domestic or foreign;

(ii) any domestic, foreign or international judicial, quasi-judicial or administrative court, tribunal, commission, board, panel, arbitrator or arbitral body acting under the authority of any of the foregoing; or

(iii) any quasi-governmental or private body exercising any statutory, regulatory, expropriation or taxing authority under the authority of any of the foregoing;

(g) “Completion Times” means the time(s) stated in Schedule C by which parts of the Supply must be delivered or completed, as such time(s) may be adjusted (including in relation to a particular instance of Supply), strictly in accordance with this Agreement;

(h) “Confidential Information” means all or any confidential information (however recorded or preserved) disclosed before, on or after the date of this Agreement by a Party or any of its Representatives to another Party or its Representatives in connection with this Agreement, concerning:

(i) this Agreement; or

(ii) the affairs, operations, processes, know-how, suppliers, plans or intentions of the disclosing Party or of any member of the disclosing Party’s Group, including, without limitation, any information which is not generally known to the public or which has been specifically identified as confidential or proprietary by the disclosing Party,

but does not include:


Page 1- 5

(iii) any information that is or becomes generally available to the public or to industry professionals (other than as a result of its disclosure by the receiving Party or its Representatives in breach of this Agreement);

(iv) any information that was available to the receiving Party on a non-confidential basis prior to disclosure by the disclosing Party;

(v) any information that was, is or becomes available to the receiving Party on a non-confidential basis from a person who, to the receiving Party’s knowledge, is not bound by a confidentiality agreement or other duty of confidentiality with or to the disclosing Party or a member of the disclosing Party’s Group or otherwise prohibited from disclosing the information to the receiving Party;

(vi) any information that was known to the receiving Party before the information was disclosed to it by the disclosing Party or its Representatives and was not subject to a confidentiality agreement or other duty of confidentiality (including any obligation under this Agreement) with or to the disclosing Party or a member of the disclosing Party’s Group;

(vii) any information that the relevant Parties agree in writing is not confidential or may be disclosed; and

(viii) any information unrelated to this Agreement that is developed by or for the receiving Party independently of and without reference to the information disclosed by the disclosing Party;

(i) “Consent” means an approval, clearance, registration, franchise, right, privilege, certification, quota, consent, permit, licence, qualification, filing, exemption, certificate or permission and any such other matter or authorization whatsoever, including any condition thereof, that is lawfully and necessarily required under any Law or from any Competent Authority in connection with the Supply or a Site;

(j) “Contractor Parties” has the meaning ascribed thereto in Section 3.15(b);

(k) “Contract Price” means the amounts payable (subject to and in accordance with the terms of this Agreement) by a Purchaser to the Supplier in return for the proper performance by the Supplier of its obligations under this Agreement, as detailed in Schedule B;

(l) “Defect” means any part of the Supply (or omission therefrom) which is defective, deficient or incomplete or does not otherwise comply with the requirements of this Agreement;

(m) “Delivery” means the completion of delivery of goods or products ordered in a particular purchase order, in accordance therewith and herewith;

(n) “Delivery Date” has the meaning ascribed to such term in Section 3.6(a);

(o) “Delivery Location” has the meaning ascribed to such term in Section 3.6(a);

(p) “Documentation” means calculations, computer programs and other software, drawings, designs, plans, manuals, records, reports, documents, papers, photos, deliverables, and other materials in whatever form, including but not limited to tangible copies and electronic forms, created either by or on behalf of the Supplier for


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the Purchaser in question, or generated collaboratively by the Supplier and such Purchaser in the course of the provision of the Supply under this Agreement;

(q) “Effective Date” has the meaning ascribed to such term in Section 2.1;

(r) “Encumbrance” means any mortgage, charge, pledge, hypothecation, security interest, assignment, lien or claim of lien (statutory or otherwise), easement, deemed or statutory trust, restrictive covenant, adverse claim, exception, reservation, right of occupation, any matter capable of registration against title, right of pre-emption, privilege or other encumbrance or third party right of any nature or any other arrangement or condition that, in substance, secures payment or performance of an obligation;

(s) “Environmental Law” means any Law which imposes any obligations relating to:

(i) the protection, management, conservation or restoration of the natural environment;

(ii) reporting, licensing, permitting, investigating, remediating and cleaning up in connection with any presence or Release, or the threat of the same, of Hazardous Substances; and

(iii) the manufacture, processing, distribution, use, treatment, storage, disposal, transport, handling and the like of Hazardous Substances, including those pertaining to occupational health and safety.

(t) “Force Majeure” means, exhaustively, any:

(i) war, hostilities (whether war is declared or not), invasion, act of foreign enemies;

(ii) rebellion, terrorism (or threat of terrorism), revolution, insurrection, military or usurped power or civil war;

(iii) riot, civil commotion or disorder, strike or lockout by persons other than the Supplier’s personnel and other employees, Subcontractors or any other person for whom the Supplier is responsible;

(iv) natural catastrophe such as an earthquake, forest fire, landslide or flood; or

(v) change in Law or action by a Competent Authority, which makes it illegal or impossible for a Party to perform its obligations under this Agreement;

(u) “Good Industry Practice” means, in relation to the Supply or the performance of any other obligation under this Agreement, the practices, and the application of the skill, care, diligence, prudence and foresight, which would reasonably and ordinarily be expected from a skilled and experienced international contractor carrying out or procuring equivalent services of similar type, scope and value, in the same or similar location and in similar circumstances to those pertaining to the Supplier;

(v) “Group” means:

(i) in respect of the Supplier, the group constituted from time to time by:

(A) the Supplier;


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(B) all persons that directly or indirectly control or are controlled by the Supplier; and

(C) all persons that are directly or indirectly controlled by any person that directly or indirectly controls the Supplier; and

(ii) in respect of a Purchaser, the group constituted from time to time by:

(A) the Purchaser; and

(B) all bodies corporate (if any) directly or indirectly controlled by the Purchaser.

(w) “Hazardous Substance” means any substance or material that is prohibited, controlled or regulated by any Competent Authority pursuant to any Environmental Law including pollutants, contaminants, dangerous goods or substances, toxic or hazardous substances or materials, wastes (including solid non-hazardous wastes and subject wastes), petroleum and its derivatives and by-products and other hydrocarbons, all as defined in or pursuant to any Environmental Law;

(x) “Intellectual Property Rights” means any and all current and future proprietary rights provided under patent law, copyright law, design patent or industrial design law, or any other applicable statutory provision or common law principle, including trade secret law, that may provide a right in ideas, formulae, algorithms, concepts, inventions, know-how, computer software, database or design, or the expression or use thereof, whether registered or unregistered, together with any right to apply for or register any of the foregoing;

(y) “Key Personnel” means the persons named in Schedule D (Key Personnel) and any replacement(s) approved by the several Purchasers in accordance with ARTICLE 6;

(z) “Law Enforcement Agencies” has the meaning ascribed thereto in Section 3.15(b);

(aa) “Laws” means all laws, statutes, codes, ordinances, decrees, rules, regulations, by-laws, judicial or arbitral or administrative or ministerial or departmental or regulatory judgments, orders, decisions, rulings, determinations or awards of any Competent Authority whether or not having the force of law and any legal requirements or bases of liability under the common law or civil law, including all such Laws relating to Taxes, the environment, human health or safety, pollution and other environmental degradation, and hazardous materials , which affect or are otherwise applicable to the Supply, the Supplier, a Site or any other lands affected by the Supply;

(bb) “Letter Agreement” means an agreement in the form of Schedule E.

(cc) “OHS Requirements” means all Laws applicable to the Supply and related to occupational health or safety, and all of the Policies that relate to occupational health or safety, and includes without limitation the WCA;

(dd) “Other City Entity” means each of the Vancouver Art Gallery Association and the Parking Corporation of Vancouver;

(ee) “Parties” means the City, the VPB, the VPL and the Supplier and “Party” means one of them or any of them, as the context requires;

(ff) “Permitted Purpose” has the meaning ascribed thereto in Section 12.3;


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(gg) “Policies” means such reasonable procedures, standards, requirements, policies and the like as may be notified to the Supplier from time to time by a Purchaser, as the same may be updated, modified, expanded, revised, supplemented and/or replaced from time to time by the Purchaser (as notified to the Supplier);

(hh) “Proposal” means the Supplier’s proposal dated <>, submitted by the Supplier to the City in response to the RFP, which is attached as Schedule H;

(ii) “Purchaser” means each of the City, the VPB and the VPL;

(jj) “Purchaser’s Manager” has the meaning ascribed to such term in Section 4.1(a);

(kk) “Release” means any release or discharge of any Hazardous Substance including any discharge, spray, injection, inoculation, abandonment, deposit, spillage, leakage, seepage, pouring, emission, emptying, throwing, dumping, placing, exhausting, escape, leach, migration, dispersal, dispensing or disposal;

(ll) “Representative” means a Group member of a Party, or an official, officer, employee, agent, subcontractor or other representative of a Party or any member of its Group, or any other person for whom the Party is responsible;

(mm) “RFP” means the City’s Request for Proposal number PS<>;

(nn) “Safety Incident” means:

(i) a failure by the Supplier or any Subcontractor to comply with any OHS Requirements; or

(ii) any hazard, incident or accident caused by the Supplier or a Subcontractor.

(oo) “Sales Tax” has the meaning ascribed to such term in Section 13.1;

(pp) “Searches” has the meaning ascribed thereto in Section 3.15(b);

(qq) “Site” means a Purchaser building or other Purchaser worksite at which any part of the Supply shall be performed, which Sites are expected to include those listed in Schedule F.

(rr) “Subcontractor” means any person named in a schedule to this Agreement as a subcontractor, or any other person appointed by the Supplier, in accordance with this Agreement, to perform any part of the Supply;

(ss) “Supplier” means <>;

(tt) “Supplier’s Manager” has the meaning ascribed to such term in Section 4.2(a);

(uu) “Supply” means the provision of the goods and services described in Schedule A (or, as the context requires, the particular such goods and services provided or to be provided by the Supplier to a Purchaser at a particular time or times and in the particular combinations and quantities directed by a Purchaser in accordance herewith), and any other services to be provided by the Supplier to a Purchaser pursuant to this Agreement;

(vv) “Taxes” means all taxes, duties, imposts, levies, assessments, tariffs and other charges imposed, assessed or collected by a Competent Authority, including:


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(i) any gross income, net income, gross receipts, business, royalty, capital, capital gains, goods and services, harmonized sales, value added, severance, stamp, franchise, occupation, premium, capital stock, sales and use, real property, land transfer, personal property, ad valorem, transfer, licence, import, customs, profits, windfall profits, environmental, carbon, emissions, pollution, payroll, employment, employer health, pension plan, anti-dumping, countervailing, or excise tax, duty, import, levy, assessment, tariff or other charge;

(ii) all withholdings on amounts paid to or by the relevant person;

(iii) all statutory remittances, employment insurance premiums and social security or pension plan contributions or premiums and Canada pension plan contributions;

(iv) any fine, penalty, interest or addition to tax;

(v) any tax imposed, assessed, or collected or payable pursuant to any tax-sharing agreement or any other contract relating to the sharing or payment of any such tax, levy, assessment, tariff, duty, deficiency or fee; and

(vi) any liability for any of the foregoing as a transferee, successor, guarantor, or by contract or by operation of law;

(ww) “Variation” has the meaning ascribed to such term in Section 3.11(a);

(xx) “VPB” means the Vancouver Police Board;

(yy) “VPD” has the meaning ascribed thereto in Section 3.15(b);

(zz) “VPL” means the Vancouver Public Library Board; and

(aaa) “WCA” means the Workers Compensation Act (British Columbia) and the regulations thereunder.

1.2 Headings

This division of this Agreement into articles and sections and the insertion of headings are for convenience of reference only and do not affect the construction or interpretation of this Agreement. The terms “hereof”, “hereunder” and similar expressions refer to this Agreement, including its schedules, and not to any particular article, section or other portion hereof. Unless something in the subject matter or context is inconsistent therewith, references herein to articles, sections and schedules are to articles, sections and schedules of this Agreement.

1.3 Extended Meanings

In this Agreement:

(a) words importing the singular include the plural and vice versa, words importing a gender include all genders and words importing persons include individuals, partnerships, associations, trusts, unincorporated organizations and corporations, except where the context requires otherwise;

(b) any provision calling for “agreement” requires the relevant agreement to be recorded in writing and signed by each of the affected Parties;


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(c) the words “include”, “includes”, “including” and “included” shall be construed without implying limitation by the words which follow those words and without prejudice to the generality of the provisions to which such words relate, unless inconsistent with the context, and the rule of interpretation known as ejusdem generis shall not apply;

(d) each reference to a specific statute, regulation, law or any subordinate instrument or statutory or regulatory provision shall be construed as including any legal or regulatory provision which subsequently amends or replaces the same, and shall include any and all subordinate instruments, orders, rules, regulations and bylaws made thereunder or guidelines issued in respect thereof;

(e) each reference to a writing means a writing that is hand-written, type-written, printed or electronically made, and which results in a permanent un-editable record; and

(f) “control” when used to describe a relationship between one person and any other person, has the following meanings:

(i) a person controls a body corporate if securities of the body corporate to which are attached more than 50% of the votes that may be cast to elect directors of the body corporate are beneficially owned by the person and the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the body corporate;

(ii) a person controls an unincorporated entity, other than a limited partnership, if more than 50% of the ownership interests, however designated, into which the entity is divided are beneficially owned by that person and the person is able to direct the business and affairs of the entity;

(iii) the general partner of a limited partnership controls the limited partnership; and

(iv) a person who controls an entity is deemed to control any entity that is controlled, or deemed to be controlled, by the entity.

1.4 Schedules

The following are the schedules hereto, each of which is deemed to be part hereof:

Schedule A Scope of Goods and Services Schedule B Prices for Supply Schedule C Completion Times Schedule D Key Personnel Schedule E Form of Letter Agreement Schedule F Sites Schedule G Reporting Requirements Schedule H Proposal

ARTICLE 2 EFFECTIVENESS

2.1 Effective Date

This Agreement shall come into full force and effect on the date hereof (the “Effective Date”).


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2.2 Term

(a) Unless earlier terminated pursuant to ARTICLE 9 and subject to the below Section 2.2(b), this Agreement shall terminate on the third anniversary of the Effective Date or on such other date as the Parties may agree in writing.

(b) Subject to termination pursuant to ARTICLE 9, but notwithstanding Section 2.2(a), the term of this Agreement may be extended for up two successive one-year periods following the third anniversary of the Effective Date, at the option of the Purchasers (acting together), upon written notice from the Purchasers to the Supplier.

ARTICLE 3 SUPPLY; GENERAL TERMS

3.1 Supply

(a) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to each of the several Purchasers, at the times and in the quantities directed by the relevant Purchaser, at the Sites directed by the relevant Purchaser, and otherwise in accordance with the directions of such Purchaser and in conformity with this Agreement.

(b) Notwithstanding any other provision hereof, any goods or services described in Schedule A shall be provided to a Purchaser only upon receipt by the Supplier of a purchase order from the relevant Purchaser or another instruction given by the Purchaser pursuant to Section 4.1(d) relating to such Supply.

(c) No purchase order shall have the effect of amending or waiving the application of any provision of this Agreement.

(d) The Supplier shall maintain at all times sufficient business capacity and inventories of the supplies necessary for the Supply, to meet the business plans and requirements of the several Purchasers. Without limiting the foregoing:

(i) the Supplier shall maintain a call centre, with Supplier staff available from <> a.m. to <> p.m. on each Business Day, to receive calls from the Purchasers and their personnel, including requests for Supply, and the cost of maintaining such call centre service shall be deemed to be included in the Contract Price; and

(ii) the services listed in Schedule A shall be fully available to the Purchasers throughout the service times listed in Schedule A.

(e) In connection with the Supply, the Supplier shall provide to each of the Purchasers, all services, conveniences, materials or features proposed in the Proposal that are not otherwise expressly provided for herein, as well as all other ancillary materials or services that are not expressly mentioned either herein or in the Proposal, but are reasonably inferable from the descriptions of the Supply herein or from the descriptions of proposed services, conveniences, materials or features in the Proposal, and the cost thereof shall be deemed to be included in the Contract Price. However, in the event of any conflict between: (i) this Agreement except for the Proposal; and (ii) the Proposal, then this Agreement shall be given effect.


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(f) The Supplier shall take all steps which a prudent contractor would take to ensure that the performance of the Supply by the Supplier shall not cause any computer systems of any Purchaser to become infected by any computer viruses or other malware, which could reasonably be expected to harm the Purchaser’s computer systems.

(g) In connection with the Supply, the Supplier shall deliver to each Purchaser all of the reports required by Schedule G, at the times specified therein, and the cost of such reporting shall be deemed to be included in the Contract Price.

(h) In connection with the Supply, each Purchaser shall provide to the Supplier such information and assistance, which, in its discretion, it determines is appropriate in order to permit the Supplier to carry out any Supply.

(i) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with the relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith.

3.2 Application to Prior Acts

Insofar as the Supplier has commenced any part of the Supply prior to the Effective Date, such services shall, as of the Effective Date, be deemed to be performed under and subject to the terms of this Agreement, unless otherwise expressly agreed between the Supplier and the relevant Purchaser.

3.3 Sufficiency and Competence of Personnel

(a) The Supplier shall have and maintain at all times and in accordance with all applicable Laws, sufficient numbers of skilled, qualified and experienced personnel to carry out the provision of the Supply within the times and in the manner required by each of the several Purchasers.

(b) The Supplier warrants that it has (and its Subcontractors, if any, have) the experience, competence, certifications, qualifications and capacity necessary for the Supply.

3.4 Standards and Requirements

The Supplier shall (and shall procure that its Subcontractors) provide the Supply and perform all other obligations under this Agreement in an expeditious manner and at all times in accordance with:

(a) all applicable Laws and Consents;

(b) the specific requirements of Schedule A (Scope of Goods and Services) and Schedule C (Completion Times) and the instructions of the relevant Purchaser;

(c) the relevant Purchaser’s Policies; and

(d) where no higher standard is expressly required of the Supplier under this Agreement, Good Industry Practice,


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and the Supplier shall comply with the standards and requirements in Sections 3.4(a)to 3.4(d) in the order of priority in which such standards or requirements are listed (with Section 3.4(a) being of highest priority).

3.5 Consents

The Supplier shall, at the Supplier’s sole expense, obtain, maintain and comply with all Consents required by Law to enable it to perform its obligations under this Agreement, except to the extent otherwise expressly stated in the schedules hereto.

3.6 Goods Orders

(a) Notwithstanding any other provision hereof (including Section 3.1(b)), a Purchaser shall not order any goods or materials hereunder except pursuant to a written purchase order, which must:

(i) be given in writing;

(ii) refer to this Agreement;

(iii) specify the goods and materials ordered; and

(iv) specify the date by which the goods and materials ordered pursuant to the purchase order are to be delivered (the “Delivery Date”), and the location or address to which they are to be delivered (the “Delivery Location”), provided that the Delivery Date for each order must be in accordance with Schedule C and provided further that the Delivery Location for each order must be a Site.

3.7 Delivery Requirements

(b) The Supplier shall pack, transport and supply all goods and materials forming part of the Supply in accordance with all:

(i) manufacturer recommendations and requirements;

(ii) generally accepted industry standards and practices; and

(iii) applicable Laws.

(c) The Supplier shall ensure that all goods and materials are properly packed and secured in such manner as to enable them to reach their destination in good condition.

(d) The Supplier shall deliver all goods or materials ordered by a Purchaser hereunder to the applicable Delivery Location by the applicable Delivery Date.

(e) Delivery of the goods or materials specified in an purchaser order shall be complete only upon the completion of their unloading at the Delivery Location.

(f) If the goods or materials specified in a purchase order are not delivered in accordance herewith by the specified Delivery Date, then, without limiting any other right or remedy the relevant Purchaser may have under this Agreement or otherwise, the Purchaser may:

(i) refuse to take any subsequent attempted delivery of such goods or materials associated with such purchase order;


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(ii) obtain substitute products from another supplier and recover from the Supplier any costs and expenses reasonably incurred by the Purchaser in obtaining such substitute products; or

(iii) claim damages against the Supplier for any other costs, expenses or losses resulting from the Supplier's failure to deliver the goods or materials specified in the purchase order by the Delivery Date,

provided that the Supplier shall have no liability for any failure or delay in delivering the goods or materials specified in a purchase order to the extent that such failure or delay is caused by relevant Purchaser’s failure to comply with its obligations under this Agreement.

(g) Each shipment of goods or materials shall be accompanied by a delivery document from the Supplier showing the purchase order number, the date of the purchase order, the type and quantity of goods or materials included in the shipment, and, in the case of an order being delivered by instalments, the outstanding balance of goods or materials remaining to be delivered.

(h) If the Supplier requires a Purchaser to return any shipping containers, or other packaging or shipping materials, to the Supplier, that fact must be clearly stated on the delivery document accompanying the relevant goods or materials, and any such return shall be at the Supplier’s expense.

(i) In respect of any goods or materials that originate outside Canada, the Supplier shall be responsible for all customs and import Taxes, costs, expenses, administrative duties and formalities.

3.8 Rejection of Defective goods or materials

(a) The Supplier shall test all goods and materials prior to their delivery to a Purchaser to confirm they function correctly, and as intended.

(b) A Purchaser shall not be deemed to have accepted any particular goods or materials until it has had a reasonable time to inspect them following Delivery, or, in the case of a latent defect in the goods or materials, until a reasonable time after the latent defect has become apparent.

(c) If any goods or materials delivered to a Purchaser do not comply with Schedule A, or are otherwise not in conformity with the terms of this Agreement, then, without limiting any other right or remedy that the relevant Purchaser may have, the Purchaser may at any time reject those goods or materials and:

(i) require the Supplier to remove the rejected goods or materials from any facility or work site of the Purchaser at the Supplier’s risk and expense within ten Business Days of being requested to do so;

(ii) require the Supplier to repair or replace the rejected goods or materials at the Supplier’s risk and expense within 20 Business Days of being requested to do so;

(iii) require the Supplier to repay the price of the rejected goods or materials in full (whether or not the Purchaser has previously required the Supplier to repair or replace the rejected goods or materials); and


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(iv) claim damages for any other costs, expenses or losses resulting from the Supplier's delivery of goods or materials that are not in conformity with the terms of this Agreement.

(d) Each Purchaser’s rights and remedies under this Section 3.8 are in addition to the rights and remedies available to it under other sections of this Agreement and applicable Laws.

(e) The terms of this Agreement shall apply to any repaired or replacement goods or materials supplied by the Supplier pursuant to Section 3.8 or Section 3.9.

(f) If the Supplier fails to promptly repair or replace rejected goods or materials in accordance with Section 3.8, the relevant Purchaser may, without affecting any of its other rights hereunder, obtain substitute products from a third-party supplier, or have the rejected goods or materials repaired by a third party, and the Supplier shall reimburse the Purchaser for the costs it incurs in doing so.

3.9 Warranties

<Section 3.9 to be supplemented as necessary to reflect additional proposed and negotiated warranty provisions.>

(a) The Supplier warrants that the Supply shall be performed in accordance with this Agreement and to the best practice standards of diligence, skill, care and efficiency expected of a competent contractor performing work of a similar nature to the Supply.

(b) All goods or materials provided under the Agreement as part of the Supply shall be new and shall be fully warranted for a period of at least three years, or such other period as is stated in Schedule A, from the time of delivery to the Purchaser, against defects in design, manufacturing, materials, workmanship and performance, and the Supplier affirms that (except as otherwise stated in Schedule A) such warranty shall be provided by the Supplier if and to the extent not fully and effectively provided to the City by third-party manufacturers or suppliers of the goods or materials.

(c) All goods, works and materials provided under the Agreement as part of the Supply shall be non-defective and fit for their intended purposes and shall function safely.

(d) All software supplied under this Agreement shall be the latest version of the same unless otherwise agreed in writing by the relevant Purchaser and shall include all software patches and fixes as required.

(e) All warranty repairs and service shall be undertaken by the Supplier and all costs and expenses associated with warranty replacements, repairs or service shall be the responsibility of the Supplier, and the Supplier shall indemnify each Purchaser in respect of all such costs and expenses.

(f) If requested by a Purchaser, the Supplier shall handle and manage any claim on a manufacturer warranty for any defect in goods or materials provided as part of the Supply.

(g) The Supplier shall deliver to each Purchaser all such documentation as the Purchaser may require to evidence any warranty required by this Section 3.9 or to evidence the Supplier’s compliance with this Section 3.9, and the Supplier shall assign all warranties, and do all other things necessary, to ensure that each Purchaser receives the full benefit of each warranty or other covenant set forth in this Section 3.9.


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3.10 Relationship Between the Parties

(a) The Supplier in its provision of the Supply and its performance of its obligations under this Agreement shall at all times act as an independent contractor on its own account and shall have no authority to act as any Purchaser’s agent unless expressly empowered to do so by the relevant Purchaser. This Agreement shall not be deemed to create any relationship of partnership, agency, joint enterprise or other like relationship between the Supplier and any other Party, and the Supplier shall be solely responsible for all employment-related obligations in connection with its employees, its other Representatives and its Subcontractors and their employees.

(b) Each of the Purchasers intends to use the Supplier as its preferred supplier of the goods and services described in Schedule A; however, none of the Purchasers is bound to treat the Supplier as its exclusive supplier of any goods or services.

3.11 Variations Requested by a Purchaser

(a) Any instruction given by a Purchaser which constitutes or gives rise to a variation from the scope of the Supply expressed in Schedule A (Scope of Goods and Services) or a time expressed in Schedule C (Completion Times), shall constitute a “Variation” and shall be governed by and subject to this Section 3.11.

(b) During the term of this Agreement, a Purchaser may at any time effect a Variation by notice in writing to the Supplier, and the Supplier shall not be entitled to refuse to implement any Variation unless the carrying out of such Variation would contravene any Law (in which case the Supplier shall promptly give notice to the Purchaser).

(c) If the Supplier is of the opinion that a Variation justifies an increase to the Contract Price due from that Purchaser or a change to any of the Completion Times, the Supplier must, as a condition to being entitled to any such increase to the Contract Price or change to the Completion Times, no later than five Business Days after the relevant Purchaser gives notice of the Variation, submit a claim to such Purchaser which sets out the Supplier’s assessment of the impact the Variation should have on the Contract Price due from that Purchaser for such Supply and on the Completion Times for such Supply, and thereafter:

(i) the relevant Purchaser shall consider that claim as soon as possible and may request the Supplier to supply such further evidence as is reasonably required to confirm the details of such claim (and, as soon as practicable after such further evidence is available to it, the Supplier shall provide it to such Purchaser); and

(ii) within five Business Days after the receipt of all the information requested by the relevant Purchaser, the Supplier and such Purchaser shall meet in order to agree any variations to the Contract Price due to that Purchaser for such Supply or the Completion Times for such Supply, as necessary, which such agreement must be evidenced in writing.

(d) If no agreement is reached under 3.09(c)(ii) within 10 Business Days of the relevant Purchaser’s and the Supplier’s first meeting (or such other period as such Parties may agree), such Parties may then refer the matter for resolution in accordance with ARTICLE 14.


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(e) Notwithstanding the foregoing, each Purchaser shall be entitled to reasonably replace, revise, expand or modify its Policies at any time upon notice to the Supplier, and no such change shall be considered to be a Variation.

3.12 Tests; Defects and Acceptance

(a) When, in the Supplier’s judgement, any part of the Supply is complete in accordance herewith, the Supplier shall give written notice to that effect to the relevant Purchaser. Thereafter, such Purchaser shall reasonably promptly perform such practical tests of the Supply as such Purchaser reasonably deems necessary, and the Supplier shall assist such Purchaser with all such tests, if and to the extent so requested by such Purchaser.

(b) If the testing described in the foregoing Section 3.12(a) reveals, in the judgement of the relevant Purchaser, any Defects in the Supply, such Purchaser shall notify the Supplier accordingly.

(c) The Supplier shall remedy at its own cost and risk Defects in the Supply that the Supplier discovers or that are notified by the relevant Purchaser, as soon as reasonably practicable following discovery or notification of such Defects, as the case may be.

(d) If the Supplier fails to remedy any Defect in the Supply within a reasonable time, a date may be fixed by the relevant Purchaser on or by which the Defect is to be remedied. The Supplier shall be given reasonable notice of this date.

(e) If the Supplier fails, without reasonable excuse, to remedy any Defect in the Supply by this notified date, the relevant Purchaser may (at its option) elect to carry out the work itself or by others and shall be entitled to recover from the Supplier all direct, proper and reasonable costs of so doing (as a debt due on demand). A Purchaser’s exercise of its election under this Section 3.10(e) shall in no event absolve the Supplier of its responsibility for remediation of other Defects or otherwise constitute a waiver by the Purchaser of its rights and remedies in relation to other Defects, nor shall it preclude or restrict the further exercise of such rights or remedies.

3.13 Title and Risk

(a) The Supplier warrants that title in each good, work or improvement supplied by the Supplier hereunder, when it passes to the relevant Purchaser hereunder, shall be free and clear of Encumbrances.

(b) Title to any good, work or improvement supplied by the Supplier hereunder shall pass to the relevant Purchaser upon the earlier of:

(i) payment therefor by such Purchaser;

(ii) its delivery to a Site; and

(iii) its incorporation into a good or work supplied by the Supplier.

(c) The risk in goods, products or materials delivered to the City hereunder shall pass to the City on Delivery.

(d) The Supplier shall deliver to any Purchaser any documentation, including a bill of sale, which the Purchaser may reasonably require to evidence the transfer of title in and to goods to the Purchaser, free and clear of all Encumbrances.


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(e) The Supplier must not enter any contract that reserves ownership of goods or materials supplied by the Supplier hereunder in favour of any third party and, at the request of any Purchaser, the Supplier must provide evidence that no such contract has been entered into.

(f) Notwithstanding the foregoing provisions of this Section 3.13, the Supplier is responsible for the care of, and bears all of the risk of loss or damage to, each good or work supplied hereunder and each material used in connection with the Supply, until the completion of the relevant Supply to the satisfaction of the relevant Purchaser.

(g) Without limiting the foregoing, with respect to any Purchaser property removed from a Site by the Supplier for any reason, the risk of loss or damage shall solely reside with the Supplier until such property is returned to and correctly installed at the applicable Site.

3.14 Obligations Several, Not Joint

The Purchasers are entering into this Agreement on a several basis, and not on a joint basis.

3.15 Access to the Sites

(a) Subject to the following paragraphs of this Section 3.15, of the several Purchasers shall grant to the Supplier non-exclusive, timely and in accordance with any agreed schedule, access (as each Purchaser is reasonably able to provide) to all necessary areas of the Sites (as each Purchaser determines), in order to allow the Supplier to perform the Supply and the Supplier’s other obligations in accordance with this Agreement.

(b) The Supplier acknowledges and agrees that the Vancouver Police Department (“VPD”) or any other provincial, federal, regional, or municipal police force, police department or other law enforcement bodies (collectively, “Law Enforcement Agencies”) may at any time and from time to time during or after the term of this Agreement, conduct criminal records searches, police history information searches and/or other background checks, investigations and searches (collectively, “Searches”) pertaining to: (i) the Supplier; (ii) any principals, directors, managers, employees and agents of the Supplier performing, directly or indirectly, any part of the Supply which involves, or may involve, access to Sites; (iii) the Subcontractor(s); or (iv) any principals, directors, managers, employees and agents of the Subcontractor(s) performing, directly or indirectly, any part of the Supply which involves, or may involve, access to the Sites (for the purposes of this Section 3.15 collectively, the “Contractor Parties”).

(c) The Supplier shall cause all Contractor Parties, as a condition of having access to or performing, directly or indirectly, any part of the Supply which involves, or may involve, access to any Site, to execute and deliver to the VPD, or on the request of the VPD, to any other Law Enforcement Agencies, a consent document setting out the individual’s consent and authorization to conduct any Searches, including without limitation consent to the collection and submission of such personal data and information as may be required to enable the VPD or other Law Enforcement Agencies to perform such Searches.

(d) Without limiting any other term of this Agreement, the Supplier agrees that each of: (i) the failure of any Contractor Party to deliver any consent or authorization required hereunder; or (ii) receipt by a Purchaser of notice from the VPD that the outcome of any Search is not satisfactory, shall be deemed to be a material default under this Agreement and in such event each Purchaser may, but shall not be obligated to,


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exercise any right or remedy that the Purchaser may have under this Agreement or at law, including without limitation, terminating this Agreement pursuant to Section 9.2(c) or denying access to any Contractor Parties to the Purchaser’s Sites.

ARTICLE 4 CONTRACT MANAGERS

4.1 Purchasers’ Managers

(a) <> and <> (each a “Purchaser’s Manager”) each have full authority to act on behalf of the City in relation to all matters arising under this Agreement.

(b) <> and <> (each a “Purchaser’s Manager”) each have full authority to act on behalf of the VPB in relation to all matters arising under this Agreement.

(c) <> and <> (each a “Purchaser’s Manager”) each have full authority to act on behalf of the VPL in relation to all matters arising under this Agreement.

(d) Any instruction from a Purchaser to the Supplier pursuant to this Agreement shall be issued through an executive officer of the Purchaser or through a Purchaser’s Manager of the relevant Purchaser and shall only be effective if in writing or confirmed in writing within seven days of oral instruction. Failure to comply with this Section 4.1 shall render any purported Purchaser instruction invalid. However, this restriction does not apply to any instruction issued in an emergency situation or which relates to a threat or potential threat to the life, health or safety of any individual; nor does it apply to calls made by Purchaser personnel to the Supplier’s call centre referred to in Section 3.1(d), provided that the requests made by such personnel shall be invalid if they exceed the scope of the call centre assistance services that a Purchaser has ordered by purchase order or through an instruction of one its Purchaser’s Managers.

(e) Notwithstanding the foregoing, each Purchaser’s Manager may, in writing, delegate his or her authority hereunder to others.

4.2 Supplier’s Managers

(a) <> and <> (each a “Supplier’s Manager”) each have full authority to act on behalf of the Supplier in relation to all matters arising under this Agreement, and any instruction given by a Purchaser (through an executive officer or Purchaser’s Manager) to either of them shall be deemed to be valid and effective, if given as stated in Section 4.1(d).

(b) Each Supplier’s Manager may, in writing, delegate his or her authority hereunder to others, upon the written agreement of the Supplier and the several Purchasers.

4.3 Designation of New Managers

Each Purchaser may designate new Purchaser’s Managers for itself, or remove that designation from any individual, and the Supplier may designate new Supplier’s Managers, or remove that designation from any individual, from time to time, each at its own discretion. In the case of the Supplier, any such designation or removal must be made in writing to the each of the Purchasers.


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ARTICLE 5 SUPPLIERS’ WARRANTIES AND COVENANTS

5.1 General Representations and Warranties

The Supplier represents and warrants that:

(a) the Supplier has the full right, power, and authority to enter into this Agreement and to perform the Supply;

(b) the Supplier is a <> duly organized, validly existing and in good standing under the laws of <> and is lawfully authorized to do business in the Province of British Columbia;

(c) the Supplier is not a party to or bound by any agreement (written or oral), indenture, instrument, licence, permit or understanding or other obligation or restriction under the terms of which the execution, delivery or performance of this Agreement does or shall constitute or result in a violation or breach;

(d) the Supplier is an authorized warranty service provider for each of <>;

(e) the Supplier has a valid City of Vancouver business license;

(f) all statements made by the Supplier in its Proposal are true and accurate;

(g) the Supplier is fully experienced in the management of projects or works of a similar scope, purpose, complexity, size and technical sophistication as the Supply;

(h) the Supplier possesses a level of skill and expertise commensurate with Good Industry Practice, which it shall utilize in the performance of its obligations under this Agreement;

(i) the Supplier understands that the Purchasers are relying upon the skill, judgment and expertise of the Supplier and its Subcontractors (if any) in the carrying out of the Supply and the co-ordination and planning thereof;

(j) the Supplier’s and any Subcontractors’ employees are accredited to carry out the relevant portions of the Supply to the extent required by applicable Laws and all of them are appropriately skilled, competent and experienced and possess relevant qualifications having regard to the nature and extent of the Supply and the Sites;

5.2 General Health and Safety-Related Acknowledgements and Covenants

The Supplier shall:

(a) in the provision of the Supply, comply at all times with the OHS Requirements and take all reasonably necessary steps to ensure similar compliance from its Representatives and its Subcontractors, if any;

(b) if the Supply involves any type of manual labour, prior to their attendance at any Site, deliver to each of its Representatives and each of its Subcontractors, if any, and to their employees, if applicable, copies of the OHS Requirements relevant to the Site;

(c) at all times take all reasonable precautions to maintain the health and safety of workers;


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(d) be at all times registered and in good standing with the relevant workers’ compensation insurance Competent Authorities;

(e) appoint a qualified health and safety coordinator to ensure coordination of health and safety activities in the provision of the Supply;

(f) report (with full details) any accident, injury, illness or other incident relating to workplace health and safety or the environment to each of the Purchasers as soon as reasonably practicable, investigate the accident, injury, illness or other incident reasonably thoroughly (and in any event in accordance with any applicable OHS Requirements) and promptly report to the Purchasers the results of each such investigation;

(g) to the extent a “prime contractor”, as defined in the WCA, is not already designated by the relevant Purchaser for any portion of a Site, the Supplier acknowledges and agrees that it is the prime contractor and assumes and is wholly responsible for the health and safety of all persons at such locations on the basis described in the WCA;

(h) ensure that all electrical items installed by the Supplier hereunder have been approved by the Canadian Standards Association and/or British Columbia Electrical Safety Branch and bear the appropriate label prior to deliver to a Site;

(i) ensure that any items installed by the Supplier do not exceed the Class B limits for radio noise emissions from digital apparatus set out in the Radio Interference Regulations of the Department of Communications (unless the prior contrary approval of the relevant Purchaser has been obtained in writing); and

(j) ensure that all computer monitors installed by the Supplier meet the Swedish MPR II Standard unless the prior contrary approval of the relevant Purchaser has been obtained in writing).

5.3 Covenants Regarding Violations of Health and Safety Requirements

Without prejudice to any remedies available to the Purchasers hereunder, if any Subcontractor or person employed or engaged by the Supplier (or by a Subcontractor) violates any OHS Requirement, the Supplier shall:

(a) ensure that the violation is promptly resolved;

(b) ensure the violation is promptly and appropriately reported to the Purchasers and to the applicable competent authorities (if and to the extent required by the OHS Requirements);

(c) promptly take all reasonable steps necessary to avoid recurrence of the violation;

(d) communicate to each of the Purchasers its plan to avoid recurrence of the violation; and

(e) without prejudice to the foregoing Section 5.3(c), promptly remove any person responsible for the violation from the provision of the Supply if reasonable to do so or if requested to do so by a Purchaser.

5.4 Covenants Regarding the Environment

(a) The Supplier shall:


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(i) conduct, and cause its Representatives to conduct, their respective activities that relate to the Supply in a manner that shall have the least possible adverse effect on the natural environment and in compliance with all Environmental Laws and Consents, all at the Supplier’s expense;

(ii) perform the Supply with the least degree of environmental degradation during and as a result of such performance; and

(iii) without restricting the generality or application of any other provisions of this Agreement, comply, and cause its Representatives to comply, with all applicable Laws and Consents and with all plans and instructions contained in this Agreement or issued in writing by any Purchaser concerning the existence, Release, removal, handling, transport, storage, disposal and treatment of any Hazardous Substances or other materials that are or may be hazardous to the life or health of any person or that endanger the environment or that are regulated by applicable Law.

(b) During the term of this Agreement, the Supplier shall not bring or store or permit to be used at any Site, any Hazardous Substances unless such Hazardous Substances are (i) reasonably required to carry out the Supply, and (ii) brought or stored or permitted to be used at any Site in compliance with all Laws (including Environmental Laws). The Supplier shall not Release nor permit the Release of any Hazardous Substances into the environment. The Supplier is solely responsible for all Hazardous Substances introduced to the Sites or the environment by the Supplier or its Representatives or Subcontractors, and the Supplier shall promptly and fully remediate, to the relevant Purchaser’s satisfaction, any release of Hazardous Substances on or from any Site, or in the vicinity of any Site.

5.5 Further Covenants Regarding the Sites

The Supplier shall:

(a) at its sole cost, keep any portion of any Site used in connection with the Supply in a safe and tidy condition and to maintain and operate the Supplier’s equipment in a good, workmanlike and safe manner; and

(b) not to do anything at any Site which is or may become a nuisance, danger or disturbance to the relevant Purchaser or to any other occupants or users of the Site or adjacent areas or to any works or structures or installations thereon.

5.6 Covenants Against Encumbrances

(a) The Supplier shall keep each Site and the goods included in the Supply, and each part thereof, free of all Encumbrances filed pursuant to any Law or otherwise in respect of any work or materials. In any event, if any Encumbrance has been filed in relation to a Site or any improvement thereon, or in relation to any goods included in the Supply, the Supplier shall cause any such Encumbrance to be discharged within 30 days after the Encumbrance has come to the notice of the Supplier.

(b) The Supplier acknowledges and agrees that, in the event the Supplier fails to discharge any Encumbrance contemplated in Section 5.6(a) within 60 days of written notice of such Encumbrance being given by the relevant Purchaser, in addition to any other right or remedy, such Purchaser may, but shall not be obligated to, discharge the Encumbrance by paying to the applicable Competent Authority, the amount claimed to be due or the amount due, together with a reasonable amount for costs and the


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amount paid by such Purchaser shall be paid by the Supplier to such Purchaser forthwith upon demand. In no case shall a Purchaser be required to investigate the validity of an Encumbrance prior to discharging the same in accordance with this Section 5.6(b).

5.7 Absence of Conflicts of Interest

(a) Neither the Supplier, nor any of its Representatives has given or shall give or offer to give to any Purchaser or any official, officer, employee or agent of any Purchaser any gratuity, reward, advantage or benefit of any kind as consideration for doing or forbearing to do, or for having done or forborne to do, any act in connection with this Agreement.

(b) To the best of the Supplier’s knowledge, the Supplier, its Subcontractors, and their respective directors, officers, employees and agents have no pecuniary interests or any other current or past interests or dealings, including with any officials, officers or employees of any Purchaser, that would cause any conflict of interest or be seen to cause a conflict of interest in respect of the Supply. Should such a conflict or perceived conflict arise during the term of this Agreement, the Supplier shall declare it immediately in writing to each of the several Purchasers. The Purchasers may, together, direct the Supplier to resolve any conflict or perceived conflict to the satisfaction of the several Purchasers. The Supplier warrants that neither the Supplier nor any of its Subcontractors, or any of their respective directors, officers, employees or agents, has any predisposition, affinity or association with any third party which would impair or be seen to impair or qualify the Supplier’s provision of the Supply.

ARTICLE 6 PERSONNEL

6.1 Separate Personnel

It is the intention of the Parties that any personnel utilized or supplied by the Supplier or any Subcontractor hereunder shall remain employees of the Supplier or Subcontractor, respectively, for the purposes of any applicable Law and no activity performed by such personnel shall be deemed to create or imply any employment or other like relationship between such personnel and any Purchaser. If contrary to this intention such personnel are treated as employees of any Purchaser for the purposes of any applicable Law, the Supplier shall indemnify the relevant Purchaser against any loss, cost, expense, complaint, claim, levy, assessment, penalty or fine (including any Tax liability) resulting therefrom.

6.2 Changes in Personnel

Each Purchaser may request the removal or replacement of any personnel engaged by the Supplier or any Subcontractor in relation to any part of the Supply to that Purchaser, provided that such request is made in writing stating the City’s detailed reasons. The Supplier shall comply with such request as soon as reasonably practicable and shall bear the cost of replacement where the relevant Purchaser is of the opinion that the personnel in question are guilty of misconduct, do not have acceptable qualifications or are otherwise unable or unfit to perform satisfactorily and safely. If a Purchaser requests a replacement for a reason other than the immediately aforementioned reasons, the relevant Purchaser shall reimburse the Supplier its reasonable properly incurred costs of replacement.

6.3 Key Personnel

(a) Where there are Key Personnel the Supplier shall:


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(i) use best endeavours to retain Key Personnel for the duration of the provision of the Supply;

(ii) take reasonable steps to ensure that Key Personnel dedicate their time fully to the Supply (unless otherwise agreed or approved by each of the Purchasers in writing);

(iii) promptly inform the several Purchasers should any of the Key Personnel leave, or give notice of an intention to leave the Supplier, and obtain a substitute or substitutes;

(iv) not reassign or allow the reassignment of the Key Personnel to other projects during the term of this Agreement without each of the Purchasers’ prior written consent (such consent not to be unreasonably withheld or delayed); and

(v) take all reasonable steps to ensure that the Key Personnel perform their roles and responsibilities in accordance with any organisational structure agreed in writing between the Parties.

(b) If:

(i) the Supplier wishes to reassign or to replace an individual designated as Key Personnel; or

(ii) an individual designated as Key Personnel gives notice of his or her intention to leave or is otherwise no longer able to perform the duties, including for reasons of illness, injury or personal hardship,

the Supplier shall provide a substitute with experience and qualifications equivalent or greater than the Key Personnel to be replaced, and shall provide documentation to the Purchasers to establish such experience and qualifications.

(c) Key Personnel who are reassigned to other work shall, to the extent possible, remain available to the project team until completion of the Supply.

ARTICLE 7 PAYMENT; AUDITS

7.1 Payment to the Supplier

(a) Subject to ARTICLE 9 and Section 7.3, each Purchaser shall pay the Supplier for the Supply to that Purchaser in accordance with Schedule B (Prices for Supply), following the receipt of invoices prepared and delivered in accordance with Section 7.2(a) and Section 7.3.

(b) Unless otherwise expressly stated in the schedules hereto, the Supplier shall pay any and all costs, including freight, marine and transit insurance, Taxes, and transportation and delivery charges on all equipment or things of whatsoever nature provided by the Supplier as required by it for the purposes of the Supply and any other incidental costs and all such costs shall be deemed to be included in the Contract Price.

(c) The Supplier shall be deemed to have satisfied itself as to the correctness and sufficiency of Schedule B (Prices for Supply) and to have obtained all information and to have taken into account all circumstances, risks and other contingencies that may


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affect the cost of performing the Supply and any other obligation under this Agreement. The Supplier shall not be entitled to any additional compensation beyond the Contract Price (including without limitation for escalation in the prices of goods, materials and labour) except as otherwise expressly stated in this Agreement.

(d) Notwithstanding any other provisions of this Agreement, the Supplier shall not be entitled to payment for any Supply that has not been performed in compliance with the provisions of this Agreement.

7.2 Content of Invoices

(a) Each of the Supplier’s invoices shall set out, as a minimum (and in such form or format as required by the relevant Purchaser):

(i) the number of the purchase order of the relevant Purchaser (if any) relating to the particular Supply to which the invoice relates;

(ii) an itemized list of the amounts owing;

(iii) the time period to which the invoice relates;

(iv) a description of the portion of the Supply to which the invoice relates;

(v) the total amounts payable under the invoice;

(vi) all supporting documentation relating to disbursements; and

(vii) such other information as the relevant Purchaser may require from time to time.

(b) Any terms or conditions proposed by the Supplier to govern the Supply that are contained in any invoice (or in any shipping document, packing list or similar document) are void and of no effect, notwithstanding any statement in such document concerning the means by which the relevant Purchaser may accept or be deemed to accept such terms or conditions.

7.3 Procedure for Invoices

(a) The Supplier shall submit each of its invoices to the City at City of Vancouver, Attention: Accounts Payable, P.O. Box 7757, 349 West Georgia Street, Vancouver, BC, V6B 0L5 or by email to [email protected], or to such other address as is specified in an applicable purchase order. The City shall thereafter pay the invoice within 30 days, provided the other requirements of this Agreement have been satisfied and subject to the other provisions hereof.

(b) The Supplier shall submit each of its invoices to the VPB at 3585 Graveley Street, Vancouver, BC, V5K 5J5 or by email to [email protected], or to such other address as is specified in an applicable purchase order. The VPB shall thereafter pay the invoice within 30 days, provided the other requirements of this Agreement have been satisfied and subject to the other provisions hereof.

(c) The Supplier shall submit each of its invoices to the VPL at 350 West Georgia Street, Vancouver, BC, V6B 6B1 or by email to [email protected], or to such other address as is specified in an applicable purchase order. The VPB shall thereafter pay

mailto:[email protected]


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the invoice within 30 days, provided the other requirements of this Agreement have been satisfied and subject to the other provisions hereof.

(d) No Purchaser shall be liable for any interest on any invoice amount in respect of any period for any reason.

7.4 Currency of Payment

All currency amounts stated herein are denominated in, all invoices hereunder shall be stated in, and all payments hereunder shall be made in, Canadian dollars.

7.5 Contested Claims for Payment

If any item contained in an invoice submitted by the Supplier is contested by the relevant Purchaser, such Purchaser shall give prompt notice thereof, together with reasons to the Supplier.

7.6 Audits

(a) The Supplier shall maintain up-to-date records and accounts which clearly document the provision of the Supply and shall make the same available to the each Purchaser upon request. Each Purchaser may request copies of all such records and accounts which shall be provided to such Purchaser by the Supplier (subject to reimbursement of the Supplier’s reasonable copying costs and any other direct costs and expenses, if any) at any time prior to the expiry of 365 days after the termination of this Agreement. For avoidance of doubt, any records and accounts provided by the Supplier in accordance with this Section 7.6(a) shall be deemed to be Confidential Information;

(b) Not later than three years after the termination of this Agreement, each Purchaser may itself, on notice of not less than 14 days, require that a firm of accountants, surveyors or other auditors nominated by it audit any such records and accounts of the Supplier by attending during normal working hours at the office where the records are maintained. For avoidance of doubt, any records and accounts or other documents provided by the Supplier in accordance with this Section 7.6(b) shall be provided only subject to the accountants, surveyors or other auditors, and each of them, being subject to and agreeing to meet such of the Supplier’s reasonable requirements as to confidentiality as the Supplier deems (at its sole discretion) to be appropriate in the circumstances; and

(c) Any overpayment by a Purchaser discovered during the course of any such audit pursuant to Section 7.6(b) shall be payable by the Supplier to the relevant Purchaser within 30 days of such discovery, and if the overpayments have been caused by an act or omission of the Supplier and the amount of those overpayments is no less than one quarter of the total amount paid by the Purchaser to the Supplier in respect of the Supply, then the costs of the relevant audit shall be for the account of the Supplier.

7.7 Set Off

Notwithstanding any provision to the contrary in this Agreement and without prejudice to any other remedy which any Purchaser may have (whether in common law or equity), each Purchaser shall be entitled to deduct from and set off against any sum(s) otherwise due from it to the Supplier hereunder any sums which are due from the Supplier to the Purchaser or which the Supplier is liable to pay to the Purchaser under this Agreement or in connection herewith (including without limitation any monies overpaid to the Supplier under this Agreement or otherwise due and payable to the Purchaser by reason of any error in payment under this Agreement).


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ARTICLE 8 LIABILITY AND INSURANCE

8.1 Covenants of Indemnification by the Supplier

(a) The Supplier shall indemnify and keep indemnified and hold each Purchaser, the Other City Entities and all of their respective officials, officers, employees and agents harmless against all losses, liabilities, claims, demands, costs and expenses (including legal fees), fines, penalties and charges (including those imposed by statute or otherwise imposed), arising out of or in connection with, or consisting of:

(i) any:

(A) damage to a Site or any part thereof, or any property whether located at a Site or otherwise, which occurs during the provision of the Supply;

(B) any claim by a Subcontractor under the Builders Lien Act (British Columbia);

(C) any infection of a computer or computer system by any virus or malware;

(D) damage to the natural environment, including any remediation cost recovery claims;

(E) loss or damage arising from a claim by any third party concerning or arising out of the Supply, or by any employee or Subcontractor of the Supplier for any reason;

(F) occupational illness, injury or death of any person, whether at a Site or otherwise, which occurs during, or as a result of, the provision of the Supply;

(G) failure by the Supplier to fully comply with the provisions of this Agreement;

(H) breach by the Supplier or any Subcontractor of any Law in the course of, or as a result of, the provision of the Supply;

(I) actual or alleged infringement of any Intellectual Property Rights caused by the provision of the Supply or the use of any process, work, material, matter, thing or method used or supplied by the Supplier or any Subcontractor in the provision of the Supply; or

(J) breach of the warranties of the Supplier contained herein,

in each case to the extent that it is due to any act, omission or default, or any breach of Law or this Agreement, of the Supplier, a Subcontractor or any Representative of the Supplier or any employee, agent or contractor of any of them; or

(ii) any defect in a good, work or material provided as part of the Supply or any failure of any such good, work or material to function safely or to satisfy any applicable safety standard.


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(b) Nothing in this Section 8.1 nor otherwise in this Agreement shall limit or exclude any direct liability (whether in contract, tort, for breach of statutory duty or any other legal basis) of the Supplier to any person, including without limitation any liability for:

(i) the Supplier’s default hereunder or fraud, fraudulent misrepresentation or reckless misconduct in the provision of the Supply; or

(ii) any loss or damage flowing from the termination of this Agreement.

(c) The Supplier appoints the City as the trustee of the Other City Entities and of their and the City’s officials, officers, employees and agents in relation to the covenants of indemnification of the Supplier contained in this Section 8.1 and the City accepts such appointment.

(d) The Supplier appoints the VPB as the trustee of its officials, officers, employees and agents in relation to the covenants of indemnification of the Supplier contained in this Section 8.1 and the VPB accepts such appointment.

(e) The Supplier appoints the VPL as the trustee of its officials, officers, employees and agents in relation to the covenants of indemnification of the Supplier contained in this Section 8.1 and the VPL accepts such appointment.

8.2 Conduct of Claims

In the event of any claims, statutory fees, costs, charges, penalties (including without limitation any legal costs), contributions, compensations, cost recoveries, expenses or fines being levied or claimed from a person in respect of which an indemnity is provided by the Supplier pursuant to ARTICLE 8, the following provisions shall apply:

(a) subject to Sections 8.2(b), 8.2(c) and 8.2(d), where it appears that a person is or may be entitled to indemnification from the Supplier in respect of all (but not part only) of the liability arising out of a claim, such person entitled to indemnification may at its sole election and subject to:

(i) approval by any relevant insurers (without prejudice to Section 8.2(f); and

(ii) the Supplier providing the party entitled to indemnification with a secured indemnity to its reasonable satisfaction against all costs and expenses (including legal expenses) that it may incur by reason of such action,

permit or require the Supplier to dispute the claim on behalf of the person entitled to indemnification at the Supplier’s own expense and take conduct of any defence, dispute, compromise, or appeal of the claim and of any incidental negotiations; provided that the person entitled to indemnification shall give the Supplier (provided at the Supplier’s cost) all reasonable cooperation, access and assistance for the purposes of considering and resisting such claim;

(b) with respect to any claim conducted by the Supplier pursuant to Section 8.2(a):

(i) the Supplier shall keep the person entitled to indemnification fully informed and consult with it about material elements of the conduct of the claim;

(ii) the Supplier shall not bring the name of the person entitled to indemnification (or any Group Member thereof) into disrepute; and


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(iii) the Supplier shall not pay or settle such claims without the prior consent of the person entitled to indemnification, such consent not to be unreasonably withheld or delayed;

(c) a person entitled to indemnification shall be free to pay or settle any claim on such terms as it thinks fit (and without prejudice to its rights and remedies under this Agreement) if:

(i) the Supplier is not entitled to, or is not permitted or instructed, take conduct of the claim in accordance with Section 8.2(a); or

(ii) the Supplier fails to comply in any material respect with the provisions of Sections 8.2(a) or 8.2(b);

(d) the person entitled to indemnification pursuant to ARTICLE 8 shall be free at any time to give notice to the Supplier that it is retaining or taking over (as the case may be) the conduct of any defence, dispute, compromise or appeal of any claim (or of any incidental negotiations) to which Section 8.2(a) applies. On receipt of such notice the Supplier shall promptly take all steps necessary to transfer the conduct of such claim to the person entitled to indemnification, and shall provide to the person entitled to indemnification all reasonable co-operation, access and assistance for the purposes of considering and resisting such claim;

(e) if the Supplier pays to the person entitled to indemnification an amount in respect of an indemnity and the person entitled to indemnification subsequently recovers (whether by payment, discount, credit, saving, relief or other benefit or otherwise) a sum which is directly referable to the fact, matter, event or circumstances giving rise to the claim under the indemnity, the person entitled to indemnification shall forthwith repay to the Supplier whichever is the lesser of:

(i) an amount equal to the sum recovered (or the value of the saving or benefit obtained) less any out-of-pocket costs and expenses (including legal expenses) properly incurred by the person entitled to indemnification in recovering the same; and

(ii) the amount paid to the person entitled to indemnification by the Supplier in respect of the claim under the relevant indemnity,

provided that there shall be no obligation on the part of the person entitled to indemnification to pursue such recovery and that the Supplier is repaid only to the extent that the amount of such recovery aggregated with any sum recovered from the Supplier exceeds any loss sustained by the person entitled to indemnification;

(f) the Supplier shall inform the person entitled to indemnification of the requirements of any insurer who may have an obligation to provide an indemnity in respect of any liability arising under this Agreement and in relation to such the person entitled to indemnification shall issue instructions accordingly; and

(g) any person entitled to an indemnity from the Supplier must take all reasonable measures to mitigate any loss, damage or liability that it may suffer in respect of any such matter.


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8.3 Insurance

(a) In addition to those mandatory insurance policies that the Supplier is required to carry by any applicable Laws, the Supplier shall take out and maintain in force, with a reputable insurance company, during the term of this Agreement:

(i) and for a period of five years afterwards, commercial general liability insurance with coverage of not less than $5 million per occurrence and at least $5 million of annual aggregate coverage endorsing each Purchaser as an additional insured on a primary and non-contributory basis and providing a waiver of subrogation in favour of each Purchaser;

(ii) Auto Liability insurance coverage of not less than $5 million;

(iii) All Risk Property insurance coverage, including transportation/transit coverage (replacement cost), to cover equipment (including work (products) in-progress prior to delivery);

(iv) Professional Liability insurance with coverage of not less than $2 million per claim and at least $5 million of annual aggregate coverage; and

(v) WorkSafeBC coverage.

(b) The Supplier shall ensure that any Subcontractors also maintain the same insurance as the Supplier, having regard to the obligations under this Agreement which they are contracted to fulfill.

(c) The Supplier's liabilities under this agreement shall not be deemed to be released or limited by the Supplier taking out the insurance policies referred to in Section 8.3(a).

(d) The cost of the insurances arising under this Section 8.3 shall be deemed to be incorporated into the prices specified in Schedule B.

(e) As a condition precedent to any payment from any Purchaser to the Supplier under this Agreement, and as and when reasonably requested by a Purchaser, the Supplier shall provide documentary evidence (to the reasonable satisfaction of the Purchaser, including by completing the City’s standard reporting documents used for this purpose) that the insurances required by this Section 8.3 have been taken out and are being maintained.

ARTICLE 9 FORCE MAJEURE; TERMINATION

9.1 Force Majeure

(a) No Party shall be deemed to be in breach of this Agreement or otherwise liable to another Party in any manner whatsoever for any failure or delay in performing its obligations under this Agreement reasonably due to Force Majeure.

(b) If any Party’s performance of its obligations under this Agreement is affected by an event of Force Majeure, then:

(i) it shall give written notice to the other Parties, specifying the nature and extent of the event of Force Majeure, within ten days after becoming aware of the event of Force Majeure;


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(ii) performance of such obligation(s) shall be deemed suspended but only for a period equal to the delay reasonably caused by such event;

(iii) it shall not be entitled to payment from any other Party in respect of extra costs and expenses incurred by virtue of the event of Force Majeure;

(iv) the Completion Times shall be extended to take into account such delay; and

(v) within five days of the cessation of any Force Majeure event, the Party affected thereby shall submit a written notice to the other Parties, specifying the actual duration of the delay of its obligations caused by the event of Force Majeure and the consequences resulting from such delay, and submit a specific plan to minimize and mitigate those consequences.

(c) The affected Party shall use all reasonable diligence in accordance with Good Industry Practice to mitigate the cause and the result of an event of Force Majeure and to remedy the situation and resume its obligations under this Agreement, including complying with any instructions from the other Parties, as to how to do so.

9.2 Purchaser Suspension and Termination Rights

Each Purchaser shall have the following rights:

(a) Each Purchaser may at any time order the suspension of all or any part of the Supply to such Purchaser for such period as it determines, by notice with immediate effect to the Supplier; and upon receipt of any such notice of suspension, the Supplier shall immediately cease performing the relevant Supply, minimise expenditure and comply with any reasonable instructions of such Purchaser.

(b) Each Purchaser may terminate this Agreement (as between itself and the other Parties, but the Agreement shall subsist as between the Supplier and the other Purchasers who have not terminated the Agreement hereunder) at any time (and for its convenience) upon 60 days’ written notice to the other Parties, and the Supplier shall immediately upon receipt of such notice take all reasonable steps to wind down the performance of the Supply for such Purchaser and to minimise expenditure, including complying with any instructions from the Purchaser as to how to do so.

(c) If a Purchaser reasonably considers that the Supplier is not discharging any of its material obligations under this Agreement, the Purchaser may inform the Supplier by notice stating the grounds for the notice. If evidence of remediation satisfactory to each Purchaser is not received by the several Purchasers from the Supplier as soon as practicable or in any case within 14 days or such longer period as agreed by the several Parties, each Purchaser may by a further notice to the Supplier of at least 14 days terminate this Agreement as between itself and the other Parties, but the Agreement shall subsist as between the Supplier and the other Purchasers who have not terminated the Agreement hereunder).

(d) Any Purchaser may terminate this Agreement (as to all parties) with immediate effect if:

(i) the Supplier becomes bankrupt or insolvent, goes into liquidation, has a receiver or administrator appointed over it or any of its assets of undertaking, enters into any arrangement for the benefit of its creditors, becomes the subject of any moratorium or carries on business under a receiver, trustee, manager or arrangement for the benefit of its creditors, or if any act is done or


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event occurs which (under applicable Laws) has a similar effect to any of these acts or events; or

(ii) a Change in Control of the Supplier occurs and the Purchasers have, together, reasonably determined that the Change in Control shall substantively affect the Supplier’s ability to perform its obligations under this Agreement.

9.3 Supplier Termination Rights

After giving at least seven days’ written notice to each of the Purchasers, the Supplier may terminate this Agreement (as to all Parties), or at its discretion and without prejudice to the right to terminate, may suspend or continue suspension of performance of the whole or part of the Supply when:

(a) Ninety days after the due date for payment of an invoice, it has not received payment of that part which has not by that time been contested in writing by the relevant Purchaser and provided always that:

(i) the Supplier has issued a notice of reminder to the relevant Purchaser following the due date for payment in relation to such unpaid sum; and

(ii) the termination notice may not be issued until the expiry of 30 days following the issue of such reminder notice; or

(b) a Purchaser commits any material or persistent breach(es) of its obligations under this Agreement which render(s) performance by the Supplier of its obligations under this Agreement or a substantial part thereof impossible or significantly adversely affect(s) such performance of this Agreement as a whole and further which, remain(s) irremediable after 60 days.

9.4 Consequences of Termination

The following consequences shall apply upon a termination:

(a) On termination of this Agreement for any reason, the Supplier shall, as soon as reasonably practicable:

(i) deliver to the terminating Purchaser(s) all work and Documentation produced by or on behalf of the Supplier during the course of performing the Supply for such Purchaser(s);

(ii) return (or destroy if otherwise directed by the applicable Purchaser in writing) all Confidential Information provided to it by the terminating Purchaser(s) for the purposes of this Agreement;

(iii) return all of the terminating Purchaser’s(s’) Site access cards, equipment and other items provided under this Agreement, failing which, the relevant Purchaser(s) may enter the relevant premises and take possession thereof, and, until any such access cards, equipment and other items have been returned or repossessed, the Supplier shall be solely responsible for its or their safe-keeping;

(iv) if so requested by the terminating Purchaser(s), take reasonable steps to assign any Subcontractor contracts to such Purchaser(s) and do all things and execute all documents necessary to give effect thereto; and


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(v) otherwise comply with all reasonable requirements of the terminating Purchaser(s) arising from the cessation of the Supply to such Purchaser(s).

(b) The Supplier shall be entitled to be paid its reasonable properly incurred costs of compliance with 12.04(a) and its reasonable demobilization costs, up to a maximum of $10,000, in aggregate, save in circumstances in which a terminating Purchaser reasonably claims that the termination was a consequence of a Safety Incident or a default by the Supplier in the provision of any part of the Supply, in which case all such costs shall be for the Supplier’s own account.

(c) The Supplier shall be entitled to payment for any completed portion of the Supply rendered to terminating Purchaser in full compliance herewith prior to the time of termination, in accordance with Schedule B (Prices for Supply).

9.5 Other Surviving Rights and Liabilities of Parties

(a) Termination of this Agreement with respect to a Party shall not prejudice or affect the accrued rights or claims and liabilities of the Party.

(b) After any termination of this Agreement with respect to any Party, the provisions of Sections 3.9 and 7.6, ARTICLE 8, ARTICLE 12 and ARTICLE 14 shall remain in force in relation thereto.

ARTICLE 10 ASSIGNMENT AND SUBCONTRACTING

10.1 Assignment

None of the Parties shall assign, transfer, mortgage, charge or deal in any other manner with this Agreement or any of its rights and obligations under or arising out of the Agreement (or any document referred to herein), or purport to take any such action without the prior written consent of the others.

10.2 Subcontracting

(a) The Supplier shall not subcontract the whole or substantially all of the Supply.

(b) Without prejudice to the foregoing Section 10.2(a), save in the case of Subcontractor(s) whose role in the provision of the Supply is expressly provided for in the schedules hereto (and only to the extent so provided for), the Supplier may not subcontract any part of the Supply without the several Purchasers’ prior written consent.

(c) The Supplier shall include in each contract by which it engages a Subcontractor a provision allowing the benefit of such contract to be assigned by the Supplier to the several Purchasers upon request.

(d) The Supplier shall not without the written consent of the several Purchasers (which shall not be unreasonably withheld or delayed) initiate or terminate any contract with a Subcontractor.

(e) If the Supplier is unable to enter into a contract with a Subcontractor whose role in the provision of the Supply is expressly provided for in the schedules hereto, it shall as soon as reasonably practicable inform the Purchasers of the reason for such inability and procure the services of a replacement subcontractor that is acceptable to the several Purchasers, acting reasonably.


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(f) The Supplier shall be responsible for the acts, defaults or neglect or any omission of each Subcontractor, its employees and agents in all respects as if they were the acts and defaults or neglect or omission of the Supplier its employees or agents themselves.

ARTICLE 11 INTELLECTUAL PROPERTY

11.1 Software and Equipment Licenses

All software, computer equipment and other goods supplied by the Supplier to a Purchaser pursuant to this Agreement will be delivered to the relevant Purchaser along with all Intellectual Property Rights, including any licences, licence keys and documentation, which are necessary to permit the Purchaser to freely own, use and operate such software, computer equipment and other goods.

11.2 Assignment

The Supplier acknowledges and agrees that each Purchaser is the exclusive owner of all right, title, and interests in and to the Documentation, including, without limitation, all Intellectual Property Rights therein. The Supplier shall assign and hereby assigns to each Purchaser all right, title, and interests in and to the Documentation, including, without limitation, all existing and future Intellectual Property Rights in and to the Documentation, effective upon their creation to the fullest extent permitted by Law. Insofar as such right, title, and interest do not so vest automatically or immediately in a Purchaser by operation of law or under this Agreement, the Supplier holds legal title of all right, title, and interests in and to the Documentation, including, without limitation, all Intellectual Property Rights therein, in trust for the relevant Purchaser and grants to such Purchaser an irrevocable, perpetual, fully paid-up, royalty-free, worldwide, transferable and non-exclusive licence to, itself and through contractors and agents, use, copy, amend, reproduce, modify and create derivative works of such Documentation for any purpose. Such licence shall include the right to sub licence to any third party without restriction.

11.3 Supplier Undertakings and Representations and Warranties

(a) The Supplier undertakes:

(i) to notify each Purchaser in writing of the full details of Documentation promptly upon its creation;

(ii) whenever requested to do so by any Purchaser and in any event on the termination of this Agreement with respect to a Purchaser (as provided for in ARTICLE 9), promptly to deliver to the Purchaser all correspondence, documents, papers and records on all media (and all copies or abstracts of them), recording or relating to any parts of the Documentation which are in its possession, custody or power;

(iii) that the Supplier shall not, either during the term of this Agreement or thereafter, directly or indirectly, contest, or assist any third party to contest, any Purchaser’s ownership of Documentation or of any Intellectual Property Rights related thereto, and

(iv) not to register nor attempt to register any Intellectual Property Rights in Documentation unless requested to do so by the applicable Purchaser.

(b) The Supplier represents and warrants to each Purchaser that:


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(i) it has not given and shall not give permission to any Subcontractor or third party to use any of the Documentation, nor any of the Intellectual Property Rights in the Documentation, other than as provided for in this Agreement or otherwise in accordance with the instructions of the relevant Purchaser;

(ii) it has not given, and shall not give, to any Purchaser, nor shall it use in the provision of the Supply, any confidential material or documents of any former client or customer of the Supplier or of any other third party, unless the Supplier has received prior written authorization to do so from the relevant Purchaser and from the owner of the confidential material or documents;

(iii) it has the absolute right to make the assignments of the right, title, and interest in and to the Documentation contemplated in this Agreement and to grant the rights granted under this Agreement;

(iv) it is unaware of any use by any third party or any unauthorized use by a Subcontractor of any of the Documentation or any Intellectual Property Rights in the Documentation; and

(v) the use of the Documentation or the Intellectual Property Rights in the Documentation by a Purchaser shall not, to the knowledge of the Supplier, infringe any Intellectual Property Rights of any third party.

11.4 Background Intellectual Property

Notwithstanding and superseding anything to the contrary in this ARTICLE 11, each Party retains title to all Intellectual Property Rights owned or possessed by it or any of its affiliates prior to or independent of performance of this Agreement and used by it in fulfilling its obligations under this Agreement, as well as any modifications or improvements made thereto in the course of performing this Agreement (“Background IP”). To the extent that a Party acquires any right, title, or interest in and to any aspect of the modifications or improvements to the Background IP of another Party, such second Party shall assign such right, title, and interest to the first Party, immediately following such acquisition. If any of the Supplier’s Background IP is included in or required to use the Documentation provided by the Supplier to a Purchaser, the Supplier hereby grants to such Purchaser an irrevocable, perpetual, fully paid-up, royalty-free, worldwide, transferable and non-exclusive licence (including the right to sub-licence only to members of the Purchaser’s Group) to, itself and through contractors and agents, use, copy, amend, reproduce, modify, create derivative works of, use, commercialize, and otherwise exploit the Supplier’s Background IP but only to the extent required to use such Documentation for the purpose (or any reasonably inferred purpose) for which it has been provided or for the provision of the Supply under this Agreement.

11.5 Supplier Employees’ and Subcontractors’ Rights

The Supplier:

(a) warrants that the Supplier’s employees, Subcontractors and agents have waived or shall have waived in whole all moral rights (including, without limitation, any similar rights allowing the rights holder to restrain or claim damages for any distortion, mutilation, or other modification of works or any part thereof, and to restrain use or reproduction of works in any manner) they may have in the Documentation;

(b) indemnifies the Purchasers, and their respective officers, agents, contractors and employees against any liability, cost, loss or damage (including legal costs on a solicitor-client basis) suffered or incurred that arises under any breach of the warranty contained in Section 11.5(a); and


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(c) must do all things requested by any of the Purchasers, including signing or procuring the signature of particular forms, to give full effect to Section 11.5(a).

11.6 No Additional Remuneration

The Supplier acknowledges that, except as provided by Law, no further remuneration or compensation (beyond that expressly provided for in this Agreement) is or may become due to the Supplier in respect of the performance of its obligations under this ARTICLE 11.

ARTICLE 12 PRIVACY; CONFIDENTIALITY

12.1 Freedom of Information and Protection of Privacy Act

The Supplier acknowledges that the some or all of the Purchasers are subject to the Freedom of Information and Protection of Privacy Act (British Columbia), which imposes significant obligations on their contractors to protect all personal information acquired from them in the course of providing any service to them.

12.2 No Promotion

The Supplier shall not, and shall ensure that its Subcontractors shall not, disclose or promote any relationship with any Purchaser, including by means of any oral declarations, announcements, sales literature, letters, client lists, press releases, brochures or other written materials, without, in each case, the express prior written consent of the relevant Purchaser.

12.3 Confidentiality Obligations

Each Party shall keep the Confidential Information of each other Party confidential and each Party shall not use such Confidential Information except for the purpose of exercising or performing its rights and obligations under this Agreement or where, in the case of a Purchaser, otherwise necessary to pursue the public business of the Purchaser (a “Permitted Purpose”), or disclose the Confidential Information in whole or in part to any third party, except as expressly permitted by this ARTICLE 12.

12.4 Disclosure to Representatives

A Party may disclose another Party’s Confidential Information to those of its Representatives who need to know such Confidential Information for the Permitted Purpose, provided that it informs such Representatives of the confidential nature of the Confidential Information prior to disclosure, and at all times it is responsible for such Representatives’ compliance with the confidentiality obligations set out in this ARTICLE 12.

12.5 Disclosures Required by Law

A Party may disclose Confidential Information to the extent required by any applicable Laws or by any Competent Authority provided that, where legally permitted, it notifies the affected Party before doing so, gives such other Party a reasonable opportunity to take any steps that such Party considers necessary to protect the confidentiality of its information, and notifies the third person that the information is confidential information. In any event, a Party shall furnish only that portion of the Confidential Information which it is legally required to disclose and shall use its reasonable endeavours to obtain a protective order or other reliable assurance that the Confidential Information shall be accorded confidential treatment.


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12.6 Other Disclosures by the Purchasers

The Purchasers’ obligations under this ARTICLE 12 are wholly subject to and qualified by, the applicable provisions of the Freedom of Information and Protection of Privacy Act (British Columbia), to the extent applicable, and, notwithstanding any other provision of this ARTICLE 12, the Purchasers may disclose Confidential Information in any manner compliant with such statute or otherwise in furtherance of its public role or duties, including without limitation in the course of publicly reporting to the Vancouver City Council or the governing boards of the other Purchasers.

12.7 Interpretation; Enforcement and Survival

(a) Notwithstanding anything in this ARTICLE 12 to the contrary, nothing in this ARTICLE 12 shall affect the Parties’ rights and obligations under ARTICLE 11.

(b) The Parties acknowledge that a breach of any of the obligations or provisions contained in this ARTICLE 12 could cause an affected Party to suffer loss which may not be adequately compensated for by damages and that such other Party may, in addition to any other remedy or relief, enforce the performance of this Agreement by injunction or specific performance upon application to a court of competent jurisdiction without proof of actual or special damage and notwithstanding that in any particular case damages may be readily quantifiable, and such breaching Party must not plead sufficiency of damages as a defence in the proceeding for such injunctive relief.

ARTICLE 13 TAXES

13.1 Taxes for Own Accounts

Unless otherwise expressly stated in this Agreement, any Taxes becoming due and payable by a Party pursuant to any applicable Laws as a result of the entering into, the performance of obligations under or the taking of payment pursuant to this Agreement, shall be for the account of that Party, and for greater certainty the Contract Price includes all such Taxes, except for applicable Taxes arising under all sales, excise and value added tax legislation (including, without limitation, the Excise Tax Act (Canada) and similar Canadian provincial legislation) (collectively, “Sales Tax”) as a result of the sale of the Supply within Canada hereunder, unless it is clearly stated that they are intended to be Sales Tax-inclusive.

13.2 Withholding Taxes

(a) Notwithstanding any other provision to the contrary, if a Purchaser determines that it is necessary to satisfy its obligations under any Law relating to Taxes, the Purchaser may:

(i) withhold an amount from a payment made to the Supplier; and

(ii) pay the withheld amount directly to the relevant Competent Authority.

(b) If an amount withheld in accordance with Section 13.2(a) is paid by a Purchaser to the relevant Competent Authority, it is deemed to have been paid to the Supplier on the date on which the remainder of the payment to which it relates was paid to the Supplier.

(c) The Supplier agrees and acknowledges that it has no claim against any Purchaser for any amounts withheld and paid to the relevant Competent Authority in accordance with Section 13.2(a).


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(d) If a Purchaser does not withhold an amount under Section 13.2(a) which it is required to withhold pursuant to any laws relating to Taxes, the Supplier agrees to pay that amount to the Purchaser, upon request by the Purchaser.

(e) The Supplier agrees that no Purchaser shall be required to increase any payment to the Supplier by the amount withheld by such Purchaser under Section 13.2(a)

ARTICLE 14 DISPUTE RESOLUTION

14.1 Optional Procedure

All claims, disputes or issues in dispute between or among Parties in relation to this Agreement shall be decided by mediation or arbitration, if the relevant Parties so agree in writing, or, failing any such agreement, by the courts of competent jurisdiction in the Province of British Columbia.

14.2 Arbitration

In the event that Parties agree to arbitration pursuant to Section 14.1:

(a) the arbitration shall be conducted pursuant to the Commercial Arbitration Act (British Columbia) and shall be governed by the rules of the British Columbia International Commercial Arbitration Centre, except that the arbitrator or arbitrators shall be agreed upon by the relevant Parties, and failing agreement by such Parties, shall be appointed by a court of competent jurisdiction within the Province of British Columbia;

(b) the relevant Parties shall share equally the costs of the arbitration but shall be responsible for their own separate costs and expenses in relation to the arbitration including legal fees and disbursements; and

(c) the arbitration shall take place in Vancouver, British Columbia and shall be governed by the laws of British Columbia.

ARTICLE 15 MISCELLANEOUS

15.1 Time of the Essence

Time is of the essence of this Agreement, including without limitation in relation to the Completion Times.

15.2 Costs

Each of the Parties hereto shall pay their respective legal fees and other costs and expenses incurred in connection with the preparation, execution and delivery of this Agreement and all documents and instruments executed pursuant hereto and any other costs and expenses whatsoever and howsoever incurred.

15.3 Benefit of this Agreement

(a) This Agreement shall inure to the benefit of and be binding upon the respective successors and permitted assigns of the Parties hereto.


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(b) Except as expressly set forth in the foregoing Sections 15.3(a) or 8.1, nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the Purchasers and the Supplier.

15.4 Entire Agreement

This Agreement constitutes the entire agreement between the Parties hereto with respect to the subject matter hereof and cancels and supersedes any prior understandings and agreements between the Parties hereto with respect thereto. There are no representations, warranties, terms, conditions, undertakings or collateral agreements, express, implied or statutory, between or among the Parties in relation to the subject matter hereof other than as expressly set forth in this Agreement.

15.5 Amendments and Waiver

Subject to Section 3.11, no modification of or amendment to this Agreement is valid or binding unless set forth in writing and fully executed by each of the Parties hereto and no waiver of any breach of any term or provision of this Agreement is effective or binding unless made in writing and signed by the Party purporting to give such waiver and, unless otherwise provided, is limited to the specific breach waiver.

15.6 Notices

(a) Any order, demand, notice or other communication to be given to a Party in connection with this Agreement must be given in writing and must be given by personal delivery to a Purchaser’s Manager or a Supplier’s Managers, as applicable, or delivered by registered mail, by courier or by electronic transmission (with delivery confirmation), addressed to a Purchaser’s Manager or a Supplier’s Manager, as the case may be, or, in each case to such other individual as is designated in writing by the relevant recipient Party. If given by registered mail, courier or electronic transmission, any such demand, notice or other communication must be given at the relevant address or facsimile number listed below:

(i) if to the Supplier:

<Supplier Name> <address> Attention: <> Facsimile: <>


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(ii) if to the City:

City of Vancouver Financial Services – Supply Management 453 West 12th Avenue Vancouver, BC V5Y 1V4 Attention: Chief Purchasing Official Facsimile: 604-873-7057

(iii) if to the VPB:

Vancouver Police Board Financial Services Section Attention: Senior Director of Finance Facsimile: 604-257-8751

(iv) if to the VPL:

Vancouver Public Library Board Finance and Facilities Development Attention: Director of Finance Facsimile: 604-331-4014

or to such other address or facsimile number as may be designated by notice given by any Party to another, provided that, notwithstanding the foregoing, the Supplier’s invoices shall addressed as specified in Section 7.3 or as otherwise specified in a relevant Purchaser purchase order.

(b) Any order, demand, notice or other communication shall be conclusively deemed to have been given:

(i) if given by personal delivery, on the day of actual delivery thereof;

(ii) if given by registered mail, on the tenth Business Day following the deposit thereof in the mail;

(iii) if given by courier, on the Business Day following confirmation by the courier that the notice has been delivered; and

(iv) if given by electronic transmission, on the day of transmittal thereof if given during the normal business hours of the recipient and on the Business Day during which such normal business hours next occur if not given during such hours on any day.

Notwithstanding the foregoing, if the Party giving any demand, notice or other communication knows or ought reasonably to know of any difficulties with the postal system which might affect the delivery of mail, any such demand, notice or other communication must not be mailed but must be given by personal delivery, courier or electronic transmission.


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15.7 Governing Law and Jurisdiction

(a) This Agreement is governed by and must be construed in accordance with the laws of the Province of British Columbia.

(b) This Agreement is subject to the exclusive jurisdiction of the courts in the Province of British Columbia except:

(i) as otherwise agreed by the Parties pursuant to ARTICLE 14; and

(ii) to the extent necessary to enforce, in another jurisdiction, any decision or award made pursuant to ARTICLE 14 or any judgment of any court in the Province of British Columbia.

15.8 Further Assurances

Each Party agrees to do all things and execute all deeds, instruments, transfers or other documents as may be necessary or desirable to give full effect to the provisions of this Agreement and the transactions contemplated by it.

15.9 Severance

If any term or condition of this Agreement is for any reason held to be illegal, invalid, ineffective, inoperable or otherwise unenforceable, it shall be severed and deemed to be deleted from this Agreement and the validity and enforceability of the remainder of this Agreement shall not be affected or impaired thereby. If any term or condition of this Agreement is found to be illegal, invalid ineffective, inoperable or otherwise unenforceable, but would not be so if some part of it were deleted, the term or condition shall apply with such modifications as may be necessary to make it enforceable.

15.10 Counterparts

This Agreement may be executed in any number of counterparts. All counterparts, taken together, constitute one instrument. A Party may execute this Agreement by signing any counterpart.

15.11 Electronic Execution

Delivery of an executed signature page to this Agreement by any Party by electronic transmission shall be as effective as delivery of a manually executed copy of this Agreement by such party.

[The remainder of this page is intentionally left blank.]


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IN WITNESS WHEREOF this Agreement has been executed as of the day and year first above written by and on behalf of the Parties by their duly authorized signatories.

<SUPPLIER NAME> Signature Print Name and Title Signature Print Name and Title CITY OF VANCOUVER Signature Print Name and Title Signature Print Name and Title

VANCOUVER POLICE BOARD Signature Print Name and Title Signature Print Name and Title VANCOUVER PUBLIC LIBRARY BOARD Signature Print Name and Title Signature Print Name and Title


#162432v1 Page 43

SCHEDULE A - SCOPE OF GOODS AND SERVICES

<The Scope of the Supplier’s Supply, as finally negotiated and agreed, shall be clearly expressed in this Schedule A.>

ITEM DESCRIPTION WARRANTY INFORMATION

DATA CENTRE HARDWARE

<Data Centre Hardware Item 1> <Description Data Centre Hardware Item 1. >

<Description>


<Description>


<Description>

CLIENT HARDWARE DEVICES

<Desktop Device Item 1> <Description Desktop Device Item 1. >

<Description>


<Description>


<Description>

ITEM DESCRIPTION SERVICE HOURS

MAINTENANCE SERVICES

<Maintenance Service Item 1> <Description Maintenance Service Item 1>

<Description>


<Description>


<Description>

OTHER PROFESSIONAL SERVICES

<Other Professional Service Item 1>

<Description Other Professional Service Item 1>

<Description>



<Description>


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<Description>


#162432v1 Page 45

SCHEDULE B - PRICES FOR SUPPLY

<The contents of this schedule should be comprehensive, detailed and tied to the descriptions of Supply in Schedule A.>

ITEM PRICE/UNIT


<Data Centre Hardware Item 1> $<> per < [unit type]>




<Desktop Device Item 1> $<> per < [unit type]>




<Maintenance Service Item 1> $<> per < [unit type]>




<Other Professional Service Item 1> $<> per < [unit type]>



All obligations of the Supplier described in the Agreement and not specifically listed above in this table.

$0. (The cost of the discharge of such Supplier obligations is included in the prices set forth above.)

<Description of pricing system for items not listed above. Description of discounts and rebates payable (also to include reference to the same in the main text of the agreement).>

Notwithstanding any other provision hereof, if the Supplier is, at any time during the term of effectiveness of this Agreement, party to a contract with another customer pursuant to which the Supplier charges effective prices lower than the prices charged to the Purchasers for reasonably comparable services, the above-listed prices shall be adjusted, retroactively to the date of effectiveness of such other contract, so that the prices charged hereunder are at least as low as the effective prices charged pursuant to such other contract.


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#162432v1 Page 47

SCHEDULE C - COMPLETION TIMES

<The contents of this schedule should be tied to the items of Supply in Schedule A.>

ITEM MAXIMUM TIME FROM RECEIPT OF PURCHASE ORDER OR OTHER PURCHASER INSTRUCTION TO COMPLETION OF THE RELEVANT SUPPLY


<Data Centre Hardware Item 1> <Description of time requirement>




<Desktop Device Item 1> <Description of time requirement>




<Maintenance Service Item 1> <Description of time requirement. This may vary depending on when the request is made, or different priorities of response may be considered different categories of service with different pricing>




<Other Professional Service Item 1> <Description of time requirement. This may vary depending on when the request is made, or different priorities of response may be considered different categories of service with different pricing>


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#162432v1 Page 49

SCHEDULE D - KEY PERSONNEL

<NTD: To be included if applicable.>


#162432v1 Page 50

SCHEDULE E - FORM OF LETTER AGREEMENT

[Date]

< Add Supplier Name and Address>

Dear Sir or Madam,

Re: Agreement based upon the Supply Agreement between < Supplier Name> and City of Vancouver, Vancouver Police Board and Vancouver Public Library Board dated <> (the “Base Agreement”)

The purpose of this letter agreement (this “Agreement”) is to set out the terms and conditions upon which < Supplier Name> (the “Supplier”) shall supply data centre hardware, client hardware devices, maintenance services and other professional services to [Name of Other City Entity] (the “Added Purchaser”).

Please have a duly authorized representative of the Supplier execute this Agreement and return one copy to the Purchaser.

1. Application of Base Agreement

The Supplier shall supply data centre hardware, client hardware devices, maintenance services and other professional services to the Purchaser at the price(s) and otherwise pursuant to the terms and conditions stated in the Base Agreement, as though each reference to a Purchaser in the Base Agreement were a reference to the Added Purchaser, with the exceptions stated in the following Section 2.

2. Variations from the Base Agreement

(a) The Supplier’s invoices to the Added Purchaser shall be submitted to the following mailing and/or email addresses, rather than to any of the addresses stated in Section 7.3 of the Base Agreement: [Address]. The Added Purchaser’s contact information for purposes of the application of Section 15.6 of the Base Agreement shall be the following rather than any address, contact name and facsimile number stated in the Base Agreement: [Address, Contact Name and Fax number]

(b) Section 3.1(i) of the Base Agreement shall be excluded from the agreement between the Supplier and the Added Purchaser.

3. Miscellaneous

(a) This Agreement shall terminate upon the expiry or termination of the Base Agreement.

(b) This Agreement is governed by and must be construed in accordance with the laws of the Province of British Columbia.

(c) This Agreement may be executed in any number of counterparts. All counterparts, taken together, constitute one instrument. A party may execute this Agreement by signing any counterpart. Delivery of an executed signature page to this Agreement by either party by


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electronic transmission shall be as effective as delivery of a manually executed copy of this Agreement by such party.

Yours truly,

[Name and Title of Other City Entity Signatory]

Accepted and agreed on behalf of < Supplier Name>:

Signed: Date:

Name:

Title:


#162432v1 Page 52

SCHEDULE F - SITES

< To be added (substantially consistently with the RFP)>


#162432v1 Page 53

SCHEDULE G - REPORTING REQUIREMENTS

< To be added. Expected to be substantially consistent with the reporting requirements described in Annex 1 of the RFP.>


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SCHEDULE H

PROPOSAL

<To be added. Depending on the comprehensiveness of the Proposal, it may also be necessary to incorporate certain sections of the RFP into the Agreement.>


ANNEX 1 – DETAILED REQUIREMENTS

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ANNEX 1 –DETAILED REQUIREMENTS

NOTE: In this Annex 1 only, the term “City” is used to refer to the City Group consisting of the City of Vancouver (including the Vancouver Board of Parks and Recreation), the Vancouver Police Board and the Vancouver Public Library Board.

The Proponent shall address each requirement listed in this Annex 1 – Detailed Requirements in such detail, and with relevant and specific examples (if applicable), to demonstrate the Proponent’s understanding of, and the extent of the Proponent’s ability to meet each requirement. If the Proponent cannot meet a specific requirement at all, then the Proponent’s response should clearly state so. A missing response will be interpreted by the City as the Proponent’s not being able to meet the requirement at all. All numbered responses to Annex 1 should correspond to the numbering in Annex 1.

This Annex 1 consists of four (4) sections:

A. General Requirements

B. Client Hardware Specifications

C. Data Centre Equipment Specifications

D. Client Hardware Service Reports and Notifications

A. General Requirements

This section describes the City’s business and technical requirements for VAR Services. Proponents responding to this RFP are expected to have significant expertise, knowledge and experience in establishing, providing, and managing these services. Proponents are asked to respond to each requirement with full and complete information even if a similar response has been provided when responding to another requirement.

1.0 Areas of Expertise

Please indicate all applicable category(ies) that the Proponent is responding to, by checking () the appropriate box in the table below.

Category Apply

Data Centre Equipment, Maintenance, and Professional Services

☐

Client Hardware, Software, Maintenance, and Professional Services

☐

2.0 VAR Service Requirements

The successful proponent should have the capability to provide VAR services to the City,

including the ability to source and sell a broad range of hardware, maintenance service, and

professional services from a wide range of manufacturers to the City at competitive prices and

in accordance with City directions. In a Proposal, a Proponent is to address the following:



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2.1 Provide a description of your company, including legal name, jurisdiction of

incorporation, and number of years in business and company owners.

2.2 Describe your firm’s experience in the supply and deployment of equipment or services

over the past three years. Provide client names and letters of recommendation where

applicable.

2.3 Provide a minimum of three written references from clients for similar goods and

services as those required by this RFP. Include contact information and a brief

description of the goods or services. By submitting a Proposal, the Proponent is

providing consent to the City to contact these references and the organizations.

2.4 Describe the type of data centre and/or client hardware the Proponent is authorized to

resell, including supporting documentation.

2.5 Describe the Proponent’s organization structure responsible for delivering the VAR

services to the City.

2.6 Describe the operations of the Proponent’s sales department including the hours of

business, the level of familiarity of products, and experience of personnel.

2.7 Describe the warehousing capability and logistics approach with respect to the ability

to handle outgoing deliveries to the City and accept surplus equipment for

decommissioning and disposal.

2.8 The City expects that the successful Proponent will possess the technical capabilities

which would facilitate an efficient acquisition of products. Proponents should respond

to each of the items listed below.

2.8.1 Describe if you offer an on-line product catalogue (preferably web-based) and

explain the process for its use.

2.8.2 Explain if the City would have access to an on-line (preferably web-based)

ordering and order status enquiry screens/reports which would enable it to

track the progress of individual orders from inception through fulfilment and

delivery.

2.8.3 Provide details of your ability to provide asset management/order status

reports that can be customized to include:

2.8.3.1 equipment brand, model, hardware configuration and serial number(s);

2.8.3.2 installation or delivery location;

2.8.3.3 software loaded (including software license number);

2.8.3.4 purchase order number and order date;

2.8.3.5 invoice number and invoice amount.

2.9 Provide details on how the Proponent will work with the City to create a process for

bringing your price list into the City’s SAP ordering system automatically; ensuring the

City’s web site is supplied with current specifications and prices.

2.10 State if Mastercard is accepted, and state if familiar with Mastercard level III

Reporting, or an equivalent mechanism that can integrate with the City’s inventory



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system.

2.11 The City expects that any successful Proponent will be able to provide installation,

configuration and decommissioning services as required by the City. Each Proponent

should provide:

2.11.1 a detailed description on the process and methodology for installation,

configuration, and decommissioning;

2.11.2 knowledgeable technical personnel with experience in comparable

deployments of any purchased equipment; OEM and vendor certifications are

preferred. Please provide a list of current certifications held by support staff

and the number of staff with those certifications.(examples include (but are

not limited to) Lenovo, HP, Lexmark, and Microsoft) and

2.11.3 a project manager who will meet with City staff on a regular basis during initial

deployment to review progress and resolve any issues.

2.12 Describe the Proponent’s ability and capacity to provide an EOL disposition program

that meets the City’s sustainability objectives as outlined in Annex 6, including offering a hardware reuse that maximizes the benefit of retired hardware to the local community.

2.13 Describe the Proponent’s ability and capacity to offer better equipment acquisition,

maintenance, and professional service pricing by leveraging and promoting competition between OEMs. Provide verifiable examples to support the claim.

2.14 Describe sourcing strategy for:

2.14.1 Alternate sources of supply, should the products designated by the City not be available in the Proponent’s supply chain.

2.14.2 Manufacturers that no longer exist or whose products have been discontinued.

2.15 Describe the process for managing manufacturer service levels including but not limited

to response time, resolution time, scheduled deliveries, product availability, supply on

short notice, and maintaining minimum stock levels.

2.16 Describe the process for handling hardware standard lifecycle, particularly the process

to transition between hardware standards.

2.17 Indicate if the Proponent is a registered Microsoft Larger Account Reseller for the

Provincial Government of British Columbia.

2.18 Describe the capacity and process the Proponent uses to assist its customers to

evaluate and select upcoming standards and associated models that meet its client’s

specifications.

2.19 Provide a detailed description of all value-add services that complement the scope of

this RFP.

2.20 Describe the ability to affix a City of Vancouver decal to all client hardware and

related equipment prior to delivery.

2.21 Describe the ability to use electronic packing slips in lieu of physical ones.



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3.0 Requirements Specific to the Supply of Client Hardware

3.1 Confirm that the Proponent can service City equipment located at over 100 sites as set out in Annex 9 – List of Sites.

3.2 Describe any value-add or pay-for client hardware support services that the Proponent can provide. Provide detailed cost structure if applicable. Potential examples include regular preventative maintenance for specific equipment, large scale hardware upgrades in mid-life, project support, architecture support, advanced technical support, etc.)

3.3 Provide details of the equipment you propose to supply to the City which meets the

specifications set out in Section B – Client Hardware Specifications, and Section C – Server and Storage Equipment Specifications below by completing Annex 3 – Pricing Tables. With the exception of tough book laptops, Proponents may propose more than one brand for each of the items of equipment specified in Section B – Client Hardware Specifications, and Section C – Server and Storage Equipment Specifications. In the Technical Proposal, a Proponent may describe the Proponent’s approach to responding to the foregoing.

3.4 Provide details of the warranties provided for the equipment you propose to supply to the City by responding to the items below:

3.4.1 For desktops, laptops, monitors and all third-party components, the City’s

current practice is to utilize a hardware maintenance service provider to perform all warranty service. All warranty service is expected to be performed by a VAR under an Agreement.

3.4.2 The City expects a 3-year, on-site warranty for both desktop and laptop systems. For monitors the City will accept the standard manufacturer’s warranty.

3.4.3 For desktops, laptops, and tablets, the City expects the warranty to provide for

a one business hour acknowledgement and next business day (between 8:30am – 5:00pm, Monday to Friday, excluding Statutory Holidays) resolution 95% of the time.

3.4.4 Proponents should also indicate the costs and general processes for providing support outside of these hours (typically as early as 7:00 am to 8:30 am and 5:00 pm to 10:30 pm on weekdays and 7:00 am to 10:30 am on weekends and holidays), if required by the City.

3.4.5 Proponents should submit a package that supplements the manufacturer’s base

warranty with an uplift (either from the manufacturer or otherwise) to provide this level of warranty support.

3.4.6 Proponents should confirm that the warranty will not be affected by the City’s

need to move equipment, perform hardware upgrades (including adding industry standard boards for specialized peripheral devices) and perform software upgrades on desktop and laptop units.

3.4.7 Proponents should also describe any additional or alternative programs that

they can provide, either as an alternative to the manufacturer’s’ warranties or to complement them to provide the response and resolution times identified for desktop, laptop, and tablet devices.

3.4.8 The start date for warranty should not commence prior to the receipt of goods

by the City. In the event that equipment is purchased but not delivered (stored on vendor site) the warranty should not start until equipment is delivered.



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3.4.9 The VAR must register the change of equipment ownership with the OEM within two (2) weeks from receipt of goods date to initiate warranty coverage.

3.5 Describe the Proponent’s capacity and ability to source and supply data centre devices,

client hardware, related software, and related services listed in Part A Section 1.3.

3.5.1 The Proponent should describe its ability to supply a broad range of other

equipment, including their sources (distributors, manufacturers).

3.5.2 Similarly, as requested in Section (j) above, the Proponent should outline what

business technologies are available to the City when ordering other computer

equipment.

3.6 The City requires timely installation and expects deployment of equipment to

approximately 100 locations within Vancouver. Proponents should provide a detailed

approach and methodology which explains how they propose to provide the configuration and

deployment services to meet the forecasted equipment volumes specified in Section B – Client

Hardware Specifications.

3.7 The configuration and deployment services only apply to desktops, laptops and

monitors which the VAR supplies during the term of the Agreement. Other equipment

supplied to the City during the term will be delivered to the designated City site (which could

be any site listed in Annex 9 – List of Sites) at no cost to the City (other than the cost of the

equipment).

3.8 The initial replacement program is targeted for completion within four (4) months from

the time the Agreement is executed.

3.8.1 Proponents should state whether or not they will be able to meet the

deployment schedule as outlined within Section B – Client Hardware Specifications, of

this Annex 1 and explain what measures they propose to take to ensure the City’s

deployment schedule is met.

3.8.2 If Proponents do not believe they can deploy the volumes of equipment

required by the City by during the first four (4) months of the Agreement, then

Proponents should provide an alternate schedule.

3.8.3 The Proponent should comment on the City’s proposed deployment

methodology as described in this RFP and in Section B – Client hardware Specifications,

of this Annex 1 and propose any alternative procedures which they believe will

enhance, simplify and/or improve the process.

3.9 To avoid the delivery of dead-on-arrival (“DOA”) equipment to the City, the City

requires that all equipment be tested to ensure that it is free from defect before deployment.

The VAR will be responsible for dealing directly with the manufacturer(s) on any DOA

equipment. Proponents should confirm whether they have a facility to test the equipment

prior to deployment and describe their proposed methodology for testing the equipment.

Should equipment be found to have hardware failure within 30 days, the device would be

included as a DOA device and replaced by the vendor.

3.10 Proponents should state how they will perform the configuration and deployment

services or propose an alternative deployment approach that addresses at a minimum the

following items:



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3.10.1 Pre-configuration of all new computers with a standard image provided by the

City;

3.10.2 BIOS upgrade and asset tagging;

3.10.3 Installation of MSI-installable applications using Active Directory Group Policies,

where applications may vary from one desktop to the next;

3.10.4 Migration of any locally stored data files (including Windows user settings) from

the old computer to the new, and an approach for subsequently retrieving any files

that were missed; and

3.10.5 Installation of other applications for which MSI files cannot be created, as an

alternative to City staff installing them manually.

3.11 Please provide responses to the following scenarios:

3.11.1 A specific make and model of a laptop computer that has been in the City’s

written hardware standard for the past ten months is being declared as coming end-of-

sale by the OEM in two months’ time. The City’s Client Hardware Advisory Panel (CHAP)

has some ideas of what kind of requirements must be met by this unit’s replacement

model. The person who leads CHAP wants to work with the VAR to identify a

replacement model. Please describe how you would work with the City to help identify

a suitable replacement model.

3.11.2 The City’s CHAP has defined basic requirements for a new type of computing

device that does not yet exist in the City’s written hardware standard, and would like

to see what kind of options there are are on the market. The person who leads CHAP

wants to work with the VAR to identify a device that best meets this new need. Please

describe how you would work with the City to identify a new computing device.

4.0 Requirements Specific to the Maintenance of Client Hardware

4.1 Describe your firm’s experience in hardware maintenance services similar to that required in this RFP during the last three years. Specify client names where applicable.

4.2 Provide a minimum of three written references from clients for hardware maintenance service as those required by this RFP. By providing this information, the Proponent consents to the City contacting these references, and consents to the City also contacting any other organization for the purposes of evaluating the Proponent’s company and Proposal

4.3 Provide names, experience, training, responsibilities and certifications for technicians (including subcontractors) to be assigned to the City as either the dedicated technician and/or backup technician. Explain your escalation procedures for dealing with workloads that would prevent a dedicated technician from achieving the City’s stated service levels.

4.4 Provide details of how you will be able to begin provision of hardware maintenance services for the City post execution of the Agreement. Provide details of any other large maintenance contracts to which you are committed and indicate how you will resource those contracts and the Agreement with the City if selected as the successful Proponent.

4.5 A single point of contact is an important aspect of the City when evaluating the Proponent’s response. Please indicate how the Proponent can provide a single point of contact for all calls for service.



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4.6 Explain your procedures for handling calls for service, and provide details on how you will provide the Services:

4.6.1 Confirm that you can provide maintenance services for the City’s prime shift of Monday to Friday from 8:30 a.m. to 5:00 p.m.

4.6.2 Explain your procedures for handling calls for service, and how you accommodate the requirements for:

4.6.2.1 A single phone number that the City will call and or the online process used to initiate service calls. Where possible, preference will be given to automated interface between the city and the vendor.

4.6.2.2 Your method of identifying services calls i.e. call reference number

4.6.2.3 How you will track the City’s own tracking reference number

4.6.3 Confirm that you can meet the City’s requirement for acknowledgement of a call for service within one business hour after receiving the initial call

4.6.4 Confirm that you can meet the City’s requirement for prime shift response by having a technician on site within four (4) shift hours of receiving the initial call

4.6.5 Confirm that you will provide replacement loaner equipment of an equivalent make/model if any repair cannot be completed within eight (8) shift hours, and a permanent replacement if the repair cannot be completed within two (2) weeks.

4.6.6 Describe your ability to provide services outside of the City’s prime shift hours (Monday to Friday from 8:30 a.m. to 5:00 p.m.), the process and procedures of requesting this service, and their cost, should the City opt for such services.

4.7 Provide details on your reporting capabilities and how you will meet the City’s

requirements for individual service calls and detailed reporting.

4.8 Explain how you propose to meet the requirement to provide replacement parts

equivalent to those being replaced.

4.9 Explain your procedures when replacing equipment (e.g. hard drive) that contain data

that needs to be restored/replicated on any replacement equipment. Confirm that your technicians will contact the appropriate City IT staff or Help Centre once the new equipment is installed to arrange for support staff to complete any data restore and installation of software.

4.10 Please describe the general method that the provisioning of technical services will

fulfilled. If City resources are required, describe the resources and how they would be used to assist the support. Examples could include parking, workspace, phone, etc.

4.11 Provide details on how you provide maintenance service in the event that a warranty

uplift is required for desktops or laptops to achieve the requirement for an 8-hour response and next business day resolution 95% of the time.

4.12 Provide details on your service management operations and how you track service

levels and service call status, and confirm that you will meet on a regular basis with the City’s IT staff to review these items.

5.0 REPORTING

5.1 Describe your organization’s ability to provide the City with the following reports:



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5.1.1 Global purchase history;

5.1.2 Total hardware purchased; and

5.1.3 Maintenance agreement terms such as expiries and renewals.

5.1.4 EOL disposition report including percentage of devices reused in the community.

5.2 Outline and provide examples of any other reportable details your clients typically value, and any other reports you feel would be of value to the City.

5.3 Describe your ability to provide reports listed in Annex 1 – Section D – Client Hardware Service Reports.



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B. Client hardware Specifications

1.0 General

1.1 To enable the City to determine which unit of equipment represents best value, the

Proponent should provide pricing based on the detailed specifications provided, based on its knowledge of, and experience with the respective manufacturer's specifications and commitments. Features the City considers significant contributors to the total cost of ownership include (and the Proponent should comment upon):

1.1.1 Availability - quality/reliability of the system and its components, warranty terms, local availability of parts and service;

1.1.2 Support -quality of technical support available through the manufacturer's

website, directly through the manufacturer, and through the VAR. The City needs to be assured that any significant technical issue arising during deployment, or at any time during the equipment lifecycle, will be resolved promptly;

1.1.3 Systems Management Features and Tools - hardware features and software

tools included at no charge that can facilitate asset, configuration, security and other systems management tasks;

1.1.4 Non-Proprietary Construction - the City expects that its technical staff will be

able to add industry-standard boards, memory and other hardware without any special training or tools.

1.2 The City will require sample equipment (desktops, laptops, tablets, and monitors) to be provided to the City prior to deployment so that City personnel can:

1.2.1 Create PC images to be pre-loaded by the Proponent prior to deployment;

1.2.2 Confirm that the PC hardware, Windows 7 and/or 8 and a sample of City applications (e.g. SAP, Hansen) operate correctly;

1.3 All desktops, laptops and monitors supplied under the Agreement are required to have

achieved Gold registration or higher qualification through the Electronics Products Environmental Assessment Tool (EPEAT) or its successor. EPEAT is the procurement tool designed to help large volume purchasers evaluate, compare, and select desktop computers, laptops, and monitors based upon their environmental attributes as specified in IEEE Standard 1680 for the Environmental Assessment of Personal Computer Products.

1.4 All desktops, laptops and monitors are required to have qualified for Energy Star version 5.1 (or most recent update).

1.5 Windows 7 may not be part of the City’s initial deployment (currently the City is

engaged in performing a Windows 7 upgrade, but some City departments may not be ready for Windows 7 client devices by the time of their scheduled deployment). In such cases, the City will deploy the devices loaded with Windows XP SP3. Compute devices such as tablets that cannot or should not run XP will have their deployment delayed until such a time when they can be delivered to the department loaded with Windows 7 or 8. It is expected, however, that all client hardware purchased be able to run Windows 7, and in the case of tablets and touch-enabled laptops, Windows 8.



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2.0 Other Requirements for client compute devices (i.e. desktops, laptops, and tablets)

2.1 The City will require the Proponent to provide sample devices (of different make and model) to the City for hardware evaluation. Proponents should include a detailed description of such a process.

2.2 The VAR must have the ability to work with different OEMs to provide the City with device drivers based on current and future client operating systems. The Proponent should include a detailed description of such a process. The City in turn will create a set of images to be pre-loaded by the VAR onto the devices prior to delivery and deployment.

3.0 Hardware Currency

The City is interested in deploying client hardware models that are near the beginning of their lifecycle, to this end:

3.1 For desktop-class hardware, the City expects a minimum model lifecycle of twelve (12) months with a preference for recently-released models, and expects at least forty-five (45) days’ advance notice of any given model’s end-of-sale date.

3.2 For laptop- and tablet-class hardware, the City expects a minimum model lifecycle of nine (9) months with a preference for recently-released models, and expects at least forty-five (45) days’ advance notice of any given model’s end-of-sale date.

4.0 Current Client Hardware Specifications

This section includes the technical specifications of the current standard desktop and laptop. Each Proponent should comment on this as appropriate.

Table 1 Column Definitions:

Device Type: Compute and display devices are divided up, typically different use cases call for different types of devices.

Current Make & Model: The current make and model of hardware device within the City’s written client hardware standard.

Next Generation’s Requirements: The makes and models that currently comprise the City’s standard are coming end-of-life soon, and this column lists the technical requirements for the next generation of hardware units that will be needed within the standard. The requirements listed here will be used to determine the new makes and models for each device type. Specific requirements, in many cases, should be treated as minimums (e.g. Intel 3rd Gen i5 or better).

Four-Year Projected Purchase Quantities: This column simply lists the quantity of units for each of the next generation units that are forecasted to be purchased over the next four years.



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Table 1

Device Type Current Make & Model

Next Generation’s Requirements Four Year Projected Purchase Quantities

Standard Desktop

Lenovo ThinkCentre M92p 3212-E4U Intel Core i5-3470, 4GB RAM, 500GB HDD

CPU: Intel 3rd Gen i5 RAM: 8GB (expandable to at least 16GB, preferably w/o need to replace stock modules) DDR3 Hard Drive: 160GB or larger, SATA , min 7200RPM Video: dual monitor support, capable of 1920/1080 on both displays, integrated video, 256MB Optical Drive: Preferred, but not required Audio: required Network: Gigabit NIC Ports:

Minimum of 2 USB 2.0 ports (USB 3.0 preferred) Stereo (.35mm) x4 (Mic, Spkr, Headset & Line-in) 2 or more native display ports:

VGA (req’d) DVI (preferred) DisplayPort (preferred) MiniDisplayPort (preferred) HDMI (preferred) Mini HDMI (preferred)

Ethernet (RJ45) Sustainability: Energy Star 5.1, EPEAT Gold Mouse: Optical mouse, USB, 6’ cable, universal mouse design (equally usable in both hands) Keyboard: USB, adjustable angle, 6’ cable Warranty: Min. 3 years onsite parts and labour, next day response time Other:

Windows 7 Pro COA vPro chipset preferred Windows 7 certified

Security: TPM 1.2 Locking security tab

Physical Dimensions: Due to space constraints, the City prefers units that offer as minimal a physical footprint as possible, while also being able to be physically secured to a surface of VESA monitor base (via proprietary or industry standard mounting brackets).

5220



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High-Performance Desktop

Lenovo ThinkStation S30 0569-CY5 Intel Xeon E5-1620, 8GB RAM, NVIDIA Quadro 2000, 500GB SATA & 128GB SSD

Same as for Standard Desktop except: CPU: Intel Xeon E5 RAM: 16GB (expandable to 32GB preferred) Hard Drive:

Primary drive: SSD (min 100GB) Secondary drive: SATA 7200rp (300GB min)

Optical Drive: Internal DVD/RW required Video: Autodesk certified video card with dual monitor support, digital out, 1GB. NVidia preferred. Physical Dimensions: conventional tower chassis is acceptable

85

Standard Laptop

Lenovo Thinkpad T530 2394-63U Intel Core i5-3320M, 4GB RAM, 500GB HDD, Intel HD Graphics 4000, DVD RW, Webcam, Bluetooth, Intel 6205 AGN Wi-Fi

CPU: Intel i5 RAM: 8GB Optical Drive: DVD-RW Hard Drive: 160GB or larger, SATA , min 7200RPM Video: 256MB memory, can drive external monitor at 1920x1080 Network: Gigabit NIC, and WiFi N class network Ports: (min. 2) USB 2.0 (USB 3.0 preferred), external display support (VGA required, also HDMI or Display Port preferred). Available docking station or port replicator required (at a minimum the ability to fully support an industry-standard USB port replicator). Sustainability: Energy Star, EPEAT Gold Display: 15” viewable, widescreen Warranty: Min. 3 years onsite parts and labour, next day response time Other:

vPro chipset preferred Windows 7 Pro COA Windows 7 certified Preferred: Windows 8 certified Built in sound & speakers Bluetooth Native webcam req’d, preferably 720p

Available options: Docking station offering: full size monitor, keyboard, mouse, Gigabit NIC, add’l USB ports Cable Lock 4G/LTE or 3G integrated cellular data modem

90

Ultrabook Lenovo X1 Carbon 3448-3AU Intel i5 427U, 4GB RAM, 128GB SSD, 14” LCD display

Same as Standard Laptop, except… Conform to “Shark Bay” Ultrabook industry specifications. (no DVD-RW needed, smaller display okay, Solid State HDD req’d, <23mm thickness)

150



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Semi-Rugged Laptop

Panasonic Toughbook CF53 CF53JNLHYDM Intel Core i5-3320M, 4GB RAM, 500GB HDD, 14” LCD display Optional model with broadband modem (LTE) CF53AAGH6DM

Same as Standard Laptop, except… Semi-rugged design (up to 2.5’ drop rating, spill resistant keyboard) Solid State HDD Smaller screen acceptable, display needs anti-glare treatment

300

Rugged Laptop

Panasonic Toughbook CF31 CF31ACAJXDM Intel i5 2.4GHz, 4GB RAM, 160GB HDD SATA, Intel GMA video, Gigabit NIC, WiFi NIC a/b/g/n, 13.1” display

Same as Semi-Rugged Laptop, except… Fully-rugged design (up to 6’ drop rating, water resistant) 4GB RAM acceptable

320 (see footnote 1)

Rugged Windows Tablet

Panasonic Toughbook CFH2 CFH2ASFNZDM Intel Core i5-2557M, 4GB, 320GB HDD, 10.1” LCD display

Same as Semi-Rugged Laptop except… No native keyboard – only pen-based input option. 4GB RAM acceptable

10

Rugged Convertible Windows Tablet

Panasonic Toughbook CF19 CF19AHUAXDM Intel Core i5-2520M, 4GB RAM, 320GB HDD, 10.4” LCD display

Same as Rugged Laptop except… Offers both touch screen input and keyboard input. Form factor is of such a design that screen and keyboard can be folded in such a way that the device can be used as a tablet or a conventional laptop.

30

Windows Tablet

no standard exists yet

The City does not yet have a model selected, nor are requirements fully developed…. Tablet required features:

- Can run Windows 8 Pro 64bit

- Optional stylus (separate provider okay)

- 3G or 4G/LTE cellular data modem - Wi-Fi N

- Tablet form factor Tablet preferred features:

- Optional USB connected keyboard, or flip over keyboard, or detachable “island” keyboard (preferred)

- Moisture resistance, some level of drop resistance

- 9” to 12” screen, daylight readable,

600



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durable glass of some kind

- < 2 lbs (excluding accessories)

- Built in camera/webcam - Native ports: One or more USB 2.0 (3.0

preferred), stereo headphone & mike jacks, mini-HDMI

- Optional accessories: o Charging plate/cradle o Cigarette lighter power charger o USB connected port replicator

offering video output, additional USB ports and other

o Protective shell o Swappable battery, extra

battery (ideally able to somehow deliver 8 to 12 hours of operation)

Non-Windows Tablet

Apple iPad 4 Same as Windows Tablet except…

- No need to run Windows 8 Pro 64bit

500

Standard Monitor

ViewSonic VG2439m-LED

LED backlit preferred. 16x9 aspect ratio preferred. Size: 16x9 aspect ratio – min. 23.6” diagonal viewable OR 16x10 aspect ratio – min. 22” diagonal viewable Resolution: capable of 1920x1080 Interface: should support VGA as well as a digital input (preferably both DVI and Displayport) Power Consumption: <30 Watt operating (<2 Watt in power saving mode) Position Adjustment: tilt (required) height (required) swivel (required) 90° pivot (preferred) Warranty: 3 year Energy: Energy Star 5.1, EPEAT Gold Misc: VESA mount required

4900

CAD Station Monitor

ViewSonic VG2728WM

Same as Standard Monitor, except… Size: 16x9 - min 26.5” diagonal viewable Power Consumption: <60 Watt operating (<2 Watt in power saving mode)

60

¹ Rugged Laptop: the estimated quantity of 320 may be reduced to 20, subject to the offered price.

5.0 Current Volume Forecast – Desktop Refresh Schedule

The City is about to perform a major refresh of its fleet of client hardware in combination with an upgrade from Windows XP SP3 to Windows 7 64bit Pro as its standard operating system for desktop compute devices and conventional laptops. Also, the City is likely to standardize onto Windows 8 64bit Pro for some or all of its tablets and touch enabled laptops. The City has an



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ambitious timeline to complete this refresh ahead of Windows XP’s end-of-support date (April 8, 2014). To this end, the schedules below indicate a high volume of expected hardware purchases in the four months leading up to April.

The City’s project that is currently expected to execute this massive upgrade/deployment is titled the Client Hardware Refresh Program (CHiRP). In order to deliver such high volumes of computer devices in the four month period, the City’s CHiRP project plans to leverage Deployment Services up and above basic Delivery Services in order to stay on schedule. Proponents should include appropriate piecework costs, as all client hardware devices (desktops, laptops, tablets, and displays) would require Deployment Services (see Annex 3 – Pricing Tables for a detailed description of Delivery Service and Deployment Service).

The remaining hardware estimates will in all likelihood only require Delivery Services.

5.1 The following tables contain current estimated forecast numbers, for guidance purposes only, and to allow Proponents to consider and comment upon their abilities to assign appropriate resources for timely deployment. The City is under no obligations, explicit or implied, to procure the amount of hardware listed below.

Estimated initial bulk purchases required for the City’s

Client Hardware Refresh Program (CHiRP)

(four months leading up to April 2014)

Estimated purchase quantities to occur from April 2014 to December 2017

Desktop PC's 2200 3100

Laptops & Tablets 800 1100

Displays 1000 4000

Period of Deployment Estimated Number of Computer Devices (desktop, laptop & tablets)

Estimated Number of Display Devices

Dec 2013 (by CHiRP) 1200 (see footnote 1) 1000 (see footnote 1)

Jan 2014 (by CHiRP) 600 0

Feb 2014 (by CHiRP) 600 0

March 2014 (by CHiRP) 600 0

2014 (remainder) 600 1000

2015 1200 1000

2016 1200 500

2017 1200 500

¹Equipment scheduled for purchase and delivery in December is expected to require Deployment Services; however, the City only expects delivery of the equipment to a City facility, with the actual deployment services to be rendered in January or later.



Page 1- 16

C. Data Centre Equipment Specifications

1.0 General

1.1 To enable the City to determine which unit of equipment represents best value, the Proponent should confirm that its Commercial Proposal presents pricing based on the detailed specifications provided in this Section C, based on its knowledge and experience with the respective manufacturer's specifications and commitments.

1.2 Proponents should express their capability to provide certified professional service to storage and server equipment of a wide range of make and model.

1.3 Proponents should express their capability and methodology to acquire professional service certification on emerging server and storage technologies.

1.4 Proponent should describe their capability to provide server and data storage hardware from a wide range of OEMs for evaluation purpose.

1.5 Data centre equipment maintenance and warranty services are to be supplied directly by the OEM, and not through any VARs.

2.0 Current Server and Storage Specifications

This section includes the technical specifications of the current server and storage equipment. It is important for Proponent to understand that these standards can be changed at any time by the City during the course of any VAR contract, and that the following information is only to illustrate the type of technologies the City is currently using. The Proponent is expected to establish reseller relationships with the OEMs as required when the City establishes new standards.

Device Type Current Standard

Single-purposed Server - A

Dell PowerEdge R620

Intel Xeon E5-2680 2.7GHz, 20M Cache, 8.0GT/s QPI, Turbo, 8C, 130W, Max Memory 1600MHz CPU

2 x 8GB RDIMM, 1333 MT/s, Low Voltage, Dual Rank, x4 Data Width

Chassis with up to 8 Hard Drives and 2 PCIe Slots

RAID 1 for H710P/H710/H310 (2 HDDs)

PERC H710 Integrated RAID Controller, 512 MB NV Cache

2 x 300GB 10K RPM SAS 6Gbps 2.5in Hot-plug Hard Drive

Dual, Hot-plug, Redundant Power Supply (1+1)

2 x C13 to C14, PDU Style, 12 AMP, 2m Power Cord

iDRAC7 Enterprise with Vflash, 8GB SD Card

ReadyRails Sliding Rails With Cable Management Arm

DVD+/-RW, SATA, Internal Optical Drive

Additional Riser with x8 PCIe Slot for x8, 2 PCIe Chassis with 1 Processor



Page 1- 17

Intel Ethernet I350 QP 1Gb Network Daughter Card

3 Year ProSupport and Mission Critical 4HR 7x24 Onsite Pack

Single-purposed Server - B

IBM System x3650 M4

Select Storage devices - IBM-configured RAID

Secondary Array - RAID 5 (minimum of 3 drives required)

IBM 300GB 10K 6Gbps SAS 2.5"" SFF G2HS HDD

Primary Array - RAID 1 (2 drives required)

Enable selection of Solid State Drives for Primary Array

IBM 128GB SATA 2.5"" MLC HS Enterprise Value SSD

ServeRAID M5110e SAS/SATA Controller for IBM System x

ServeRAID M5100 Series 1GB Flash/RAID 5 Upgrade for IBM System x

16GB (4Gb, 2Rx4, 1.5V) PC3-12800 CL11 ECC DDR3 1600MHz LP RDIMM

IBM UltraSlim Enhanced SATA DVD-ROM

IBM System x 750W High Efficiency Platinum AC Power Supply

4.3m, 10A/100-250V, C13 to IEC 320-C14 Rack Power Cable

Intel Xeon Processor E5-2665 8C 2.4GHz 20MB Cache 1600MHz 115W

Addl Intel Xeon Processor E5-2665 8C 2.4GHz 20MB 115W W/Fan

x3650 M4 PCIe Riser Card 2 (1 x8 FH/FL + 2 x8 FH/HL Slots)

IBM System x3650 M4 2.5"" Base without Power Supply

x3650 M4 PCIe Riser Card 1 (1 x8 FH/FL + 2 x8 FH/HL Slots)

IBM System x 750W High Efficiency Platinum AC Power Supply

4.3m, 10A/100-250V, C13 to IEC 320-C14 Rack Power Cable

IBM Integrated Management Module Advanced Upgrade

x3650 M4 8x 2.5"" HS HDD Assembly Kit

x3650 M4 Plus 8x 2.5"" HS HDD Assembly Kit with Expander

IBM System x Gen-III Slides Kit

IBM System x Gen-III CMA

IBM System x3650 M4 Planar

System Documentation and Software-US English

IBM System x Lightpath Kit

3 Year Onsite Repair 24x7 4 Hour Response

RAID Configuration

No Preload Specify

Super Cap Cable 875MM

x3650 M4 Riser 2 Bracket

x3650 M4 WW Packaging

x3650 M4 System Level Code

x3650 M4 Agency Label GBM

x3650 M4 ODD Cable

Multi-purposed Server - A

Dell PowerEdge R720

2 x Intel Xeon E5-2680 2.7GHz, 20M Cache, 8.0GT/s QPI, Turbo, 8C, 130W, Max Memory 1600MHz CPUs

16 x 16GB RDIMM, 1333 MT/s, Low Voltage, Dual Rank, x4 Data Width

Chassis with up to 8 Hard Drives and 2 PCIe Slots

2.5” Chassis with up to 16 Hard Drives



Page 1- 18

RAID 1 for H710P/H710/H310 (2 HDDs)

PERC H710 Integrated RAID Controller, 512 MB NV Cache

2 x 900GB 10K RPM SAS 6Gbps 2.5in Hot-plug Hard Drive

Dual, Hot-plug, Redundant Power Supply (1+1)

2 x NEMA 5-15P to C13 Wall Plug, 125 Volt, 15 AMP, 3m Power Cord

iDRAC7 Enterprise with Vflash, 8GB SD Card

2 x Intel Ethernet I350 QP 1Gb Server Adaptor

2 x Intel Ethernet X540 DP 10GBASE-T Server Adaptor, Low Profile

ReadyRails Sliding Rails With Cable Management Arm

DVD+/-RW, SATA, Internal Optical Drive

Additional Riser with x8 PCIe Slot for x8, 2 PCIe Chassis with 1 Processor

Intel Ethernet I350 QP 1Gb Network Daughter Card

3 Year ProSupport and Mission Critical 4HR 7x24 Onsite Pack

Multi-purposed Server - B

IBM x3690 X5

Select Storage devices - no IBM-configured RAID required

IBM 64GB SATA 1.8"" MLC Enterprise Value SSD

16GB (1x16GB, 4Rx4, 1.35V) PC3L-8500 CL7 ECC DDR3 1066MHz LP RDIMM

IBM 675W HE Redundant Power Supply

2.8m, 10A/200-250V, 2xC13 to IEC 320-C14 Rack Power Y-Cable



IBM x3690 X5 16-DIMM Internal Memory Expansion


Intel Xeon Processor E7-2870 10C (2.40GHz 30MB L3 130w 2S)

Addl Intel Xeon Processor E7-2870 10C 2.40GHz 30MB Cache 130w

IBM System x3690 X5 Ball Bearing Slide Kit

IBM CMA for Ball Bearing and Universal Slides

System Documentation and Software-French

IBM UltraSlim Enhanced SATA Multi-Burner

IBM Power Interposer for 675W HE Redundant Power Supplies

IBM System x3690 X5 PCI-Express (2x8) Riser Card

ServeRAID M5015 SAS/SATA Controller (Battery not included)

ServeRAID M5000 Series Advance Feature Key

ServeRAID M5000 Series Battery Assembly

Remote Battery Cable

IBM 4x 2.5"" HS SAS HDD Backplane

IBM eXFlash 8x 1.8"" HS SAS SSD Backplane



x3690 X5 - 7147 CPU Planar

IBM System x3690 X5 PCI-Express (3x8) Riser Card

ServeRAID M1015 SAS/SATA Controller



Page 1- 19

3 – year 24 X 7 X 4- hour technical support

Storage Disk Tray - A

NetApp DS4243 – 900GB disks

Storage Disk Tray – B

NetApp DS4486 – 4TB disks

Storage Disk Tray - C

NetApp DS14 MK2 – 300GB

Stroage Disk Tray – D

NetApp DS4246 – 2TB

Storage Disk Tray – E

Coraid SR152 SATA SAN – 1 TB

3.0 Current Volume Forecast

The following table contains current estimated forecast numbers, for guidance purposes only. The City is under no obligation, explicit or implied, to procure the amount of hardware listed below.

Device Type Forecasted Requirements

2014 2015 2016 2017

Single-purposed Server - A 6 6 4 6

Single-purposed Server - B 6 2 0 6

Multi-purposed Server - A 19 27 30 11

Multi-purposed Server - B 0 5 3 0

Storage Disk Tray - A 4 4 6 7

Storage Disk Tray – B 5 6 9 13

Storage Disk Tray - C 0 1 1 1

Storage Disk Tray – D 0 1 10 5

Storage Disk Tray – E 0 1 0 0

Each Proponent should confirm its ability to meet these volume requirements.



Page 1- 20

D. Client Hardware Service Reports and Notifications

The Proponent will provide the following to the City in a format approved by the City:

1.0 Repair Confirmation – when the Proponent has completed the repair and maintenance service in respect of a particular request for service or after-hours requests, the Proponent will deliver to the City a report containing the following information within one hour of completing the work:

1.1 Reference Number;

1.2 City’s tracking number assigned to the Request for Service or After Hours Request;

1.3 Description of the Equipment failure;

1.4 Description of the action taken to correct the Equipment Failure; and

1.5 Description of any Replacement Parts installed.

2.0 Update Notification – If, after the initial diagnoses the Technician cannot repair the Computer Equipment immediately the Proponent will deliver to the City a notification containing the following information within one hour of determining that the Equipment Failure cannot be resolved immediately:




2.4 Description of the action taken to correct the Equipment Failure; and

2.5 Description of any Replacement Parts on order.

3.0 Monthly Report – at the end of each month the Proponent will deliver a report to the City on all Requests for Service and After Hours Requests received that month as well as an update on any unresolved Equipment failures from previous days that are still unresolved with the following information for each individual item as applicable:




3.4 Description of the action taken to correct the Equipment Failure;

3.5 Description of any Replacement Parts installed including City decal numbers, serial numbers and make/model for both equipment replaced and new equipment;

3.6 Date and time the Request for Service or After Hours Request was received by the Call Centre;

3.7 Date and time the Proponent contacted the User who reported the Equipment Failure;

3.8 Date and time the Technician arrived at the City Site;



Page 1- 21

3.9 Hours spent by the Technician on the Equipment Failure; and

3.10 Elapsed time between the arrival of the Technician at the City Site and the return of the Computer Equipment to full operation.

4.0 Trending Report – at the end of each week any successful Proponent will deliver a report to the City containing all of the same information required to be included in the Monthly Reports by which includes all Requests for Service and after Hours Requests received that month as well as an update on any unresolved Equipment Failures from previous weeks.

5.0 Monthly Billing Report – the Proponent will, within five (5) business days of the end of each month during the Term, deliver to the City a report or reports listing all Requests for Service or After Hours Requests in the previous month categorized as follows:

5.1 Repair and Maintenance Services completed on a Fixed Price Basis;

5.2 Repair and Maintenance Services completed on a Time and Materials Basis; and

5.3 Warranty Services completed at no charge to the City.

6.0 Regular service reviews should include the above reports as well as trend detail described below:

(Note: Where appropriate, costs should be included in each summary and detail to assist the city in making strategic choices about what equipment to continue servicing and what equipment should be replaced.)

6.1 Service Review Reports (bi-monthly or quarterly):

6.1.1 Available within two weeks of end of period

6.1.2 Meeting to occur third week of next period, or as mutually agreed upon

6.2 Content of reports to include:

6.2.1 SLA compliance

6.2.1.1 Met response time by period (monthly)

6.2.1.2 Mitigation of root cause for not meeting SLA (action steps)

6.2.2 Hardware Trending:

6.2.2.1 Devices with frequent service calls

6.2.2.2 Service calls with multiple site visits required

6.2.2.3 Parts frequently used due to failure:

6.2.2.3.1 hard drive, power supply, etc.

6.2.2.3.2 quantity and frequency

6.2.2.4 Devices with frequency of breakdown

6.2.2.5 identify models with frequent issues



Page 1- 22

6.2.3 Expert analysis and insight into trends and concerns identified by the VAR

6.2.4 Sales report showing hardware and software volumes purchased, in addition to Microsoft, Adobe, and Autodesk. Details of Sales reports should include, at minimum:

6.2.4.1 For Software:

6.2.4.1.1 Purchase Order number

6.2.4.1.2 Date

6.2.4.1.3 Version

6.2.4.1.4 Product code and description

6.2.4.2 For Hardware:

6.2.4.2.1 Purchase Order number

6.2.4.2.2 Date

6.2.4.2.3 Serial number

6.2.4.2.4 Model number

6.2.4.2.5 Product code and description

6.2.4.2.6 Asset tag (if assigned)

6.2.4.2.7 Warranty (start and end dates)

7.0 Disposition Report requirements include:

7.1 Secure online reporting, with the City being able to pull down reports as needed, on each asset that has reached end-of-life;

7.2 Certificate of destruction for all assets unable to be re-used/remarked; and

7.3 Certificate of data destruction or physical destruction for any hard drives received from the City.

7.4 Total number of devices disposed of, and method(s) of disposal used (i.e. reuse, recycling, etc.).

REQUEST FOR PROPOSAL NO. PS20130876 VALUE-ADDED RESELLER: DATA CENTRES AND CLIENT HARDWARE

ANNEX 2 – CERTIFICATE OF EXISTING INSURANCE

Page 2-1

ANNEX 2 –CERTIFICATE OF EXISTING INSURANCE


ANNEX 3 – PRICING TABLES

Page 3-1


This Annex 3 contains five pricing tables:

1. Table 1 – Data Centre Hardware

2. Table 2 – Client Hardware Technology Refresh in the First Six Months of an Agreement

3. Table 3 – Client Hardware Peripherals

4. Table 4 – Labour Rates (Hourly)

5. Table 5 – Labour Rates (Per Piece)

Table 1 below includes most, but not all, data centre and client hardware that the City Group is contemplating to purchase as a result of this RFP. Therefore, Proponents may add additional lines/items as appropriate.

All prices must be quoted in accordance with the instructions in Part A of the RFP.

Pricing must conform to a cost-plus/minus model and Proponents must include a quote from the manufacturer or distributor for each product. The Proponent is expected to maintain the reseller mark-up for all current and future hardware standards (from same or different OEMs). The Proponent must illustrate the Proponent’s pricing methodology.

The City Group reserves the right to clarify pricing information provided in any Proposal, and to request additional pricing-related information to fully understand potential cost impacts associated with the Proposal.

Pricing must be inclusive of all costs expenses associated with all work carried out at any City Group site covered by a contract resulting from this RFP.

Table 1 – Data Centre, Software, and Client Hardware Peripherals

Item

Manufa

ctu

rer

Pro

duct

Desc

ripti

on

Indic

ate

Sta

ge

of

Pro

duct

Lif

ecycle

Rese

ller’

s

Curr

ent

Unit

Cost

¹

Rese

ller

Mark

up/D

iscoun

t on/o

ff C

ost

Cit

y’s

Net

Unit

Pri

ce¹

Single-purposed Server - A

Single-purposed Server - B



Page 3-2

Multi-purposed Server - A

Multi-purposed Server - B

Storage Controller - A

Storage Controller - B

Storage Disk Tray – A

Storage Disk Tray – B

Storage Disk Tray – C

Storage Disk Tray – D

Storage Disk Tray – E

Windows Server 2012



Page 3-3

Windows Server 2012 Data Centre Edition

Vmware ESX/ESXi

IBM Tivoli Storage Manager

¹ Must include: one full set of initial consumables (as applicable), user manuals, and the provision of an effective three-year Warranty, and delivery to City facility. Rates submitted shall be firm ceiling rates for applicable services, and must include all travel, labour, materials and all other related costs for any City Group location.

Table 2 – Client Hardware Technology Refresh in the First Six Months of an Agreement

In Table 2, below, Proponents shall indicate prices and pricing methodology for client hardware during the first six months of an Agreement. Rows labeled ‘a’ are provided to allow Proponents to indicate prices for one product model. If the product model offered in ‘a’ is reasonably likely to be at the “end of life” (as understood in the IT industry) within the first six months of an Agreement, Proponents may use rows labeled ‘b’ to indicate prices for a second product model, in order to meet the City’s forecasted total volume requirements for the first six months of an Agreement. The quantities in Table 2 are estimates only, and are provided for guidance purposes only.

Item

Est

imate

d N

um

ber

of

Unit

s R

equir

ed

in f

irst

six

month

s

of

Agre

em

ent

Pro

duct

Model

Cuto

ver

date

Rese

ller

Cost

Rese

ller

Mark

up/D

iscount

on/o

ff C

ost

Cit

y’s

Net

Unit

Pri

ce¹

Standard Desktop

2100 a)

b)

High-Performance

Desktop 30

a)

b)

b)

Standard 35 a)



Page 3-4

Laptop b)

Ultrabook 55

a)

b)

Semi-Rugged Laptop

110

a)

b)

Rugged Laptop

300

a)

b)

Semi-Rugged

Compact Laptop

2

a)

b)

Rugged Windows Tablet

2

a)

b)

Rugged Convertible

Windows Tablet

5

a)

b)

Windows Tablet

200

a)

b)

Non-Windows Tablet

190 a)

b)

Standard Monitor

1200

a)

b)

CAD Station Monitor

5 a)

b)

¹ Must include: one full set of initial consumables (as applicable), user manuals, and the provision of an effective three-year Warranty, and delivery to City facility. Rates submitted shall be firm ceiling rates for applicable services, and must include all travel, labour, materials and all other related costs for any City Group location.



Page 3-5

Table 3 – Client Hardware Peripherals

Cla

ssif

icati

on

Item

Manufa

ctu

rer

Pro

duct

Desc

ripti

on

Indic

ate

Sta

ge

of

Pro

duct

Lif

ecycle

Rese

ller’

s

Curr

ent

Unit

Cost

¹

Rese

ller

Mark

up/D

iscoun

t on/o

ff C

ost

Cit

y’s

Net

Unit

Pri

ce¹

Desk

top

Soft

ware

Software for Client hardware

Desk

top P

eri

phera

ls

Keyboard

Mouse

Other Peripherals – projectors, web cameras, RFID readers, etc. [please specify]

Docking Stations

Desktop scanners, etc. [please specify]



Page 3-6

In Tables 4 and 5 below, Proponents shall provide labour rates on an hourly basis and on a per piece basis. The standard business hours for the City Group members are:

City (except Vancouver Board of Parks and Recreation): 8:30am – 5:00pm

Vancouver Board of Parks and Recreation: 8:00am – 5:00pm

VPD: 8:00am – 5:00pm

VPL: 8:00am – 5:00pm

Table 4 – Labour Rates (Hourly)

Staff Role Description Hourly Rate

Server Architect

Solicit requirements for enterprise server (physical/virtual) design, architect solution, ensure enterprise compatibility, compose report and/or business case, estimate efforts and equipment, and validate environment.

Storage Architect

Solicit requirements for enterprise storage and data design, architect solution, ensure enterprise compatibility, compose report and/or business case, estimate efforts and equipment, and validate environment.

Server Implementation Specialist

Lead the implementation efforts of server (physical/virtual) equipment/system upgrades and enhancements.

Storage Implementation Specialist

Lead the implementation efforts of storage equipment/system upgrades and enhancements.

Project Manager

Senior Technician

Junior Technician

Consultant

Other - please specify

Table 5 – Labour Rates (Per Piece)

Task¹ & Description Per Piece Rate

A. Client Hardware

Compute Device Delivery Service Includes: BIOS upgrade, asset tagging, imaging with City provided image media, and



Page 3-7

delivery to City facility

Display Device Delivery Service Includes: asset tagging, and delivery to City facility

Compute Device Deployment Service² Includes: all services described in “Delivery Service” above, but also includes physical set up of device at the user’s work area, user state migration procedure, image completion, and removal of packaging and replaced compute device (disposition)

Display Device Deployment Service² Includes: all services described in “Delivery Service” above, but also includes physical set up of device at the user’s work area, connection of display, and removal of packaging and replaced display device (disposition)

B. Data Centre

Equipment Racking Assistance Includes: assist with physical moving, unpacking, racking, and removal of data centre equipment packaging

Equipment Unracking Assistance Includes: assist with unracking, packing, and physical moving of data centre equipment.

¹The VPD has specific security requirements, and cannot allow a third party to perform tasks such as imaging, user state migration, or image completion in most cases.

²Typically, the City opts to use “Deployment Service” in instances of high volume client hardware replacement projects.



Page 3-8

OTHER PRICING CONSIDERATIONS

Proponents shall respond to the following questions, and may attach additional documentation (e.g. reports, certificates, etc.) in order to clarify or provide a complete response to questions:

1. The City Group has proposed an initial three-year contract term in this RFP. Provide additional discounts or other types of pricing reductions, or advantages that the Proponent would propose for extended contract durations and indicate the desired duration.

2. The City is aware that resellers receive rebates and other incentives directly from manufacturers. In the event the Proponent is awarded a contract, what does the Proponent offer the City with respect to sharing the benefits offered by any manufacturer, either in the form of a discount, yearly rebate, or other financial incentive not already incorporated in the unit prices indicated in the pricing tables.

3. Except for the maintenance of equipment which is under warranty, the City proposes to pay for equipment maintenance in one of two ways: on the basis of a fixed price monthly maintenance contract; and/or on a time and materials basis. Using the table below, Proponents should provide pricing for both programs and the City will consider, in the event a Proponent is selected, which items of computer equipment are to be included in the fixed price monthly maintenance contract and which ones will be repaired on a time and materials basis.

3.1 Fixed Price Monthly Maintenance

Under this program the City will pay a flat rate monthly fee for the repair and maintenance of specified makes and models of equipment whether or not any maintenance services are actually performed. The fees will be calculated based on a “unit price” per make and model of equipment multiplied by the number of such units which the City wishes to include under this program. The equipment which the City proposes to include in this pricing program is set out in Annex 10 – Maintenance List. Proponents should provide their all-inclusive (parts and labour) unit maintenance prices for each of the items listed in Annex 10 – Maintenance List. The unit prices will be fixed for the term of the Agreement but the quantities of each item will fluctuate. The City will update the equipment inventory on a regular basis and provide the Proponent with such updates. The amount billed by the VAR will be based on the amount set out in the last inventory provided by the City.

3.2 Time and Materials

Under this program the City will pay time and material for repair and maintenance

service. The Proponent will invoice the City periodically for parts and labour costs. Invoices must identify each call by the Proponent’s reference number, and itemize parts and labour costs.

Proponents should provide their hourly rates. Prices quoted must meet all the service response requirements specified in this RFP.

Equipment Maintenance – Pricing Model Proponent’s Response

3.1 Fixed Price Monthly Maintenance

Please state a flat rate monthly fee, including relevant details.

3.2 Time and Materials

Please provide pricing, adding lines as required.



Page 3-9

4. The City Group is aware other discounts (not already incorporated in the unit prices indicated in the pricing tables) may be offered based on volumes or total spending. Please indicate any of the following that may apply:

a. Early payment discounts;

b. Cumulative quantity discounts;

c. Brand/product consolidation;

d. High-volume single-item order discounts;

e. Seasonal discounts;

f. Online ordering discounts; and/or

g. Any other discounts not listed above.

5. Detail any other value-added services that the Proponent is interested in offering to the City Group, including a description and any potential costs associated with each. Indicate the benefits that may be anticipated by the City Group if the City Group adopted any service and provide examples of how the offered services have been successful with the Proponent’s other clients. Pricing provided should allow the City Group to determine a yearly cost (if any) of each offered service.

6. Detail any other costs necessary in order to provide the services under this RFP as proposed by the Proponent.

7. In the event that the City Group chooses to split a contract award between two or more Proponents for any combination of data centre, client hardware (including peripherals), maintenance and/or professional services, what impact, if any, would the City Group’s decision have on the Proponent’s Proposal?

REQUEST FOR PROPOSAL NO. PS20130876 VALUE-ADDED RESELLER: DATA CENTRES AND CLIENT HARDWARE ANNEX 4 – VENDOR SUSTAINABILITY LEADERSHIP QUESTIONNAIRE

Page 4-1

ANNEX 4 – VENDOR SUSTAINABILITY LEADERSHIP QUESTIONNAIRE

Purpose: This document is designed to identify where suppliers are going above the minimum standards in the Supplier Code of

Conduct and are demonstrating sustainability leadership in their own operations as part of the evaluation criteria of a bid

process.

As part of the City’s corporate Purchasing Policy and related Supplier Code of Conduct, all City vendors must meet minimum

requirements related to ethical, social and environmental standards. Beyond these basic requirements, the City would also like

to reward vendors that are demonstrating leadership and innovation in sustainability. In order to be able to do so, the City

requires that all suppliers bidding on a City contract answer the following questions. The answers to the questionnaire will be

evaluated as part of the bid evaluation process.

You will need to be able to verify all your answers to the City upon request. Please keep in mind that these questions relate to

your company’s internal operations and overall sustainability leadership.

Section 1: Fair Workplace Practices 1. Does your company know the locations of 100% of the facilities that produce your products?

Yes No

2. Does your company have a documented Supplier Code of Conduct or policy that sets internationally recognized minimum labour standards that you expect your suppliers to meet when manufacturing your products?

Yes No

3. Tell us how your company verifies compliance to the standards in the Supplier Code of Conduct and/or Purchasing Policy.

a) We conduct third party audits of factories we work with Yes No

b)We conduct internal audits of our supply chain and work with our supply base to resolve issues

Yes No

c) We publicly disclose the names and locations of our factories Yes No

d) We rely on a complaint-based system to identify supplier non-compliance Yes No

4. Tell us which memberships you hold with organizations that work to promote fair and reasonable employment conditions for workers.

a) We are a member of Fair Labour Association or Social Accountability International or Worker’s Rights Consortium

Yes No

b) We are a member of Fair Factories Clearinghouse or Sedex Yes No

c) We are a member of another organization that promotes fair and reasonable employment conditions

Please specify______________________

Section 2: Workplace Health & Safety, Wage Rates and Diversity 5. Tell us how your company works to promote workplace health and safety.

a) We have a documented Health & Safety Policy and Program that is openly endorsed by senior management and is updated on an annual basis

Yes No

b) We have a Health & Safety Manual that includes safe work procedures, incident investigation process with the intent of prevention, workplace inspection process and emergency preparedness and response.

Yes No

c) We conduct hazard assessments and job task-specific health & safety training on an annual basis

Yes No

d) We are registered with one or more of these Safety Management Systems/Programs:

OHSAS 18001 Yes No

CAN/CSA Z1000 Yes No

http://www.fairlabor.org/

http://www.ethicmatch.com/docs/training_audit_SA/SA_docs/SAIOverview.pdf

http://www.workersrights.org/

http://www.fairfactories.org/

http://www.sedex.org.uk/


Page 4-2

ANSI Z10 Yes No

e) We have a system registered, certified or recognized by another standard Please specify_______________________

f) We adhere to one or more of the ILO health and safety resolutions Yes No

g) We have a non-registered audited health and safety management system Yes No

6. Tell us how you ensure fair wages and employee benefits

a) We pay all of our staff a minimum wage that meets the regional LICO (See http://www.statcan.gc.ca/pub/75f0002m/2009002/tbl/tbl-2-eng.htm for wage amounts)

Yes No

b) We pay benefits to all of our full-time employees Yes No

7. Tell us about your strategy to address diversity in your workplace.

a) We have a policy or strategy to support hiring a diverse workforce Yes No

b) We have a policy or strategy to purchase from diverse contractors / suppliers Yes No

c) We participate in work/employment training programs for vulnerable/diverse populations (e.g. Social purchasing portal)

Yes

Please specify

No

Section 3: Environmental Management & Stewardship 8. Tell us what policies and programs your company has in place to manage its environmental impact.

a) We have a documented Environmental or Sustainability Policy Yes No

b) We have an environmental management system registered to ISO 14001 Yes No

c) We have a system registered, certified or recognized by another standard (e.g. EMAS) Please specify ___________________________

Yes No

d) We have a non-registered audited environmental management system Yes No

e) We conduct compliance audits to health, safety and environmental legislation Yes No

f) We produce a publicly available annual environmental, CSR, sustainability or accountability report

Yes No

9. Tell us how your company works to reduce its greenhouse gas (GHG) emissions.

a) We measure our GHG emissions and have developed a reduction strategy Yes No

b) We publicly report our GHG emissions

Yes No

c) We have set publicly available GHG reduction targets Yes No

d) We have set a target for the use of renewable or alternative forms of energy and have developed a strategy to reach this target

Yes No

e) We have retrofitted our facilities, our fleet and/or made process improvements to decrease GHG emissions and energy use.

Yes No

f) We have an alternative transportation program for employees (e.g. public transit subsidy, cycling facilities, carpooling program)

Yes No

g) We purchase from shipping/delivery companies that have taken steps to reduce their GHG emissions.

Yes No

http://www.statcan.gc.ca/pub/75f0002m/2009002/tbl/tbl-2-eng.htm


Page 4-3

h) We operate in third party verified green buildings and have developed a plan to meet third party verified standards (such as LEED, BREEAM, etc) in as many of our facilities as possible. Please specify the verification system :

Yes No

10. Tell us how your company works to reduce waste in its daily operations.

a) We conduct regular audits to measure the total amount of solid waste generated by our facilities and have a waste reduction strategy

Yes No

b) We have set publicly available waste reduction targets Yes No

c) We have an office recycling program that includes office paper, beverage containers, batteries and printer cartridges

Yes No

d) We have other recycling programs in our operations Please specify additional materials recycled:

Yes

No

11. Tell us how your company works to reduce the use of toxins and properly manage hazardous substances

a) We are not in violation with any local, national or international laws related to the use of toxins and management of hazardous substances

Yes No

d) We have a Toxic Reduction Strategy/Policy that aims to reduce toxins across all operations Yes No

e) We measure the implementation of our Toxic Reduction Strategy/Policy against a pre-determined set of performance metrics and verify performance with a third-party

Yes No

Back-up Documentation to Verify Responses

The City reserves the right to verify responses on this questionnaire and may request some or all of the

following documentation.

Section Question Back-up Documentation Section 1 Fair Workplace Practices

Question 1 Location details of factory locations

Question 2 A copy of Supplier Code of Conduct or policy

Question 3 A copy of third-party audit reports

A list of publicly disclosed factories

Question 4 Proof of membership

Section 2 Workplace Health and Safety

Question 5 A copy of policy

Proof of safety management system

certification

Question 6 Documentation of employee benefit

packages and a list of those who receive

benefits

Question 7 A copy of policies


Page 4-4

Section 3 Environmental Management and Stewardship

Question 8 A copy of policy

Proof of environmental management system

certification

A copy of public report

Question 9 Copy of public report

A copy of reduction targets and related

results

Proof of LEED, BEEAMA, etc. certification

Question 10 Total tonnes of solid waste generated

A copy of reduction targets

Question 11

Copy of strategy/policy

A copy of reduction targets and related

results

Copy of third-party audit/verification


ANNEX 5 – DECLARATION OF SUPPLIER CODE OF CONDUCT COMPLIANCE

Page 5-1

ANNEX 5 – DECLARATION OF SUPPLIER CODE OF CONDUCT COMPLIANCE

Purpose: All suppliers are to complete and submit this form with proposals to demonstrate compliance with the Supplier Code of Conduct.

The City of Vancouver expects each supplier of goods and services to the City to comply with the City’s Supplier Code of Conduct (SCC) <http://vancouver.ca/policy_pdf/AF01401P1.pdf>. The SCC defines minimum social standards for City suppliers and their subcontractors based on the International Labour Organization (ILO) core labour conventions and compliance with national and other applicable law of the country of manufacture of products including those laws relating to labour, worker health and safety, and the environment.

Proponents/vendors must comply with these standards upon submitting a proposal or quotation to the City, or have a plan in place to comply within a specific period of time. The City reserves the right to determine an appropriate timeframe in which proponents/vendors must come into compliance with the SCC. To give effect to this requirement, an authorized signatory of the undersigned proponent/vendor must complete the following declaration and include this declaration with their submission/quotation:

“As an authorized signatory of <insert proponent/vendor name>, I declare that to the best of my knowledge, <insert proponent/vendor name> and our sub-contractors have not been and are not currently in violation of the SCC or convicted of an offence under national and other applicable laws of the country of manufacture, other than as noted in the table below (include all violations/convictions that have occurred in the past three years as well as plans for corrective action).

Section of SCC, Title of ILO convention/national law or other

Date of violation /conviction

Description of violation /conviction

Regulatory/ adjudication body and document file number

Corrective action plan

I understand that a false declaration and/or lack of a corrective action plan may result in disqualification of <insert proponent/vendor name>’s submission/quotation.”

__________________________________________

Corporate Name of Applicant

_______________________________ _____________________________________

Name and Title of Authorized Signatory Signature

__________________________________________

Date

http://vancouver.ca/policy_pdf/AF01401P1.pdf


ANNEX 6 - SUSTAINABILITY

Page 6-1


1. Complete the Product Environmental Information Table for each product offered:

Product Environmental Information Table – Desktop Devices, Laptops, and Display Monitors:

Product Name

Product is EPEAT Gold certified (Y/N)

Product is Energy Star 5.1 (or most recent update) compliant (Y/N)

Post-consumer recycled plastic content in unit (as % by weight)

Minimum content that is reusable or recyclable (65% or greater)

Description of renewable or bio-based plastic materials

Renewable/bio-based plastic materials content in unit (% by weight)

e.g. ‘Product A’

e.g. ‘Y’ e.g. ‘Y’ e.g. ‘25’ ‘70’

e.g. ‘Product B’

e.g. ‘Y’

Etc.

Product Environmental Information Table – Servers and Storage Units:

2. Packaging

a. Complete a Packaging Environmental Information Table for a representative sample of products offered:

Packaging Environmental Information Table – Desktop Devices, Laptops, Monitors, Servers, and Storage Devices:

Product Name

Energy Consumption

Post-consumer recycled plastic content in unit (% by weight)

Minimum content that is reusable or recyclable (% by weight)

Renewable/bio-based plastic materials content in unit (% by weight)

Description of renewable or bio-based plastic materials

Name of Product

Type of Packaging

Volume and/or weight of packaging

Can this type of packaging be recycled in BC? (Y or N)

Percentage of post-consumer recycled content

e.g. ‘Product A’

e.g. cardboard Yes 50 %

e.g. soft



Page 6-2

b. Indicate whether the product packaging conforms to the following environmentally responsible packaging guidelines:

Product packaging:

is recyclable in British Columbia (Meets /Does not meet – circle one)

does not contain Styrofoam or other hard-to-recycle materials (Meets /Does not meet – circle one)

has a minimum of 50% post-consumer waste recycled content in paper products (Meets /Does not meet – circle one)

does not contain inks, dyes, pigments, stabilizers or any additives to which any lead, cadmium, mercury or hexavalent chromium has been intentionally introduced (Meets / Does not meet – circle one).

c. Describe how you propose to minimize packaging for each of the products offered. d. Are you able to offer bulk or re-usable packaging? Yes/No. Describe. e. List hard-to-recycle materials in packaging (e.g. Styrofoam). f. Provide a plan to take back Styrofoam and other hard-to-recycle materials. Include details

about how the material(s) will be recycled or disposed of and by what organization.

3. EOL Disposition - Desktop Devices, Laptops, Monitors, Servers, and Storage Units The City Group may choose to have the vendor dispose of device(s) at end of life (EOL) and ensure appropriate reuse, recovery or recycling of devices and their components. The City Group prefers that devices be reused at EOL to support the City Group’s social objectives. In particular, the City Group is interested in providing refurbished devices to low income or disadvantaged individuals, groups, or schools in Vancouver. Devices which cannot be refurbished must be disassembled and the component parts recycled according to the Electronics Product Stewardship Canada’s (EPSC) Environmental Recycling Standard (www.epsc.ca).

a. Describe your company’s proposed EOL disposition program including:

List of devices purchased through the vendor that can be taken back;

Description of reuse or resale options for each device that support the City Group’s social objectives including location where refurbished equipment goes and estimate of the percentage of devices that could be reused this way;

Description of program logistics including collection, storage, and secure removal of data from hard drive;

Description of what happens to non-useable equipment and materials

Program costs if any (e.g. charge for service; costs recovered through resale, etc.)

b. The City Group may wish to dispose of additional EOL electronic equipment not purchased through the vendor. List additional equipment that could be handled through the proposed

plastic

e.g, type 4 plastic

e.g. Styrofoam

e.g. ‘Product B’

e.g. cardboard

Etc. etc.

http://www.epsc.ca/



Page 6-3

disposition program. Include information on how equipment would be disposed (e.g., reused, recycled, or destroyed) and/or where equipment would go.

c. Is your company willing to sign a declaration that equipment and parts will be properly recycled as per EPSC’s Electronics Recycling Standard and will not be land filled, improperly handled, or exported to developing countries? (Yes/No circle one)

d. Describe your company’s ability to provide the following:

- Certificates of destruction for all assets that cannot be reused or remarked - Certificates of erasure for hard drives received

e. Provide the name(s) of partner organizations providing refurbishing, reuse, and/or recycling

services for the program. Provide information on where the devices are disassembled and recycled. Indicate which of the following certifications each organization holds:

- RQO (www.rqp.ca) verified recycler - R2 (Responsible Recycling) - RIOS (Recycling Industry Operations Standard) - ISO14001 - e-Stewards - Others as applicable

f. The City Group requires disposition reports summarizing total number, method and location

where devices were disposed including percentage of devices that were refurbished and reused to meet social objectives. Describe your reporting capabilities and provide a sample.

A. General

1. The Proponent will be required to travel to deliver this service. Describe the

Proponent’s efforts to reduce the greenhouse gas emissions (GHGs) associated with this travel.

2. Describe how the Proponent supports local charities or non-profit organizations that contribute to the health and wellbeing of local residents and communities (including donations, in-kind contributions, staff volunteering, etc.). a. Provide an estimate of the total annual financial value of these contributions and

as a percentage of pre-tax domestic profits; and b. Provide examples of the groups and initiatives supported.

http://www.rqp.ca/


ANNEX 7 – VANCOUVER POLICE DEPARTMENT CONSENT TO RELEASE INFORMATION FORM (1601B)

Page 7-1

ANNEX 7

VANCOUVER POLICE DEPARTMENT CONSENT TO RELEASE INFORMATION FORM (1601B)

VANCOUVER POLICE DEPARTMENT

Due to the detailed feedback required as part of the submission process to obtain approved Contractor/Vendor status for the Vancouver Police Department, the success or failure of your submission depends largely on the results of your Consent to Release Information form.

The Vancouver Police Department processes large quantities of these types of submissions and as a result, is not able to provide specific feedback as to why an employee of a Contractor/Sub-Contractor/Vendor is unsuccessful in the process.

I understand and accept that I cannot be provided with feedback if I am unsuccessful in my application to become an approved employee of a Contractor/Sub-Contractor/Vendor for the Vancouver Police Department.

Signature ________________________________________________

Date ________________________________________________

Witness ________________________________________________

Date ________________________________________________


ANNEX 8 – VANCOUVER POLICE DEPARTMENT CIVILIAN SECURITY SCREENING BACKGROUND INFORMATION FORM (1602)

Page 8-1

ANNEX 8

VANCOUVER POLICE DEPARTMENT CIVILIAN SECURITY SCREENING BACKGROUND INFORMATION FORM (1602)

VANCOUVER POLICE DEPARTMENT CIVILIAN SECURITY SCREENING

BACKGROUND INFORMATION FORM

VPD 1602(09)

The information on this form is collected for the purpose of providing a security screening assessment

PERSONAL INFORMATION

(If more space is required, use a separate sheet of paper and sign each sheet)

Surname Given 1 (no initials) Given 2 (no initials)

Current Name

Family Name at Birth

Maiden Name

All Other Names Used (i.e. nickname)

DOB: ____________________ yyyy / mm / dd

Country of Birth

Gender

Male Female

Telephone Number(s)

( ) - ( ) -

Telephone Number(s)

( ) - ( ) -

Current Driver’s Licence No Province or State of Issue

Previous Driver’s Licence No Province or State of Issue

RESIDENTIAL INFORMATION

(Provide residential addresses for the last 5 years starting with the most recent) 1. Street Address From: ________________

yyyy / mm / dd To Present

City, Province or State Telephone No: ( ) -

Postal Code Country

2. Street Address From: ________________ yyyy / mm / dd

To: ___________________ yyyy / mm / dd

City, Province or State Telephone No:

( ) -

Postal Code Country

3. Street Address From: ________________ yyyy / mm / dd

To: ___________________ yyyy / mm / dd


( ) -

Postal Code Country

HISTORY OF OFFENCES IN AND OUTSIDE OF CANADA


Have you ever been investigated, charged and/or convicted of an offence for which you have not been granted a pardon? No Yes

If yes, list all incidents where you have been investigated, charged and/or convicted of any criminal, other federal, or provincial statutory offences:



Page 8-2

City(s) Province or State

Country(s) Name of Police Force

Date of investigation, charge and/or conviction(s): _____________________ yyyy / mm / dd

EDUCATION Name of last school or university you attended full time Student ID number Location of Institute

Field of study (Diploma or degree obtained) From: _____________ yyyy / mm / dd

To: _______________ yyyy / mm / dd

MARITAL STATUS/COMMON-LAW RELATIONSHIP

Current Status Married Common-Law Partnership Separated Widowed Divorced Single

Current Spouse/Common-Law Partner Information If separated, widowed or divorced, specify date

_______________________

yyyy / mm / dd

Surname and Full Given Names Maiden Name (if applicable) Current Citizenship

Date of Birth:____________________________ yyyy / mm / dd

City, Province/State, Country of Marriage/Common Law Partnership

Date of Marriage/Common Law Partnership

_______________________________________ yyyy / mm / dd

City, Province/State, Country of Birth

Present Street Address


( ) -

Postal Code Country

Name and Street Address of Present Employer (job title)


Postal Code Country

MARITAL STATUS/COMMON-LAW RELATIONSHIP (continued)

Previous Spouse/Common-Law Partner Information

Surname and Full Given Names Maiden Name (if applicable) Current Citizenship

Date of Birth:____________________________

yyyy / mm / dd

City, Province/State, Country of Marriage/Common Law Partnership

Date of Marriage/Common Law Partnership

_______________________________________

yyyy / mm / dd


If separated, widowed or divorced, specify date:

_______________________________________

yyyy / mm / dd

City, Province/State, Country of Divorce

Present Street Address


Postal Code Country

IMMEDIATE RELATIVES INSIDE & OUTSIDE OF CANADA

Immediate relatives include: adult children (18 years & older), mother, father, brother(s), sister(s), step-family, mother and

father In-law




Page 8-3

1. Surname and Full Given Names Maiden Name (if applicable) Relationship

Date of Birth:____________________________

yyyy / mm / dd


Complete Address Date of Death (if applicable): __________________

yyyy / mm / dd

Name and Address of Employer Job Title


Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd






yyyy / mm / dd






yyyy / mm / dd



Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd



Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd



Page 8-4




Page 8-5


Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd



Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd



Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd



Date of Birth:____________________________

yyyy / mm / dd



yyyy / mm / dd


FOR COMPLETION BY APPLICANT BORN OUTSIDE CANADA OR BORN IN CANADA HOLDING DUAL

CITIZENSHIP

Date of Entry into Canada: _____________________________

yyyy / mm / dd

Present Citizenship

If you are a naturalized Canadian, give the birth certificate number and date of issue: #______________________ / ____________________________

yyyy / mm / dd

If you are not naturalized, have you applied for Canadian citizenship? Please provide copy of Immigrant Visa or Record of Landing documentation

Yes No Date of application: ____________________________ yyyy / mm / dd

Do you maintain citizenship in a country other than Canada? Yes; No If yes, provide the name of the county and explain why.

Name of country:

Have you used a passport other than a Canadian one? Yes; No If yes, explain:

EMPLOYMENT – PART I

(Provide last 10 years of employment, starting with the most recent. If more space is required, use a separate sheet of paper

and sign each sheet)



Page 8-6

Were you dismissed or asked to resign from any position(s) listed below? Yes No

If yes, give name of employer, supervisor, position title and date

Employer: ; Supervisor: ; Position Titles: ; Date: ______________

yyyy / mm / dd

Would your employment be jeopardized if your current supervisor, below, is contacted? Yes No

If yes, provide the name of an alternate employment contact and telephone number Contact: Telephone No: ( ) -

1. Full name of employer - do not use acronyms (department/organization/agency, if applicable)

From: ______________

yyyy / mm / dd To Present

Job site address (street, city, province /state)

Country

Job title and brief job description (including rank and service number if applicable)

Supervisor’s full name and job title Telephone No: ( ) -

2. Full name of employer - do not use acronyms (department/organization/agency, if applicable) From: ______________ yyyy / mm / dd

To: __________________ yyyy / mm / dd


Country


Supervisor’s full name and job title Telephone No:

( ) -

3. Full name of employer - do not use acronyms (department/organization/agency, if applicable) From: ______________

yyyy / mm / dd

To: __________________

yyyy / mm / dd


Country



( ) -


yyyy / mm / dd

To: __________________

yyyy / mm / dd


Country



( ) -


To: __________________ yyyy / mm / dd


Country


Supervisor’s full name and job title Telephone No: ( ) -


To: __________________ yyyy / mm / dd


Country




Page 8-7


( ) -


yyyy / mm / dd

To: __________________

yyyy / mm / dd


Country



( ) -

EMPLOYMENT – PART II

Please detail the history of your activities during periods of non-employment consisting of one month or more:

CHARACTER REFERENCES IN CANADA

List three character references (non-family members) and one neighbourhood reference

1. Full Name (no initials) Relationship Period known

Complete home address Telephone No:

( ) -



( ) -



( ) -



( ) -

AUTHORIZATION AND CERTIFICATION

I authorize the Vancouver Police Department to use the information I have here provided, for verification and investigations for the purpose of making

enhanced security clearance.

I hereby certify that the information set out by me in this document is true and correct to the best of my knowledge and belief.

Signature Date__________________ yyyy / mm / dd

Telephone (home): ( ) -

Telephone (business): ( ) -


ANNEX 9 – LIST OF SITES

Page 9-1


City Group Major Sites

The following table lists all of the major City Group facilities containing 30 or more computers, which will be the locations most commonly accessed or visited by the vendor.

The City Group has over 200 physical sites throughout the city, many of which are very small single purpose facilities containing less than 10 computers each. Also, there are about 40 medium sized facilities containing 10 to 30 computers (e.g. smaller branch libraries and community centres). All City Group facilities are located within Vancouver’s city limits except about five of them (e.g. Delta Landfill).

Site Address

CoV - City Hall & East Wing – main campus building 453 W 12TH AVE Vancouver BC V5Y1V4

CoV - City Hall - campus building 450 W BROADWAY Vancouver BC V5Y1R3

CoV - City Hall - campus building 456 W BROADWAY Vancouver BC V5Y1R3

CoV - City Square – campus building 555 W 12TH AVE Vancouver BC V5Y1S9

CoV - Crossroads Building – campus building 507 W BROADWAY Vancouver BC V5Z0B4

CoV – Spyglass Facility 1800 SPYGLASS PL Vancouver BC V5Z4K8

CoV - VanCity Building – campus building 515 W 10TH AVE Vancouver BC V5Z4A8

CoV – 815 Richards building (near future) 815 RICHARDS ST Vancouver BC

CSG - Queen Elizabeth Theatre 649 CAMBIE ST Vancouver BC V6B2P1

CSG - suite 515 - Woodwards Building 111 W HASTINGS ST Vancouver BC V6B1G8

EComm 3301 East Pender St

ENG - Manitoba Works Yard 250 W 70TH AVE Vancouver BC V5X2X1

ENG - National Yard 701 NATIONAL AVE Vancouver BC V6A4L3

ENG - Parking Enforcement - 7th floor 1125 HOWE ST Vancouver BC V6Z2K8

VF&RS - Fire Hall #1 900 HEATLEY AVE VAN BC V6A3S7

VF&RS - Fire Training Facility 1330 CHESS ST Vancouver BC V4A4K6

VPB - Evans Service Yard 955 EVANS AVE Vancouver BC V6G1Z4

VPB - Park Board Admin 2099 BEACH AVE Vancouver BC V6G1Z3



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VPD - 1570 Kootenay 1570 KOOTENAY ST Vancouver BC V5K5B8

VPD - 312 Main building 312 MAIN ST Vancouver BC V6A2T2

VPD - Cambie building 2120 CAMBIE ST Vancouver BC V5Z4N6

VPD - Graveley building 3585 GRAVELEY ST Vancouver BC V5K5J5

VPD - Tactical Training Centre 2010 GLEN DR Vancouver BC V5T0B1

VPL - Hastings Branch Library 2674 E HASTINGS ST Vancouver BC V6G2L8

VPL - Kitsilano Branch Library 2425 MACDONALD ST Vancouver BC V5L4X4

VPL - Library Square - Central Library 350 W GEORGIA ST Vancouver BC V6B6B1

VPL - Oakridge Branch Library 650 W 41ST AVE Vancouver BC V5Z3M9

VPL & VPB - Britannia Community Centre & Library 1661 NAPIER ST Vancouver BC V5L4X4

VPL & VPB - Mount Pleasant Comm. Centre & Library 1 KINGSWAY Vancouver BC V5T3H7

VPL & VPB - Renfrew Community Centre & Library 2969 E 22ND AVE Vancouver BC V5M2Y3

The following table defines the City specific acronyms used in the table above.

Acronym Definition

COV City of Vancouver

CSG Community Services Group (major City department)

EComm Emergency Communications Centre (not City operated, but the City maintains offices)

ENG Engineering Services Group (major City department)

VF&RS Vancouver Fire & Rescue Services (major City department)

VPB Vancouver Park Board (a major City department with its own governing board)

VPD Vancouver Police Department (major City department with its own governing board)

VPL Vancouver Public Library (major City department with its own governing board)


ANNEX 10 – MAINTENANCE LIST

Page 10-1


The City purchases maintenance services for products no longer covered under warranty, until such a time when they are scheduled for replacement. As a guideline, desktops and laptops have a four-year lifetime, while monitors have a six-year lifetime.

Desktops Number of Units Requiring Maintenance Services

IBM M57P DESKTOP 2.33GHZ 2 GB 2022

M57 SFF 2.66GHZ 2GB 160GB VBU32 9196AF8 664

LENOVO THINKCENTRE M91P TOWER 7034A2U 584

LENOVO THINKCENTRE M92P TOWER 3212-E4U 362

IBM M58P DESKTOP E8400 3GHZ 2GB 3285A1U 280

IBM M58P DESKTOP E8400 3.0 170

*VARIOUS OTHER MODEL (less than 50) 227

Laptops

Number of Units Requiring Maintenance Services

LENOVO T61 INCL 3YR ONSITE WARR CITY STD 348

PANASONIC CF53 MK1 2.5GZ 4GB CF53AAGHYDM 171

LENOVO T520 &3YR ONSITE CITY STD 42434WU 165

PANASONIC CF30 HSDPA BKB GPS CF30KQPAZZ- 78

PANASONIC CF30 WITH 4YR WARR CF30KCN1UPM 65

PANASONIC CF52 2.4GHZ 15.4 CF52PFNBEPM 33

LENOVO THINKPAD T530 STD LAPTOP 2394-63U 30

LENOVO THINKPAD X1 LIGHTWEIGHT 34442HU 24

TOSHIBA PORTEGE R500 PPR50C00V09C 19

LENOVO T510 &3YR ONSITE CITY STD 4384F85 17

*VARIOUS OTHER MODEL (less than 15) 215



Page 10-2

Monitors Number of Units requiring

Maintenance Services

NEC 22" LCD WIDESCREEN LCD225WNXM 2002

VIEWSONIC 24" LCD LED TFT VG2436WM-LED 1955

NEC LCD 17 BEIGE FLATPANEL #LCD1770VX 621

NEC LCD 19 Blk FlatPanel #LCD1970NX-BK 243

NEC LCD 19IN WHITE 1280X1024 #LCD1970NX 197

NEC 22" LCD WIDESCREEN BLACK EA221WM-BK 119

NEC LCD 17" BEIGE FLATPANEL LCD1770VX-2 112

VIEWSONIC 24# LCD LED TFT VG2436WM-LED 84

NEC 22" TFT WIDESCREEN LCD225WXM-BK 71

VIEWSONIC 24" LCD LED TFT VG2439M-LED 60

NEC LCD 20" 1600X1200 BLK LCD2070NXBK 53

*VARIOUS OTHER MODELS (less than 50) 424

REQUEST FOR PROPOSAL - Bidding Opportunities

Documents

Transcript of REQUEST FOR PROPOSAL - Bidding Opportunities