DIR-TSO-3763 Appendix G E-Rate AgreementTexas Department of Information Resources
Contract Number: DIR-TSO-3763
Appendix G
E-RATE AGREEMENT
Appendix G E-Rate Agreement
DIR Contract Number DIR-TSO-3763
E-RATE AGREEMENT FOR EQUIPMENT AND SERVICES
Customer Name:
Customer Address:
Customer Contract/ RFP # (if applicable):
Dell Quotation No(s):
Period of (Check one) ☐Recurring Services or ☐ Non-Recurring Services
(defined in Section 2, SCOPE:
Beginning: and Ending:
Not to exceed Price (“NTE”):
Location of Equipment:
Effective Date:
1) INTRODUCTION
This E-Rate Agreement (“Agreement”), effective as the date above (“Effective Date”), is made between the Customer
identified above (“Customer”) and Dell Marketing L.P., One Dell Way, Round Rock, Texas 78682 (“Dell”). This
document constitutes a legally binding agreement between Customer and Dell, as required by the Federal
Communications Commission for compliance purposes under the Universal Service Support Mechanism for Schools
and Libraries, commonly referred to as the “E-rate Program” or “Program”. Dell and Customer (each a “Party,” and
collectively, the “Parties”) agree to the following terms and conditions:
2) SCOPE
Customer has selected Dell as a supplier of E-rate eligible equipment and/or services, and warrants that it has (i)
done so in accordance with all of the E-rate Program’s competitive bidding requirements and (ii) complied with the
Program’s rules in all other respects. Customer further acknowledges that it is solely responsible for applying for all
funding under the E-rate Program. In reliance on these warranties and acknowledgements by Customer and subject
to the Department of Information Resources (DIR) Contract Number DIR-TSO-3763 and the E-rate Program’s rules
and the conditions set forth herein, Customer may purchase computer hardware and related products, including
software licensing arrangements (“Products”) and/or related services (“Services”) as specified in Appendix C, Pricing
Index of DIR Contract Number DIR-TSO-3763 and Attachment 1 of this Agreement, which is incorporated by this
reference, in accordance with Appendix C, Pricing Index of DIR Contract Number DIR-TSO-3763 and using the E-
rate discounts approved by USAC as described in paragraph 4 below, and Dell shall be entitled to rely on Customer’s
representations relating to those discounts in connection with these purchases. Purchases of Products and Services
under this Agreement shall be governed by the terms and conditions of DIR Contract Number DIR-TSO-3763, To the
extent there is any conflict between DIR Contract Number DIR-TSO-3763 and this Agreement, the terms of DIR
Contract Number DIR-TSO-3763 shall govern. (Notwithstanding the foregoing, the payment term in DIR Contract
Number DIR-TSO-3763 may be modified (extended to 60 days from the invoice date) for purposes of orders under
Appendix G E-Rate Agreement
DIR Contract Number DIR-TSO-3763 2
the E-rate Program only if the funding arrangements applicable to Customer do not support payment in accordance
with the payment term in DIR Contract Number DIR-TSO-3763.) Except as expressly agreed by the Parties in a
separate Contract, this Agreement also incorporates the terms of the limited warranties applicable to Dell-branded
hardware Products, which can be found at www.dell.com/warranty or in the documentation Dell provides with the
Product.
Customer is submitting the proposed amount for E-Rate eligible Products and Services to the Schools and Libraries
Division of the Universal Service Administrative Company (“USAC”) for approval and acknowledgement of the funding
requested under the E-rate program. Pending USAC approval, all Products and Services work shall be performed
during the period beginning and ending as either Recurring or Non-Recurring listed on Page 1 of this Agreement.
The deadline for Services is defined as the Service Delivery Deadline. Customer may request and be approved for
an extension by USAC for additional time to complete any particular project, in which case, the terms of this
Agreement shall continue to apply to such project until completion. Dell agrees to use commercially reasonable
efforts to deliver and, if required, install all eligible Products and Services ordered before the Customer’s E-rate
Service Delivery Deadline. If the Customer’s complete order is placed less than 45 days before the Service Delivery
Deadline, however, or due to other circumstances beyond Dell’s control, Dell cannot meet the Service Delivery
Deadline, and the Customer is unable to (or fails to) extend the Service Delivery Deadline, Customer/ Dell reserve
the right to cancel all or part of its order for the delayed products and/or services or pay Dell in full for whatever
products and/or services it decides to order.
Customer reserves the right to propose modifications, or to reduce or eliminate items specified for purchase from
Attachment 1 of this Agreement or to terminate the proposal entirely, based on the levels of E-Rate funding received.
Should Customer seek such changes in the specifications for the Products and/or Services, Customer shall notify
Dell of the proposed changes as soon as reasonably practicable and the Parties will determine mutually acceptable
amendments to the proposal. No changes will be final unless made in writing in an addendum to this Agreement
signed by both parties. Within thirty (30) days of filing its E-rate application for discounts on Dell products and/or
services, Customer will deliver to Dell a copy of the Item 21 Description of Services in which those products and/or
services are described.
3) PRICES
Subject to the provisions of DIR Contract Number DIR-TSO-3763 and this Agreement, Customer agrees to purchase
and Dell agrees to provide the Products and /or Services as described in Dell Quotation No(s) listed above and/or
Statement of Work, as detailed in Attachment 1 of this Agreement, for the Not to Exceed Price (as defined above).
Customer represents and warrants that it has complied with all applicable laws and regulations concerning the
procurement of these Products and/or Services and has obtained all necessary approvals and authorizations needed
to enter into this Agreement.
4) USAC PROCEDURE
(1) In a Funding Commitment Decision Letter (“FCDL”), USAC will designate Customer’s approved discount rate
or rates along with the amount(s) of funding approved;
(2) Customer will then submit the FCC Form 486 to USAC. USAC will subsequently issue a Form 486 Receipt
Notification Letter to both Customer and Dell. Customer will separately notify Dell when to begin to provide
Services and/or ship Products. Form 486 cannot be filed before receipt of the FCDL from USAC. Upon approval
of Form 486, Dell will ship the Products and/or provide the Services.
(a) Both Parties acknowledge that some Products or Services may be used for a combination of eligible and
ineligible functions. If Customer deploys Products or Services in a partially ineligible manner, Customer
understands that applicable E-rate funding requests must be cost-allocated according to FCC regulations. The
Item 21 Description of Services and any modifications to it that Customer files with USAC, the FCDL, and any
USAC or FCC adjustments to funding, including but not limited to those included in correspondence received
from USAC during the application review process and in USAC’s FRN explanatory notes, will be used to
determine eligibility or percentage of eligibility.
(3) When Customer is ready to submit a Purchase Order to Dell, the following documentation is required for order
placement: 1) Purchase Order to Dell for the Products and/or Services included in the Notice, 2) Copy of the
original Item 21 Description of Services and any subsequent modifications to it, 3) Correspondence and
documentation from USAC and/or the FCC, if any, adjusting or proposing to adjust the amount or nature of the
funding commitment, 4) Copy of the Form 486, and 5) copy of the FCDL(s). Dell will ship the agreed-upon
Products and/or provide the agreed upon Services, resulting in an invoice to Customer and USAC.
Appendix G E-Rate Agreement
DIR Contract Number DIR-TSO-3763 3
5) TERMS AND CONDITIONS
Appendix A, Standard Terms and Conditions of DIR Contract Number DIR-TSO-3763 shall take precedence over
any Terms and Conditions listed in this Appendix G, E-Rate Agreement and any additional Terms and Conditions
listed here shall not diminish any Terms and Conditions in Appendix A of DIR-TSO-3763. (Notwithstanding the
foregoing, the payment term in DIR Contract Number DIR-TSO-3763 may be modified (extended to 60 days from the
invoice date) for purposes of orders under the E-rate Program only if the funding arrangements applicable to
Customer do not support payment in accordance with the payment term in DIR Contract Number DIR-TSO-3763.)
6) PAYMENT AND INVOICES
Upon request Dell can support customers using the Service Provider Invoice (SPI) method. Dell can provide
supplemental documentation that includes a breakout of the FRN number being billed, the USAC portion and the
Customer/ Applicant portion. As Services are performed and/or Products are shipped to Customer, Dell shall submit
invoices and supporting documentation to Customer and USAC. Based on the Item 21 Description of Services, the
Dell order will be placed exactly as stated on the Dell quotation(s). Should a product on the Dell quotation(s) reach
its end of life before the order is placed, the product will be substituted with a similar product as indicated on the
global product/service substitution form. If the Products and/or Services are not on the Item 21 Description of
Services, the Customer/ Applicant will be invoiced for those items in full and the Customer’s/ Applicant’s portion will
be adjusted accordingly. Customer understands and agrees that: Customer shall be liable for any discounted amount
that Dell submits to USAC for payment if Dell is not at fault for USAC’s refusal to pay; Customer is required to pay
the non-discounted portion of all eligible discounted invoices in accordance with payment terms stipulated in this
Agreement. Customer understands that all goods and services deemed ineligible by USAC at any time and for any
reason are to be paid in full by customer.
Compensation shall be based on actual Services provided in accordance with Appendix C, Pricing Index of DIR
Contract Number DIR-TSO-3763 during the term of this Agreement. Customer shall process invoices and make
payments within sixty (60) days from the date of invoice. Purchase orders may be terminated at any time prior to the
time that manufacturing begins for Products or resources have been committed for Services.
7) SERVICE CERTIFICATIONS
Customer agrees to sign and submit any required service certifications within the time proscribed by USAC. If
Customer disputes the information contained in the service certification, Customer agrees to notify Dell within one
calendar day of receipt.
8) PRODUCT/ SERVICE SUBSTITUTIONS
Customer agrees to submit product/ service substitution requests for any and all desired changes to product/service
delivery from Customer’s original Item 21 Description of Products/ Services documentation, unless USAC has already
approved a “global” substitution request for the product or service. Vendor shall not be required to deliver any
products or services that deviate from the original Description of Products/ Services attachment until product/ service
substitution approval has been obtained.
9) SERVICE PROVIDER IDENTIFICATION NUMBER (“SPIN”) CHANGES
Customer may not submit a SPIN change request to the E-Rate program administrator without prior written consent
from Dell.
10) ELIGIBLE USERS AND LOCATIONS
Customer understands that discounted equipment and services may only be deployed at eligible locations and used
by eligible users. Dell will not install discounted equipment and/or services in ineligible locations or configurations,
nor in any configuration that deviates from the originally stated purpose in Customers’ Item 21 Attachment or PIA
correspondence. Dell will not be held liable for penalties assessed by the E-rate program administrator if Customer
moves or reconfigures discounted equipment or services in an ineligible manner.
If at any time and for any reason, the E-rate program administrator determines any products or services to be ineligible
for E-rate discounts, Customer will be charged in full for any such items delivered under the Contract in accordance
with Appendix C, Pricing Index of DIR Contract Number DIR-TSO-3763.
11) REGULATORY COMPLIANCE
Customer certifies that it has complied with all applicable laws, orders and regulations of any governmental authority
with jurisdiction over its activities in connection with this Agreement, including, but not limited to gift and entertainment
rules applicable to the E-Rate program.
Appendix G E-Rate Agreement
DIR Contract Number DIR-TSO-3763 4
12) TERMINATION
Either party may terminate this Agreement in accordance with Section 11 of Appendix A, Termination, of DIR Contract
Number DIR-TSO-3763.The terms and conditions of DIR Contract Number DIR-TSO-3763 and this Agreement will
control the acceptance and shipment of any such orders.
13) MISCELLANEOUS
The use of preprinted forms, such as purchase orders, will be for convenience only, and all preprinted terms and
conditions stated on such forms will not apply to the Agreement or to goods or services purchased or provided under
the Agreement. Dell and Customer acknowledge that Products licensed or sold under this or any resulting Agreement
are subject to the export control laws and regulations of the United States or those of other countries in which they
are used and agree to abide by those laws and regulations.
Limitation of Liability shall be in accordance with Section 10.K of Appendix A to DIR Contract Number DIR-TSO-
3763. DIR Contract Number DIR-TSO-3763 and this Agreement are the exclusive statements of the understanding
between Dell and Customer regarding this subject matter and supersedes any prior or oral agreements between the
parties.
This Agreement has been executed on behalf of the Parties by their duly authorized representatives.
Dell Marketing, L.P. Customer
Signature: Signature:
Name: Name:
Position: Position:
Date: Date:
Appendix G E-Rate Agreement
DIR Contract Number DIR-TSO-3763 5
Attachment 1
[Attach if applicable, a Statement of Work].