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HomeMy WebLinkAboutAgenda Report - July 6, 2016 C-10TM CITY OF LODI COUNCIL COMMUNICATION AGENDA ITEM C1D AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Agreement with CDW-G of Chicago, IL, to Consolidate PD.LODI.GOV and LODI.GOV Domains ($26,280). MEETING DATE: July 6, 2016 PREPARED BY: Information Systems Manager RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute agreement with CDW-G of Chicago, IL, to consolidate PD.LODI.GOV and LODI.GOV domains ($26,280). BACKGROUND INFORMATION: The City of Lodi uses the Microsoft Active Directory services to manage employee emails and computer login authentication. The City currently has two domains for emails and computer login accounts: PD.LODI.GOV and LODI.GOV. In order to take advantage of Tyler Technologies financial system, the two domains must be consolidated into a single domain. Additionally, network management will be simplified by managing a single domain. Once consolidated, staff in the Police Department domain will have access to all of the functionality that Tyler Technologies financial system offers. Information Systems Division conferred with three consultant firms for support to manage the migration process: Dell Inc., Infiniti Consulting and CDW-G. Two of the three firms refused to assist, stating the project scope did not meet their minimum requirements or they could not meet the project's timeline. In other words, this project was too small for the time investment. CDW-G was the only firm that would accept the project with respect to the small size of Lodi's network domain. Under the Federal Govemment Services Administration (GSA) contract, CDW-G is allowed to grant discounted services and equipment to the City of Lodi. FISCAL IMPACT: Nominal reduction in maintenance and registration costs from consolidation of the two domains. FUNDING AVAILABLE: Information Technology Division (10020400.72499). Ja/ja Attachments Cc: Benjamin Buech Information Technology Manager APPROVED: Jordan Ayers Deputy City Manager Stephen Schwab- - -, ity Manager AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on , 2016, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and CDW Government, LLC (hereinafter "CONTRACTOR"). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for Active Directory Domain Services Domain Consolidation (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to 1 weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on June 20, 2016 and terminates upon the completion of the Scope of Services or on June 19, 2017, whichever occurs first. 2 ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Payment CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auditing CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to fumish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. 3 ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Section 4.4 (Intentionally left blank) Limitation of Liability Under no circumstances, and notwithstanding the failure of essential purpose of any remedy set forth herein, will CONTRACTOR, its affiliates or its or their suppliers, subcontractors or agents be liable for: any incidental, indirect, special, punitive or consequential damages, including, but not limited to, loss of profits, business, revenues or savings, and loss, damage or corruption of data or software, even if CONTRACTOR has been advised of the possibilities of such damages or if such damages are otherwise foreseeable, in each case, and whether a claim for any such liability is premised upon breach of contract, warranty, negligence, strict liability or other theory of liability. In the event of any liability incurred by CONTRACTOR or any of its affiliates hereunder, the entire liability of CONTRACTOR and its affiliates for damages from any cause whatsoever will not exceed the lesser of: (a) the dollar amount paid by CITY for either the specific purchased item(s) giving rise to the claim; or (b) $50,000.00. Neither the City Council, nor any other officer or authorized assistant or agent or CITY employee shall be personally responsible for any liability arising under this Agreement. 4 Section 4.5 Responsibility of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 Insurance Requirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Benjamin Buecher To CONTRACTOR: CDW-G 200 N. Milwaukee Ave Chicago, IL 60061 Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of 5 the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required conceming whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidentiality "Confidential Information" means any information or data of a confidential nature of a Party, its Affiliates or a third party in oral, electronic or written form that has been identified, and marked when possible, by the disclosing Party as proprietary or confidential and that is disclosed by a Party in connection with this Agreement or that the receiving Party may have access to in connection with this Agreement. Each Party anticipates that it may be necessary to provide access to Confidential Information to the other Party in the performance of this Agreement. Confidential Information does not include information that: (a) becomes known to the public through no act of the receiving Party; (b) was known to the receiving Party prior to disclosure; (c) is made known to the receiving Party by a third party having the right to disclose it; or (d) is independently developed by Personnel of the receiving Party who have not had access to such information. Each Party agrees that it will maintain the confidentiality of the other Party's Confidential Information for a period of three (3) years following the date of disclosure and will do so in a manner at least as protective as it maintains its own Confidential Information of like kind but in no event with less than a reasonable degree of care. Disclosures of the other Party's Confidential Information will be restricted (i) to those individuals with a need to know such Confidential Information in connection with this Agreement, and (ii) to a Party's business, legal and financial advisors bound by a 6 confidentiality obligation. Each Party agrees not to use any Confidential Information of the other Party for any purpose other than the business purposes contemplated by this Agreement. At the written request of a Party, the other Party will either return, or certify the destruction of, such Party's Confidential Information. Contractor acknowledges that CITY is subject to the Califomia Public Records Act. If a receiving Party is required by law, rule or regulation, or requested in any judicial or administrative proceeding or by any govemmental or regulatory authority, to disclose Confidential Information of the other Party, the receiving Party will give the disclosing Party prompt notice of such request so that the disclosing Party may seek an appropriate protective order or similar protective measure and will use reasonable efforts to obtain confidential treatment of the Confidential Information so disclosed. A Party shall not be liable for disclosing Confidential Information if such disclosure is in compliance with the law. Section 4.13 Applicable Law, Jurisdiction, Severability, and Attorney's Fees This Agreement shall be governed by the laws of the State of Califomia. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 City Business License Requirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. 7 Section 4.16 Integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.19 (Intentionally left blank) Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 Federal Transit Funding Conditions ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. 8 IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. CITY OF LODI, a municipal corporation ATTEST: JENNIFER M. FERRAIOLO STEPHEN SCHWABAUER City Clerk City Manager ?Nomase to form Title: Day City Atigraey CDW GOVERNMENT, LLC By: Devinder Singh Name: 2zy Devinder Singh Attachments: Exhibit A - Scope of Services Exhibit B - Fee Proposal Exhibit C - Insurance Requirements Exhibit D - Federal Transit Funding Conditions (if applicable) Funding Source: 10020400.72499 (Business Unit & Account No.) Doc ID: CA:Rev.01.2015 9 Professional Services Manager, SFO Region Exhibit A/B STATEMENT OF WORK Project Name: Active Directory Domain Services Domain Consolidation Seller Representative: Alexander Picchietti (847) 419-7506 alexpic@cdwg.com Customer Name: City of Lodi (CA) CDW Affiliate: CDW Government, LLC. SOW Effective Date: March 24, 2016 Solution Architect: Kent Compton Seller Services Manager: Devinder Singh Version: 1 This statement of work ("Statement of Work" or "SOW") is made and entered into this March 24, 2016 (the "SOW Effective Date") by and between the undersigned, CDW Government, LLC. ("Provider", "Seller" and "we") and City of Lodi (CA) ("Customer" and "you"). PROJECT DESCRIPTION PROJECT SCOPE OVERVIEW Customer currently has a single 2008 functional level Microsoft Active Directory Domain Services ("AD DS") forest consisting of one (1) parent/root domain (lodi.gov) and one (1) child domain (pd.lodi.gov). The Customer's ERP application (Munis) only supports a single domain, so Customer has asked Seller to assist them in collapsing/consolidating the objects from the pd.lodi.gov domain ("Source") into the lodi.gov domain ("Target"). PRE -PLANNING APPROACH In order to ensure a successful project, Seller will follow its proven methodology that focuses on envisioning, planning, design, and deploy phases. During these phases, Seller will work with Customer in a team -centric approach in order to ensure that knowledge transfer and best practices are provided to the Customer team. It is assumed that Customer will provide a `point' person who has knowledge of Customer systems and setup in order to provide input to the planning and design efforts. The Workshops described in this document will facilitate direct knowledge transfer between Seller and the Customer staff, preparing Customer to more effectively participate in the implementation of Microsoft Active Directory Domain Services. Techniques include a combination of formal presentation and less structured Page 1 Proprietary and Confidential CDW Government, LLC. Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard discussions that allow Customer staff to acquire information about the technologies specific to the Customer deployment requirements. The design workshops will discuss the technology overview, best practices and design elements specific to the Customer environment. PRE -PLANNING — DOCUMENTATION REQUEST Seller needs to review the Customer documentation of its current environment prior to the workshop activity. Upon the receipt of a signed SOW, Seller will work with Customer to obtain this documentation that will prepare Seller for the Design Workshops. This documentation will be reviewed prior to the commencement of the Kick -Off Meeting. If the required documentation is not available, Seller has a Site Assessment worksheet that can be provided to help gather the documentation. The Current State Document Request List includes: Domain Environment, Directory Services environment, Messaging environment, Network Environment, User Population, Service Levels and Administration. PROJECT KICK-OFF MEETING Seller will begin with a Project Kick-off Meeting with the core Customer Project team. The initial meeting may require time with the Customer business stakeholders, program sponsors, leads and IT managers. These interviews will help drive out the required business objectives, drivers, overall design objectives and finalize the scope. This meeting should occur at least one week prior to the onsite design and planning activities in order to give the teams the opportunity to prepare. Topics for this meeting include: • Knowledge transfer and review of company and project vision • Outline of primary goals, objectives, and project requirements • Knowledge transfer of Company Physical Profile and Organization structure including special requirements for a location of business unit • Document Request Current State • Establishment of Project Management protocol for the engagement • Establishment of Roles and Project Schedule PLANNING SESSION Planning is important and key to the success of a project or group of projects. The first day of onsite design and planning will include a session to clarify and review the gathered current state information. The requirements for the Target environment will also be outlined during this session. • Current State. Review and clarification of questions on the Current State environment. • Requirements Definition. Determine, review and prioritize requirements for users, directories, security, coexistence, migration process, and monitoring and maintenance activities. PLANNING AND DESIGN The Design Workshops described in this document will facilitate direct knowledge transfer between Seller and the Customer staff, preparing Customer to more effectively participate in the collapsing of user objects from the AD DS Source domain. Techniques include a combination of formal presentation and less structured discussions that allow Customer staff to acquire information about the technologies specific to the Customer deployment requirements. The design workshops will discuss the technology overview, best practices and design elements specific to the Customer environment. AD DS MIGRATION PLANNING WORKSHOP Page 2 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. The AD DS Coexistence and Migration Planning Workshop is a critical component in determining a comprehensive migration plan that minimizes user disruption and process changes during the production migration phase. During this phase, Seller will work with Customer to ensure that knowledge transfer and best practices are provided to the Customer team. The AD DS Coexistence and Migration Planning Workshop will cover the following topics: • Migration Approaches • Network Services Integration • Domain Upgrade Strategy • Domain Migration Strategy • Data Migration Strategy • Applications and Services Migration Strategy • Tools Selection • Deployment Planning c Pre -Requisites c Communication Plan c Environment Build c Coexistence c Testing c User Migration Process c Workstation Migrations Process c Project Milestones and Timeline BUILD AND TESTING ENVIRONMENT BUILD During this phase, any required changes to the Target environment determined during the AD DS Design Review are implemented (this Statement of Work does not include remediation of these items; if Customer desires, Seller will assist with the remediation effort of the existing infrastructure, a project change order will be required for the additional work). In addition, any supporting infrastructure required for the migration, as determined in the AD DS Coexistence and Migration Planning Workshop is built and configured. Finally, any configuration changes required for the Source and Target environments to coexist are implemented. MIGRATION TESTING Migration testing is a critical component in validating that the migration plan minimizes user disruption and process changes during the production migration phase. Testing is vital to confirm that individual aspects of the migration process are completed correctly and function as expected during the migration itself and once in the Target environment. During the AD DS Coexistence and Migration workshop, specific functionality and use cases are typically identified that require specific testing. Together with the Customer, Seller with will build test cases and scripts for each identified item, and then validate them during this phase. The results of this phase will determine if changes are needed to either the Source or Target environments, or if the migration process itself needs to be altered. The AD DS Coexistence and Migration Plan will be updated as necessary. Page 3 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. DEPLOY PRODUCTION PILOT MIGRATION This phase begins with a pilot migration. The pilot migration is limited in scope to minimize potential impact, but larger than any test migrations in order to validate the migration process on a larger scale, similar to what is planned for production migrations. The results of the pilot migration will determine if changes are needed to either the Source or Target environments, or if the migration process itself needs to be altered. The AD DS Coexistence and Migration Plan will be updated as necessary. FULL PRODUCTION MIGRATION Following the pilot migration, normal production migrations begin. During this portion, Seller will perform the migration per updated AD DS Coexistence and Migration Plan and as defined by the Project Assumptions. Because of the work done during the planning, testing and pilot activities, the production migrations are in many ways the most straightforward. PROJECT MANAGEMENT Seller will assign a project management resource to perform the following activities during the project: • Kickoff Meeting. Review SOW including project objectives and schedule, logistics, identify and confirm project participants and discuss project prerequisites. • Project Schedule or Plan. A project schedule that details the schedule and resources assigned to the project. • Weekly Status Meetings and Reports. Status meetings will be conducted on a weekly basis. During these meetings, the Seller and you will discuss action items, tasks completed, tasks outstanding, issues and conduct a budget review. • Change Management. When a change to a project occurs, the Seller's project change control process will be utilized. • Project Closure Meeting. The project team will meet to recap the project activities, provide required documentation, discuss any next steps, and formally close the project. PROJECT ASSUMPTIONS 1. Customer must execute this Statement of Work by 3/25/16 otherwise funding expires null and void. 2. Unless otherwise specified, this project is limited to the investigation or enumeration of a single functional level 2008 AD DS Forest comprised of one (1) parent/root domain and one (1) child domain. 3. The current root/Target domain can receive migrated objects from child/Source domain without requiring any configuration changes. 4. All domain controllers enumerated will reside in the United States. 5. User object migration will not exceed 200. 6. Windows client workstation object migration will not exceed 100. 7. Windows Server member server migration will not exceed six (6). 8. Workstation remediation is the responsibility of Customer; Seller will provide Level 2 support. 9. Seller will utilize Microsoft's free Active Directory Migration Tool (ADMT) for migrating user and computer objects from child to parent domain. All tools the Seller installs or runs will be done so on Customer's hardware. Seller retains all rights to the Seller -developed tools. Page 4 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. 10. The number of workstations migrated to the Target environment per day is estimated at 50 which is largely dependent on how many Tier 1 support calls Customer's helpdesk can manage the following day. A change order will be needed if total number of hours allocated for migrating workstations does not meet the minimum estimate. 11. The current AD DS is healthy and properly functioning. 12. The current DNS is healthy and properly functioning. 13. Some services may be performed at a location other than your location (or another location designated by you). When services are performed at your location (or another location designated by you), you will provide adequate, co -located workspace for the engagement personnel (both Seller personnel and Customer personnel) with appropriate system access. Seller recommends keeping these personnel separate from support teams and those performing daily operations. When services are performed at your location (or another location designated by you), the site will be secure. Seller is not responsible for lost or stolen equipment. 14. You and Seller will follow Seller's Project Management Methodology for this project. 15. You will provide network connectivity, Internet access and voice access for local and long distance calls. 16. All Change Orders will be provided in a timely fashion either by U.S. Mail, e-mail, personal transfer or facsimile transmission to Seller's contact person. 17. If specified in the "Description/Scope of Services" section above, initial support services related to the services that are the subject of this SOW will be available as specified in that section. Seller will invoice you for the time Seller performs this support, calculated using the rates specified in the "Professional Services Fees" section below (in the increments specified therein). 18. Customer will provide subject matter experts in any applications that may be necessary to connect to AD DS. These experts will provide the project team with authentication and migration plans. Seller will NOT design any application migration procedures. 19. Customer acknowledges that Seller may earn a Microsoft incentive payment if Customer purchases Microsoft products from Seller. Furthermore, Customer hereby consents to Seller receiving any such payment from Microsoft, and has no objections in relation thereto. 20. Cost of Delay: The cost of all delays in Customer approval, issue resolution, and information provision to our team will be paid by Customer. If possible, Seller will make every attempt to perform another task that's not directly related to the task in which we are blocked. 21. External Dependencies: There may be external projects/dependencies that may have significant impact on the timeline, schedule, and deliverables. It is our assumption that every reasonable attempt will be made to mitigate such situations. CUSTOMER RESPONSIBILITIES 1. Build new server hardware and/or create guest virtual machines, install baseline operating system and all applicable software updates according to Microsoft best practices, and establish network connectivity. 2. Communicate all material project matters to Seller's contact person. 3. Application compatibility and application support. 4. Provide at least one qualified technical person with system administration responsibilities who can assist the Seller when needed for the duration of the project. 5. Provide qualified personnel at your location (or any other location designated by you where services are to be provided) to support your existing equipment for the duration of the project. 6. Provide other qualified, knowledgeable personnel who will perform your obligations under this SOW as needed; make timely decisions necessary to move performance of the services forward; participate in this project to the extent reasonably requested by Seller; and reasonably assist Seller with its performance of the services. Page 5 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. 7. Provide Seller's personnel with appropriate levels of access and privilege to systems and information necessary for Seller's performance of the services. OUT OF SCOPE Specific tasks outside this SOW include, but are not limited to: 1. Remediation of application dependencies, such as Munis, on AD DS. 2. Troubleshooting and/or remediation of AD DS, 2FA, VPN, and/or Terminal Services/Remote Desktop Services. 3. Migrating print services servers. 4. Reorganizing or re-permissioning file server volumes and directories. 5. Redesign of the structure of AD DS. No redesign of the AD DS structure will be performed as part of this project. 6. Building a Lab environment. If Seller is going to assist in conducting a migration in the lab it must be an exact replica of the production environment otherwise the results in the latter cannot be guaranteed. The hours listed in Table 2 are only for one migration, so Customer desires both a lab and production migration additional hours will need to be added to this Statement of Work. 7. Migrating and/or upgrading Exchange Server. 8. Decommissioning the child domain or demoting any Windows Servers running the Domain Services role. 9. Installing and configuring antivirus on the Windows Servers. Customer is responsible for the antivirus solution and will ensure that the servers are protected after the operating system is installed. 10. Staging of the physical servers to be used in this engagement. This includes racking as well as implementing the base operating system and network configuration. 11. Acquisition of the required hardware and software required for this engagement, including servers and software. Seller can assist with sourcing these materials upon request; however, Customer is ultimately responsible for the hardware and software for this project. 12. Any formal training. Seller will not be conducting formal training; however, knowledge transfer is integral to the Seller approach throughout the execution of its methodology. 13. End user and administrator process documentation. End user documentation and administrator process documentation will change the project scope, and so a change request will be required. 14. Virtual host and application clustering. Seller will not configure clustering within virtual machines as part of this engagement. 15. Backup/disaster recovery. Seller will not help to develop a backup/disaster recovery plan for the Hyper -V or Virtual Machine Manager implementation as a part of this engagement. 16. Configuration of centralized storage. SAN and/or other centralized storage configuration is the responsibility of Customer. Services not specified in this SOW are considered out of scope and will be addressed with a separate SOW or Change Order. Page 6 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. ITEM(S) PROVIDED TO CUSTOMER Table 1 — Item(s) Provided to Customer Item Description Format AD DS Migration Planning Design Final design document that includes: • Migration planning design • Migration strategy and approach • Dependencies and coexistence design PDF PROJECT SCHEDULING Customer and Seller, who will jointly manage this project, will together develop timelines for an anticipated schedule ("Anticipated Schedule") based on Seller's project management methodology. Any dates, deadlines, timelines or schedules contained in the Anticipated Schedule, in this SOW or otherwise, are estimates only, and the Parties will not rely on them for purposes other than initial planning. PROJECT SCHEDULING Customer and Seller, who will jointly manage this project, will together develop timelines for an anticipated schedule ("Anticipated Schedule") based on Seller's project management methodology. Any dates, deadlines, timelines or schedules contained in the Anticipated Schedule, in this SOW or otherwise, are estimates only, and the Parties will not rely on them for purposes other than initial planning. TOTAL FEES The total fees due and payable under this SOW ("Total Fees") include both fees for Seller's performance of work ("Services Fees") and any other related costs and fees specified in the Expenses section ("Expenses"). Unless otherwise specified, taxes will be invoiced but are not included in any numbers or calculations provided herein. Seller will provide funding in the amount of $1,300.00 ("Funding"). The Funding will be applied to the Total Fees. Once the Funding has been exhausted, Seller's invoice(s) will reflect the balance of any fees due. SERVICES FEES Services Fees will be calculated on a TIME AND MATERIALS basis. The invoiced amount of Services Fees will equal the rate applicable for a unit of a service or resource ("Unit Rate") multiplied by the number of units being provided ("Billable Units") for each unit type provided by Seller (see Table 2). The Total Estimated Consultant Fees of $26,280.00 is merely an estimate and does not represent a fixed fee. Neither the Estimated Consultant Hours of 144 nor the Estimated Consultant Fees are intended to limit the bounds of what may be requested or required for performance of the Services. Customer and Seller agree that during the performance of Services hereunder there will at all times be an agreed limitation on the amount of Consultant Fees that are approved for invoicing ("Approval Limit"). Upon execution of this SOW, the parties acknowledge and Page 7 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. agree that there is an initial Approval Limit in the amount of $26,280.00 ("Initial Approval Limit") and that the Initial Approval Limit may be increased from time to time upon Customer's written consent by a superseding Approval Limit (in each instance, an "Updated Approval Limit"). If the Services are not complete when the total Consultant Fees equal, as applicable, the Initial Approval Limit or the most recent Updated Approval Limit, and if Customer does not approve Seller's request to increase the then -current Approval Limit, Seller will not invoice Customer for any Consultant Fees that exceed the applicable Approval Limit, and Seller will not be responsible for completion of the Services specified in the Project Summary. Table 2 - Services Fees Unit Type Unit Rate Billable Units Subtotal Senior Engineer - per hour $185.00 120 $22,200.00 Project Manager - per hour $170.00 24 $4,080.00 Less Seller Funding ($1,300.00) Estimated Totals 144 $24,980.00 The rates presented in Table 2 apply to scheduled Services that are performed during Standard Business Hours (meaning 8:00 a.m. to 5:00 p.m. local time, Monday through Friday, excluding holidays). When Seller invoices for scheduled Services that are not performed during Standard Business Hours, Services Fees will be calculated at 150% of the Unit Rates. For any unscheduled (i.e., emergency) Services performed at any time of the day, Services Fees will be calculated at 200% of the Unit Rates. Any non -Hourly Units will be measured in one (1) unit increments when Services are performed remotely or at any Customer -Designated Location(s) (as defined below). EXPENSES When Seller's personnel are located more than 50 miles from the Customer -Designated location, and they need to work onsite travel charges will apply. Seller will invoice Customer for the time Seller's personnel spend traveling to and/or from the Customer -Designated Location(s) (or otherwise, as necessary) at a rate of $85/hour. Seller will make efforts to schedule appropriate personnel from Seller's offices located nearest to the Customer -Designated Location(s) in order to minimize such expenses. Seller's ability to do so may depend on various factors (e.g., specialized project skills needed, personnel availability, and changes to, or challenges inherent in, the Anticipated Schedule). Seller will invoice Customer for Seller's reasonable, direct costs incurred in performance of the Services. Direct expenses include, but may not be limited to: airfare, lodging, mileage, meals, shipping, lift rentals, photo copies, tolls and parking. Seller will charge actual costs for these expenses. Any projected expenses set forth in this SOW are estimates only. Two (2) weeks' advance notice from Customer is required for any necessary travel by Seller personnel. CUSTOMER -DESIGNATED LOCATIONS Seller will provide Services benefiting the locations specified on the attached Exhibit ("Customer -Designated Locations"). Page 8 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Govemment, LLC. PROJECT -SPECIFIC TERMS 1. Customer is responsible for providing all physical and communications access, privileges, environmental conditions, properly functioning hardware and software, qualified personnel, project details, material information, decisions/directions, and personnel and stakeholder interviews that are reasonably necessary to assist and accommodate Seller's performance of the Services ("Customer Components"). 2. Seller is not responsible for delays in performance directly caused by the unavailability of the Customer Components and will have the right, with prior written notice and after a reasonable opportunity for Customer to correct the failure, to reassign Seller personnel to work unrelated to this SOW and the services hereunder or to invoice Customer for time Seller personnel are thereby idled if reassignment is not feasible. 3. Both parties will treat all employee personally identifiable information as confidential per the Agreement. 4. Customer will provide in advance and in writing, and Seller will follow, all applicable Customer safety and security rules and procedures. 5. Customer is responsible for security at all Customer -Designated Locations; Seller is not responsible for lost or stolen equipment. 6. This SOW can be terminated by either party without cause upon at least fourteen (14) days' advance written notice. Page 9 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. SOW TERMS AND CONDITIONS CONTACT PERSON(S) Each Party will appoint a person to act as that Party's point of contact ("Contact Person") as the time for performance nears and will communicate that person's name and information to the other Party's Contact Person. The Customer Contact Person is authorized to approve materials and Services provided by Seller, and Seller may rely on the decisions and approvals made by the Customer Contact Person (except that Seller understands that Customer may require a different person to sign any Change Orders amending this SOW). The Customer Contact Person will manage all communications with Seller, and when Services are performed at a Customer -Designated Location, the Customer Contact Person will be present or available. The Parties' Contact Persons shall be authorized to approve changes in personnel and associated rates for Services under this SOW. PAYMENT TERMS Customer will pay invoices containing amounts authorized by this SOW within thirty (30) days of Customer's receipt of the invoice. Any objections to an invoice must be communicated to the Seller Contact Person within fifteen (15) days after receipt of the invoice. EXPIRATION AND TERMINATION This SOW expires and will be of no force or effect unless it is signed by Customer and Seller within thirty (30) days from the SOW Created Date, except as otherwise agreed by Seller. CHANGE ORDERS This SOW may be modified or amended only in a writing signed by both Customer and Seller, generally in the form provided by Seller ("Change Order"). In the event of a conflict between the terms and conditions set forth in a fully executed Change Order and those set forth in this SOW or a prior fully executed Change Order, the terms and conditions of the most recent fully executed Change Order shall prevail. MISCELLANEOUS This SOW shall be governed by Seller's "Terms and Conditions of Product Sales and Service Projects", accessed via the "Terms & Conditions" link at www.cdwg.com (the "Agreement"). If there is a conflict between this SOW and the Agreement, then the Agreement will control, except as expressly amended in this SOW by specific reference to the Agreement. References in the Agreement to a SOW or a Work Order apply to this SOW. This SOW and any Change Order may be signed in separate counterparts, each of which shall be deemed an original and all of which together will be deemed to be one original. Electronic signatures on this SOW or on any Change Order (or copies of signatures sent via electronic means) are the equivalent of handwritten signatures. This SOW is the proprietary and confidential information of Seller. SIGNATURES Page 10 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. In acknowledgement that the parties below have read and understood this Statement of Work and agree to be bound by it, each party has caused this Statement of Work to be signed and transferred by its respective authorized representative. CDW Government, LLC. City of Lodi (CA) By: signature Devinder Singh Professional Services Manager, Name: SFO Region Date: 6/13/2016 Mailing Address: 230 N. Milwaukee Avenue, Vernon Hills, IL. 60061 ❑ A purchase order for payment hereunder is attached. ❑ A purchase order is not required for payment hereunder. ❑ The following PSM has given approval: Devinder Singh Page 11 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard By: Signature Name: Date: Mailing Address: Street: City/ST/ZIP: Billing Contact: Street: City/ST/ZIP: 120813 Standard CDW Government, LLC. EXHIBIT A. CUSTOMER -DESIGNATED LOCATIONS Seller will provide Services benefiting the following locations ("Customer -Designated Locations"). Table - Customer -Designated Locations Location(s) Service(s) City of Lodi 221 W. Pine Street Lodi, CA ❑ Assessment ❑ Configuration r❑ Design © Implementation r❑ Knowledge Transfer Project Management ❑ Reconfiguration ❑ Reinstallation ❑ Staff Augmentation ❑ Support ❑ Training ❑ Custom Work Page 12 Proprietary and Confidential Version: 1 Contract Number: 2029 Drafted by: T.J. Isselhard CDW Government, LLC. RESOLUTION NO. 2016-116 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH CDW-G, INC., TO CONSOLIDATE PD.LODI.GOV AND LODI.GOV DOMAINS WHEREAS, City of Lodi uses Microsoft Active Directory to manage security for all network accounts for all employees; and WHEREAS, the City of Lodi has two domains: PD.LODI.GOV and LODI.GOV; and WHEREAS, to fully utilize MUNIS functionality citywide, the two domains must be consolidated into a single domain; and WHEREAS, this agreement provides the professional services of Microsoft -certified professionals to perform the consolidation; and WHEREAS, staff recommends that the City Council authorize the City Manager to execute the Professional Services Agreement with CDW-G, Inc., for this project. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute a Professional Services Agreement for the domain consolidation project with CDW-G, Inc., on behalf of the City of Lodi. Dated: July 6, 2016 I hereby certify that Resolution No. 2016-116 was passed and adopted by the City Council of the City of Lodi in a regular meeting held July 6, 2016 by the following votes: AYES: COUNCIL MEMBERS — Johnson, Kuehne, Mounce, Nakanishi, and Mayor Chandler NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAIN: COUNCIL MEMBERS — None J NNIFER 9 . FE R I I -O City Clerk 2016-116