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C2008-461 - 12/9/2008 - Approved
SIGMA Solutions, Incorporated STATEMENT OF WORK eerel 66 e e Q SOW# CoCG11252008 -RB PaTosed by. SIGMASolutons, Inc. 422 E. Ramsey SanAntnio, TX 78382 Phone: 210-348 -9876 Fax 210348 -9124 Prepared fcr. ,John Spiess City of Ccqous Christi 1201 Leopard Street Corpus Christi TX 78401 Phone: 361-826-3750 ©2008 Sigma Solutions, Inc. 2008 -461 12/09/08 M2008 -319 Sigma Solutions SIGMA Table of Contents I. EXECUTIVE SUMMARY 5 1.1. BUSINESS GOALS' 5 I.Z. PROJECT/FECHNICAL GOALS: 5 1.3. THE VALUE OF SIGMA: 5 2. ASSIGNMENTS AND ASSUMPTIONS 6 2.1. CUSTOMER STAKEHOLDERS' 6 2.2. ASSUMPTIONS' 6 2.2,1. Project Assumptions' 6 2.2.2. Standard Software Assumptions' 6 2.2,3. Standard Personnel Assumptions' 7 2.2.4. Engagement Prerequisites 7 3. STATEMENT OF WORK 8 3.1. APPROACH: 8 3.2. TASKS' 8 3.2.1. STK L180 Tape Library Upgrade . . . 8 3.2.2. Vmware Virtualization Services 8 3.2.3. EMC Connectrix Brocade 220 Installation 8 3.2.4. EMC DL4206 Virtual Tape Library Implementation 9 3.2.5. EMC NetworkerImplementation 9 3.2.6. EMC Avamar Implementation 11 3.3. ASSUMPTIONS 12 3.3.1. General Assumptions /2 3.3.2. SAN and Backup Setup assumptions' 12 3.3.3. Avamar Assumptions' 12 3.3.4. Networker Assumptions: 12 3.4. FINAL DELIVERABLES AND PROJECT DOCUMENTATION' 12 3.5. SCHEDULE' 12 3.6. CRITERIA FOR SUCCESS' 13 4. TERMS AND CONDITIONS 13 4.1. WARRANTY: 13 4.2. PAYMENTS: 13 4.3. CHANGE CONTROL' 13 4.4. CHANGES: 13 4.5. No SOLICITATION: 14 4.6. WRITTEN COMMUNICATIONS: 14 4.7. GOVERNING LAW: 14 4.8. EXTENT OF AGREEMENT 14 4.9. CONFIDENTIAL INFORMATION: 14 4.10. INDEPENDENTCONTRAEFOR: 15 4.11. LIABILITY' 15 5, MISCELLANEOUS PROVISIONS 15 5.1. TAX EXEMPT 15 5.2. NEW EQUIPMENT 15 5.3. RISK OF LOSS 15 5.4. DELIVERY COSTS 15 PAGE 1 SOW # CoCC-11262008 -RB 02008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 5.5. FORCE MAJEURE 16 5.6. NON - ASSIGNMENT 16 5.7. SINGLE POINT OF CONTACT 16 5.8. TRAVEL COSTS 16 5.9. NOTICES 16 5.10. AMENDMENTS 17 5.1 1 NON -WAIVER 17 5.12. INSURANCE 17 5,13. 'NOT TO EXCEED' PROVISION 17 6. COSTS 17 7. TERMS 18 8. AUTHORIZATION 18 PAGE 2 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA Document Control Preparation Action Name Date Created Roger Bodinghaus November 26, 2008 Release Version Date Released Change Notice Pages Affected Remarks 1.0 November 26, 2008 All Initial release 1.1 November 28, 2008 11 Revisions to section 4.2 Payments 1.1 November 28, 2008 7,8,9 Added reference to completed Test & Acceptance Plan 1.1 November 28, 2008 10 Changed estimated duration to eight (8) weeks. 1.1 December 1, 2008 11 Revised Criteria for Success to describe 30 days of backup testing 1.1 December 1, 2008 13 Revised Investment Costs section to reflect payment of balance terms 1.2 December 2, 2008 14 Added new section (Section 5) containing CUSTOMER provided "Miscellaneous Provisions" 1.2 December 2 2008 16 Removed sub - section referencing "Turnkey Solution" 1.2 December 2, 2008 12 Modified section 3.6 "Criteria for Success" to further describe acceptance criteria 1.2 December 2,2008 12 Section 4.1 'Warranty' - changed Sigma "offers" to Sigma "provides" 1.2 December 2, 2008 12 Section 4.2 "Payments" Modified to describe agreed milestone pricing and removal of reference to freight, insurance, and sales tax 1.2 December 2, 2008 12 Section 4.4 Changes" revised statement to indicate that all changes require prior written approval of both parties. 1.2 December 2, 2008 13 Section 4.6 "Written Communications" added verbiage "as indicated in Miscellaneous Provisions (Section 5)" 1.2 December 2, 2008 13 Section 4.7 "Governing LaW' added verbiage "This SOW is governed by Texas IaW' 1.2 December 2, 2008 13 Section 4.9 "Confidential Information" added verbiage "or as - required - by-0ourtorder-or_other Texas lave 12 December 2, 2008 14 Section 6 - renamed to "COSTS" 1.2 December 2, 2008 14 Section 6 "Costs " - revised wording to better describe cost of services 1.2 December 2, 2008 14 Section 6 "Costs" added Table 1 for Milestone invoicing 1.2 December 2, 2008 16 Section 5.8 "Travel Costs" revised wording to reflect invoicing. PAGE 3 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 1.3 December 2, 2008 Title 17 Added Section 5.1.3 "Not to Exceed" Provisions per CUSTOMER provided verbiage. Distribution List Name Organization Title John Spiess City of Corpus Christi Manager of IT Roger Borlinghaus SIGMA Solutions Sr. Project Manager Eric Kronenthal SIGMA Solutions VP — Professional Services Ed Loveless SIGMA Solutions Sr. Account Executive PAGE 4 SOW # CoCC-11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 1. Executive Summary 1.1. Business Goals: The CITY OF CORPUS CHRISTI (henceforth referred to as "CoCC" or "CUSTOMER ") is committed to their goal to become a national leader of excellence in Public Service. To better serve the community, CoCC utilizes advanced technology and automated devices to maintain quality service to their ever- growing population base. CoCC recognizes the need to ensure the on -going availability and operation of its critical business applications and processes, particularly in the event of an emergency or disaster. 1.2. Project/Technical Goals: CoCC wishes to engage SIGMA Solutions, Inc. (henceforth referred to as "SIGMA ") to provide for the installation and configuration of a new Backup and Virtualization solution comprised of the following products and services; Upgrade to existing STK Tape Library Vmware Server Virtualization Services • Install and configure (1) EDL4206 with 73 TB useable • Install and configure Networker for EDL, Avamar, Oracle database, SQL Server, Informix, HP -UX, Linux, NetWare, and tape • Install and configure HomeBase • Install and configure (2) Avamar devices each with (1) 2TB nodes with bi- directional replication • Install (2) Brocade 220s to support extra connectivity for the EDL4206 and Networker Sigma will coordinate the assignment and scheduling of the appropriate resources to ensure the successful installation, configuration, and integration of these products into the overall solution. 1.3. The Value of SIGMA: The value propositions of using SIGMA in support of this project are: Proven project methodology that delivers consistent results. SIGMA subject matter experts utilize best practices and proven methodologies. Using our subject matter experts to expedite the project. Rapid project completion minimizes disruption and allows organizations to realize cost savings quickly. SIGMA Solutions, Inc. is committed to understanding our clients' core business challenges and to developing solutions and strategies that help position them for success. Our professionals deliver business value to clients through collaboration on the introduction of new and innovative technology solutions PAGE 5 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 2. Assignments and Assumptions 2.1. CUSTOMER Stakeholders: The following table documents the CUSTOMER personnel influencing or affected by the performance and results of this project. It lists the responsibilities of each party so that SIGMA will have a known contact throughout the project if questions or issues should come up. Name Role Responsibilities Contact Information John Spiess Business relation Budget approval, Schedule approval, CUSTOMER resource provider (361) 826 -3750 johns @cctexas.com TBD Technical relation Technical requirements, Configuration approval, Schedule coordination Various - TBD End User Configuration approval, Technical requirements TBD Project Management Coordination of CUSTOMER resources and schedule with SIGMA 2.2. Assumptions: This SOW is based on the following assumptions. If any of these assumptions prove to be incorrect then scope, schedule and cost are subject to change. 2.2.1. Project Assumptions: The ultimate success of this project is highly influenced by Executive and Management support, as well as User participation in all areas of the implementation. CUSTOMER is responsible for ensuring the ready access and participation of key business owners and /or management throughout the course of this project. 2.2.2. Standard Software Assumptions: Software specifications (if applicable) are not included in this SOW. Unless specifically addressed in this SOW, it is assumed that all software required to complete the Services will be on location prior to the -start of-Serviees. SIGMA may -at its discretion, provide any additional- software-not already in use. The SIGMA representative will have access to all software required to perform the Services specified in this SOW. Pursuant to software required for the completion of Services, it is assumed that all original product documentation will be available prior to the start of Services. PAGE 6 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 2.2.3. Standard Personnel Assumptions: For security and safety considerations, a CUSTOMER appointed representative will be available whenever a SIGMA representative is working on site. CUSTOMER and SIGMA will work out a mutually acceptable schedule to perform the work. Any personnel designated for skills transfer will be available on the schedule agreed upon between CUSTOMER and SIGMA during the engagement. The Services shall be performed in a skilled and workmanlike manner. SIGMA shall assign only those employees or subcontractors who have the requisite experience, knowledge, training, and capability to provide the Services hereunder. If at any time CUSTOMER determines that an assigned individual can no longer contribute toward the successful completion of the Services, CUSTOMER may request SIGMA to immediately dismiss the individual from performing the Services and to supply a replacement with equal or better credentials within a reasonable time period. At all times while on CUSTOMER premises, SIGMA and its personnel shall observe CUSTOMER's rules and regulations with respect to conduct, health and safety and protection of persons and property. 2.2.4. Engagement Prerequisites Following are the prerequisites that must be performed by CUSTOMER to allow SIGMA to successfully begin this engagement. SIGMA is provided with a completed and signed copy of this SOW from CUSTOMER. A valid purchase order ("PO ") if CUSTOMER customarily uses PO's. PAGE 7 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 3. Statement of Work 3.1. Approach: SIGMA will provide a qualified Project Management resource with expertise to provide for the Coordination of SIGMA and CUSTOMER schedules to ensure a successful implementation. The individual tasks associated with each phase are described in Section 3.2 "Tasks" below. 3.2. Tasks: The following tasks will be performed: 3.2.1. STK L180 Tape Library Upgrade Experienced SIGMA services personnel or authorized agents work closely with CUSTOMER staff to perform the upgrade to CUSTOMER'S existing STK L180 Tape Library. During this phase, SIGMA will: Upgrade five (5) existing LTO -1 tape drives to LTO -4 drives. Convert the current STK L180 FC Control Interface from 1 GB to 2GB Connect CUSTOMERS existing Tivoli server to an IBM 2 -LTO1 drive, 36 -slot library to be used as needed to recover un- expired files from LTO1 media 3.2.2. Vmware Virtualization Services Implement up to three (3) Vmware ESX servers Implement Vmware VMotion Migrate up to twenty (20) MicrosoftTM Windows and eleven (11) Linux servers to Virtual servers 3.2.3. EMC Connectiix Brocade 220 Installation Experienced SIGMA services personnel or authorized agents work closely with CUSTOMER staff to perform the implementation of two (2) EMC Brocade 220 Switches. During this phase, SIGMA will: • Plan and design the Brocade 220 installations • Implement two Brocade 220s. • Provide a Functional Overview of the work performed • Provide completed Design Documents PAGE 8 SOW # CoCC-11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 3.2.4. EMC DL4206 Virtual Tape Library Implementation Experienced SIGMA services personnel or authorized agents will work closely with CUSTOMER staff to perform the EMC DL4206 implementation. During this phase, SIGMA will: • Meet with the Customer to ensure that the environment and operational implementation requirements (hardware, software, and infrastructure) are met, and provide the Customer with a list of required or beneficial updates. • Plan and schedule the engagement's installation and configuration tasks. • Perform the EMC Implementation for Disk Library/DL4000 Series implementation within the Customer's environment. • Install required EMC Implementation for Disk Library/DL4000 Series installation resources as defined in this SOW. • One EMC disk library (EDL) system. • One SAN client. (backup server or one storage node /media server) • One virtual tape library created per EDL, configured with the required virtual tape drives and slots. • Assist with configuring: • (1) AS400 backup library to back up to the new EDL4206 • Verify the installation and configuration results. • Review the acceptance requirements with Customer - assigned resource(s). • Provide the completed Test and Acceptance Plan. • Provide the applicable documentation to the Customer. • Conduct a basic product Functional Overview of the implemented EDL and its features. 3.2.5. EMC Networker Implementation Experienced SIGMA services personnel or authorized agents will work closely with CUSTOMER staff to perform the EMC Networker implementation. During this phase, SIGMA will coordinate the implementation of the following Networker components: • NetWorker Servers: 1 • NetWorker Clients: up to 10 • NetWorker AutoChanger enabled: 3 • NetWorker Virtual Tape Libraries: 1 • NetWorker Drive Sharing of Tape Devices: 5 • NetWorker Clients for Windows: 10 • NetWorker Clients for Oracle: 1 • NetWorker Clients for Informix: 1 • NetWorker Client Connections for Netware: 6 Netware (5 Node Cluster + 1 single) PAGE 9 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 - SIGMA As part of this service, Sigma will: • Meet with the Customer to ensure that the environment and operational implementation requirements (hardware, software, and infrastructure) are met, and provides the Customer with a list of required or beneficial updates. • Plan and schedule the engagement's installation and configuration tasks. • Performs the EMC Implementation for Networker implementation within the Customer's environment. • Install, configure, implement, and test the EMC NetWorker software components within the Customer's existing storage environment. • Include the following EMC NetWorker components on the Windows, Linux, Netware, ESX and UNIX platforms: • EMC NetWorker server (one instance) • EMC NetWorker clients (non - clustered) up to 10 instances • Clients for: EDL, Avamar, Oracle database, SQL Server, Informix, NetWare, ESX and tape • EMC NetWorker autochanger module with up to four drives (unlimited slots) (one instance) • Configure up to 50 backup jobs and provide Q &A assistance while CUSTOMER implements and configures the remaining (up to 106, plus 2 ESX Servers) • Install HomeBase as part of the Networker configuration • Load and configure (1) HomeBase server • Load HomeBase clients — up to 50 • Sigma will provide Q &A assistance while CUSTOMER is performing all of their tasks to fully implement the Networker /Homebase backup environment until complete. • The customer will provide the necessary personnel to complete their assigned tasks during the project duration defined later in this SOW. • Verifies the installation and configuration results. • Review the acceptance requirements with Customer - assigned resource(s). • Provide the completed Test and Acceptance Plan. • Provide the completed Configuration Guide. • Conduct a basic product Functional Overview to familiarize the Customer with the implemented EMC NetWorker, demonstrating the normal operations as installed in the Customer's environment. PAGE 10 SOW # CoCC-11262008 -RB ©2008 Sigma Sdutions, Inc. Confidential 12/02/08 SIGMA 3.2.6. EMC Avamar Implementation Experienced SIGMA services personnel or authorized agents will work closely with CUSTOMER staff to perform the EMC Avamar implementation. During this phase, SIGMA will coordinate the implementation of the following Avamar components: • Avamar Units: 2 • Configured TB per unit: 2TB • Replication: Bi- directional As part of this service, Sigma will: • Meet with the Customer to ensure that the environment and operational implementation requirements (hardware, software, and infrastructure) are met, and provide the Customer with a list of required or beneficial updates. • Perform the Implementation for Avamar Data Store /Single Node Implementation within the Customer's environment as defined in this SOW. Components of the implementation include: • Install and configure two EMC Avamar Data Store Servers (single node). • Install, configure, and activate up to ten EMC Avamar Data Store Agents on any supported UNIX, Linux, or Windows platform for each Avamar unit. • Install and configure up to two (2) EMC Avamar Data Store plug -ins on any supported UNIX, Linux, or Windows platform for each Avamar unit. • Initialize EMC Avamar Data Store agent snapups, and configure appropriate replication policies (up to 10 GB of data) for each Avamar unit. • Perform testing and validation of the implemented EMC Avamar Data Store configurations. • Review the acceptance requirements with Customer - assigned resource(s). • Provide the completed Test and Acceptance Plan. • Conduct a basic product Functional Overview to familiarize the Customer with the implemented EMC Avamar, demonstrating the normal operations as installed in the Customer's environment. PAGE 11 SOW # CoCC-11262008 -RB ©2008 Sigma Solutions, Inc. Confidentlal 12/02/08 SIGMA 3.3. Assumptions 3.3.1. General Assumptions • Host OS /firmware levels meet the stated requirements in the EMC support matrix. • Project duration is not expected to exceed eight (8) weeks • Customer will sign off on proposed EDL design • CUSTOMER will make sure all necessary fibre runs and power are in place by the time SIGMA personnel arrive onsite to complete the installation. • All outages (if required) are authorized by CUSTOMER Change Control process prior to outage times. • All host and HBA hardware /software is identified under the EMC Support Matrix and CUSTOMER will upgrade any /all host(s) as necessary in order to meet with EMC Best Practices and Support Matrix prior to onsite work beginning. • CUSTOMER assumes all responsibility for network connectivity, network performance, and network configuration issues. 3.3.2. SAN and Backup Setup assumptions: • New Brocade 220s will be installed prior to other project activities • Power will be in place for both Brocade 220s, all servers required, EDL, and Avamar prior to project start • Customer will perform all cabling installation and all cabling is in place prior to hardware setup 3.3.3. Avamar Assumptions: • Remote access will be available to EMC personnel configuring Avamar as required 3.3.4. Networker Assumptions: • All client installation numbers are an "up to" amount • All servers requiring software installation or client installation will be ready prior to engagement start 3.4. Final Deliverables and Project Documentation: SIGMA will provide all documentation in electronic form, unless requested otherwise. 3.5. Schedule: Work will begin at a time that is mutually agreeable to both SIGMA and CUSTOMER. PAGE 12 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12!02108 SIGMA 3.6. Criteria for Success: Work will be considered to be complete when all the tasks in section 3.2 have been completed and Sigma has demonstrated thirty (30) days of successful, error -free backup operation (test and acceptance period) consisting of normal daily backups including one (1) full and 29 incremental backup operations and one additional stand -alone (on- demand by CUSTOMER) full backup. Should an error occur during a backup operation, the cause will be determined and action will be taken to correct the cause of the error. Sigma shall not be penalized for errors resulting from one or more of the following conditions; • User related error • Hardware related error on equipment not defined in this Statement of Work • Network related error • File exception or skipped files • Known software issues or "bugs" with unsupported configurations or operations If at any time during the thirty (30) day period, an error not attributed to one of the above conditions, upon the error being resolved the thirty (30) day test and acceptance period shall start anew. CUSTOMER will be asked to acknowledge acceptance by signing a Project Completion Form (PCF). 4. Terms and Conditions 4.1. Warranty: SIGMA provides a 90-day warranty on its services. The warranty period will begin at the time of final acceptance by CUSTOMER. The manufacturers of the hardware and software provide warranties on their products (if applicable). 4.2. Payments: Payment terms are Net 30 Days from the date of each milestone invoice. The final milestone invoice will not be issued until final acceptance is acknowledged as evidenced by CUSTOMER signing a Project Completion Form (PCF). 4.3. Change Control: When both parties agree to a change in this SOW, SIGMA will prepare a written description of the agreed change (the "Change Authorization "), which both parties must sign. The Change Authorization will describe the scope of the change, the rationale for the change, and specify any change to estimated-schedule, or other terms-The -terms of a mutually agreed upon Change Authorization will prevail over those of this SOW or any previous Change Authorization. 4.4. Changes: All changes to this Statement of Work shall require the prior written approval of both parties. 12/02/08 PAGE 13 SOW # CoCC-11262008 -RB ©2008 Sigma Solutions, Inc. Confidential SIGMA 4.5. No Solicitation: During the period covered by this SOW and for a period of one (1) year thereafter, neither CUSTOMER nor SIGMA shall, without the express written consent of the other party, individually or on behalf of any other person, firm, corporation or other entity, directly or indirectly, solicit or encourage any employee of SIGMA or CUSTOMER or any subsidiary of SIGMA or CUSTOMER to terminate his or her employment with SIGMA or CUSTOMER or such subsidiary. 4.6. Written Communications: For the purposes of this document, written communication shall be defined to include facsimile transmissions and electronic mail as indicated in Section 5 "Miscellaneous Provisions ". 4.7. Governing Law. This Statement of Work is govemed by Texas law. Any legal action or proceeding with respect to this agreement may be brought in the courts of the state of Texas or of the United States of America, and, by execution and delivery of this agreement, CUSTOMER hereby accepts for itself (to the extent permitted by law) in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. CUSTOMER hereby irrevocably waives any objection to the laying of venue or based on the grounds of forum non coveniens which it may now or hereafter have to the bringing of any such action or proceeding in such respective jurisdictions. This submission to jurisdiction is nonexclusive and does not preclude SIGMA from obtaining jurisdiction over CUSTOMER in any court otherwise having jurisdiction. 4.8. Extent of Agreement THIS AGREEMENT, INCLUDING ANY APPENDICES OR ATTACHMENTS, CONSTITUTES THE FINAL AND COMPLETE EXPRESSION OF ALL TERMS OF THE AGREEMENT BETWEEN THE PARTIES. IT SUPERSEDES ALL PROPOSALS, UNDERSTANDINGS, AND NEGOTIATIONS CONCERNING THE MATTERS THAT IT COVERS. ANY REPRESENTATIONS, ORAL STATEMENTS, OR WARRANTIES MADE BY EITHER PARTY THAT DIFFER IN ANY WAY FROM THE TERMS OF THIS AGREEMENT SHALL BE GIVEN NO FORCE OR EFFECT. NO ADDITIONS TO OR MODIFICATIONS OF ANY PROVISIONS OF THIS AGREEMENT SHALL BE BINDING UPON EITHER PARTY UNLESS MADE IN WRITING AND SIGNED BY A DULY AUTHORIZED REPRESENTATIVE OF THE PARTIES TO BE BOUND. 4.9. Confidential Information: Any information that SIGMA learns about CUSTOMER shall be considered as Confidential or proprietary ( "Confidential Information ") and shall be treated as such by SIGMA. Any Confidential Information provided by SIGMA to CUSTOMER that is designated by stamp, label or similar written method as confidential or proprietary shall be treated as such by CUSTOMER. Except as permitted in this paragraph, or as required by a Court order or other Texas law (such as the Texas Public Information Act) neither party shall use nor disclose the Confidential Information. SIGMA may use ('I 1STOMFR CnnfidenfiaLlnfnrmationsolely to_padorm consulting Services_forlhaheneffi9L CUSTOMER. Each party shall disclose Confidential Information of the other party only to those of it employees who need to know such information, and the recipient certifies that such employees have previously agreed, either as a condition of employment or in order to obtain the Confidential Information, to be bound by terms and conditions substantially similar to those terms and conditions applicable under this Agreement. Each party's obligation under this section shall be deemed accomplished so long as it provides the same safeguards and procedures that it customarily provides its own Confidential Information and proprietary information. SIGMA shall not communicate any PAGE 14 SOW # CoCC- 11262008 -RB ©2008 Sigma Solufions, Inc. Confidential 12/02/08 SIGMA information to CUSTOMER in violation of the proprietary rights of any third party. SIGMA shall immediately give notice to CUSTOMER of any unauthorized use or disclosure of its Confidential Information. SIGMA shall assist CUSTOMER in remedying any such unauthorized use or disclosure of its Confidential Information. 4.10. Independent Contractor. Personnel fumished by SIGMA to perform the Services shall under no circumstances be considered CUSTOMER employees or agents and shall be in an independent contractor relationship to CUSTOMER at all times. SIGMA and its personnel will not be entitled to any of the benefits that CUSTOMER may make available to its employees, including, but not limited to, group health or life insurance, profit sharing, stock option or retirement benefits. 4.11. Liability: CUSTOMER agrees that SIGMA Solutions shall not be liable, and hereby waives any and all claims which it or its agents or partners may have against SIGMA Solutions and its agents, for (1) any failure of software or hardware to function that is not related to SIGMA Solutions work effort, or (ii) any loss of, or damage to, CUSTOMER's records, data, software or other information that is not related to SIGMA Solutions work effort. SIGMA Solutions does not guarantee any certain level of performance or functionality. SIGMA Solutions work effort is defined and limited to the items detailed in this Statement of Work. SIGMA Solutions maximum liability for failure to deliver a successful solution will be the total value of its professional services associated with the Statement of Work. 5. Miscellaneous Provisions 5.1. Tax exempt To ensure that the City pays no amounts attributable either to state sales taxes, or any other taxes for which the City enjoys tax - exempt status, the City agrees to provide SIGMA with tax exemption certificates or other documents which are necessary to establish that taxes do not apply to this transaction between the City and SIGMA. 5.2. New equipment All equipment provided under this Contract will be new, not used nor refurbished, except with written permission by the City Director of Municipal Information Systems ( "MIS ") or designee. 5.3. Risk of less The risk of loss of any component, equipment, hardware, or software to be provided under this SOW shall pass to the City only at the time the particular item is delivered at Corpus Christi City Hall (or any other location designated by the City) to a representative of the Municipal Information Systems Department. This paragraph shall not be construed to prohibit SIGMA from insuring Solution components to the extent it deems appropriat 5.4. Delivery costs All costs of delivery and insurance for components or elements of the Solution shall be paid by SIGMA. PAGE 15 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 5.5. Force Majeure SIGMA shall not be held responsible for delay or default in performing its obligations under the Contract Documents because of fire, riot, acts of God, government rules or regulations, temporary shortages of parts or third -party provided software, unavailability of such third -party provided software, or any other similar causes beyond SIGMA's reasonable control which directly or indirectly delay or prevent SIGMA's timely performance. Dates or times by which SIGMA is required to render performance under the Contract Documents shall be postponed automatically to the extent SIGMA is delayed or prevented from meeting its obligations by such causes. SIGMA shall, however, make all reasonable efforts to remove or eliminate any cause of delay or default. SIGMA shall, upon cessation of the cause, diligently pursue performance of its obligations. 5.6. Non - assignment Neither the City nor SIGMA may assign or transfer any of its interests under the Contract Documents to any individual or other entity without the prior written consent of the other party. Such consent shall not be withheld unreasonably. 5.7. Single point of contact As part of its responsibilities, SIGMA agrees that SIGMA will serve as the City's resource for identifying and assessing problems and recommending solutions to those problems for as long as the City operates the backup and virtualization solution being provided under this SOW. 5.8. Travel costs Travel costs associated with this Statement of Work shall not exceed $ 2,500.00. Sigma will provide actual receipts and mileage logs associated with all travel expenses invoiced. 5.9. Notices Correspondence conceming or notices relating to the Contract Documents shall be directed to the City and SIGMA at the following addresses: 1. To the City: Director of Information Systems City of Corpus Christi P. O. Box 9277 Corpus Christi, Texas 78469 -9277 Via Fax Number: Via email to: 2. To SIGMA: Presides Sigma Solutions, Inc. 422 East Ramsey San Antonio, TX 78382 Via fax number: Via email to: PAGE 16 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA Notices shall be sent certified mail, postage prepaid, or via fax or email. Such notices shall be considered effective on the date they are received or on the date delivery of such items is first attempted whichever date is earlier. 5.10. Amendments The Contract may be modified only in writing. Any modifications shall be signed by the City Manager and an authorized representative of SIGMA. 5.11. Non - waiver No failure by a party to pursue remedies against the other party for a breach of the Contract shall prevent that party from pursuing such remedies in the event of other or subsequent breaches of the Contract. 5.12. Insurance SIGMA shall maintain insurance in the limits and amounts described in the attached exhibit. 5.13. 'Not to Exceed' Provision As indicated in pricing Exhibit (Sigma Quote #21673), the City and SIGMA have agreed on prices for project management, and all other services. The City and SIGMA agree that SIGMA shall provide all services required to complete performance under the Statement of Work at no additional cost to the City even if the number of hours necessary to complete performance of these services exceeds the number of hours utilized by SIGMA to calculate the costs listed in Exhibit (Sigma Quote #21673). 6. Costs The Fee for services to be rendered under this AGREEMENT is included with the purchase of the Tape Backup solution from SIGMA SOLUTIONS as described in CUSTOMER'S P.O.# Sigma shall invoice CUSTOMER in accordance with the milestones as described in Table 1 below. Upon CUSTOMER final acceptance, Sigma will invoice CUSTOMER for the balance of the total solution cost in the amount of $66,521.83. Table 1. Milestone / Event Schedule Milestone / Event Amount Due CUSTOMER receipt of equipment purchased $ 309,206.86 Services Implementation Tasks - Complete $284,549.31 CUSTOMER Final Acceptance $66,521.83 Total $ 660,278.00 PAGE 17 SOW # CoCC-11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 SIGMA 7. Terms CUSTOMER will be invoiced at the completion of each milestone as described in Table 1 "Milestone /Event Schedule. Payment terms are Net 30 Days from the date of each milestone invoice. 8. Authorization By signing below, both SIGMA Solutions, Inc. and the CUSTOMER agree to the terms and conditions of this SOW and give the SIGMA Solutions Management office the authority to execute the statement of work as written. SIGMA Solutions, Inc. Signature: Printed Name: Eric Kronenthal Title: V.P. Professional Services Date: AUTHORIZED SY COUNCIL 110,1 a$nn_ — . C�4 ~ SECRETARY The CITY OF CORPUS CHRISTI Printed Name: ASIA R.�.ScokxL Title: � 'Latter Date: I 24 10 (0g Approved as to form. 11434'8 Lisa Aguilar Assistant City Attorney For City Attorney ATTEST. CITY SECRETARY PAGE 18 SOW # CoCC- 11262008 -RB ©2008 Sigma Solutions, Inc. Confidential 12/02/08 • 54918 22SIGMASOL ACORDTM CERTIFICATE OF LIABILITY INSURANCE 11/24/ (MWDOPITYY) TYPE OF INSURANCE PRODUCER Wortham Insurance & Risk Mgt P.O. Box 795008 San Antonio, TX 78279 210 223 -9171 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Sigma Solutions, Inc. Data Seek Corp. 422 E. Ramsey San Antonio, TX 78216 INSURER A: Philadelphia Indemnity Insurance Co 18058 INSURER B: INSURER C: INSURER D: $ INSURER E: DAMAGE TO RENTED PREMISE SIR ENT rrencel COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADM NSRC TYPE OF INSURANCE POLICY NUMBER DATE IMM /DDTIVE DATE EFFECTIVE POLICY MWDDITION DATE (M EXPIRATION LIMITS GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISE SIR ENT rrencel $ CLAIMS MADE OCCUR MEDEXP(Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: POLICY n PECO I1 LOC PRODUCTS - COMP /OPAGG $ 7 AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ — BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ 7 OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE RETENTION $ $ $ $ SCOMPENSATIONAND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below WC STATU- OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A OTHER Professional PHSD325322 05/01/08 05/01/09 $5,000,000 Each Claim $5,000,000 Aggregate DESCRIPTION OF OPERATIONS /LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Clams made coverage form. Retroactive date: 05 -05 -04 for limit of $4,000,000. 04 -05 -07 of 000-0 00.- Deductible:-$25,000-per-claim_Llmits-include- claims -tor -limit -$5, _expense Clams made coverage form. Retroactive date: 05 -05-04 for limit of $4,000,000. 04-05-07 for limit of $5,000,000. Deductible: $25,000 (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION SEE BELOW & PAGE 2 City of Corpus Christi 1201 Leopard Corpus Christi, TX 78401 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO 50 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHOR REPRESENTATIVE la ,1,90.44.._. ACORD 25 (2001/08) 1 of 3 #568939/M38040 22KLW o ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. CANCELLATION NOTICE The CANCELLATION NOTICE on the CERTIFICATE OF INSURANCE is amended to include the following wording: The Insurance Companies may cancel the described policy(ies) by mailing or delivering ten (10) days written notice of cancellation to the Named Insured for: (1) Non Payment of premium or (2) any other circumstance permitted by state law or policy conditions. ADDITIONAL INSURED DISCLAIMER Coverage for Additional Insureds can vary significantly from policy to policy and thus Additional Insured status does not guarantee protection for all losses. Coverage is subject to actual policy terms and conditions. ACORD 25-S (2001108) 2 of 3 #S689391M38040 DESCRIPTIONS (Continued from Page '1) per claim. Limits include claims expense. AMS 25.3 (2001108) 3 of 3 #S689391M38040 Client#: 54918 ACORD. CERTIFICATE OF LIABILITY INSURANCE 04 /29 /0 D/TWO TYPE OF INSURANCE PRODUCER Wortham Insurance & Risk Mgt P.O. Box 795008 San Antonio, TX 78279 210 223 -9171 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Sigma Solutions, Inc. Data Seek Corp. 422 E. Ramsey San Antonio, TX 78216 INSURER A: Hartford Fire Insurance Company 19682 INSURER B: Hartford Casualty Insurance Co. 29424 INSURER C: Hartford Underwriters Insurance Comp 30104 INSURER D: $1,000,000 INSURER E: PREMISES (Ea rroncel COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IINSR LTR ADM NSRC TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DD/Yl'1 POLICY EXPIRATION DATE IMMND/YY) LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY 65UUNIY3593 05/01/08 05/01/09 EACH OCCURRENCE $1,000,000 X PREMISES (Ea rroncel $300 000 CLAIMS MADE X OCCUR MEDEXP(Any one person) $10,000 PERSONALS ADV INJURY E1 ,000,000 GENERAL AGGREGATE $2 000 000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OPAGG s2,000,000 nPOLICY n jERa n LOC A AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS 65UUNIY3593 05/01/08 05/01/09 COMBINED SINGLE LIMIT (Eaacddent) 51,000,000 X BODILY INJURY (Per person) $ _ X BODILY INJURY (Per accident) $ X PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC E AUTO ONLY: AGG $ B LIABILITY 65RHUIY1095 05/01/08 05/01/09 EACH OCCURRENCE $4 ,000,000 $4,000,000 �EXCESS/UMBRELLA ^ I OCCUR CLAIMS MADE AGGREGATE DEDUCTIBLE RETENTION $ 10,000 H $ X $ C WORKERS COMPENSATION AND EMPLOYERS LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below 65WENV3345 05/01/08 05/01/09 X WCSTATU- OTH- TORYDMITS ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT 51,000,000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS 1 VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS General Liability Blanket Additional insured per written contract (Form HG00010605) General Liability Waiver of subrogation per writtensontracL(FormCO24041093) Automobile Additional insured per written contract (Form CA04030604) Automobile Waiver of subrogation per written contract (Form HA99160706 (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of Corpus Christi 1201 Leopard Corpus Christi, TX 78401 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3n DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO 50 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001/08) 1 of 3 #M34745 22JAS O ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. CANCELLATION NOTICE The CANCELLATION NOTICE on the CERTIFICATE OF INSURANCE is amended to include the following additional wording: The Insurance Company may cancel the described policy(ies) by mailing or delivering ten (10) days written notice of cancellation to the Certificate Holder for: (1) Non Payment of premium or (2) any other circumstance permitted by state law or policy conditions. ACORD 25-S (2001/08) 2 of 3 #M34745 DESCRIPTIONS (Continued from Page 1) Workers Compensation Waiver of Subrogation (Form WC420304) Additional insured and wiavers on policies listed above per written contract. Project "Servers attached to SAN" AMS 25.3 (2001/08) 3 of 3 #M34745