Loading...
HomeMy WebLinkAbout2022-02-22; City Council; Resolution 2022-045RESOLUTION NO. 2022-045 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING THE CITY MANAGER OR DESIGN EE TO EXECUTE AN AGREEMENT WITH CDW•G, LLC FOR $126,720 TO IMPLEMENT SERVICENOW'S SERVICE PORTAL SMARTFLEX PROGRAM AND TO EXECUTE POTENTIAL FUTURE AMENDMENTS TO THE AGREEMENT, PROVIDED THE COST OF THE AGREEMENT WITH ANY POTENTIAL FUTURE AMENDMENTS DOES NOT EXCEED $150,000 Exhibit 1 WHEREAS, the City of Carlsbad currently uses ServiceNow software for the city's client services desk; and WHEREAS, the City Council of the City of Carlsbad, California, has determined that the most effective way to manage the city's information technology assets and software is to expand the city's use of the Service Now software to include the Service Portal SmartFlex Program; and WHEREAS, CDW•G, LLC, provides the technical staffing that is needed to successfully implement the Service Portal SmartFlex Program within the ServiceNow software currently in use by the city; and WHEREAS, CDW•G, LLC, an authorized ServiceNow reseller, provides maintenance and licensing services for information technology infrastructure and computing devices under the National IPA Technology Solutions Agreement #2018011-01 contract; and WHEREAS, under Carlsbad Municipal Code 3.28.100 -Cooperative Purchasing, the Purchasing Officer has the authority to join with other public agencies for the purchase of goods or services when it is in the best interest of the city; and WHEREAS, the Purchasing Officer has reviewed the purchase and agrees the purchase is in the best interest of the city; and WHEREAS, the budget to procure the implementation services is available in the Strategic Digital Transformation Investment Program fiscal year 2021-22 Project Budget. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. That the agreement with CDW•G, LLC for $126,720 to implement ServiceNow's Service Portal SmartFlex Program (Attachment A) is approved and the City Manager or designee is authorized to execute the agreement and any potential future amendments, provided the cost of the agreement with any potential future amendments does not exceed $150,000. PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 22nd day of February 2022, by the following vote, to wit: AYES: NAYS: ABSENT: Hall, Blackburn, Bhat-Patel, Acosta, Norby. None. None. MATT HALL, Mayor DocuSign Envelope ID: 4BAEB547-AEBE-4342-887E-592EFFE2DC03 SUPPLEMENTAL TERMS & CONDITIONS to the NATIONAL IPA CONTRACT #2018011-01 Attachment A These Supplemental Terms and Conditions ("Agreement") to the National IPA Contract #2018011 -01, dated as of this.l ~day of fV/LM:,}._, 2022 is between CDW Government LLC, having its principal office and place of business at 230 N. Milwaukee Avenue, Vernon Hills, IL 60061, ("Contractor'') and CITY OF CARLSBAD, a municipal corporation ("City"). The City is undertaking certain activities related to acquiring Information Technology Products, Solutions and Services and the City desires to engage the Contractor to provide work in connection with such undertakings of the City. RECITALS A. City requires Products and professional services of a consulting services firm that is experienced in implementing ServiceNow's Service Portal SmartFlex Program services. B. Contractor has the necessary experience in providing professional services and advice related to implementing ServiceNow's Service Portal SmartFlex Program . C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. D. Contractor was awarded the National IPA Contract #2018011-01, signed and dated by the City of Mesa, Arizona ("NIPA Contract"), pursuant to a solicitation process (Exhibit "B"). The NIPA Contract has been in effect since March 1, 2018. Now, therefore, in consideration recitals and the mutual covenants contained herein, the City and Contractor agree as follows: Unless expressly amended and/or superseded, the terms and conditions of this Agreement shall include, and expressly incorporate herein, all the terms and conditions of NIPA Contract. For purposes of this Agreement, any and all references to the City of Mesa, AZ in the NIPA Contract shall also be a reference to and include the City of Carlsbad, CA. The parties agree that, to the extent the terms in this Agreement contradict or are in any way inconsistent with any term in the NIPA Contract, the terms in this Agreement shall prevail. The following terms of the NIPA Contract are hereby specifically modified solely for the purposes of this Agreement: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render those services that are defined in attached Exhibit "A" Statement of Work (the "Services"), which is incorporated by this reference in accordance with this Agreement's terms and conditions. To the extent any of the terms in the Exhibit A to this Agreement conflict, in whole or part, with the terms of this Agreement, the terms of Exhibit A shall prevail. 1 Feb.22,2022 Item #1 Page 6 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-B87E-592EFFE2DC03 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise . 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year period or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 6. SUBCONTRACTING All Services performed under this Agreement will be performed by Contractor. Services may be subcontracted to Contractor's authorized subcontractors who have been identified to Customer and approved by Customer in advance, such approval not to be unreasonably withheld. Notwithstanding any delegation of Services, Contractor will remain primarily responsible for the performance of the Services. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 7. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services at the sole cost of the City. · 2 Feb.22,2022 Item #1 Page 7 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-B87E-592EFFE2DC03 8. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including reasonable attorney's fees arising out of the performance of the work described herein caused by any negligence errors, acts, mistakes or omissions by Contractor or any subcontractor, or willful misconduct of the Contractor or any subcontractor. However, notwithstanding the prior sentence, any claim shall not be an indemnified claim if such claim or damage was caused in whole by the actions of the City, its employees, agents, contractors or representatives. Under no circumstances shall either party be liable to the other for any indirect, special or consequential damages (including , but not limited to, loss of profits, interest, earnings or use) whether arising in contract, tort or otherwise. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement 9. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City Name Title Doug Kappel Applications Manager Department _IT _______ _ City of Carlsbad Address 6135 Faraday Ave. Carlsbad, CA 92008 Phone No. 760.602.2791 For Contractor Name General Counsel Title General Counsel Address 230 N. Milwaukee Avenue Vernon Hills, IL 60061 Phone No. ----------- Email CDWG-PremiumPages@cdw.com, Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 10. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes DNo l::8J 11. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. 3 Feb.22,2022 Item #1 Page 8 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-B87E-592EFFE2DC03 Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 12. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 13. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure , this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 14. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 15. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 16. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 4 Feb.22,2022 Item #1 Page 9 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-B87E-592EFFE2DC03 17. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest qu~rterly listings report. • Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. • Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this projecUlocation or the general aggregate limit shall be twice the required occurrence limit. Limits may be satisfied with a combination of primary and Umbrella/Excess insurance. • Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. Limits may be satisfied with a combination of primary and Umbrella/Excess insurance. • Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. • Professional Errors and Omissions Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of three years following the date of completion of the work. • Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: • The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. • Contractor will obtain occurrence coverage, excluding Professional Errors and Omissions Liability, which will be written as claims-made coverage. 5 Feb.22,2022 Item #1 Page 10 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-887E-592EFFE2DC03 • This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without prior written notice to City in accordance with policy provisions and sent by mail pursuant to the Notice provisions of this Agreement. Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 18. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the .term of the Agreement, as may be amended from time-to-time. 19. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. Ill Ill Ill II/. Ill Ill Ill Ill Ill Ill Ill Feb.22,2022 6 Item #1 Page 11 of 22 DocuSign Envelope ID: 4BAEB547-AEBE-4342-B87E-592EFFE2DC03 20. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement IN WITNESS HEREOF, THE PARTIES HERETO HAVE CAUSED THIS SUPPLEMENT TO THE NIPA CONTRACT TO BE EXECUTED AND INSTITUTED ON THE DATE FIRST ABOVE WRITTEN. SIGNATURES In acknowledgement that the parties below have read and understood this Agreement and agree to be bound by it, each party has caused this Agreement to be signed by its respective authorized representative. CDW GOVERNMENT LLC By: til\\ dl,\,l()M Name:Tim Ancona Title: VP serviceNow solutions Date: 2;s;2022 Mailing Address: 230 N. Milwaukee Ave. Vernon Hills, IL 60061 □ The following PSM has given approval: Chris San Nicolas APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: UIA)it-k.. ~IA, Assistant City Attorney Feb.22,2022 7 Cit City Manager Date: :z._~ Mailing Address: Street: 1635 Faraday Avenue City/ST/ZIP: Carlsbad, CA 92008 Billing Contact (If different than above): Street: ------------- City/ST/ZIP:---------- ATTEST: Item #1 Page 12 of 22 EXHIBIT "A" STATEMENT OF WORK Project Name: Service Portal SmartFlex Implementation Services Seller Representative: Customer Name: City of Carlsbad (CA) Rich Adams CDW Government LLC + 1 (847) 465-6000 CDW Affiliate: richada@cdw.com Solution Architect: Date: February 4, 2021 Lauren Woodruff Drafted By Summer Pace Specialty Resource Tyler Miller This statement of work ("Statement of Work" or "SOW") is made and entered into on the last date that this SOW is fully executed as set forth below ("SOW Effective Date") by and between the undersigned, CDWGovemment LLC ("Provider," and "Seller,") and City of Carlsbad (CA) ("Customer," and "Client,"). This SOW shall be governed by that certain City of Mesa Agreement Number 2018011 Information Technology Solutions & Services between CDWGovemment LLC and City of Mesa, Arizona, administered by National IPA, effective March 1, 2018 (the "NIPA Contract"), as modified by the Supplemental Terms & Conditions between the Provider and Customer (the "Agreement") to which this SOW is an exhibit. Ifthere is a conflict between the NIP A Contract, this SOW and the Agreement, then the order of precedence for resolving the conflict will be the SOW, the Agreement, and the NIP A Contract. PROJECT SCOPE SMARTFLEX PROGRAM The SmartFlex Program is designed to provide a flexible option for maintenance and enhancements fo an organization's ServiceNow solution. The program provides access to the expertise of ServiceNow consultants through a flexible ServiceNow implementation program focused on continuous management of a backlog and iteratively planned releases. The SmartFlex Program includes: • Continuous management of SmartFlex program and backlog. • Releases & resources planned alongside yourteams. • Flexibility to plan and utilize breadth of ServiceNow practice resources at varied times within program duration. • Implementation consultants dedicated to program and releases allowing for planned and reportable results. • Regularly scheduled and ad hoc contractreporting. • No increase to defined rates for length ofSOW. Within the SmartF!ex Program, Provider consultants break down ServiceNow maintenance & enhancement into iteratively planned 'Releases', which are time-boxed scopes of work including an estimated hourly Provider resource plan compared to the total Services Fees budget of this SOW. Provider SmartFlex Program services are to be provided for a period of twelve (12) months, defined as forty-eight (48 weeks), following an initial program kickoff meeting with Provider Program Manager. During this period, a minimum of five (5) resource hours from the 'Principal' Resources section defined within this SOW are to be utilized each week. Utilization of SmartFlex Program services is to expire three (3) months, defined as twelve (12) weeks, following the defined period of service or at the point the total Services Fees budget of this SOW is utilized, whichever condition is achieved first. Provider Responsibilities include: Proprietary and Confidential sow 45003 Feb.22,2022 Page I CDW Government LLC Item #1 Page 13 of 22 EXHIBIT "A" 1. Plan and review Releases with Customer Project Manager and key stakeholders. 2. Collect and review new backlog items, and if needed, schedule session(s) with appropriate Customer & Provider resources to gather additionalinformation. 3. Coordinate Provider resource execution of work planned within Releases. 4. Coordinate Provider resource planning and execution of continuous work outside of Releases, such as Release planning or maintenance support. 5. Notify Customer stakeholders when requested work within or outside of Releases is completed. 6. Report on status of the SmartFlex Program in addition to actual Provider resource time & cost utilized. 7. Work with Customer 'Project Manager' to plan utilization of budgeted Provider resources within Program duration. Customer Responsibilities include: 1. Designate a Customer 'Project Manager' as a single point of contact for Provider Program Manager and resources. 2. Provide access to systems and key stakeholders needed for Provider resources. 3. Review and approve program Releases and estimates with Provider Program Manager and key stakeholders. 4. Approve Provider resource planning for execution of continuous work outside of Releases, such as Release planning or maintenance support. 5. Prioritize and approve new backlog items with Provider ProgramManager. 6. Coordinate Customer testing and approval of Release functionality for promotion to production environment. 7. Provide desired governance for scheduling and promoting Release functionality to production environment. 8. Work with Provider Program Manager to plan utilization of budgeted Provider resources within Program duration. The following Provider resources are available to be planned and utilized within the total Services Fees of this SOW, at the hourly rates defined: 'PRINCIPAL' RESOURCES Hourly Rate: $240.00 per hour Planned Budget Compared to Services Fees: $57,600.00 Program Manager/Engagement Manager(s): • Set up and lead program introduction, kickoff, and status meetings. • Coordinates all Provider resources to ensure successful program delivery. • Serve as primary point-of-contact for project status and escalations. • Work with Provider Solution Architect and Customer stakeholders to review development backlog and plan Releases. • Manages program schedule, resolving blockers, and mitigating risks to ensure successful program delivery. Solution Architect(s ): • Make recommendations related to system administration and system management best practices. • Work with Provider Program Manager and Customer stakeholders to review development backlog and plan Releases. • Lead and coordinate development activity within planned Releases. • Manage technical go-live and knowledge transfer activities with Customer ServiceNow system administrator(s ). Business Process Consultant(s ): • Partner with Provider Solution Architect to recommend technical solutions that support process best practice. • Share real-world experience to help clients work through process challenges and pain points. • Provide guidance and recommendations that leave clients a runway for additional growth and improvements. • Prepare and deliver training planned withinReleases. Proprietary and Confidential sow 45003 Feb.22,2022 Page2 CDW Government LLC Item #1 Page 14 of 22 'OPERATIONAL' RESOURCES Hourly Rate: $192.00 per hour EXHIBIT "A" Planned Budget Compared to Services Fees: $69,120.00 Developer( s ): • Work within Releases to develop planned functionality. • Document developed solutionartifacts. • Escalate any risks related to solution or solution development to Provider Solution Architect for mitigation and to ensure successful delivery. Technical Consultant(s): • Performs Seller SNS Developer role in cases where tactical engagement with Customer stakeholders is needed. • Responsibilities vary based on documented enhancements and Customer priorities. Business Analyst(s): • Partner with Provider Principal resources and Customer stakeholders to translate business requirements into solutions, review development backlog, and plan Releases. • Work with Customer stakeholders to build process documentation and platform content. • Participate in configuration show-back to help align process and technology throughout the development stage. Quality Analyst(s): • Execute tests against functionality acceptance criteria to ensure solutions meet Customer requirements. • Escalate any risks related to solution or solution development to Provider Solution Architect for mitigation and to ensure successful projectdelivery. KNOWN INITIAL GOALS Known initial goals are understood to be an initial activity and skillset focus, but do not represent discrete Items/Services Provided nor a limit of scope for the SmartF!ex Program. Initial activity and Release planning will focus on these known initial goals: • Service Catalog Taxonomy o Service Catalog Taxonomy and Design Workshop o Enhancement of Service Catalog Structure o Define a structure that is easy for end-users to navigate o Use ServiceNow capabilities like order guides to simplify multiple item needs like (New Employee's, New Computers, etc.) • Service Portal Basiclmplementation o Portal design using Out of Box (OOB)templates o Work with City Marketing department for Branding (Colors /Logo) o Key portal Activities: o Portal Search o Service Catalog o Incident Submission o Knowledge lookup o Existing Ticket Lookup o My Assets • Service Catalog Remediation andEnablement o Based on results from the Service Catalog Taxonomy Workshop, work with client to reclassify existing service catalog making changes, additions, and deletions where needed. o Knowledge Transfer on catalog buildout methods based on ServiceNow best practices • Go-Live Marketing Video o Build excitement for your new implementation or updates to ServiceNow. o TV Commercial-style: Short and sweet, but informative. Your video will be easy for employees to watch and share. Proprietary and Confidential sow 45003 Feb.22,2022 Page 3 Item #1 CDW Government LLC Page 15 of 22 EXHIBIT "A" o Professional Script-Writing: We'll take the messaging that's important to you and write that into a 1.5 -3- minute script. Narration voiceincluded. o Drives Adoption: With key features of your new platform highlighted, this video helps increase awareness, secure buy-in, and drive better organization-wide adoption rates. ASSUMPTIONS 1. Expertise and time are considered services delivered. 2. Program and development artifacts will be managed within Provider project portal unless mutually agreed otherwise by both parties. 3. No more than twenty (20) percent of the total Services Fees budget of this SOW is to planned to be utilized in within a single four ( 4) week period. 4. Services are to be available Monday-Friday 8:00am to 5:00pm in the time zone local to a primary Customer- Designated Location ( excluding national holidays). 5. Provider resources with expertise outside of the following ServiceNow platform areas may have additional lead time to be planned within Releases and will be planned on a timeline mutually agreed to by both parties at the time of request. a Core ServiceNow Platform/ App Engine b. IT Service Management c. Customer Service Management d IT Operations Management CUSTOMER RESPONSIBILITIES -GENERAL 1. Customer will provide access to the ServiceNow instances necessary to configure and develop Provider prescribed solutions 2. Customer is responsible for providing all access that is reasonably necessary to assist and accommodate Provider's performance of the Services. 3. Customer will provide in advance and in writing, and Provider will follow, all applicable Customer's facility's safety and security rules and procedures. 4. Customer is responsible for security at all Customer-Designated Locations; Provider is not responsible for lost or stolen equipment, other than solely as a result of Provider's gross negligence and willful misconduct. 5. Customer is responsible for testing prior to production deployment. 6. Customer is responsible for end user training, unless otherwise noted. GENERAL RESPONSIBILITIES AND ASSUMPTIONS • Customer is responsible for providing all access that is reasonably necessary to assist and accommodate Seller's performance of the Services. • Customer will provide in advance and in writing, and Seller will follow, all applicable Customer's facility's safety and security rules and procedures. • Customer is responsible for security at all Customer-Designated Locations; Seller is not responsible for lost or stolen equipment, other than solely as a result of Seller's gross negligence and willful misconduct. • This SOW can be terminated by either party without cause upon at least fourteen (14) days' advance written notice. CONTACT PERSONS 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. 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 Proprietary and Confidential sow 45003 Feb.22,2022 Page4 Item #1 CDW Government LLC Page 16 of 22 EXHIBIT "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, provided the changes do not results in an increase in the Total Fees to paid or a decrease in the Services to be performed under this SOW . CHANGE MANAGEMENT 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"). Services not specified in this SOW are considered out of scope and will be addressed with a separate SOW or 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. 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. The following scheduling scenarios that trigger delays and durations to extend beyond what's been planned may require a change order: • Site preparation, such as power, cabling, physical access, system access, hardware/software issues, etc. must be completed in a timely manner. • Project tasks delegated to customer PMs/Engineers/Techs/Management/Resources must be completed in a timely manner. For example, in the event a project's prioritization is demoted, and customer resources are reallocated causing the project's schedule to extend on account of experiencing interruptions to its momentum requiring complete stop(s) and start(s). • 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. 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"). Seller will invoice for Total Fees. Customer will pay invoices containing amounts authorized by this SOW in accordance with the terms of the Agreement. Unless otherwise specified, taxes will be invoiced but are not included in any numbers or calculations provided herein. Any objections to an invoice must be communicated to the Seller Contact Person within fifteen (15) days after receipt of the invoice. SERVICES FEES Services Fees hereunder are FIXED FEES, meaning that the amount invoiced for the Services will be $126,720.00. The invoiced amount of Services Fees will equal the amount offees applicable to each completed project milestone (see Table below). Proprietary and Confidential sow 45003 Feb.22,2022 Page 5 Item #1 CDW Government LLC Page 17 of 22 EXHIBIT "A" Table -Services Fees Milestone I Percentage I Fee SOW Signature 8.33% $10,560.00 Four (4) weeks after program kickoff meeting 8.33% $10,560.00 Eight (8) weeks after program kickoff meeting 8.33% $10,560.00 Twelve (12) weeks after program kickoff meeting 8.33% $10,560.00 Sixteen (16) weeks after program kickoff meeting 8.33% $10,560.00 Twenty (20) weeks after program kickoff meeting 8.33% $10,560.00 Twenty-four (24) weeks after program kickoff meeting 8.33% $10,560.00 Twenty -eight (28) weeks after program kickoff meeting 8.33% $10,560.00 Thirty-two (32) weeks after program kickoff meeting 8.33% $10,560.00 Thirty-six (36) weeks after program kickoff meeting 8.33% $10,560.00 Forty (40) weeks after program kickoff meeting 8.33% $10,560.00 Forty-four (44) weeks after program kickoff meeting 8.33% $10,560.00 Totals 100% $126,720.00 EXPENSES All services under this SOW will be performed remotely; therefore, neither travel time nor direct expenses will be billed for this project. TRAVEL NOTICE The parties agree that there will be no travel required for this project. CUSTOMER-DESIGNATED LOCATIONS Seller will provide Services benefiting the locations specified on the attached Exhibit ("Customer-Designated Locations"). Proprietary and Confidential sow 45003 Feb.22,2022 Page 6 Item #1 CDW Government LLC Page 18 of 22 ij;'im.PEOPLE ~WHO --GETIT' A WINNING PARTNERSHIP IN STRATEGIC SOURCING We are pleased to announce that CDW-G has been awarded a special contract with National IPA, for the sale of Information Technology Solutions and Services, under Agreement 2018011-01. Contract 2018011-01 is now available for National IPA Participants to utilize for all of your technology needs. STRONG PARTNERSHIP, STRONG SOLUTIONS CDWG and National IPA have worked collaboratively to help you successfully convert to the new program. If you have any questions about the transition or process, please contact your CDW-G account manager for additional assistance. We look forward to serving you under our new agreement with National IPA. Exhibit "B" HERE ARE THE BENEFITS OF THE CONTRACT: + Term: 3/1/2018 to 2/28/2023 with two, one-year renewals. + · Competitive pricing across CDW G's entire portfolio of products and solutions. + Access to a multitude of services and custom configurations, including equipment staging. + Pricing on products made by the following partners: li.1•SchnelderElecoic HMM!J-1 c:::::J Authorized Reseller Hewlett Packard Enterprise ■■ Microsoft ■ Surface -I TRiPPfn'E vmware-w c::;.: MKT2952f~l?J91:~ip~©QQ 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 I 800.800.4239 Item #1 Page 19 of 22 Public I Contract .. _.,~,·A~ I. ~· : Contract# NIPA 2018D11 -IT Software, Hardware & Services -CDW Government Titl,:, IT Softwa..e, Hardware a Scrviees -COW Government End Cate F•b 27, 202l 11:00:00 PH MST Vendor CDW Govo,mm■ nt AGSJ-18, former1y(NJPA 130733) AG 38-16. NIPA 2018001 ha~ an lnltlal 5 Y;ioarTtirll with 2 • OneyocarRenewal Option& Attachments Origin,! Contr.1ct 2018011 co·;,'-G Agrfllment -CDWG Ex•-~~-r>df Feb.22,2022 Item #1 Page 20 of 22