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17-161.00 Right! Systems: Exchange Server Migration i7-HPI • AGREEMENT FOR SERVICES Right! Systems,Inc. THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and Right! Systems, Inc. hereinafter "Consultant,"jointly referred to as "Parties." IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1.Work to Be Performed. Consultant shall provide all labor,services,and material to satisfactorily complete the Scope of Services, attached as Exhibit A. A. Administration. The City Manager or designee shall administer and be the primary contact for Consultant. Prior to commencement of work,Consultant shall contact the City Manager or designee to review the Scope of Services, schedule, and date of completion. Upon notice from the City Manager or designee,Consultant shall commence work,perform the requested tasks in the Scope of Services, stop work, and promptly cure any failure in performance under this Agreement. B. Representations. City has relied upon the qualifications of Consultant in entering into this Agreement. By execution of this Agreement,Consultant represents it possesses the ability,skill,and resources necessary to perform the work and is familiar with all current laws,rules,and regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon personnel shall be made without the prior written consent of City. Consultant represents that the compensation as stated in paragraph 3 is adequate and sufficient for the timely provision of all professional services required to complete the Scope of Services under this Agreement. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City-furnished information. C.Standard of Care. Consultant shall exercise the degree of skill and diligence normally employed by professional consultants engaged in the same profession,and performing the same or similar services at the time such services are performed. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. Consultant will accept modifications when ordered in writing by the City Manager or designee, so long as the additional work is within the scope of Consultant's area of practice. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Consultant shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by City without additional compensation. 2. Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by City. Consultant shall complete its work by February 28,2018,-unless the time for performance is extended in writing by the Parties. Agreement for Services(without professional liability coverage) Page 1 of 18 Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days' prior notice and an opportunity to cure the breach. City may,in addition,terminate this Agreement for any reason by 10 days'written notice to Consultant. In the event of termination without breach,City shall pay Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3.Compensation. City agrees to pay Consultant$11,200,(which includes Washington State Sales Tax if any is applicable)as full compensation for everything done under this Agreement,as set forth in Exhibit B. City agrees to reimburse Consultant for travel and lodging not to exceed$2070. Consultant shall not perform any extra,further,or additional services for which it will request additional compensation from City without a prior written agreement for such services and payment therefore. 4. Payment. Consultant shall be paid monthly upon presentation of an invoice to City. Applications for payment shall be sent to the City Finance Department at the below-stated address. City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services, City standards, City Code,and federal or state standards. 5. Notice. Notices other than applications for payment shall be given in writing as follows: TO THE CITY: TO THE CONSULTANT: Name: Christine Bainbridge, City Clerk Name: Right! Systems Phone: (509)720-5000 Phone: 360-956-0414 Address: 10210 East Sprague Avenue Address:2600 Willamette Dr.NE, Suite C Spokane Valley,WA 99206 Lacey, WA 98516 6.Applicable Laws and Standards. The Parties,in the performance of this Agreement,agree to comply with all applicable federal,state,and local laws and regulations. Consultant warrants that its designs,construction documents,and services shall conform to all federal, state,and local statutes and regulations. 7. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary Covered Transactions. A.By executing this Agreement,the Consultant certifies to the best of its knowledge and belief that it and its principals: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; 2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local)transaction or contract under a public transaction;violation of federal or state antitrust statutes or commission of embezzlement,theft,forgery,bribery,falsification or destruction of records,making false statements,or receiving stolen property; 3. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph(A)(2)of this certification;and Agreement for Services(without professional liability coverage) Page 2 of 18 4. Have not within a three-year period preceding this application/proposal had one or more public transactions(federal,state,or local)terminated for cause or default. B. Where the prospective primary participant is unable to certify to any of the statements in this certification,such prospective participant shall attach an explanation to this Agreement. 8.Relationship of the Parties. It is understood and agreed that Consultant shall be an independent contractor and not the agent or employee of City,that City is interested in only the results to be achieved, and that the right to control the particular manner,method,and means in which the services are performed is solely within the discretion of Consultant. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Consultant. The Consultant shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 9. Ownership of Documents. All drawings,plans,specifications,and other related documents prepared by Consultant under this Agreement are and shall be the property of City, and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped, photographic, or visual documents prepared by Consultant under this Agreement shall, unless otherwise provided, be deemed the property of City. City shall be permitted to retain these documents, including reproducible camera-ready originals of reports,reproduction quality mylars of maps,and copies in the form of computer files, for the City's use. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part,any reports,data,drawings, images, or other material prepared under this Agreement,provided that Consultant shall have no liability for the use of Consultant's work product outside of the scope of its intended purpose. 10.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Consultant's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit,examine,make excerpts or transcripts from such records,and to make audits of all contracts,invoices,materials,payrolls,and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 11. Insurance. Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Consultant,its agents,representatives,employees,or subcontractors. A.Minimum Scope of Insurance. Consultant shall obtain insurance of the types described below: 1.Automobile liability insurance covering all owned,non-owned,hired,and leased vehicles. Coverage shall be written on Insurance Services Office(ISO)form CA 00 01 or a substitute form providing equivalent liability coverage. 2. Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises,operations, stop-gap independent contractors and personal injury,and advertising injury. City shall be named as an additional insured under Consultant's commercial general liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO CG 20 26. 3.Workers' compensation coverage as required by the industrial insurance laws of the State Agreement for Services(without professional liability coverage) Page 3 of 18 of Washington. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1.Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of no less than $1,000,000 per accident. 2.Commercial general liability insurance shall be written with limits no less than$1,000,000 for each occurrence, and$2,000,000 for general aggregate. C.Other Insurance Provisions. The policies are to contain,or be endorsed to contain,the following provisions for automobile liability and commercial general liability insurance: 1.Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance,self-insurance,or insurance pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2. Consultant shall fax or send electronically in.pdf format a copy of insurer's cancellation notice within two business days of receipt by Consultant. 3.If Consultant maintains higher insurance limits than the minimums shown above,City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Consultant,irrespective of whether such limits maintained by Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Consultant. 4. Failure on the part of Consultant to maintain the insurance as required shall constitute a material breach of the Agreement,upon which the City may,after giving at least five business days'notice to Consultant to correct the breach,immediately terminate the Agreement,or at its sole discretion, procure or renew such insurance and pay any and all premiums in connection therewith,with any sums so expended to be repaid to City on demand, or at the sole discretion of the City,offset against funds due Consultant from the City. D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Consultant shall furnish acceptable insurance certificates to the City Clerk at the time Consultant returns the signed Agreement,which shall be Exhibit C. The certificate shall specify all of the parties who are additional insureds,and shall include applicable policy endorsements,and the deduction or retention level.Insuring companies or entities are subject to City acceptance. If requested,complete copies of insurance policies shall be provided to City. Consultant shall be fmancially responsible for all pertinent deductibles, self-insured retentions, and/or self-insurance. 12.Indemnification and Hold Harmless. Consultant shall,at its sole expense,defend,indemnify,and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs,attorney's fees,costs of litigation,expenses,injuries,and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts, errors, or omissions in the services provided by Consultant, Agreement for Services(without professional liability coverage) Page 4 of 18 Consultant's agents, subcontractors, subconsultants, and employees to the fullest extent permitted by law, subject only to the limitations provided below. Consultant's duty to defend,indemnify,and hold City harmless shall not apply to liability for damages arising out of such services caused by or resulting from the sole negligence of City or City's agents or employees pursuant to RCW 4.24.115. Consultant's duty to defend,indemnify,and hold City harmless against liability for damages arising out of such services caused by the concurrent negligence of(a)City or City's agents or employees, and(b)Consultant, Consultant's agents, subcontractors, subconsultants and employees, shall apply only to the extent of the negligence of Consultant, Consultant's agents,subcontractors,subconsultants,and employees. Consultant's duty to defend,indemnify,and hold City harmless shall include,as to all claims,demands,losses, and liability to which it applies,City's personnel-related costs,reasonable attorneys'fees,the reasonable value of any services rendered by the office of the City Attorney, outside consultant costs, court costs, fees for collection,and all other claim-related expenses. Consultant specifically and expressly waives any immunity that may be granted it under the Washington State Industrial Insurance Act,Title 51 RCW. These indemnification obligations shall not be limited in any way by any limitation on the amount or type of damages,compensation,or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts. Provided, that Consultant's waiver of immunity under this provision extends only to claims against Consultant by City,and does not include,or extend to,any claims by Consultant's employees directly against Consultant. Consultant hereby certifies that this indemnification provision was mutually negotiated. 13. Waiver. No officer,employee, agent,or other individual acting on behalf of either Party has the power, right, or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 14. Assignment and Delegation. Neither Party may assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without prior written consent of the other Party. 15.Subcontracts. Except as otherwise provided herein,Consultant shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 16. Confidentiality. Consultant may,from time-to-time,receive information which is deemed by City to be confidential. Consultant shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 17. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between City and Consultant shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing,Consultant agrees that it may,at City's request,be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of,or Agreement for Services(without professional liability coverage) Page 5 of 18 that are related to Consultant's services under this Agreement. Consultant further agrees that the Arbitrator(s)' decision therein shall be final and binding on Consultant and that judgment may be entered upon it in any court having jurisdiction thereof. 18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees). 19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed,modified,or altered except in writing signed by the Parties hereto. 20. Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted, or granted a present or future gift, favor, service, or other thing of value from any person with an interest in this Agreement. 21.Business Registration. Prior to commencement of work under this Agreement,Consultant shall register with the City as a business if it has not already done so. 22.Severability. If any section,sentence,clause,or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity of any other section, sentence, clause, or phrase of this Agreement. 23. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B. Fee proposal C. Insurance Certificates The Parties have executed this Agreement this 30 day of November ,2011 CITY OF SPOKANE VALLEY Consultant: 4Ak CJtett --. 1z 20(7 � � y ll 4j Mark Calhoun,City Manager By:Danielle VerHey,PL'dject Manager Its: Authorized Representative hristine Bainbridge,City Clerk APP OVED AtS TO FORRM/: .,0 Office the City orney Agreement for Services(without professional liability coverage) Page 6 of 18 Exhibit A PROJECT SCOPE The following section defines the stages, activities, and deliverables associated with this project. STAGE 1 ACTIVITIES/ DELIVERABLES ACTIVITIES: READINESS • Onsite review of client systems to document existing ASSESSMENT, environment. DESIGN.&ONSITE • RSI will evaluate and review the current Exchange DISCOVERY environment. • RSI will review the proposed Exchange 2013 server/ VM infrastructure. • RSI will discuss with CSV messaging client use, and all devices / types that interact with Exchange today. • RSI will discuss and review the current Exchange 2007 design and work with the customer to achieve an Exchange 2013 design meeting budget, desire, and items considered from RSI consultants during this phase. • RSI will ensure the Exchange 2007 environment is adequate and meets pre-requisites to be upgraded to Exchange 2013. o NOTE: any issues which may prevent a successful upgrade will be brought to CSV for review. If extra time is required by RSI to remedy issues, a Change Order for specific extra tasks will be required. • RSI will discuss networking, load-balancing, DNS, SSL Certificate, and firewall requirements during this phase. • Provide client with understanding of Exchange 2013 capabilities and features in comparison to existing environment. • Identify potential challenges to migration and provide plan for resolution. • Complete design document(s) • Meetings and time with stakeholders to agree on final to be built and discuss specifics. • Provide overview of Design Document(s) 1.0. Agreement for Services(without professional liability coverage) Page 7 of 18 DELIVERABLES: • Completed Onsite Discovery • Issues Report provided • TA/PE versed with business specifics to produce Design • Design Document(s) 1.0 • Plan to begin implementation and subsequent phases STAGE 2 I ACTIVITIES / DELIVERABLES ACTIVITIES: EXCHANGE 2013 • Validate CSV installed Windows Server 2012 R2 INSTALLATION, server is optimally configure for Exchange roles. CONFIGURATION, • Install and Configure Exchange 2013 onto (1) Server. & INITIAL TESTING o NOTE: CSV is responsible for configuration of Routers, Switches, Firewalls, Load-Balancers, and related devices needed for Exchange 2013 to be deployed. • Work with CSV to purchase and install 3rd Party SSL certificate with appropriate URLs. • Setup "Legacy" namespace for Exchange 2007 externally and internally. Validate and select new namespace for Exchange 2013 and migration path. • Create a Microsoft Exchange 2013 Databases o Per the design outlined in phase 1 o Exchange mailbox Database layout will be designed and implemented. • Work with Customer to establish email limits / policies that conform to the current email system and / or that conform to company standards. • Review and implement SMTP services / "Connectors" based upon design phase. • Work with Firewall / Network administrators at CSV to publish Exchange services internally and externally, verify. o New public IP Address is to be assigned and NAT configured with Exchange 2013 CAS Server(s) • Work thru issues uncovered to ensure proper operation. DELIVERABLES: Agreement for Services(without professional liability coverage) Page 8 of 18 • Completed Exchange Single-Server Installation / Configuration • Exchange 2013 System prepared for testing / validation STAGE 3 ACTIVITIES / DELIVERABLES ACTIVITIES: TESTING & FINAL • Verify Exchange services and configurations and VERIFICATION related documentation, review with IT. • Setup test users with mailboxes in the new Exchange 2013 Servers and validate mail flow internally and externally. • Create new test accounts and use existing "guinea pig" users for complete review of built Email infrastructure elements. • Perform Basic "how to" overview for IT Admins to familiarize themselves with overall troubleshooting the complete environment. • Meet and discuss cutover and migration phases that follow this project phase and solidify schedules and technical hurdles; work w/ CSV Change control to approve migration. DELIVERABLES: • Successful testing with new and existing "Guinea Pig" users • Completed IT Admin overview of troubleshooting environment • Schedule planned for migration phases which follow Agreement for Services(without professional liability coverage) Page 9 of 18 STAGE 4 ACTIVITIES/ DELIVERABLES ACTIVITIES: MIGRATION OF DATA&SERVICES Hub Transport and Client Access Server Migration FROM EXCHANGE • This portion would occur after testing and validation 2007 TO 2016 of the Exchange 2013 environment has been performed, and before any mailboxes is moved to the Exchange 2013 mailbox server. o RSI is recommending that we perform this portion of the migration, as it is a pre-requisite to moving mailboxes from previous versions. o RSI Assumes CSV is performing DNS and Firewall/Router changes needed for this phase. • Plan for cutover of the currently hosted FQDN for Exchange 2007 to be cutover to Exchange 2013. o NOTE: Internal and External DNS changes are required for this to take place, plan for the change to occur at a reasonable time during a planned outage window. • Work with CSV to test changes the firewall to point SMTP and OWA traffic to the new server(s). • Validate 3rd Party (or Cloud) SMTP services provider (EOP, MxLogic, Postini, etc.) are configured for Exchange 2013 services, appropriate TCP ports are open thru the firewall. • Change all Exchange-related DNS records to new environment, internal and external • Cutover SMTP flow into / out of the Exchange 2013 environment from old Exchange systems. • Test and validate functionality of Services, troubleshoot as necessary to successfully complete cutover. • Verify functionality from Outside Mail Provider to new 2013 server(s) and vice-versa. Exchange Mailbox/ Data Migration • RSI will plan for / Execute Address List / Book Migration(s). • RSI will Migrate Test Exchange 2007 users to Exchange 2013 and verify results. • RSI will Demonstrate to CSV o How to perform mailbox migration(s) on user mailboxes Agreement for Services(without professional liability coverage) Page 10 of 18 o How to monitor mailbox migration(s) that have begun o How to complete migrations and verify Client Access is functional • RSI will demonstrate and "teach" CSV how to migrate ten (10) average-sized mailboxes, with CSV performing remainder. <NOTE: PROJECT PAUSE OCCURS WHILE DATA SYNC OCCURS, CSV RESPONSIBLE FOR FINAL DATA MIGRATION> DELIVERABLES: • Completed Cutover of DNS / related for Exchange 2013; Client Access is 'live' in Production. • Deliverable: Completed Test Migrations and Training CSV on How to migrate (10) mailboxes. • Update Autodiscover mechanisms internal/external for Outlook automatic configuration • Assist with issues during migration. Agreement for Services(without professional liability coverage) Page 11 of 18 PHASE 5 I ACTIVITIES/ DELIVERABLES ACTIVITIES: PUBLIC FOLDER • NOTE: This phase cannot occur until all mailbox data MIGRATION & is migrated from the Legacy exchange servers, which can POST MIGRATION be weeks or months. SUPPORT • RSI will work w/ CSV to begin initial Public Folder data gathering / analysis. • CSV and RSI will work to execute initial Public Folder synchronization • RSI will demonstrate to CSV how to monitor the synchronization process (can take time). • Once the synchronization is completed, RSI will assist CSV in finalizing the Public Folder migration. • Remove extra exchange servers and decommission • Provide support to issues that arise post-migration. DELIVERABLES: • Completed Public Folder migration from Legacy Exchange server • Legacy Exchange servers decommissioned • Assist with Post-Migration Issues. PHASE`6 ACTIVITIES/DELIVERABLES ACTIVITIES: DOCUMENTATION • Update and Finalize Design 1.0 Document(s) into AND FINAL Final Project Document(s). DELIVERABLES DELIVERABLES: • Provide Logical "As Built" Server / Network Diagram • Document and send any links, build sheets, and relevant implementation plan documents. Agreement for Services(without professional liability coverage) Page 12 of 18 CUSTOMER TECHNICAL REQUIREMENTS The following section defines the technical requirements required of the customer prior to the start of this engagement. This list of requirements may expand based on discovery during the kickoff meeting and planning phase, as well as the ongoing work detailed in the project scope. • Minimum of (1) Servers DAG" servers (or "all in one" servers) should have the following configuration minimums each: o 4+ virtual CPUs o 16+ GB RAM o 60+ GB C: Disk o X+ GB M: Disk (for Databases, X >= 150% current database size o (optional) Y+ GB L: Disk (for Logs, X >= reasonable size, 80-300 GB generally) o Disk subsystem performance must be adequate for the load of Exchange 2013 o Must be able to hold all logs between Exchange-aware backup cycles. o Windows 2012 R2 Standard (With a GUI) • Windows 2012 R2 Standard contains all clustering / DAG functionality. • Datacenter edition can be used; however, it is not required. o Exchange 2013 Standard or Enterprise Server Licenses available • Standard provides up to 5 mounted Databases per server. • Enterprise provides up to 100 mounted Databases per server. • DAG works with both Standard and Enterprise. • Downloaded and Prepared ISO Images or other Software Installation files. • All Appropriate Hardware and Software Licensing, including OS,Tools, and related applications. • Storage space is available for the project specified in this Statement of Work. • CSV will provide network reconfiguration support for items relating to this project. • Allocation, configuration, and setup of storage for Exchange 2013 servers is done prior to installation of servers. • Windows OS setup, configuration, and base pre-requisites for Exchange 2013 are to be performed by the customer prior to the start of the project. Any deviations from these configurations will require remedy prior to Exchange 2013 Installation. • CSV will have a backup application that is compatible with Exchange 2013. CSV Agreement for Services(without professional liability coverage) Page 13 of 18 will have adequate licensing for the backup application to be able to backup all Exchange VMs, including an "Information Store" or Exchange-aware backup. • CSV will be responsible for the backup agent and related configuration items. RSI will need CSV to be able to execute backups in a short-turnaround time fashion. • CSV will be responsible for 3rd party products that are integrated with Exchange, and dealing with re-configuration, updates, or otherwise to allow for it to connect/interface with Exchange 2013. • SSL Certificate requirements on Exchange 2013 are different than previous versions. CSV will be responsible for purchasing the compatible SSL certificate directly from the vendor. OUT OF SCOPE TECHNOLOGIES Any activities or deliverables other than those specifically noted in the Project Scope of this SOW are not included as part of this engagement. Specifically, the relevant technologies that are out of scope for this engagement include, but are not limited to • User/ Data migrations beyond (10) mailboxes • Configuration / installation of more than (1) Exchange 2013 server • Active Directory, or other non-Exchange Microsoft consulting outside of scope Agreement for Services(without professional liability coverage) Page 14 of 18 PROJECT TEAM Project Engineer(s) The role of the Project Engineer ("PE") is to plan and lead day-to-day project activities, making adjustments as needed during the progression of the work laid out in the project scope. Common Project Engineer tasks include, but are not limited to • Performing daily activities that deliver the project scope • Implementation of all technical solutions put forth in this SOW • Creation and development of project documentation deliverables • Leading meetings necessary for project deliverables (e.g. design reviews and knowledge transfers) • Technical review of progress with the team Project Coordinator RSI will assign a Project Coordinator("PC") to act as the project lead for the management of the services set forth in this SOW. The PC employs formal project management techniques and methodologies based on best practice and industry standards. Project coordination tasks may include, but are not limited to • Maintaining a focus on time, cost, and scope • Coordination of logistics, requirements, and project schedule., • Establishing and managing the services schedule, deliverables, and status reporting • Identification and management of risks, issues, and escalations • Facilitate change management as needed • Confirmation of delivered milestones and services in accordance with this SOW • Obtaining service completion and project sign-off from CSV Note:PC activities will be conducted primarily in a remote capacity with onsite engagement when appropriate Agreement for Services(without professional liability coverage) Page 15 of 18 PROJECT PRICING Based on the requirements gathered from CSV and work plan detailed in the Project Scope section of this statement of work, the following represents the fixed pricing related to this project. Engagement RSI Project Staffing Price Exchange 2013 Installation Project Engineer $11,220.00 and Migration Project Coordinator If additional hours are required to complete deliverables not defined in this scope of work,an executed Change Order will be required. Pricing put forth in this SOW is based on normal working hours of Monday through Friday, 8:00 AM — 5:00 PM, with after-hours, weekend, and holiday rates taken into consideration only when appropriate for specific portions of the engagement. Additional after-hours, weekend, and holiday work required outside the original scope may require additional cost. TRAVEL AND EXPENSES In the event that RSI is required or requested to travel during this project it is expected and agreed to that CSV will reimburse RSI for any necessary and agreed upon travel expenses. Travel expenses will be submitted to CSV for reimbursement using current standard IRS guidelines for expenses. RSI will endeavor to select reasonably priced airlines, hotels, meals, and other expenses. These expenses may include the following: • Airfare • Rental Car, Parking, Ground Transportation and Tolls • Meals • Lodging Travel & Expenses Type of Travel& Expense Estimated Expense Note:This is an estimate. Airfare $1.800.00 Actuals will be submitted Ground Transportation within 15% of this estimate. Lodging Meals Agreement for Services(without professional liability coverage) Page 16 of 18 GENERAL ASSUMPTIONS The general assumptions for this SOW may or may not apply to this engagement. • CSV may need to provide a convenient workspace for RSI team members. • RSI may need to have access to CSV offices during this project. • RSI engineers may need network connectivity and Internet access provided by CSV. • The appropriate CSV technical resources may need to be available. CSV will provide RSI with the name of at least one primary project contact prior to project start. • CSV may need to provide RSI access to technical support from the provider of any hardware being affected by this project during regular business and after hours. • CSV may need to have appropriate software licensing for the work being performed on this project. • RSI is not responsible for any hardware failures during this project which could potentially cause the schedule of project completion to be delayed and may submit a Change Order to readjust the time for completion based on the circumstances. • Project time estimates do not include any time or costs associated with hardware or software related support incidents.Those incidents that result in RSI needing to open and work to resolution a vendor-related issue on behalf of CSV may be viewed,at the sole discretion of RSI, as a Change Order to this agreement and will require a Change Order Request form to be completed, signed, and approved. • CHANGE MANAGEMENT PROCESS RSI follows a structured methodology with respect to managing unexpected project scope changes. Such changes may be encountered during projects. If items requiring a change to the original Statement of Work are identified, the following are the steps that we will follow to deliver a Change Order Request: • Discuss and confirm need for additional work with CSV. • Identify additional tasks and deliverables associated with the scope change. • Estimate the work effort associated with the additional tasks and deliverables. • Based on the work effort estimate, determine the impact on schedule and budget, including contingency. • Use contingency budget, if possible. • Draft a new statement of work if the estimates: o Require additional resources o Affect the project schedule or budget Agreement for Services(without professional liability coverage) Page 17 of 18 SCHEDULING AND RESOURCES TERMS RSI projects and resources are scheduled based on the following terms: • CSV acknowledges that RSI will schedule qualified resource(s) only upon receiving this signed, executed agreement, and an accompanying purchase order, if required. Scheduling for qualified resources may require up to six (6)weeks lead time. • CSV acknowledges that once RSI has scheduled resources for this project,any changes by CSV must be submitted to RSI no later than two (2) weeks prior to the project start date. • Should CSV determine the need to delay the project start date, RSI will make every effort to re-schedule qualified resources within six (6)weeks of the originally scheduled start date. • CSV acknowledges that RSI tracks time in daily increments, per qualified resources,for onsite or remote work. Agreement for Services(without professional liability coverage) Page 18 of 18