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Address Info: 1150 O Street, P.O. Box 758, Greeley, CO 80632 | Phone:
(970) 400-4225
| Fax: (970) 336-7233 | Email:
egesick@weld.gov
| Official: Esther Gesick -
Clerk to the Board
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20131650.tiff
RESOLUTION RE: APPROVE MASTER AGREEMENT AND AUTHORIZE CHAIR TO SIGN - SOLUTIONS II, INC. WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with a Master Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Information Services, and Solutions II, Inc., commencing upon execution of signature, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Master Service Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Information Services, and Solutions II, Inc., be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 1st day of July, A.D., 2013. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: ,,_ Weld County Clerk to th Date of signature: 1/5 EXCUSED William F. Garcia, Chair a9 c l� "'t ouglas Radem cher, Pro- em Sean P. Conway Mike Freeman ar4bA/ ara Kirkmeyer 4G'S 7-t6- ?&S 2013-1650 DP0016 Sc___ Solutions II cl PROPRIETARY INFORMATION CLIENT INFORMATION Client Name Effective Date Weld County Board of Commissioners Date of latter signature of Master Agreement below. Billing Address (Street, Building, Floor, Room) City, State and Zip Code Weld County Information Services Greeley, CO 80631 1401 N. 17th Ave. Billing Contact Telephone, Facsimile, E -Mail, Pager Dan Huerter Phone: (970) 304-6570, ext. 2550 email: dhuerter@co.weld.co.us fax: (970) 304-6572 Primary Address (Street, Building, Floor, Room) City, State and Zip Code Weld County Administration Building 1150 O Street Greeley, CO 80632 Designated Representative (Primary Authorized Contact Person) Telephone, Facsimile, E -Mail, Pager Dan Huerter Phone: (970) 304-6570, ext. 2550 email: dhuerter@co.weld.co.us fax: (970) 304-6572 Term Subject to the terms hereof, this Agreement shall commence on the Effective Date shown above and shall continue for such term as is designated in Exhibit A, the Statement of Work. The Agreement shall terminate upon the fulfillment of all obligations imposed in this Agreement. The Exhibits containing the Statement(s) of Work checked below are attached to and made a part of this Agreement on the Effective Date. Any Exhibit or Statement(s) of Work attached subsequently shall be deemed an amendment to this Agreement: X Exhibit A: Statement of Work ❑ ■ ❑ ■ • MASTER AGREEMENT Performing Ahead of the Curve Master Aercement Number: This Master Agreement, together with Exhibit A, Statement of Work, attached hereto is further subject to the Master Agreement Terms ("Agreement Terms") attached hereto, and the Master Agreement and Exhibit A are collectively referred to hereafter as the "Agreement." Client and Solutions II have read and understand the Agreement and agree to be bound hereby. This Agreement shall not be effective until signed and dated by a duly authorized representative of Solutions II. The parties have executed this Agreement as of the last date shown below. Solutions II, Inc. (Solutions II) Signature: ! Print Name: William Todd Bowlin Title: President Date: 6/24/13 Account Executive: (C -nt) Signatu Print Name: Douglas Rademacher Protein Title: Chairman Weld County Board of Commissioners Date: JUL 0 12013 2013-1650 v 101609 C Agreement Terms ARTICLE I —Services and Scope 1. Subject to the Icons set lords in this Agreement, Solutions 11 agrees to render the services (the "Consulting Services") listed in Exhibit A. Exhibit A consists of the Statement of Work which will be agreed to individually and become a part of this Agreement when signed by both parties. The Statement of Work, which relcrences this Master Agreement, is attached hereto and contits that it is subject to the terms and conditions of this Master Agreement. 2. The Client shall appoint a Designated Representative identified on the cover sheet who will be in charge of the project for the Client and have authority to make binding decisions on behalf of the Client. Solutions II shall report to the Designated Representative. All notices regarding changes in the project, revisions to the Statement(s) of Work, or otherwise related to this Agreement shall be delivered to the Designated Representative. 3. Client is responsible for ensuring its compliance with all legal and regulatory requirements that are applicable to its business. It is the Client's sole responsibility to obtain advice of competent legal counsel as to the identification and interpretation of any relevant laws and regulatory requirements that may affect the Client's business and any actions the Client may need to take to comply with such laws. Solutions 11 does not provide legal advice or represent or warrant and expressly disclaims any warranty that its Consulting Services or products will ensure that the Client is in compliance with any law or regulation. Solutions 11 is not responsible for the Client's legal and regulatory compliance. AR'T'ICLE II - Performance, Payment, and Expenses Pertortnence. Solutions II shall diligently perform the Consulting Services, supplying all reasonably necessary professional services, technical knowledge and analytical manpower necessary or incidental thereto, except as otherwise expressly provided For herein. The Consulting Services shall be performed in a professional and workmanlike manner consistent with standards that are customary in Solutions 11's industry. Solutions II warrants that the system will function in accordance with the design specifications of the system as of the date of completion of the Consulting Services. Such system design specifications shall be provided in writing to Client upon commencement of the provision of Consulting Services to Client. Solutions II disclaims and makes no other warranties, express or implied, related to Solution 11's Consulting Services or this Agreement; including without limitation, the implied warranty of Merchantability. Client shall schedule reasonable times for Solutions iI to provide the Consulting Services and to make available its tacilitics or other reasonable accommodations, its employees and its subcontractors, for Solutions II to perform the Consulting Services; failure to do any of the foregoing shall be a breach oldie Agreement by Client, 2. Payment. The total amount payable for Consulting Services and hardware installed pursuant to this Agreement is S72,800.00 (seventy-two thousand eight hundred dollars). Of the S72,300.00, $43,300.00 represents the cost of hardware and $24,500.00 represents the cost of Consulting Services. Upon execution of this Master Agreement and Exhibit A, on initial payment of $60,550.00 (sixty -thousand five - hundred and fitly dollars) shall be paid by Client to Solutions II. Upon Client signing the project completion form referenced in Exhibit A, Client shall pay Solutions 11 die remaining balance of $12,250.00 (twelve -thousand two -hundred and filly dollars). Client shall pay all invoices within thirty (30) days of receipt of such invoices by Client. Client agrees to pay late charges on all past due balances in an amount equal to I -l!2°.' per month, or the highest rate allowed by law, whichever is greater. Client shall be liable for all costs incurred in collection of past due balances, including, hut not limited to, attorneys' fees, filing fees and court costs. Except for income tax imposed on Solutions 11 relating to this Agreement, Client shall pay any and all taxes imposed or assessed by reason of this Agreement, including, but not limited to, sales or use taxes. 3. Expenses, Expenses for travel, lodging, meals, and any incidental out of pocket costs shall be the responsibility of Solutions II and such expenses have already been factored into the Client payment price in this Agreement. ARTICLE III - Confidentiality 1. Each party acknowledges that in its relationship associated with this Agreement each may receive from the other ("Receiving l'arty") information that is not publicly available and that the party disclosing the information ("Disclosing Party") regards as being confidential, which may include but is not limited to: financial inhumation; technical information; projections; customer or prospect information; information relating to: employees, subcontractors, products, research, development, marketing, business plans, and vendors, or findings, conclusions, studies, and recommendations relating to the Consulting Services; and this Agreement, its contents and the fact of its existence (collectively referred to as "Confidential Information"). 2. Each Party agrees that during the term that Consulting Services are being provided pursuant to this Agreement and during the period of twelve (12) months after such time or termination at' this Agreement, it will treat all Confidential Information confidential and will protect it with at least the same degree of care that it protects its own confidential information and will not disclose Confidential Information to any person not acting for or on behalf of a party to this Agreement and only to those persons that have a need to know in performing their duties or obligations under this Agreement, unless otherwise authorized in writing by the Disclosing Party or compelled by order of a court of competent jurisdiction. The Receiving Party's obligations under this Article Ili shall continue with respect to each item of Confidential Information until the Disclosing Party publishes said item or until said item becomes public other than by act of the Receiving Party in breach of this Agreement. Solutions II acknowledges that Client is a governmental entity subject to the Colorado Open Records Act ("CORA"). Pursuant to CORA, Client may be obligated to disclose Confidential Information. Prior to Client disclosing Confidential Information pursuant to CORA, Client shall inform Solutions IS of the pending release of Confidential Information, however, Client shall not require Solutions II permission to release Confidential information in compliance with CORA. 3. Notwithstanding the foregoing, Solutions II shall retain all right, title and interest in any intellectual property created in or while performing the Consulting Services provided under this Agreement. 'For avoidance of any doubt, all copyrights, patent rights, and other intellectual property rights in the Consulting Services, including any contained in the deliverables, are retained by Solutions 11. Nothing in this Agreement shall prohibit or restrict either party from the use of its knowhow. ARTICLE IV —Non-Interference 1. Client agrees that during the term of this Agreement and during the period of'twenty-four (24) months alter termination, that it will not solicit, hire, or in any way cause an employee, or contractor of Solutions 11 to terminate their relationship with Solutions II, or in any way interfere with the relationship that any employee or contractor has with Solutions II. The parties recognize that damages for a breach of this provision immediately above may be difficult to calculate and therefore as liquidated damages and not as a penalty for each breach by Client of such provision and as a reasonable amount related to damages that would be anticipated to be caused for each breach of such provision, Client shall pay to Solutions II a lump suns amount equal to one hundred percent (100%) of the employee's highest annual compensation, or one hundred thousand dollars (S100,000.00), whichever is greater. In order to protect Solutions II's confidential intimation and its relationships with its customers, vendors and employees, Solutions II and its employees have executed certain Employment Agreements and Confidential Information Non Interference and Non Solicitation Agreements and Covenants riot to Compete (collectively, "Employee Agreements"). Client acknowledges the importance of such Employee Agreements and agrees not to knowingly interfere with the Employee Agreements by engaging in transactions with Solutions Ii employees or ex -employees that would violate such Employment Agreements. ARTICLE V -Termination 1. Termination Without Cause. This Agreement may be terminated, without cause, by either party upon thirty (30) days prior written notice specifying the date upon which such termination will become effective. In the event that Solutions tl terminates the Agreement without cause, or Client terminates the Agreement for cause as set forth in V 2. below, Solutions 11 shall promptly: (1) fiemish to Client a brief report summarizing the work performed in rendering Consulting Services and the then current status of any work in progress under the provisions of this Agreement, and (2) return to Client all copies of Confidential Information belonging to Client and property of Client in tangible form prepared by Solutions II in the performance of Consulting Services. Upon Solutions II's performance of items (1) and (2) above, Solutions II shall be paid the amounts required under Article II through the effective date of termination for work actually performed by Solutions II pursuant to this Agreement. in the event that Client terminates the Agreement without cause, or in the event that Solutions Ii terminates the Agreement fur cause as set forth in V 2. below, Client will pay to Solutions II all amounts required under Article II through the effective date of the termination for work actually performed by Solutions II pursuant to this Agreement. Upon termination of this Agreement by either party with or without cause, Solutions II shall refund any money received from Client for services which were not actually performed by Solutions 11 pursuant to this Agreement. 2. Termination for Cause. Either party may terminate this Agreement at any time upon the giving of written notice to the other, iF (i) the other party fails to perform an obligation or remedy a default under this Agreement for a period continuing more than live (5) days for a payment obligation, and thirty (30) days for any other performance obligations, alter the aggrieved party shall have given the tailing or defaulting party written notice of such failure or default and that such failure or default continues to exist as of the date upon which the aggrieved party gives notice Page 2 of 3 vtO16a9 Agreement Terms so terminating this At'iocment, or (ii) immediately, if a party makes a general assignment for the beauit of creditors, or tiles a petition for bankruptcy or receivership, or has Filitil egainst it an involuntary assignment or petition commenced against it under any applItatilebankruptcy or insolvency legislation. ARTICLE VI —Assignment and Affiliates I. This Agrex:rhrzst shall not be assigned, or the duties created hereunder delegated, without the tefietext consent of the other party hereto other than to an entity acquiring all or substaatiully all of the stock or assets of the assignor by merger, consolidation, purchase or similar transaction. Client may add an affiliate that controls, is controlled hy, or is under common control with, Client ("Affiliate") to obtain Consulting Scrviceahereunder, upon addition of the appropriate Statement(s) of Work executed by Solutions II and such Affiliate. ARTICLE Vii - Cliamtes to This Agreement 1. This Agrccravat may be amended, terminated or superseded only by a written Agreement bctWtitt Solutions II and Client that expressly amends, terminates or supersedes this Agreement. This Agreement represents the entire understanding between the parties and t:uptersedcs any prior -understanding whether written or oral with regard to the subji et matter hereof with the express exception of any agreement limiting the disclosure army confidential information. ARTICLE VIII - Mainlitntuuce of Agreement I. If any of the provisions of this Agreement shall be invalid or unenforceable, such invalidity or unenlbrceability shall not invalidate or render unenforceable this entire Agreement, but rather such provision shall be modified or severed (as the case may he) so as to maintain to the maximum extent possible the benefits of the parties !meander and the remaining provisions of this Agreement shall be unaffected thereby. ARTICLE IX - Controlling Law, Venue I. This Agexrnart shall be construed under and governed by the laws of the State of Colorado and titre judicial venue For any dispute shall be located in Weld County, Colorado. Shiuki the dispute be under federal judicial jurisdiction, the judicial venue shall he the Federal court of competent jurisdiction nearest to Weld County, Colorado. ARTICLE X - Relatiolttldp of the Parties I. The relationship of the parties under this Agreement shall be and at all times remain one of indetiwardent contractors. Client and Solutions Il are not partners, agents, employees or lei a1 representatives of the other and neither is authorized to bind the other. ARTICLE XI — Exhibits 1. Exhibit A spa: ilically references this Master Agreement and acknowledge that it is subject to the teens and conditions hereof and shall be considered a part of this Agreement. ARTICLE XIII - Conserluenttal Damages and Limitation of Liability IN NO EVENT SHALL SOLUTIONS II'S LIABILITY FOR ANY DAMAGES UNDER THIS AGREEMENT EXCEED THE AMOUNT OF COMPENSATION IT HAS RECEIVED IN THE TWELVE (I2) MONTHS IMMEDIATELY PRECHDING THE EVENT GIVING RISE TO THE ALLEGED LIABILITY. ARTICLE XII — Articik 1 -headings 1. The article and Sub -article headings contained in this Agreement are included for convenience only. and shall not limit or otherwise atiect the terms hereof. ARTICLE XIII - Counterparts I. This Agreement may be.executed in one or more counterparts. each of which shall be deemed an original but all of which together shall constitute one and the same instrument. ARTICLE XIV — Non -striver 1. The failure of either party to insist upon or enforce strict performance of any provision of this Agreement, or to exercise any right under this Agreement, shall not be construed as a waiver or relinquishment to any extent of such parties' right to Page 3 0(3 assert or rely upon any such provision or right in that or any other instance; rather, the same shall be and remain in full force and effect. ARTICLE XV —No Third Party Beneficiary 1. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the parties to this Agreement and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the parties to this Agreement that any third party receiving services or benefits under this Agreement shall be an incidental beneficiary only. ARTICLE XVII I — Governmental Immunity 1. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Art §P4-10-101 et seq., as applicable now or hereafter amended. v101609 Solutions -!l, Inc. d n Master Services Number: WLDCG-03.28.11 v3700 Installation, Configuration and Data Migration LJti4' LDCO 02.15.13-03 Landon Harsh 2/15/2013 Solutions 11 Solutions II Proprietary & Confidential Solutions II will, under the guidance and participation of Weld County Info Services, facilitate the installation of two (2) IBM v3700 arrays for use in the Spillman Environment, removal of VIO servers and the migration of Spillman data to the v3700 arrays. Solutions II shall provide the transfer of knowledge to maintain the environment. This Statement of Work expires on: July 15th 2013 unless executed prior to such date. • 7,7 Solutions II will perform the following, at the times specified, during the term of the Agreement. The project duration for all development will begin upon execution of this contract, or at such later time as the parties agree to herein. Due to the nature of the project being conducted by Solutions II, any delay in the completion of the project not directly under the control of Solutions II (i.e. not caused by the negligence of Solutions II) will not be held to be the responsibility of Solutions II. Solutions II will install and configure two (2) IBM v3700 arrays. 12x 146GB 15K SAS Disk will be striped with RAID 5 (leaving a hot spare) and presented in AIX for the Spillman binaries and database files (/sds). 8x 11B 7.2K NL-SAS Disk will be striped with RAID 5 (leaving a hot spare) and presented in AIX for Spillman files, attachments and backup) (/sds/files and /sdsbkp). The storage between the two sites will be setup in a cross site mirror (cross site LVM) leveraging fiber that is in place between the two sites. VIO servers will be removed from the design and LPARs will be bound to physical hardware in the server. This will require downtime. Data migrations from the existing storage to the new storage will not require application downtime. AIX volume group migration techniques will be leveraged in order to migrate the data while online. Once the migration of the data is complete, the PowerHA configuration will be updated as necessary. Downtime will be scheduled and failover testing will be performed to ensure a proper configuration. Knowledge transfer will be performed throughout the engagement to familiarize Weld County Info Services staff with management of the new arrays. Existing Documentation of the environment from SOW WLDCO03.14.11-02 will be updated to reflect the new environment and configuration. Solutions II uses a systematic approach to successfully execute projects. Below is an outline of the steps Solutions II provides to ensure a successful project. a Preparation Page 1 of 7 © Copyright (All rights reserved) Performing Ahead of the Curve Solutions II Solutions II \\\,:l Proprietary & Confidential o Pre -engagement meeting(s) o Review customer project expectations o Scheduling of resources appropriate to the skill sets required o Implementation o Project implementation according to the detailed work effort described in this Statement of Work ❑ Knowledge transfer o Knowledge transfer of important skills related to ongoing maintenance and administration of the environment o Documentation o Progress reports o Documentation of the implemented solution ❑ Project completion o Close-out meeting where the project is reviewed, and a project sign -off with survey is obtained from the customer Upon approval of the purchase agreement and the statement of work documents, a pre - engagement meeting will be held with Solutions II. The agenda of this meeting will include: o Team member introductions o Solutions II will provide project management in regards to Solutions II technical personnel ❑ Review hardware and/or software purchased o Gather and Review specific configuration requirements ❑ Review specific Weld County project requirements o Project milestones o Set preliminary implementation date The engagement at Weld County Info Services will consist of the following major milestones: ▪ Pre -migration performance benchmark tests (at least 6 tests, determined and performed by Xerox/Weld County) o All pre -migration benchmarks to be performed before the engagement begins, results to be provided to Solutions II upon completion o Various time -intensive tasks within application ▪ Spillman GIS address verify • Others TBA o Data -heavy Crystal Report testing (TBD by Weld County) o Database backup performance/time to complete ® Rack, cable and configure v3700 arrays at each site o Work with Weld Team for Physical Installation of V3700 at each location. Page 2 of 7 © Copyright (All rights reserved) Performing Ahead of the Curve Solutions r! Solutions II \: mil• Proprietary & Confidential o Attach V3700 to network and FC switches. Configure network, administrative interface, and call-home/alerting. o Update firmware and software levels as required o Configure RAID arrays as described in the scope section of this statement of work • Existing Spillman Environment Simplification o Remove VIOs from primary/secondary machines (Will require downtime) • Testing Phase —Test LPAR Configuration o Update AIX LPAR to TL7 o Adjust FC Configuration of Test LPAR to attach to V3700 (both locations) o Adjust Brocade Zoning to add Necessary Zones o Create V3700 LUN-masking and Client Configuration o Create Test LUNs and validate Configuration • Production Phase — Production LPAR Adjustments: o Update AIX LPAR to TL7 o Develop filesystem plan for Spillman application. o Implement new filesystem/LUN plan on V3700 arrays at both locations. Validate LUN masking and "Client" setup to match with "Split Mirror" design. o Adjust V3700 array settings for best performance for Spillman application. o Adjust Brocade zoning. o Prepare for and perform data migrations o Find the size of the /sds file system and the /sds/files/* directory • Create multiple LUNS on the v3700 sufficient to hold all of the /sds filesystem o Create the LUNs sized in such a way that once /sds/files/* is moved into its own file system (mount point) that the additional LUNs can be destroyed still leaving enough capacity for the remaining /sds structure o Initiate migration of data from EMC backed hdisk(s) to IBM backed hdisk(s) (background copy, no downtime) o Create LUN(s) on NL-SAS drives for /sds/filesnew and mount in AIX o RSYNC /sds/files/* to /sds/filesnew/* maintaining permissions o Create LUN(s) on NL-SAS drives for /sdsbkpnew and mount in AIX o RSYNC /sdsbkp to /sdsbkpnew o Confirm rsync is up to date for /sdsbkp and /sdsbkpnew • Dismount /sdsbkpnew • Rename /sdsbkp to /sdsbkpold • Mount /sdsbkp to new LUN(s) on v3700 (previously /sdsbkpnew) o Confirm rsync is up to date for /sds/files/* and /sds/filesnew/* • Confirm with Spillman support staff that this cutover can be done live (should take less than one minute) (May require downtime) • Dismount /sds/filesnew • Rename /sds/files to /sds/filesold • Mount /sds/files to new LUN(s) on v3700 (previously /sds/filesnew o Confirm all file system mount points are now living on the v3700 on the appropriate tier of disk Page 3of7 © Copyright (All rights reserved) P;:rforming Ahead of the Cur; (\ Solutions 11 Solutions 11 \ Proprietary & Confidential • /sds —15K SAS • /sdsbkp — 7.21< NL-SAS • /sds/files —7.2K NL-SAS o Once data migrations are complete, remove EMC backed hdisks from volume group(s) o Remove EMC storage artifacts, LUNs, zoning, etc. o Proceed with PowerHA configuration updates as necessary o Post -migration performance benchmark tests (same 6 tests as completed pre -migration performed by Xerox/Weld County) o Various time -intensive tasks within application m Spillman GIS address verify • Others TBA o Data -heavy Crystal Report testing (TBD by Weld County) o Database backup performance/time to complete o Schedule downtime and test failover o Initiate planned failover test and fallback o Solutions II and Weld County IT will perform the following unplanned failover tests and correct any failures encountered (Weld County to work with Solutions II engineer to schedule an appropriate downtime window or multiple downtime windows to accomplish these tasks while the engineer is onsite) o Single HBA failure • Both HBAs (one at a time), both nodes o Single array failure • Pull both power cables • Both local and remote arrays o Single AIX node failure a Both active and standby nodes o Single NIC failure • Both NICs, both nodes o Single network core failure • Both sites, both cores (one at a time) o Single site failure (system & array) a Both active and passive sites o Site fiber split Shut remote network ports, unzone node from remote array • Both nodes o Failback for all of the above Solutions II will provide knowledge transfer on: o Management of the IBM v3700 arrays © AIX configuration adjustments that will alter day to day administration (if any) • Failover procedures Page 4 of 7 © Copyright (All rights reserved) Performing Ahead of the Curve Solutions II Solutions ri Proprietary & Confidential o Updated documentation of the Spillman environment o Original documentation to be updated will be based on the deliverable from statement of work WLDCO03.14.11-02 o Results and Analysis of Testing Plan. • • At the completion of the project, a project completion form will be delivered which will detail the tasks that have been accomplished during the engagement. o By signing the project completion form, the customer agrees that the engagement has come to a successful completion, per the statement of work. Administrative a This engagement will begin on a mutually acceptable date after Solutions II is in receipt of a signed Statement of Work and a valid purchase order or signed purchase agreement from client that covers the fees and expenses described herein. o The client will provide Solutions II technical resources with a workspace and access to phone, fax machine, printer and physical facilities (i.e., data center) as needed. The client will also provide access to network for the engineer's laptop(s). o The client will provide appropriate technical and management resources to participate in the implementation. a It is understood that after-hours work will be required during this engagement. Technical a Network is available and appropriately configured. o Server and clients are available, patched per Solutions II recommendations and are appropriately configured. o Tasks will be performed through a combination of onsite presence, coordination via telephone, email, or other remote means as appropriate. Change Management Procedures In the event it is necessary to change this Statement of Work document, the following procedure will be used: • A Change request document ("Change Request") will be executed by the parties describing the nature of the change, the reason for the change, and the effect the change will have on the scope of work, which may include changes to the work product. Parties will determine the additional charges, if any and they will be detailed in the Change Request Document. o Either party for any material changes to an applicable scope of work may initiate a Change Request. The requesting party will review the proposed change with the other party, and the appropriate authorized representatives of the parties will sign the Change Page 5 of 7 © Copyright (All rights reserved) Performing Ahead of the Curve Solutions !1 Solutions n \. Proprietary & Confidential Request, indicating the acceptance of the changes by the parties as an amendment to the Master Agreement to which this Statement of Work is an attachment. o Upon execution of the Change Request, said Change Request will be incorporated into and made a part of the applicable scope of work. Page 6 of 7 CO Copyright (All rights reserved) Performing Ahead of the Curve Solutions Solutions II Proprietary & Confidential This Statement of Work shall constitute Exhibit A to the Master Agreement to which this Statement of Work is attached and incorporated. This Scope of Work shall at all times be subject to the terms and conditions of the Master Agreement. ra it is 1150 0 Street 2607 S. Decker Lake Blvd., Greeley, CO 80632 Salt Lake City, UT 84119 Signatur cc, Skt. ignature: Name: Douglas Rademacher Name: Proem Title:Chair, Title:Chair, Board of Weld County Commissioners Title: Yzs,�./c}i Date: JUL 0 12013 Date: (54/7.27//3 Page 7 of 7 ): Copyright (All rights reserved) Performing Ahead of to Curve ��/3- /dd
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