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HomeMy WebLinkAbout2017-192-E IT - BlueAlly Technology Solutions, LLC for services for network support, staff augmentation and strategic network design DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 [Departmental Use Only] TITLE BlueAlly Consulting FY 2017 ORANGE COUNTY CONTRACT UNDER$15,000.00 NORTH CAROLINA THIS AGREEMENT, made and entered into this 11th day of May, 2017, ("Effective Date") by and between Orange County, North Carolina, a political subdivision of the State of North Carolina, (the "County"), party of the first part; and BlueAlly Technology Solutions, LLC (the "Provider"), party of the second part; WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the following services to the County in accordance with the terms of this Agreement, time being of the essence: The services and/or materials (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: Provide professional services to be used for network support, staff augmentation, and strategic network design and consulting. The term of this agreement rendered shall be from May 11, 2017 to June 30, 2017. Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner to the satisfaction of the County. Provider shall be responsible for all errors or omissions, in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. Provider agrees that Provider shall not sub-contract any of the services to be provided in this Agreement, nor shall Provider assign any right or responsibility granted or required by this Agreement,without the prior written approval of the County. SPECIFIC TERMS 1. Payment: The County agrees to pay at the rates specified for Services satisfactorily performed in accord with this Agreement. The amount to be paid by the County shall not exceed three thousand, nine hundred, ($3900). Payment shall be made within thirty (30) days of an invoice properly submitted to County. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 2. Non—waiver: Failure by County at any time to require the performance by Provider of any of the provisions hereof shall in no way waive or affect the County's right hereunder to enforce the same,nor shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non-Waiver Clause. 3. Independent Contractor: The Provider shall operate as an independent contractor and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax, unemployment or workers' compensation purposes. The Provider understands that neither federal, nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. 4. Insurance: Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may Revised 2/17 1 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 5. Indemnity: The Provider agrees to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider, its agents, or assigns directly or indirectly related to the Services to be performed pursuant to this Agreement on the part of the Provider. 6. Termination: This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider. County may suspend this Agreement upon reasonable notice to the Provider. 7. Entire Agreement and Signatures: The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 8. Priority: In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement, the terms of this Agreement shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. 9. Governing Law: Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies,rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. By executing this Agreement Provider affirms that Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147-86.58. 10. Dispute Resolution: Any and all suits or actions to enforce, interpret, or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. 11. Non Appropriation: Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's Revised 2/17 2 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. [SIGNATURE PAGE TO FOLLOW] Revised 2/17 3 DocuSign Envelope ID:20650061-BB7F-46DB-BD3F-711 DFC5D7E31 IN WITNESS WHEREOF, County and the Provider have signed this Agreement, effective as of the day first written above. ORANGE COUNTY PROVIDER DocuSigned by: ---DocuSigned by: By: f:'o(i ln,tt.- mm rs 5/27/2017 By: lkopt, ,fit ps0ln, 5/15/2017 Bomite-PlalitiY6tusity, County Manager Tide-:—Dittaotama services operations 200 S. Cameron St. Hope Jepson, Director of Service Operations P.O. Box 8181 1255 Crescent Green, Ste. 300 Hillsborough,NC 27278 Cary,NC 27518 Revised 2/17 4 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711DFC5D7E31 s), "111111 on 4,H,0, o0w' 110o1•,1„1011 1„; no 1000 „„ O. 0,10 ,10,10 0010 1 golo 00 00 oo 00 1 I V 111 '''''''' 1111 I 00 I; OOOO 1 ti I 00 I 00 oo 00 I 00 IL 00 00 oo " 1 a 1 . nu 00 1 1111 010 0 00 00 1 oo ty . 00 c a v. 1111 . 00 v 00 1111 ri oo 1 1 I . oo . 110 i 00 1111 t 110 0 0 ,,,,s,,oLuincutout,„,usthu itgrucinunt butwoun Pic Custoincritipt OtlucAlly 'Illuthnology Solutions tor hourly tuthouttl tonsulting to bc usc(ii by °pingo County 0 rapid Govurninunt tor support ru(tuusts itipil (iciinc(ii proictt work Po op.io od by Ncsill II LI indolltort Account lExecutove /0.1 PLP 1869 l ot t.icrillton(atIbIluo.illOy.cond 4/2')/2011 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 BlueAlly TecIlt 1c Vogy Solutions Orange County L.0L°ali Covc ninent tiourty Consulting Agreement S0313523 1725/2017 Contents Statement of Work 3 Contact Information 3 BlueAlly Quotation Number 3 Goals and Objectives 3 Services Offerings 4 Lifecycle of Consulting Hours 4 Utilization Reporting 4 Hourly Plans 5 Prepaid Hours Overages 5 Reloading Hours 5 Business Hours Usage 5 After Hours Usage 5 Support Requests 5 Location 6 Travel and Material Expenses 6 Assumptions 6 BlueAlly Responsibilities 6 Customer Responsibilities 6 Payment Terms 7 Proposal and Acceptance Agreement 8 Billing Information 8 BlueAlly Technology Solutions(BlueAlly)CONFIDENTIAL 9 'I 'F'"' �'�" 2 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 I3CueAgy T echnoCogy Sokadons Orange County L.oca[Government: I lougy C.nstgOng 71greercienO S0313623 4125/201.7 Statement of Work Proprietary and Confidential Information ©2017 by BlueAlly.All Rights Reserved. All the materials contained herein are the exclusive property of BlueAlly or other parties,and are therefore copyrighted.This material is presented for the purpose of review and evaluation and may not be disclosed in any manner to anyone other than the addressee and employees or an authorized representative of the addressed firm. No portion of these materials may be reproduced,stored in a retrieval system,or transmitted in any form by any means—electronic, mechanical,photocopying,recording,or otherwise—without the prior written approval of BlueAlly. The information contained in this document is subject to change without notice. Contact Information Orange County Local Government Primary Secondary Name Jason Hendren Contact Number 919-245-2275 Email Address Ihendren @orangecountync.gov BlueAlly Technology Solutions, LLC Primary Secondary Name Neal Hamilton Jeremy Hile-Hoffer Contact Number 704-912-1869 919-438-5219 Email Address nhamilton @blueally.com jhilehoffer @blueally.com All support requests, tracking and documentation of configuration changes: consult @blueally.com BlueAlly Quotation Number 50313623 Goals and Objectives Orange County Local Government has engaged BlueAlly Technology Solutions, LLC (BlueAlly)to provide professional services to be used for network support, staff augmentation, and strategic network design and consulting. All services will be provided by BlueAlly Engineers. On site and remote network related consulting services may include: • Consultative advice and recommendations • Design review and change recommendations • Project design and deployment assistance • Provide Aruba Switch Configuration Assistance • Provide Meraki Configuration Assistance • Provide practical training BlueAlly will provide these services on a best effort basis. BlueAlly requires an email from an authorized representative of Orange County Local Government describing the task to be performed, required time frame, and the authorization to perform the services. BlueAlly will respond in an email within two business days the resource, schedule and an estimate of travel expenses required to provide the consulting services requested. M ', a!`, 3 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Services Offerings BlueAlly offers two options for hourly technical professional services to give customers the flexibility they need based on the type of engagement. • Prepaid pool of hours • Pay per use model The benefit of purchasing a prepaid pool of hours is that the customer can obtain a reduced hourly rate if they pre-pay for a fixed number of hours. As the client commits to a larger pool of hours, the rate drops. The benefit of the pay per use model is that the customer does not have to prepay for the required consulting services and only pays for the hours that are actually used. Higher rates apply. Lifecycle of Consulting Hours All prepaid hours are available for one year from date of purchase. All remaining unused hours will expire on the anniversary of the purchase date with no available refund to the Customer. The hourly rate in our pay per use model will not change for one year from date of signing the contract. BlueAlly has the right to increase the hourly rate after one year. Utilization Reporting Customer will be given a detailed monthly report in the form of an invoice showing the hours that were consumed during a particular period of time. When reporting on a prepaid pool of hour's engagement, the invoice will show the number of hours that have been purchased, the number of hours that have been used in that period of time, and the number of hours that are still available. When reporting on a pay per use engagement, the monthly invoice will contain the number of hours that have been used during that particular period of time and the total cost of that period of times consulting services. M ', a!`, 4 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Cute iCy CechnoC gy SoCut[on OLoutgo County I ca[Goythnment: IlomCCC nctuiting [Qu ci..tut.SOtH l tinif 001.7 Hourly Plans Under BlueAlly's standard agreement, all resolution issues that are not associated with a fixed price BlueAlly SOW are either charged from our prepaid pool of hours or our pay per use models. This choice allows for the flexible use of resources during peak needs and cost effective savings during areas of stability. All rates are based on terms of agreement for business usage hours, Monday through Friday, excluding Holidays. 20 hour pool of hours $195.00 $3,900.00 Pay Per Use model $200.00 Billed Monthly Please note: BlueAlly has agreed to configure 10 Meraki access points as part of their Meraki purchase for free of charge (Quote M7-1724-A-00). Prepaid Hours Overages In the case that the Customer exceeds the available hours in their prepaid pool,the Customer will be given the opportunity to reload their prepaid pool and have the deficit of hours taken out of the reload. In the case that the Customer does not choose to reload hours, all overages will be billed at BlueAlly's standard hourly rate of$200.00 per hour. Reloading Hours The customer can reload or add hours at any point during the agreement. Reload increments are in bundles of 25 hour pools and are added at the original prepaid price. Business Hours Usage All work performed for the customer under this Agreement will occur at a 1:1 ratio for billable hour to actual hours worked. Business hours are defined as 8:00AM to 5:30PM EST, Monday through Friday. Yearly observed holiday schedule shall be provided to Customer upon request. After Hours Usage Requests that are performed on an emergency basis that occur after normal hours of business (8:00AM to 5:30PM EST, Monday through Friday) are consumed at an hourly rate of 1.5:1 against the existing prepaid pool of hours or multiplied by 1.5:1 when performing our pay per use calculations. This rate does not apply to sufficiently scheduled maintenance windows agreed upon by both Customer and BlueAlly. Support Requests All Customer support requests must be issued by sending an email to consult @blueally.com. DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Location The location of services to be provided is: Customer premise, remote access—TBD Travel and Material Expenses Customer will remain responsible for all expenses related to travel where necessary and all materials required for services. Out of pocket expenses are billed at actual. Automobile mileage is billed at the then current IRS allowable rate. The BlueAlly travel expense policy is available upon request. In order to minimize costs, BlueAlly strives to minimize airfare and other travel related costs by booking travel at least 7 days prior to scheduled project start date. When projects are rescheduled without seven days advanced notice, non-refundable charges will be added to the total out of pocket charges. Assumptions • BlueAlly will provide knowledge transfer to the available Customer resource(s) • Prior to the start of engagement, Customer will provide the engineer(s) assigned to the project with Customer contacts, instructions, and login credentials. • BlueAlly is not responsible for delays caused by failures, including but not limited to, failures caused by systems, personnel or environmental causes or in using incorrect or insufficient data provided by Customer. • BlueAlly will not develop applications as a part of this Agreement. • BlueAlly engineers shall not be asked to perform, nor volunteer to perform, engineering and/or consulting tasks that are outside their skill sets and experience. BlueAlly consultants have the right to decline a Service request if the request falls outside the area of expertise of a BlueAlly staff member. • This document and price is valid for 30 days from the date of issue and for services delivered within 60 days of that date. BlueAlly Responsibilities • Provide professional, knowledgeable and qualified staff to deliver Services as necessary to complete the requested tasks where applicable. Customer Responsibilities • If applicable, performing a full working backup of its environment prior to commencement of the Services. BlueAlly is not responsible for lost data. DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Hourly GC C nsuit i g Agreement:eesc ent:50313523 4125/2017 • Provide a resource dedicated to this project.The extent of the knowledge transfer is dependent upon the availability of this resource. Please note that the time designated for knowledge transfer is throughout the project. • Supply the necessary administrative usernames and passwords available to the BlueAlly consultant. • Provide BlueAlly with detailed and accurate information regarding its current network environment.This information may include the technical configuration of the domain environment. • Supply BlueAlly with a professional workspace and network access to provide the Services. • Grant access to building(s) and room(s) as necessary to complete the Services. • Provide all hardware and/or software and licensing required to perform the Services, including ensuring that all wiring, hardware, and software required to perform the Services are in working order. • Assign a technical point of contact for BlueAlly during performance of the Services. B . Fj` 7 DocuSign Envelope ID:2D650D61-BB7F-46DB-BD3F-711 DFC5D7E31 Proposal and Acceptance Agreement Acceptance of this agreement(in accordance with the provisions, charges, terms and conditions as set forth above) occurs upon signing of this document and received payment of the selected option two weeks in advance of the desired start date. The provisions of this letter and the included BlueAlly Professional Services Terms and Conditions of Engagement will prevail over any additional terms included on your purchase order. Upon acceptance by BlueAlly, a counter- signed copy of this letter will be returned to your attention. Please check the appropriate box below. 3333!! 7 o - e. ®. % fl A 25 hours $195.00 $3,900.00 B As Used $200.00 Billed Monthly Orange County Local Government BlueAlly Technology Solutions, LLC Signature: Signature: Name: Name: Title: Title: Date: Date: Billing Information Address: City, State Zip: Attn: Purchase Order#: