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HomeMy WebLinkAbout2024-314-E-IT Dept-NWN Corporation-Cisco DUO Multifactor Authentication licensing and technical supportRevised 04/23 NORTH CAROLINA CONTRACT AMENDMENT ORANGE COUNTY THIS CONTRACT AMENDMENT (“Amendment”) is made and entered into this 29th day of May, 2024 by and between ORANGE COUNTY (hereinafter referred to as “County”) and NWN Corporation (hereinafter referred to as “Provider”). WITNESSETH: THAT WHEREAS, the County and Provider entered into a contract dated 29 June 2022, (hereinafter the “Original Agreement”), for the provision of services for Cisco DUO multifactor authentication software; and WHEREAS, the County and Provider desire to amend the Original Agreement while keeping in effect all terms and conditions of the Original Agreement not inconsistent with the terms and conditions set forth below. NOW THEREFORE, for and in consideration of the mutual covenants and agreements made herein, the parties agree to amend the Original Agreement as follows: 1. In order to ensure the completion of the Services identified in the term of the Original Agreement is amended to reflect an end date by which all Services shall be completed of 7/24/2025. 2. Exhibit A to the Original Agreement is amended by adding the following tasks and services to the Services to be provided by the Consultant: Renewal of licensing and technical support for Cisco DUO multi-factor authentication for another year – term 7/25/2024 to 7/24/2025. 3. Article 5, Section A is amended to reflect a maximum payable not-to-exceed amount of $115,668.00 (see Attachment A - in addition to original amount for Year 1 of $86,904.00 and $95,999.00 for Year 2). 4. Except for the changes made herein, the Original Agreement shall remain in full force and effect to the extent it is not inconsistent with this Amendment. In the event there is a conflict between the terms of the Original Agreement and the terms of this Amendment, this Amendment shall control. IN TESTIMONY WHEREOF, this Amendment has been executed by the parties hereto, as of the date first above written. ORANGE COUNTY PROVIDER ______________________________ __________________________________ Bonnie Hammersley Shannon Ludwig County Manager Vice President DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C 5/30/20245/31/2024 Revised 04/23 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: NWN Corporation Vendor Contact Person: Shannon Ludwig Phone: 919-795-5957 Address: 7025 Albert Pick Rd City Greensboro State: NC Zip: 27409 Department: IT Amount: $115,668.00 Purpose: Cisco DUO Multifactor Authentication licensing and technical support Budget Code(s): 10315020-625010 Vendor # 40081 Vendor Status with NCSOS: Current - Active Vendor is a BOCC consultant: Yes X No Contract Details Contract Type: New X Amendment (Original Contract: 29 June 2022) (Most Recent Amendment 12 July 2023) Effective Date 29 May 2024 End Date 24 July 2025 Notice Date (Notice Purpose ) Award X Approved by Board (Agenda Date: 6 June 2023); Made or Administered by Robert Reynolds Signature Authority - BOCC Express Delegation (Agenda Date: 6 June 2023) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(#STC 204X) Department Affirmation This agreement is approved as to technical form and content and I as Depa rtment Director affirmatively state work on this project has not been initiated prior to execution of the agreement. Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer ___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C 5/30/2024 5/30/2024 5/31/2024 5/31/2024 5/31/2024 Revised 04/23 DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C Quote #Q-127574 Generated Date:April 18, 2024 Expiration Date:4/18/2024 Account Name:Orange County Government - HQ @ Hillsborough, NC Org Name:NWN Carousel Contact:Froi Romero Sales Rep:David Balder Phone:(919) 245-2276 Email:dbalderjr@nwncarousel.com Email:fromero@orangecountync.gov Phone:(704) 496-6927 BILL TO SHIP TO Client Name:Orange County Government - HQ @ Hillsborough, NC Client Name:Orange County Government - HQ @ Hillsborough, NC Billing Address:300 West Tryon St P O Box 8181 Shipping Address: 300 West Tryon St P O Box 8181 Billing City:Hillsborough Shipping City:Hillsborough Biling State:NC Shipping State:NC Post Code:27278 Post Code:27278 #Product Number Description Qty Serial Number Location Service Start Date Service End Date Ext. Price 8 DUO-ADVANTAGE Cisco Duo Advantage - subscription license - 1 user 1700 Sub915045 135 W MARGARET LN, HILLSBOROUGH, NC, 272 25-Jul-2024 24-Jul-2025 $115,668.00 Quote Sub-Total:$115,668.00 Tax Rate:0.00% Billing Terms:Non-Recurring - Pre-Pay Payment Terms:Net 30 Days Annual Subscription Charge:$115,668.00 Accepted and agreed by: Orange County Government - HQ @ Hillsborough, NC NWN Corporation Signature Signature Name Name Title Title Date Date Terms & Conditions Statement of Confidentiality Additional Information Please note that pricing is Valid until 8/1/2024. This Quote is presented to you by NWN Corporation (“NWN”) and Carousel Industries of North America, LLC (“Carousel”) (collectively, “NWN Carousel’). This Quote shall expire on the Expiration Date set forth above or upon the execution of a SOW, whichever shall occur first. In no event will the Quote be valid for longer than 30 days from the Generated Date, also set forth above. Applicable taxes and freight charges will be applied to the final invoice and Customer shall be billed in accordance with the terms outlined above. For purposes of calculating Taxes, Customer’s location will be set to Customer’s service address or billing address (if the service address is unknown) unless Customer specifically notifies NWN Carousel in writing that it intends to use the services at another/additional valid physical location(s). NWN Carousel reserves the right to reject any request to treat an alternative physical location as Customer’s service address if NWN Carousel discovers that the address is invalid or otherwise inaccurate. If NWN Carousel must pay for any additional Taxes, Imposition and associated interest and/or penalties arising from Customer’s provision of erroneous location data, Customer shall promptly reimburse NWN Carousel for the same within fourteen (14) days of demand by NWN Carousel. Further, Customer shall be responsible for notifying NWN Carousel in the event of any change to service address(s). The payment frequency set forth above details the timing and amount of the charges due under this Quote. One-Time Product charges, including hardware and software, will be invoiced in full at time of shipment. Where applicable, unless Customer notifies NWN Carousel in writing at least ninety (90) days prior to the subscription renewal date, Customer’s subscription term will automatically renew on annual terms. Notwithstanding anything to the contrary, in the event Customer is purchasing software licenses or other usage-based consumption products or services under this Quote, and Customer’s actual software license count or usage exceeds those initially purchased pursuant to this Quote, Customer will be invoiced during the next billing cycle based on the highest licenses count or usage consumed and not the amounts initially set forth in this Quote. Thereafter Customer shall be billed based on the highest license count or usage consumed under this Quote. For avoidance of doubt, overages will be billed in the month following when the overage occurred.This Quote and any applicable Products or Services purchased hereunder are subject to either (i) the applicable mutually executed Master Products and Services Agreement or Master Services Agreement that authorizes the purchase(s) herein between NWN Carousel and Customer; or (ii) where NWN Carousel and Customer have not executed such an agreement, the terms and conditions set forth at the NWN Master Agreement or Carousel Master Agreement, located at https://nwncarousel.com/master-agreement/ shall apply (the online terms and conditions and the applicable agreement shall each be deemed the “Agreement”). This Quote is additionally subject to the applicable: (i) service descriptions set forth at https://nwncarousel.com/service-descriptions, (ii) the third party terms set forth at https://nwncarousel.com/third-party-eula-tos-warranty/, and (iii) the compliance policies and terms set forth at https://nwncarousel.com/compliance/ and such terms are incorporated by reference into this Quote. For the avoidance of doubt, in the event of any conflict between the terms of this Quote and the Agreement, the terms of the Agreement shall prevail. To the extent the name of the Agreement does not correspond with those referenced above but authorizes Customer to purchase Products or Services from NWN Carousel, those agreements shall additionally be deemed Agreements for the purposes of this Quote. Any terms not defined in this Quote shall be set forth in the Agreement. Unless otherwise prohibited, in the event a product return by Customer triggers NWN Carousel’s vendors to impose restocking fee(s) to process such return, NWN Carousel may, in its sole discretion, impose equivalent restocking fee(s) on customer. In the event Customer does not execute this Quote and only places a Purchase Order, such Purchase Order is deemed acceptance of the terms of this Quote and any additional or different terms in such Purchase Order will not bind NWN Carousel without its written consent to amend the terms of the Quote. Provided no additional or different terms are contained in a Purchase Order, NWN Carousel may reject a Purchase Order in its sole discretion within two (2) business days from its receipt and after which time such Purchase Order is deemed accepted (an This Quote has been developed by NWN Carousel and is NWN Carousel’s proprietary trade secret and business confidential information. This quote may not be released to another vendor, business partner or contractor without the written consent of NWN Carousel. Attachment A DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C 05/29/2024 RSC Insurance Brokerage, Inc. 750 Third Ave 15th Floor New York NY 10017 Michelle Barcy mbarcy@risk-strategies.com NWN Corporation 659 South County Trail Exeter RI 02822 Great Northern Insurance Company 20303 Federal Insurance Company 20281 Chubb National Insurance Company 10052 Indian Harbor Insurance Company 36940 CL2442645864 A Y 36066205 05/07/2024 05/07/2025 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 B 73641577 05/07/2024 05/07/2025 1,000,000 B 10,000 56721357 05/07/2024 05/07/2025 25,000,000 25,000,000 C N 71839800 05/07/2024 05/07/2025 1,000,000 1,000,000 1,000,000 D Primary Tech E&O/Cyber Liability MTP9043167 03 05/07/2024 05/07/2025 Per Occ/Aggregate Limit:$5,000,000 Retention:$500,000 Orange County, its officers, agents and employees are shown as Additional Insured on the General Liability policy as required by written contract subject to policy terms, conditions and exclusions. Orange County 300 West Tryon Street P.O. Box 8181 Hillsborough NC 27278 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C NWN CorporationRSC Insurance Brokerage, Inc. 25 Certificate of Liability Insurance: Notes Auto Hired Car Comprehensive/Collision Deductible: $1,000 Coverage: Excess Tech E&O/Cyber Liability Policy #0313-8251 Term: 5/7/2024-5/7/2025 Carrier: Allied World Specialty Insurance Company Limit: $5,000,000 Per Occ/Aggregate Coverage: Excess Tech E&O/Cyber Liability Policy #EOL-241196 Term: 5/7/2024-5/7/2025 Carrier: Crum & Forster Specialty Insurance Company Limit: $5,000,000 Per Occ/Aggregate Additional Named Insureds: NWN PARENT HOLDINGS LLC NWN CORPORATION COMFRAME SOFTWARE CORPORATION WESTERN BLUE CORPORATION NWN PARENT HOLDINGS LLC NWN ACQUISITION HOLDING COMPANY LLC NWNCOMM LLC SYSTEMS ENGINEERING INC CAROUSEL INDUSTRIES OF NORTH AMERICA INC. CAROUSEL INDUSTRIES OF NORTH AMERICA LLC ATRION INC (RI) ATRION INC (NJ) ATRION HOLDINGS INC NCAPITAL LLC ASP NWN MANAGEMENT HOLDINGS LP ASP NWN HOLDINGS LP ASP NWN CORPORATE PARENT HOLDINGS LLC ASP NWN CORPORATE INTERMEDIATE HOLDINGS LLC ASP NWN CORPORATE ACQUISITION CO LLC ASP NWN PARENT HOLDINGS LLC ASP NWN INTERMEDIATE HOLDINGS LLC ASP NWN ACQUISITION CO LLC HANNIBAL SCT REALTY, LLC ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: DocuSign Envelope ID: F21F10AE-F950-46F5-AC96-2EC7D5D4925C