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Contract - Lan Wan Enterprises - 2015-07-01 AGREEMENT FOR CONSULTANT SERVICES This Agreement ("AGREEMENT") is made and effective as of July 1, 2015, between the Costa Mesa Sanitary District, a sanitary district ("DISTRICT"), and Lan Wan Enterprises, an experienced professional information technology services firm ("CONSULTANT"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: Recitals WHEREAS, the District requires comprehensive information technology management services. WHEREAS, the CONSULTANT is an independent contractor and DISTRICT desires to utilize the services of CONSULTANT to provide support for hardware (servers, switches, workstations, laptops, and tablets), network, software, and monitoring, "help-desk," back-ups, remote access and on-site support, email maintenance and support, inventory control and management (hardware and software), security, and disaster recovery. WHEREAS, the CONSULTANT is expected to assist management with long- term planning to keep systems current and functional in the most cost-effective manner possible. WHEREAS, the DISTRICT has determined that the CONSULTANT possesses the professional skills and ability to provide services for the DISTRICT: NOW, THEREFORE, the parties hereto agree as follows: 1. TERM This AGREEMENT shall be for a period of one year from July 1, 2015 to June 30, 2017 with three-year extension at the DISTRICT'S discretion. Option year one, if exercised, shall be effective from July 1, 2015 to June 30, 2017. 2. SERVICES CONSULTANT shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. CONSULTANT shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE 1 PSA 1201 CONSULTANT shall, at all times, faithfully, competently, and to the best of his/her/its ability, experience, and talent perform all tasks described herein. CONSULTANT shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of CONSULTANT hereunder in meeting its obligations under this AGREEMENT. 4. DISTRICT MANAGEMENT The General Manager shall represent DISTRICT in all matters pertaining to the administration of this AGREEMENT, including review and approval of all products submitted by CONSULTANT. Notwithstanding the foregoing, the General Manager's authority to enlarge the tasks to be performed or change CONSULTANT's compensation is subject to Section 5 hereof. 5. PAYMENT (a) The DISTRICT, upon presentation of an invoice, agrees to pay the CONSULTANT progress payments, after services have been rendered or materials purchased, up to the amount not to exceed Forty Seven Thousand Dollars ($47,000.00) for the total term of the AGREEMENT [in accordance with Exhibit A, attached hereto and incorporated herein by reference OR upon completion of the task]. No other expenditures made by CONSULTANT shall be reimbursed by DISTRICT. (b) CONSULTANT shall not be compensated for any services rendered in connection with its performance of this AGREEMENT that are in addition to those set forth herein, unless such additional services are requested in a written change order and are approved in advance and in writing by DISTRICT. The written change order requirement cannot be waived. The General Manager may approve change orders for additional work not to exceed the cumulative value of ten percent (10%) of the total contract sum. Any additional work in excess of this cumulative amount shall be approved by the Board of Directors. (c) CONSULTANT will submit invoices upon task completion unless otherwise agreed. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If DISTRICT disputes any of CONSULTANT's fees, DISTRICT shall give written notice to CONSULTANT within thirty (30) days of receipt of an invoice of any disputed fees contained in the invoice. 6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE (a) The DISTRICT may, at any time, for any reason, with or without cause, suspend or terminate this AGREEMENT, or any portion hereof, by serving upon the 2 PSA 12 07 CONSULTANT written notice. Upon receipt of said notice, the CONSULTANT shall immediately cease all work under this AGREEMENT, unless the notice provides otherwise. If the DISTRICT suspends or terminates a portion of this AGREEMENT, such suspension or termination shall not make void or invalidate the remainder of this AGREEMENT. (b) In the event this AGREEMENT is terminated pursuant to this Section, the DISTRICT shall pay to CONSULTANT the actual value of the work performed up to the time of termination, provided that the work performed is of value to the DISTRICT. CONSULTANT shall immediately turn over all work-product to DISTRICT in a readily usable form. Upon termination of the AGREEMENT pursuant to this Section, the CONSULTANT will submit an invoice to the DISTRICT pursuant to Section 5. 7. DEFAULT OF CONSULTANT (a) The CONSULTANT's failure to comply with the provisions of this AGREEMENT shall constitute a default. In the event that CONSULTANT is in default for cause under the terms of this AGREEMENT, DISTRICT shall have no obligation or duty to continue compensating CONSULTANT for any work performed after the date of default and can terminate this AGREEMENT immediately by written notice to the CONSULTANT. If such failure by the CONSULTANT to make progress in the performance of work hereunder arises out of causes beyond the CONSULTANT's control, and without fault of negligence of the CONSULTANT, it shall not be considered a default. (b) As an alternative to the procedure for immediate termination for default set forth in subparagraph (a), if the District Manager or his/her delegate determines that the CONSULTANT is in default in the performance of any of the terms or conditions of this AGREEMENT, he/she may in his/her discretion cause to be served upon the CONSULTANT a written notice of the default and demand to cure. The CONSULTANT shall have ten (10) days after service upon it of said notice to cure the default by rendering a satisfactory performance. In the event that the CONSULTANT fails to cure its default within such period of time, the DISTRICT shall have the right, notwithstanding any other provision of this AGREEMENT, to terminate this AGREEMENT without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this AGREEMENT. 8. OWNERSHIP OF DOCUMENTS (a) CONSULTANT shall maintain complete and accurate records with respect to the professional services required by this AGREEMENT and will produce the work product specified in Exhibit A and other such information required by DISTRICT that relate to the performance of services under this AGREEMENT. CONSULTANT shall maintain adequate records of services provided in sufficient detail to permit an 3 PSA 12 07 evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. CONSULTANT shall provide free access to the representatives of DISTRICT or its designees at reasonable times to such books and records; shall give DISTRICT the right to examine and audit said books and records; shall permit DISTRICT to make transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this AGREEMENT. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. (b) Upon completion, termination, or suspension of this AGREEMENT, all work product reduced to any medium and other documents prepared in the course of providing the services to be performed pursuant to this AGREEMENT shall become the sole property of the DISTRICT and may be used, reused, or otherwise disposed of by the DISTRICT without the permission of the CONSULTANT. With respect to computer files, CONSULTANT shall make available to the DISTRICT, at the CONSULTANT's office and upon reasonable written request by the DISTRICT, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files. Said software and hardware shall be made available to DISTRICT at CONSULTANT's cost. 9. INDEMNIFICATION (a) Indemnification for Professional Liability. When the law establishes a professional standard of care for CONSULTANT's services, to the fullest extent permitted by law, CONSULTANT shall indemnify, protect, defend, and hold harmless DISTRICT and any and all of its officials, employees, and agents from and against any and all losses, liabilities, damages, costs, and expenses, including attorney's fees and costs to the extent the same arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, its officers, agents, employees, or subconsultants (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of professional services under this AGREEMENT. (b) Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the fullest extent permitted by law, CONSULTANT shall indemnify, defend, and hold harmless DISTRICT and any and all of its employees, officials, and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses, or costs of any kind, whether actual, alleged, or threatened, including attorney's fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, pertain to, relate to, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this AGREEMENT by CONSULTANT or by any individual or entity for which CONSULTANT is legally liable, including, but not limited to, officers, agent, employees, or subconsultants of CONSULTANT. 4 PSA 12 07 10. INSURANCE CONSULTANT shall maintain prior to the beginning of and for the duration of this AGREEMENT insurance coverage as specified in Exhibit B attached to and made part of this AGREEMENT. 11. INDEPENDENT CONSULTANT (a) CONSULTANT is and shall at all times remain as to the DISTRICT a wholly independent consultant. The personnel performing the services under this AGREEMENT on behalf of CONSULTANT shall at all times be under CONSULTANT's exclusive direction and control. Neither DISTRICT nor any of its officers, employees, or agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's officers, employees, or agents, except as set forth in this AGREEMENT. CONSULTANT shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the DISTRICT. CONSULTANT shall not incur or have the power to incur any debt, obligation, or liability whatsoever against DISTRICT or bind DISTRICT in any manner. (b) No employee benefits shall be available to CONSULTANT in connection with the performance of this AGREEMENT. Except for the fees paid to CONSULTANT as provided in the AGREEMENT, DISTRICT shall not pay salaries, wages, or other compensation to CONSULTANT for performing services hereunder for DISTRICT. DISTRICT shall not be liable for compensation or indemnification to CONSULTANT for injury or sickness arising out of performing services hereunder. 12. LEGAL RESPONSIBILITIES The CONSULTANT shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this AGREEMENT. The CONSULTANT shall at all times observe and comply with all such laws and regulations. The DISTRICT and its officers and employees shall not be liable at law or in equity occasioned by failure of the CONSULTANT to comply with this Section. 13. UNDUE INFLUENCE CONSULTANT declares and warrants that no undue influence or pressure has been used against or in concert with any officer or employee of the DISTRICT in connection with the award, terms, or implementation of this AGREEMENT, including any method of coercion, confidential financial arrangement, or financial inducement. No 5 PSA 12 07 officer or employee of the DISTRICT will receive compensation, directly or indirectly, from CONSULTANT or from any officer, employee, or agent of CONSULTANT in connection with the award of this AGREEMENT or any work to be conducted as a result of this AGREEMENT. Violation of this Section shall be a material breach of this AGREEMENT entitling the DISTRICT to any and all remedies at law or in equity. 14. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES No member, officer, or employee of DISTRICT, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to the project during his/her tenure or for one year thereafter shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with the project performed under this AGREEMENT. 15. RELEASE OF INFORMATION / CONFLICTS OF INTEREST (a) All information gained by CONSULTANT in the performance of this AGREEMENT shall be considered confidential and shall not be released by CONSULTANT without DISTRICT's prior written authorization. CONSULTANT and its officers, employees, agents, or subconsultants shall not, without written authorization from the General Manager or unless requested by the District Counsel, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this AGREEMENT or relating to any project or property located within the DISTRICT. Response to a subpoena or court order shall not be considered "voluntary" provided CONSULTANT gives DISTRICT notice of such court order or subpoena. (b) CONSULTANT shall promptly notify DISTRICT should CONSULTANT or its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, requests for admissions, or other discovery request, court order, or subpoena from any person or party regarding this AGREEMENT or the work performed thereunder or with respect to any project or property located within the DISTRICT. DISTRICT retains the right, but has no obligation, to represent CONSULTANT and/or be present at any deposition, hearing, or similar proceeding. CONSULTANT agrees to cooperate fully with DISTRICT and to provide the opportunity to review any response to discovery requests provided by CONSULTANT. However, DISTRICT's right to review any such response does not imply or mean that DISTRICT has a right to control, direct, or rewrite said response. (c) CONSULTANT covenants that neither he/she/it nor any officer or principal of their firm have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of their services hereunder. CONSULTANT further covenants that in the performance of this AGREEMENT, no person having such interest shall be employed by it/them as an officer, employee, 6 PSA 1207 agent, or subconsultant. CONSULTANT further covenants that CONSULTANT has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the DISTRICT or the study area and further covenants and agrees that CONSULTANT and/or its subconsultants shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the DISTRICT or the study area prior to the completion of the work under this AGREEMENT. 16. NOTICES Any notices which either party may desire to give to the other party under this AGREEMENT must be in writing and may be given by: (i) personal service, (ii) delivery by a reputable document delivery service, such as, but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice: To DISTRICT: Costa Mesa Sanitary District 628 West 19th Street Costa Mesa, California 92627 Attn: District Clerk To CONSULTANT: Lan Wan Enterprises 17500 Red Hill Ave., Suite 120 Irvine, CA 92614-5680 Attn: Rami Debabneh 17. ASSIGNMENT The CONSULTANT shall not assign the performance of this AGREEMENT, nor any part thereof, nor any monies due hereunder, without prior written consent of the DISTRICT. 18. LICENSES At all times during the term of this AGREEMENT, CONSULTANT shall have in full force and effect all licenses required of it by law for the performance of the services described in this AGREEMENT. 19. GOVERNING LAW DISTRICT and CONSULTANT understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to 7 PSA 1207 this AGREEMENT and also govern the interpretation of this AGREEMENT. Any litigation concerning this AGREEMENT shall take place in the superior or federal district court with jurisdiction over the DISTRICT. 20. ENTIRE AGREEMENT This AGREEMENT contains the entire understanding between the parties relating to the obligations of the parties described in this AGREEMENT. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this AGREEMENT and shall be of no further force or effect. Each party is entering into this AGREEMENT based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL CONSULTANT is bound by the contents of Exhibit A, hereto and incorporated herein by this reference. In the event of conflict, the requirements of DISTRICT's Request for Proposals and this AGREEMENT shall take precedence over those contained in the CONSULTANT's proposals. 22. MODIFICATION No modification to this AGREEMENT shall be effective unless it is in writing and signed by authorized representatives of the parties hereto. This written modification requirement cannot be waived. 23. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this AGREEMENT on behalf of CONSULTANT warrant(s) and represent(s) that he/she/they has/have the authority to execute this AGREEMENT on behalf of the CONSULTANT and has/have the authority to bind CONSULTANT to the performance of its obligations hereunder. 24. INTERPRETATION In the event of conflict or inconsistency between this AGREEMENT and any other document, including any proposal or Exhibit hereto, this AGREEMENT shall control unless a contrary intent is clearly stated. 25. BUSINESS LICENSE 8 PSA 12 07 CONSULTANT shall obtain a business license from the City of Costa Mesa unless legally exempt. IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed this day and year first above written. COSTA MESA SANITARY DISTRICT LAN WAN ENTERPRISES c-neral anager Signature 127/4 ATTEST: KGm( (�al'jchnet^ Typed Name C r i/tA79 DistnctC ni,reCit)r of Sulu arv4 Title APPRO D AS TO FORM: District Counsel 9 PSA 1207 LAN WAN Enterprise, Inc. LANWANE.com ITSolutions (8001 689-?461 17500 Rid 11111 Avc.Sui1(1120 In inv.CA 92614-5680, I SA m.lnnwane.onm Network Service and Maintenance Proposal LAN WAN Enterprise Presented to: Elizabeth Pham Costa Mesa Sanitary District 628 W. 19th Street Costa Mesa, CA 92627 LAN WAN Enterprise, Inc. 11 LANWANEoom IT Solutions (8001 689-1461 1751111 Red 11111 xYe.Suite 120 ❑'cine. CA 92614-5680. l S. rrrrrr(mnWel/Ie.£0111 Table of Contents 1. LAN WAN Enterprise Inc 3 2. Background 4 3. Proposal Summary 7 A. Scope of Work 8 B. Service Level 9 1. Onsite Support 9 2. Emergency Support \ Disaster Recovery\Failover Services\projects implementations 10 C. Projects 3. Onsite Backup\ Disaster Recovery\ Business continuity 11 4. Spam Filtering Solution 12 4. Communications 13 5. Cost 14 6. LAN WAN Enterprise, Inc. - Service Agreement 14 A. LWE OBLIGATIONS. R CUSTOMER OBLIGATION: C. TERMINATION. FORCE MAJEURE: E. LIMITATION OF DAMAGES: F. AGREEMENT NOT TO RECRUIT G. MISCELLANEOUS: Exhibit A. References. 18 Exhibit B. LAN WAN Enterprise Partnerships. 24 Exhibit D. LAN WAN Enterprise Certifications ( over 300 IT certificates ) 31 2 LAN WAN Enterprise, Inc. Ibis: : IT SolutionLANWANE,coms (800) 689-2451 175011 Red hill A‘e. Suite 12U Irvine, CA 92614-5680, I'SA rpN'lrJ ,iwgne.rorn 1. LAN WAN Enterprise, Inc. Started in 1998, LAN WAN Enterprise is a complete technology solution provider. We are 100% committed to making sure business owners have the most reliable and professional IT service in Southern California. Our team of talented IT professionals can solve your IT nightmares once and for all. Here's why so many businesses depend on LAN WAN Enterprise for complete IT services and support: • Longest proven running networks • Longest track record of security systems going without failure • Technicians trained in all fields of IT • Same day response time guaranteed • Partner integration with our clients • High Quality vendor's partners • Most Creative solutions in the industry CEO eanOwes DirecteroldanBalagaaNMummy .cN.Own coo Otil pang... "v° NN4wa* *. Remains manger nafr ONflyna S Rater nevi N wawa JmapnW pJM Sy.Network rMveM Network Nnwo,. Network tMwo,M Network Systema Eng. Systems Eng. Systema Eng. Systems Enp. System Enp. Systems Eng. Systema Eng. Heim Oweis Zad Pintos. Ralph Haddad Ray Haddad Alarm Swink Staged Michael Randy Peek 3 LAN WAN Enterprise, Inc. I � LANWANE.com u : IT Solutions 13001 bH9 2161 175011 Red 111111ce. Suite 120 L'vine,(':A 92614-5680, 1 S\ IPlflf.11tll"/"“0I➢ j 4 •17' t 1...?"• :'Y'x'. ;ilk s • 1IF-111 2. Background We at LAN WAN Enterprise has been servicing cross vertical markets for over 14 years and by continuing in our work we developed some very specific skills and an aptitude for supporting local government needs. Such support includes, but is not limited to: • Microsoft Products 0 o Active Directory Services o Hyper-V VMs o Exchange 2013 and earlier versions. o Domain Controllers Active Directory 2012 R2 and earlier versions. o SQL 2012R2 and earlier. o Oracle DB o SFTP Services o Windows clients o Windows Servers 2012R2 and earlier • Network stability o Network design o Security o Scalability o SRS/Enterprise development o Network assessments o Firewall protection o Back-up/disaster recovery 4 LAN WAN Enterprise, Inc. E III. ITSolutionLANWANcoms 1800 689-24'31 17500 Red Hill Ice. Suite 120 !nine.CA 92014-56811. CSA www./umeune.rum o VPN solutions o Security assessments o Anti-Virus o Spyware protection o Spam Blocking o Adware Detection and Removal o Web filtering o Monitoring and Reporting o Wireless Security • Email solutions o Microsoft Exchange Solutions o Novel GroupWise solutions. o Hosted solutions o Office 365 Email services • Proactive Monitoring • Cloud solutions o BDR Backup Disaster Recovery Services. o Business Continuity o Microsoft Office 365 o Microsoft Azure 0 • Security o Cisco CCNP Certified technicians o Barracuda appliances and services o Symantec Suite Enterprise SEP & SMS. • VolP telephone systems o On-Prem VOIP Solutions o Hybrid VOIP Solutions. • Backup, and Disaster Recovery o Symantec Backup Exec all versions. o Acronis Backup Advanced o Cloud Backup o Business Continuity • Government and 3rd party Software's such as o Eden o HDL Property Tax o HDL Business License o NavLine 5 LAN WAN Enterprise, Inc. (ibr� LANWANEcom JIT Solutions {800) ,H"- ' 17500 Red Hill Ave.Suite 120 Irvine,CA 926 IJ-5680, I SA Inn"lit"nen" o Laserfiche o Rectrac o ARCGIS o ECopy o Others 0 • Virtualization o Hyper-V & VMWare implementation • Cabling o Cable run ,Wire Map and certifications We at LAN WAN Enterprise are proud to say that we have not only been a compelling source of IT solutions within the last two decades, but have also been a high caliber company- staying ahead of the technology curve, and being the best at what we do. For LAN WAN Enterprise,our attitude is to give the best we can; not just for the satisfaction of our clientele, but also the satisfaction that we are the best we can possibly be and therefore the finest in our field services and our work. Behind the legacy of our hard work we have gained the respect of our customers. Read their testimonials, and the letters of recommendation to share few of our customer's experience. LAN WAN Enterprise is a fast-growing provider of value-added systems consulting& integration, networking, and lifecycle information systems services. Through our leading-edge focus, LAN WAN Enterprise develops partnerships with customers and vendors alike to achieve highly customized technology integration, implementation, and support solutions. LAN WAN Enterprise designs, implements, and manages complex information systems solutions, and delivers these systems with Quality and Customer Satisfaction as a critical- success metric. LAN WAN Enterprise' goal is to help customers maximize their information systems investments in order to provide core-business competitive advantage by maximizing end-user productivity. a. LAN WAN Enterprise Southern California headquarters is: 6 LAN WAN Enterprise, Inc. [1111:i LANW : IT SolutionANE.coms 18001 689-2451 175011 Red 11111 Ave.Suite 1211 Irvine,C.1 92614-5680, L SA 991'9'3099'09e."1" 17500 Red Hill Ave. Suite 120 Irvine, CA 92614-5680, USA b. LAN WAN Enterprise provides technical analysis, consulting and professional/engineering/outsourcing services in: • Local Area Network security infrastructure, integration and support. • Wide Area Network security infrastructure, integration and support. • Help Desk/ Support Services Process Re-engineering. • Project Management. • Voice over IP Systems. LWE provides technical support and network engineering services that are customized to support business operations. LWE provides long term network maintenance and support services to small and Mid-Size businesses where a full time network administrator is not warranted. In most of these cases the network administrator's time is not fully utilized. LWE is able to structure a maintenance contract that fits budgetary requirements while still providing onsite and remote support services to keep the network operating reliably. LWE's support and maintenance services are intended to keep costs down,by managing the amount of time that is required to keep the network well-tuned and operational. The net annual costs are usually less than the salary and benefits of a full time employee. This service allows our clients to meet their objectives of maintaining a reliable network. 3. Proposal Summary It is anticipated that all technicians work will be performed at client's facility main location (628 W. 19th Street Costa Mesa,CA 92627)and one other remote location(174 W.Wilson Street,Costa Mesa, CA 92627) 7 LAN WAN Enterprise, Inc. 1.1• LANWANE.com �_ IT Solutions i8110) 689 7 t51 17500 Red 11111 .AAe. Suite 120 n'inr,C,A 926I4-56811, ISA r.rnmrnne.enm Costa Mesa Sanitary District is seeking the assistance of a network support firm to provide onsite and remote technical support. The number of users in CMSD office does not justify the investment in a full time network administrator. LWE Inc. is able to provide network administration services on a part time basis, tailored to the needs of Costa Mesa Sanitary District, LWE is pleased to offer the following network support and maintenance services. The following is a statement of the scope of work and service level requirements. A. Scope of Work LWE will utilize a combination of onsite(Sites mentioned above) and remote management tools to support the users and the network at the Costa Mesa Sanitary District at 628 W. 19th Street Costa Mesa, CA 92627 and all mentioned above remote locations. The services will include the following: • System Administration: LWE will provide administration services to include all servers, user accounts, LWE will perform all of the regular server maintenance items that are required for a reliable network. LWE will update operating system software patches to ensure system performance and integrity. • Network Administration: LWE will support all network devices such as routers and Internet access, firewalls, and monitor network performance. • User Account Administration: LWE will manage all user accounts to ensure proper access to network resources for local users and remote users. • Desktop Support: LWE will support all computer workstations, and laptop. LWE will troubleshoot hardware and software related problems, and manage system warrantees. • User Support&Training: LWE will respond to user issues, and resolve all technology related problems. LWE will also train employees as needed to ensure full utilization of the available technology. • Virus Protection: LWE will monitor virus definitions on a daily basis. The updates will be pushed out to the users. Regular virus protection updates are required to ensure that the network is safeguarded against malicious attacks. • Firewall Maintenance: LWE will maintain the integrity of the firewall by conducting regular audits. LWE will also develop a firewall upgrade path that is cost effective, while providing greater security. • System Backup: LWE will maintain the current backup systems and provide suggestions. LWE will configure a backup system to automate the backup process. Backups should be done daily. LWE will also suggest a disaster recovery plan, to ensure that the data is recovered quickly. 8 LAN WAN Enterprise, Inc. [II-.' LANWANE.comIT Solutions i (800) 585-7a91 17500 Red Hill Ave.Suite 1211 Irvine,CA 92614-5680, L'SA tram./naremre.imn B. Service Level LWE will utilize a combination of onsite services, remote monitoring, and remote support, to fully support Costa Mesa Sanitary District network, while maintaining control over costs 1. Onsitelremote Support. After completing the IT walk-through for both sites and based on the complexity level of the District, LWE will provide Onsite\remote Support IT Services for a total 39 hours per month during the District's Business hours Monday - Thursday 7:30 a.m. to 4:30 p.m. Friday 7:30 a.m. to 3:30 p.m., at regularly scheduled days to resolve user issues, and provide hands on network maintenance, and to maintain reliability of the network. Along with the Scope of work, LWE will perform a daily check for the Costa Mesa Sanitary District network on a daily basis. Includes: • Support and maintain Physical and Virtual Servers. • Support all users IT requests • Support all software's in the District • Maintain and monitor the Network security for the District for all locations. • Support WIFI and Internet service providers. • Virus and SPAM protections • Email administrations. • Daily check of system Backup logs • Monitor Health of the servers • Monitor health of the firewall • Monitor health of the Router • Monitor health of the Virus Protection software for all servers and all workstations to ensure that there were no errors, and security breaches attempted. • Depends on the nature of the patch, LWE will apply daily and weekly security/0.8 patches outside of District's business hours. • Create a yearly IT budget for the District ahead of time. • Maintain and update the District's inventory • Evaluate IT needs regularly, and create an IT assessment once a year for the district 9 LAN WAN Enterprise, Inc. 1� LANWANE.com 1I. IT Solutions • (8001 689 2451 175(10 Red 1111 .Ave.Suite 120 Imine,CA 0261-1-5680. I SA MMlf.if nreine.CPHI 2. Emergency Support 1 Disaster Recovery 1 Failover Services\ projects implementations. In the event that the following events that are not part of B.l (OnsiteAremote Support), LWE will perform the following and not limited to the following tasks: • Server Down \Crash troubleshooting • DR (Disaster-Recovery) Services • Servers and security Appliances Failover • Network Down • Project implementations In the event that B.2 (2.Emergency Support \Disaster Recovery\ Failover Services\projects implementations. ) occur, and remote control utilities are not sufficient to resolve the problem, LWE will provide onsite engineering services the same or next business day to address the problem on a Time and Material basis. Additional engineering services that are beyond the scope of network maintenance and support mentioned in B.1 (1.Onsite Support)will be provided on a time and material basis, at S 120.00 per hour rate. The rates are fixed on the skill set that is required rebuilding a server or for future projects that are beyond support services, LWE will not charge overtime if the work occur after hours or weekends and $0 traveling fees . 10 LAN WAN Enterprise, Inc. [IW- LANANE.com ITSolutions (800) 689-2451 17500 Red hill Act'. Suite 1111 In int'. CA 02614-5680. CSA Poniclnmrune.emn 3. Onsite Backup 1 Disaster Recovery\Business continuity How it Works 868. a. at d Our solution is an end-to-end disaster recovery solution that pairs the most advanced backup software with the massive cloud storage and recovery capabilities. The service is bundled, so that you get one competitive price per server for software and cloud replication. II • LAN WAN Enterprise, Inc. [11 r- LANWANE.com JITSolutions WOO) ee9-2a5l 175110 Red hill A‘e. Suite 120 Irvine, CA 92014-5680. L SA R rw.i"nrreae.rfin Features Benerrb Bundle Flat price per server,per month bundle.including Acronis Backup Advanced software and 1TB of storage in the eFolder Cloud per protected server Acronis Backup Advanced Software Image based and 0le level backup Recover whole systems or just particularflies Global Reduplication Conserve precious bandwidth and cloud slur age costs Forever incremental dedup-aware replication Save on labor costs by never needingto re-seed to the data center again Flexible I eplicetion options Backupstraight to the cloud and/or to an on-site repository Separate,tiered on-site and oXaite retention policies Control cloud storage utilization and improve overall profitability Extensive reporting Get a global view of every client backup emrronrnent and better meet your service mission eFolderaoud eFolder Management Portal Centralized monitoring,aim ting.reporting.and license key admin.str atlas 1 TB or Included cloud storage pet protected server Meet the vast the majority of your client cloud storage needs per server and profit Pon predictable wholesale costs Multiple recovery options Recover on site.from the cloud.or in the eFolder Continuity Cloud Flexible deployment scenarios Go straight to the cloud.build-your-own BOR appliance.or use an eFolder BDR appliance Pre-seed service Inter net upload or free pie-seeding service Businesseass,petabyte-scale storage cloud Benefit the scale,security.and silent data corruption protection in the eFolder Cloud Cost: License Cost: $100\server\month( monthly subscription ) One time Labor Cost: $ 3840 Monthly: (included in the service contract in B.I OnsiteAremote Support) 4. Spam Filtering Solution: Our Spam Firewall solution manages all inbound and outbound email traffic to protect organizations from email-borne threats and data leaks. As a complete email management solution, organizations can encrypt messages and leverage the cloud to spool email if mail servers become unavailable. - Spam Filtering - Virus Protection 12 LAN WAN Enterprise, Inc. 1111. LANWANE.com IT Solutions IHVOI b89 2451 17500 Red Ilill Ave.Suite 1211 Irvine.CA 92614-5680. CSA ueter.httncmtr.<'nnI - Denial of Service(DoS) Attack Protection - Email Spooling - Spam and Virus Pre-Filtering - Encryption - Outbound Filtering Cost: HW\License Cost: $3150 One time Labor Cost: $ 2880 Monthly Cost: (included in the service contract in B.I Onsite\remote Support) 4. Communications At Lan Wan Enterprise , we have a Service Desk Automation Service , all tickets are documented , Assigned employees from the District will have access to the system to check the real time updates on all service tickets created and resolutions . Service Desk Automation Service Requests Automated Ticket Collaborate with Resources, Event Management Creatio Customers. Contacts a ei a o.itai Inctaent. obbrn. gLn . User CA) Change Management ,- Cost: Free 13 LAN WAN Enterprise, Inc. r LANWANEcom u : IT Solutions (8001689-2451 175011 Red hill Ave. Suite 1211 Irvine CA 92614-56811, I S n•rvrv.lnmrune.rum 5. Cost Based on the scope of work indicated in 3.8.1 It is estimated $3,900 per month of service with these hours being offsite (Remote Monitoring) and onsite(Onsite Support) in order to maintain the reliability and integrity of the Costa Mesa Sanitary District network, while providing a reasonable level of response time to user(Costa Mesa Sanitary District)problems. 6. LAN WAN Enterprise - Service Agreement This agreement is executed by and between LAN WAN Enterprise, Inc. (LWE) located at 17500 Red Hill Ave. Suite 120, Irvine, CA 92614-5680, USA and, Costa Mesa Sanitary District, Located at 628 W. 19th Street Costa Mesa, CA 92627 . WHEREAS, LWE has a Consulting Methodology, to provide Consulting, Training and System Engineering services; and WHEREAS, the Costa Mesa Sanitary District wishes to engage LWE to perform the Consulting Engagement. NOW THEREFORE, in consideration of the promises contained herein, the parties agree as follows: A. LWE OBLIGATIONS: LWE will provide Consulting and System Engineering services in accordance with the scope of agreement, and scope of work. B. CUSTOMER OBLIGATION: Costa Mesa Sanitary District hereby agrees to pay upfront LWE $3,900 per month for services to be performed starting on the date set forth above. C. TERMINATION: This agreement may be terminated without cause, without penalty, and without liability for any damages as a result of such termination at any time by giving the other party at least sixty(60)days prior written notice of such termination. D. FORCE MAJEURE: LWE shall NOT be liable for a delay in performing and NOT liable for any obligations under this agreement if such delay is caused by strike, riot, war, government regulation, flood, earthquake, or any other unforeseeable and unavoidable event beyond LWE's reasonable control. 14 LAN WAN Enterprise, Inc. [III:' l ITILANWANE.com Solutions (boo) 589-2ls1 1751111 Red Hill Ave.Suite 120 trine,CA 92614-56811, I S A rvrrrr.Iamvrrne.fnz E. LIMITATION OF DAMAGES: LWE shall not be held liable for any loss, damage, expenses, including without limitation, loss of data and equipment failure, which are the result of the actions of Costa Mesa Sanitary District or LAN WAN Tech. Should there be any defect or deficiency in any services performed by LWE, liability hereunder shall be limited to the cost of the support time itself to correct the defect or deficiency. In any case, LWE shall not be liable for any consequential or incidental damages related to the service. F. AGREEMENT NOT TO RECRUIT I. By signing these terms and conditions, Costa Mesa Sanitary District agrees with the following recruitment conditions: 2. Costa Mesa Sanitary District agrees not to solicit, recruit, employ, contract, or make offers to employ, any technical or managerial personnel of LAN WAN Enterprise for a period of 18 months from the completion of any project or services performed by LAN WAN Enterprise, Inc. 3. Costa Mesa Sanitary District agrees that any solicitation, recruitment, employment, or contracting of LAN WAN Enterprise, Inc' personnel, within one year of the completion of any project or service, will be considered a Permanent Placement Service, in which case, LAN WAN Enterprise, Inc will be invoiced a Permanent Placement Fee equal to 30%of the employee's starting salary, including bonus, and/or guaranteed commission. G. MISCELLANEOUS: 1. NOTICE: Any notices, except invoicing, to be given under this agreement shall be made to the addresses of the respective parties set forth below by personal delivery, by nationally recognized overnight carrier, or by registered or certified mail, postage paid, return receipt requested, and such notice shall be deemed given upon receipt if delivered personally or by overnight carrier, or forty-eight (48)hours after deposit in the United States mails as set forth herein. 2. GOVERNING LAW: AMENDMENT, ARBITRATION: This agreement shall be interpreted and enforced under the laws of the State of California. This agreement can be modified only in writing, with changes signed by the parties hereto. Any controversy or claim arising out of or relating to this agreement will be settled by binding arbitration as the parties may agree, and in the absence of such 15 LAN WAN Enterprise, Inc. I LANWANE.com r. IT Solutions 18001 689 2451 17500 Red 11111 .Ace Suite 1211 !nine, CA 92614-5680, I.S:A "'lout agreement, in accordance with the Commercial Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. Arbitration hearings will be held in the County of Orange, California, and the prevailing party will be reimbursed for any and all attorney's fees, costs and expenses in the arbitration. LABOR COST ESTIMATE: The following cost estimate is on an annual basis, taking into consideration a reasonably healthy network, without major stability issues. Additional hours will be required for install new Software, upgrades, redesign, rebuild computers and redeployment services, as these items fall under engineering services rather than support services. Resource Task Monthly Cost Systems Technical support as outlined in the scope $3,900 Administrator of work and service level section 3.B.1 Additional network administration services will be provided at a rate of$ 120 per hour, projects will be the same as well. There will he no traveling fees for any of the services performed onsite. Additional projects or work, not specifically included in the Scope of Work, may be added to the project scope by the submission of a project change order. These projects may be fulfilled, in a Time& Materials format, outside the scope and scale of this project. 16