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HomeMy WebLinkAbout2008-09-22-Resolutions 08-219_IT Support Services - Vital Support SystemsTHE CITY OF WAUKEE,IOWA RESOLUTION 08-219 CONCERNING APPROVAL OF A MANAGED SERVICES AGREEMENT WITH VITAL SUPPORT SYSTEMS RELATED TO INFORMATION TECHNOLOGY SUPPORT SERVICES FOR THE CITY IN THE NAME AND BY THE AUTHORITY OF THE CITY OF WAUKEE,IOWA WHEREAS,the City of Waukee was utilizing services of in-house technicians at the City of West Des Moines,Iowa,for its information technology support services;AND, WHEREAS,the information technology systems require ongoing maintenance to assure adequate and efficient exchange of information within the City is available together with appropriate storage of information;AND, WHEREAS,the City Administrator publicized a request for proposals to information technology companies with the capability to providing service in accordance with the request for proposals and Vital Support Systems provided the lowest responsible bid;AND, WHEREAS,the contract attached as Exhibit A is submitted for consideration by the City Council and the City Council finds the same should he approved. NOW THEREFORE BE IT RESOLVED by the City Council of the City of Waukee,Iowa that the contract between the City and Vital Support Systems should be and the same is hereby approved. Passed by the City Council of the City of Waukee,Iowa,and approved this the 22nd day of September,2008. Attest: ROLL CALL VOTE Donald L.Bailey,Ir. Casey L.Harvey C.Isaiah McGee Darlene Stanton Mike Watts AYE X X X X X NAY ABSENT ABSTAIN SUPPORT SYSTEMS PROPRIETARY INFORMATION Agreement #VSSQ21323 230 Hwy6 Waukee IA 50263 Customer Cit of Waukee Billing Address City,State,and Zip Code Customer Contact E-Mail Phone Soett EfliA;'Jeff Kooistra .kooistra@waukee.or (515)987-4522 Services. Company agrees to provide the support services,labor and subcontractor services ("Services")described in Scope of Work to this Agreement. Service Fee. Customer shall pay the Company $3,833.00 monthly (the "Service Fee")for the provision of the Services.Such amount shall be paid in accordance with Section 3 of the Agreement Terms,as defined below. Term and Effective Date. This Schedule shall commence on the Effective Date and shall continue for a period of 9 month(s)("Schedule Term"). This Managed Service Agreement,together with Scope of Work and Attachments hereto,is further subject to the Managed Service Agreement Terms (collectively the "Agreement").Purchaser has read and understands the Agreement Terms and agrees to be bound thereby.This Agreement IN WITNESS WHEREOF,the parties have executed this Agreement as of the last date shown below.. Vital SU//lstems (Company) By:~dit- Title:(;d 111~tqf;;Ste.vt:S, Date:C;-;;;.;L.00 City of Waukee (Customer) By: Title:--':....:..=----.:cA:..:d.c.rn:..:l:..·n=i.c.s:..:t:..r_a_t-'---o_r..:./_C_l_e_r_k _ Date'09/22/08 SEE EXHIBIT "A" Qualifications For purposes of this support Agreement,Supported Products shail be defined as items listed in Attachment I under this Agreement.Any modifications to an item of Supported Products will automatically negate and nullify all aspects of this Agreement and related guarantees.In order to qualify for coverage,Customer's environment must comply with the requirements listed in Attachment II "Server/Desktop/Network Service Description"of this Agreement. Issue Reporting Customer shall report all issues with an item of Supported Products by calling 515-334-5755 (local Des Moines area or 888-334-5775 outside of Des Moines)or utilizing the online Web Portai http://connect.vitaisite.com/supporV. Customer shall provide Company with Customer Account Name,Contact Name,Location,Description of trouble,and Call back number. Response Times Company will provide to customer the response time selected and indicated in the product description of The Soiution Set section of this agreement. Premium 7 days per week,24 hours per day,30 minute notification to acknowledge receipt of issue,4 hour response to begin working on the issue,excluding Company's published holidays. Standard Monday through Friday,8 a.m.to 5 p.rn.:30 minute notification to acknowledge receipt of Issue,4 hour response to begin working on the issue,excluding Company's published holidays. Responsibilities Company Responsibilities *Company will perform services purchased on the Supported Products as outlined in Attachment II of this Agreement. *Company will remotely monitor Supported Products for systems utilization and availability. *Company will remotely manage issue diagnosis and resoiution of the Supported Products. *Company will dispatch an engineer (if necessary)to resolve Supported Products issue (Excluded in Remote Support). *Company will coordinate with product Manufacturer the replacement,installation and implementation ot defective Supported Products for the duration of the contract. •Company requires a secure VPN connection to monitor Supported Products;Company will provide a secure VPN appliance for connectivity. Customer Responsibilities *Customer agrees to pay Company the $500.00 set-up fee for installation,configuration and testing of the VPN connection, if VPN connection is allowed by Customer. *Customer agrees to submit a Change Order request for any moves,additions or changes (MACs)that may have an impact on the Supported Products. •Customer agrees to handle all necessary communication to Customer personnel in regards to this Agreement. *Customer will provide physical access to any and all Supported Product locations.Access hours shall be in accordance with the terms of the Support level seiected by the Customer. *Customer agrees to work with Company to schedule a predetermined "maintenance window"with required downtime. *Customer will provide to Company up to 3 authorized contacts (name,phone numbers and e-mail)for access to the Company support line and access to Customer's premises. •Customer agrees to maintain manufacturer warranty agreements equal to or greater than the Supported Products, through Company.Failure to do so may result in additionai charges for issue remedy. *If no maintenance agreement is on the Supported Product,Company will facilitate the repair or replacement of the S Suooorted Product and bill Customer for reimbursement of the costs.ervice GLJaranfee *In the event that Company does not respond within contracted times,Company will provide to Customer a credit equal to 10%of the Monthly Service Fee stated on the face of this Agreement,provided that Customer submits to Company a written claim for any such credit within thirty (30)days of the date such claim arises.Any such credit will be posted on Exclusions Company's support obligations hereunder do not include periods of component unavailability to the extent resulting from one or more of the following causes: *Scheduled maintenance windows outside of the level of support purchased on Supported Products. *Moves,additions or changes (MACs)of Supported Products will not be included (unless otherwise stated). •All Federal and State regulatory requirements for patch management and associated documentation are the sale responsibility of the Customer. •Training. Billable Services *Any services outside of this Agreement;new installs,projects,version upgrades,skili set training etc.will be billed at the current standard published rate. Initials"_ EFFECTIVE DATE,To Be Determined Temporary Monthly Service Fee $3,833.00 $3,833.00 84 PRE-PC Premium PC Support $0.00 $0.00 1.Patch Management 2.Anti-Virus Management 3.System Clean-Up 4.Anti-Spyware Protection 5.Executive Management Reporting 6.Web Based Support Portal 7.Remote Support 8.On-Site Support (Preferred Rate) 10 PRE-SRVR Premium Server Support $0.00 $0.00 1.Microsoft Patch Management 2.Capacity Monitoring 3.System Event Log Monitoring 4.Virus Definition Management 5.Executive Management Reporting 6.Web Based Support Portal 7.Remote Support 8.Vendor Management 9.Quarterly Business Review 10.On-Site Support 11.Application Event Log Monitoring 12.LAN Bandwidth Usage Monitoring 14 PRE-NET Premium Network Device Support $0.00 $0.00 1.Monitoring 2.Executive Management Reporting 3.Remote Support 4.Patch Update 5.Cisco Device Configuration Backup 6.On-Site Support PRE-BACKUP Premium Support for Data Backup Services include: 1.Monitoring and Managment of Backup Schedule 2.Support Portal 3.Remote Support 4.On-site Support $0.00 $0.00 Except as expressly stated in this Attachment,this Agreement the terms and conditions are of full force and effect,and have not been modified in any way. -Note:Additional products will be considered a modification to the Agreement and require an adjustment to the Monthly "Service Fee"as per the current "Price List". Company will provide the services listed beiow and outlined in detail in Attachment /I of this Agreement. PRE-FIRE Premium Cisco Firewaii Support $0.00 $0.00 1.Monitoring 2.Executive Management Reporting 3.Patch Update 4.Cisco Device Configuration Backup 5.Remote Support 6.On-site Support Preferred Labor Rate: $150.00*/hour M-F SAM to 5PM (not including travel) $225.00*/hour After Hours and Weekends (not including travel),excludes Company Published Holidays *=Travel rate of $65.00/hour Except as expressly stated in this Attachment,this Agreement the terms and conditions are of fuii force and effect,and have not been modified in any way. **Note:Additional products will be considered a modification to the Agreement and require an adjustment to the Monthly "Service Fee"as per the current "Price List". ATTACHMENT II SERVER/DESKTOP/NETWORK DEVICE SERVICE DESCRIPTION TABLE OF CONTENTS Introduction 2 Articles 3 1.Basic Requirements 3 2.Customer Obligations 3 Managed Services 4 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. Remote Support 4 Continual Audit...4 Capacity Monitoring 5 System Clean-Up 6 Anti-Spyware Protection 6 Anti-Virus Protection 7 Anti-Spam Protection 8 Microsoft Desktop Patch Management..8 Microsoft Server Patch Management...9 System Event Log Monitoring 10 Desktop Policy Management 11 Online Reports 11 Application Event Log Monitoring 12 Backup Monitoring and Administration 12 Moves,Adds and Changes (MACs),13 Vendor Management..14 Quarterly Business Review (QBR)14 Application Deployment 15 Network Device Monitoring 16 Critical Patch Update 16 Cisco Device Configuration Backup 17 Appendix 18 Vital Support Systems Confidential 1 Introduction As most traditional IT services are based around site visits by engineers,often an SLA has come to be based around that deliverable,meaning the measurable standards are how qulcklv you see someone on site. Many of the services delivered by Vital can actually be 'invisible'in many ways to a non-technical end user.To ensure that our Customers see the value in their Investment we try to make this 'visible'.To do that we outline all the tasks that are carried out as a part of the Support Agreement,what they do,how the work,and how you can tell very easily jf they are being done as per the Agreement. viTPh.Vital Support Systems Confidential IiUPP'QRT,&VSTllMS 2 Articles 1.Basic Requirements 1.1.Description This lists the minimum requirements for Customers to be able to receive any of the Vital services described in this document. 1.2.Requirements/Pre-requisites 1.2.1.Windows Based Operating System: 1.2.1.1.As per what Microsoft currently support. 1.2.1.2.Where Microsoft drop support for a product Vital will let you know and a separate project will be created to upgrade existing/replace hardware/software to meet Microsoft's new requirement. 1.2.2.All PC's/Servers must meet Microsoft's minimum hardware requirements for the given operating system and/or application system. Vital Agent installed and working (supplied by Vital), Supported backup software is HP Data Protector and if Customer is currently using Veritas Backup Exec Company will support it until It can be feasibly replaced. 1.2.5.Backup device must be able to accommodate Customer's total space requirements. Documented Data Retention Policy (i.e.backup schedule). Broadband or equivalent 'always on'internet connection with at least 256Kb's spare capacity (not a dial-up connection,unless roaming out of office).FDr sites with more than 15 PC's a higher speclflcatlon connectlon may be required,for example SDSL. 1.2.8.Firewall/router or similar port blocking device,set to block all inbound traffic (except where required for Internal functionality). 1.2.9.Access to change the firewall device above to allow outbound traffic on port 5721. 1.2.10.Machines left on continuously where possible (uniess agreed otherwise),with power saving setup to minimize wastage (Vital can configure this for YDU). 1.2.11.A Vital information panel will be displayed on the machine desktop that wiil be used to help identify the machine for support purposes;this must not be removed. 1.2.12.All network devices must be SNMP Manageabie 1.2.13.All "Managed"firewalls must be CiSCDbrand. 1.2.3. 1.2.4. 1.2.6. 1.2.7. 2.Customer Obligations Where some part of a Customer environment does not meet the criteria as specified above,Vital will be unable to setup any service,or continue to deliver service to that device Dr site (if the item affects an entire site)until the environment is boupht back In line with Vital's minimum requirements.Vital will at it's discretion continue to deliver service to that environment until It can be bouqht back into alignment with the requirements.Vitai reserves the right to bill for services under such circumstances. viliU.Vital Support Systems Confidential 3 Managed Services 3.Remote Support 3.1.Requirements/Pre-requisites/Lim itations 3.1.1. 3.1.2. As per Vital's minimum requirements. At a minimum,documented remote connectivity along with secure passwords are required. 3.2.Frequency 3.2.1.Vital will provide remote support If an alert generated by our monitoring tool is determined to require corrective action and/or the Customer calls the Vital Customer Care Center or enters a ticket online via their secure web portal. 3.3.Deliverable 3.3.1.Upon request,Vital will distribute to Customer a Monthly Summary report of the tickets generated and closed for the previous month. 3.4.Actions 3.4.1.Vital will remotely log into your network and connect to the Supported Product that is having issues.Vital will diagnose the Issue and take corrective action to repair it. 3.4.2.If necessary,Vital will dispatch and engineer on-site to repair the Issue (Premium Support Only). 4.Continual Audit 4.1.Requirements/Pre-requisites/Limitations 4.1.1. 4.1.2. 4.1.3. As per Vital's minimum requirements. DMI/SIMBIOS compatible motherboard with PCI. RAID controllers will not be separately identified. 4.2.Frequency 4.2.1.PCs will be set to renew audit information every 7 days and be set to skip if PC is not available at the time of the audit. Servers will be set to renew audit information each day and be set to skip if server is not available at the time of the audit. 4.2.2. viT"Ph.Vital Support Systems Confidential 4 1>UPpPAT SYSTEMS 4.3.Deliverable 4.3.1.Monthly Executive summary report which includes Microsoft license summary. 4.3.2.Upon Request: 4.3.2.1.Report of Licensed Software (as per Kaseya Software License database). 4.3.2.2.Fuil installed application list (note,this is an extremeiy large report and can only be run as a one-off and not continuously,if this is required in hard copy it may incur a printing cost). Operating System report. Hardware report. System settings. 4.3.2.3. 4.3.2.4. 4.3.2.5. 5.Capacity Monitoring 5.1.Requirements/Pre-requisites/Limitations 5.1.1.As per Vital's minimum requirements. 5.2.Frequency 5.2.1.Machines will be set to provide Capacity Monitoring on a continuous basis. 5.3.Deliverable 5.3.1.Monthly Executive Report showing available space &total space % breakdown. 5.3.2.Detailed Capacity report available upon request. 5.4.Actions 5.4.1.If disk space falls to within 10%of total on any server fixed partition, Vitai will contact you with this information and suggested corrective action. 5.4.2.If disk space falls to within 3%of totai on any PC fixed partition,Vital will contact you with this information and suggested corrective action. 5.4.3.Upon disk space reaching 10%on servers or 3%on PCs of total on any fixed partition Vital will try and free-up any unnecessary system files and delete any temporary user flies.This is done in the best interests of the health of a machine,as a completely full HDD on a windows machine can cause complete failure,so all attempts will be made to avoid that happening. 5.5.Exceptions 5.5.1.This service only covers standard fixed HDD partitions,not external devices such as USB devices etc.or mapped drives. Vital Support Systems Confidential 5 5.5.2.If the disk is filling up extremely fast (within second or minutes)then the alert may not be quick enough to catch this happening,Something would have to already be seriously wrong for this to take place,and under such circumstances Vital cannot accept responsibility for capacity of the machine,or any failure of the device caused by such. Recovery or fix would be at the discretion of Vital and may be billable. 6.System Clean-Up 6.1.Requirements/Pre-requisites/Limitations 6.1.1.As per Vital's minimum requirements. 6.2.Frequency 6.2.1.PCs will be set to receive online cleaning every 7 days and be set to skip if the PC is not available at the time of the service. 6.2.2.Servers and PCs will receive a de-fragmentation every 30 days (this will be skipped on machines If no de-fragmentation is found). 6.3.Deliverable 6.3.1. 6.3.2. 6.3.3. 6.3.4. 6.3.5. Vital System script and clean up tool using Windows Disk Cleanup. Vital System script running Windows and 3rd Party De-frag tools. Entry of cleanup and defrag into Vital System log. Monthly executive report showing count of cleansing and defrags on all machines. Local Pop-up on machine to warn users that the service is running (optional). 7.Anti-Spyware Protection 8UPPOflT9VSTeM8 7 .1.Requirements/Pre-requisites/limitations 7.1.1. 7.1.2. As per Vital's minimum requirements, Vital may see fit to install an Anti-Spyware program on your PC or remove existing Anti-Spyware programs if they don't meet Vital's standards for support. 7.2.Frequency 7.2.1.A Weekly scheduled service that will ensure the Anti-Spyware program is activated,updated and that a clean-up has been run on the system. 7.3.1. 7.3.Deliverable 7.3.2. Included in the Executive Summary will be a list of the number of scans and updates that have taken place.If this report is not deliverable through the Executive Summary Vital will deliver a separate report upon request. Anti-Spyware Definitions updated minimum monthly. Vital Support Systems Confidential 6 7.4.Actions 7.4.1.A log entry will be created on Vital's system so a separate report can be generated if required. 7.S.Exceptions 7.5.1.While Vital will make every effort to ensure your machine is safe from Spyware,we do not guarantee that your machine can not be infected in exceptional circumstances.Where this does happen,any resulting support or service required may be billable at the discretion of Vital, but with consultation with the Customer. 8.Anti-Virus Protection 8.l.Requirements/Pre-requisites/Lim itations 8.1.1.As per Vital's minimum requirements if Customer does not currently own Symantec Anti-Virus,Vital will provide a quote for purchase and installation of Symantec. 8.1.2.Any other Anti-virus programs will be disabled and may be removed;it is up to the Customer to ensure they have the necessary files and paperwork to reinstall this software should you stop receiving this service from Vital. 8.1.3.Licensing renewal and maintenance will be the responsibility of the Customer. 8.2.Frequency 8.2.1.A Weekly scheduled service that will ensure the Anti-Virus program is activated,updated and that a clean-up has been run on the system. 8.3.Deliverable 8.3.1.Included in the Anti-Virus report will be a list of servers and PCs that have Anti-Virus installed,current license and virus definition versions. 8.3.2.Definitions are updated automatically. 8.4.Actions 8.4.1.An alert will be raised with the Vital Customer Care Center if any virus is found on a machine.It is expected that this would be removed by the automatic cleanup,but the ticket will be followed up with high priority to ensure this is the case. 8.S.Exceptions 8.5.1.While Vital will make every effort to ensure your machine Is safe from viruses,we do not guarantee that your machine cannot be infected in exceptional circumstances.Where this does happen,any resulting support or service required may be billable at the discretion of Vital, but with consultation with the Customer. Vital Support Systems Confidential 7 9.Anti-Spam Protection 9.1.Requirements/Pre-requisites/Limitations 9.1.1.As per Vital's minimum requirements. 9.2.Frequency 9.2.1.Continuously monitors your e-mail for unwanted Spam. 9.3.Deliverable 9.3.1.Included in the monthly Anti-Spam report will be information on each of your e-mail addresses with the quantity and type of Spam messages blocked. 9.4.Actions 9.4.1.Vital's Anti-Spam service will continually monitor your inbound e-mail traffic for unwanted Spam and remove the Spam that is identified as "blatant"and will also quarantine select messages that are questionable.A single message will then be delivered to the recipient to determine what quarantined messages to deliver and delete. 9.S.Exceptions 9.5.1.While Vital will make every effort to ensure your environment is clear of unwanted Spam,we do not guarantee that all Spam will be caught prior to being delivered to your environment. 10.Microsoft Desktop Patch Management 10.1.Requirements/Pre-requisites/Limitations 10.1.1.As per Vital's minimum requirements. 10.2.Frequency 10.2.1. 10.2.2. Weekly scans to assess patch requirements. Upon approval from Vital engineering Customer's pes are patched nightly at 3:00 AM with the latest Microsoft approved patches. 10.3.Delivera ble 10.3.1.Latest patches as per Microsoft's recommendations will be installed on all managed PCs. Included in the Executive Summary will be a list of the number of scans and updates that have taken place. Patch status shown in monthly executive summary report. An Alert will be raised with the Vital Customer Care Center if a Patch fails to install. 10.3.2. 10.3.3. 10.3.4. Vital Support Systems Confidential 8IJPptnIT BYSTllMJ;l.8 10.3.5.Where possible Patches will be downloaded once to a central file share on the local network and then delivered across the local area network to conserve internet bandwidth. 10.4.Actions 10.4.1.Any issues raised with the Vital Customer Care Center will be dealt with as necessary. 10.5.Exceptions 10.5.1.Where a patch/hotfix causes system problems on a Customer machine, Vital staff will attempt to roll back the patch/hotfix to try to resolve the problem. 10.5.2.Patches come from Microsoft and not from Vital,therefore Vital cannot be responsible for any adverse reaction that a patch might have with any particular machine configuration.In the unlikely event of a machine failure Vital will restore the machine back to working order. 11.Microsoft Server Patch Management 11.1.Requirements/Pre-requisites/Limitations 11.1.1.As per Vital's minimum requirements. 11.2.Frequency 11.2.1.Weekly scans to assess patch requirements. 11.2.2.Upon approval from Vital engineering Customer's servers are patched monthly or more frequently if deemed necessary by Vital engineering. 11.3.Deliverable 11.3.1.Latest patches as per Microsoft's recommendations wlli be installed on all managed servers, 11.3.2.Included in the Executive Summary will be a list of the number of scans that have taken place. 11.3.3.Patch status shown in monthly executive summary report. 11.3.4.Detailed patch report available on request. 11.3.5.An Alert will be raised with the Vital Customer Care Center if a patch fails to install. 11.3.6.Where possibie Patches will be downloaded once to a central file share on the local network and then delivered across the local area network to conserve internet bandwidth. 11.3.7.Vital will install and update server firmware and drivers when deemed necessary by Vital engineers. 11.4.Actions 11.4.1.Any Issues raised with the Vitai Customer Care Center will be dealt with as necessary. Vital Support Systems Confidential 9 VITPd. 11.5.Exceptions 11.5.1.Where a patch /hotfix causes system problems on a Customer server Vital staff will roll back the patch /hotfix to try to resolve the problem. 11.5.2.Patches come from Microsoft and not from Vital,therefore Vital cannot be responsible for any adverse reaction that a patch might have with any particular server configuration.In the unlikely event of a machine failure Vital will restore the machine to it's iast good backup at no charge. 12.System Event Log Monitoring 12.1.RequirementsjPre-requisitesjLimitations 12.1.1.As per Vital's minimum requirements. 12.1.2.Windows Event logging switched on. 12.1.3.No other software interferes with Windows Event logs. 12.2.Frequency 12.2.1.Event logs will be scanned and uploaded to Vital Customer Care Center on a continuous basis. 12.3.Deliverable 12.3.1.Full latest inclusion and exclusion list supplied on request. 12.4.Actions 12.4.1.Where any of the faults in the Vital Inclusion list is found,an Alert will be raised and a ticket created at the Vital Customer Care Center. Any issues raised with the Vital Customer Care Center will be dealt with as per normal ticket affecting 1 user. The Event Logs can often pick up and identify issues which require attention,such as with applications instalied on machines (please note most applications are outside the scope of Vital's support).Any time spent fixing such problems will be billable,but the Customer will be notified before any such billable work is undertaken. 12.4.2. 12.4.3. 12.5.Exceptions 12.5.1.Monitoring will stop where servers start producing more than 100 Event Log entries per hour and the Vital Customer Care Center will be notified. If a machine is generating an unordinary number of alerts,this can adversely affect Vital's systems,so Vital at it's discretion will stop monitoring Event Logs on this machine until the problem is rectified. 12.5.2. Vital Support Systems Confidential 10 13.Desktop Policy Management 13.1.Requirements /Pre-requisites/Limitations 13.1.1.As per Vital's minimum requirements. 13.1.2.Windows active directory and group policies,professional operating system. 13.1.3.Ciear understanding with Customer on their current Corporate Poiicy. 13.2.Frequency 13.2.1.This is a continuous service,but the details of the desktop poiicy will be reviewed annually,or more often on request. 13.3.Actions 13.3.1.Vital wlil consult with Customer to create a policy if one Is not currently In place. 13.3.2.Vitai wili set up a way to implement the pollcv. 13.4.Exceptions 13.4.1.Where users are given local admin rights it will always -be possible for them to circumvent policies,therefore Vita I cannot enforce a poiicy where the user is a local administrator. 13.4.2.Please note that enforcement of policy can restrict users'abiiity to perform actions on their machine(s)which may mean they need to contact Vital to perform some actions on their machine,giving delays to some actions.Vital will always try to keep these delays to a minimum but accept no responsibility for any inconvenience caused by such delays,as this service Is in place to protect the security of the Customer. 14.Online Reports 14.1.Requirements/Pre-requisites/Limitations 14.1.1.As per Vital minimum requirements. 14.1.2.Email address supplied for main site contact. 14.2.Frequency 14.2.1.Updated Monthly. Vital Support Systems Confidential 11 14.3.Deliverable 14.3.1.URL's emailed for each of the following report types: 14.3.1.1.Executive Summary. 14.3.1.2.Machine Inventory Summary. 14.3.1.3.Microsoft License Summary. 14.3.2.The following reports are available upon request. 14.3.2.1.Detail Patch Status. 14.3.2.2.Disk Usage. 15.Application Event Log Monitoring 15.1.Requirements/Pre-requisites/Limitations 15.1.1.As per Vital's minimum requirements. 15.2.Frequency 15.2.1.This Is an ongoing service that is constantly monitoring the Windows Event Logs.The system can pickup and respond to errors inside the Windows Event Log within 30 seconds. 15.3.Deliverable 15.3.1.The Executive Summary report will show a total each month of the number of actionable items found in the Application Event Log. 15.3.2.Vital filters and looks through the logs for specific known problems and turns these into tickets which will be checked and responded to. 15.3.3.A full list of all the Filtered Events that Vital monitors can be found in the Appendix. 15.4.Actions 15.4.1.Any actionable Items found using the "Filtered Events"will be investigated remotely by an engineer and will be resolved wherever possibie. 15.5.Exceptions 15.5.1.Where a problem is as a resuit of hardware failure, 15.5.2.If a problem is complex and affected by other systems Vital will put this information together into a report of findings deliver this to the Customer along with a course of action and costs associated with taking corrective action. 16.Backup Monitoring and Administration 16.1.Requirements/Pre-requisites/Limitations 16.1.1.As per Vital basic requirements. Vital Support Systems Confidential avpPOflT 8YBTI!MS 12 16.2.Frequency 16.2.1.Vital will work with Customer to develop an agreed upon Data Retention Polley;this will include a minimum of one full backup weekly. 16.3.Deliverable 16.3.1.A Success/Failure report will be delivered to Customer based on backup schedule. 16.4.Actions 16.4.1.Vital will be applying updates to the backup software as necessary. 16.4.2.Vital will monitor backup iogs for actionable events;corrective measure will be taken as necessary. 16.5.Exceptions 16.5.1.Where a problem is as a result of hardware failure. 16.5.2.If a problem is complex and affected by other systems not under the Support Products Vital will put this information together into a report of findings deliver this to the Customer along with a course of action and costs associated with taking corrective action. 17.Moves,Adds and Changes (MACs) 17.1.Requirements/Pre-requisites/Limitations 17.1.1.As per Vital basic requirements. 17.2.Frequency 17.2.1.Periodic services that have been "prescheduled"through Vital's Customer Care Center as per Customer's request. 17.3.Deliverable 17.3.1.If necessary,Vital will update Customer documentation that reflects the MAC service. 17.4.Actions 17.4.1.Vital will provide "small"prescheduled MACs that have been requested through Vital's Customer Care Center."Small"constitutes services which typically would take less than 1 hour to complete.Single PC deployments are also included,provided there is a usable base image that has already been created. Vital Support Systems Confidential 13 17.5.Exceptions 17.5.1.MACs made to products that are not on the Supported Products list. 17.5.2.MACs required do to Customer error or negligence. 17.5.3.Multiple PC deployments do not qualify as a "small"MAC;Vital will work with Customer to create a Scope of Work and billable Project Plan for deployment. 18.Vendor Management 18.1.Requirements/Pre-requisites/Limitations 18.1.1.As per Vital's Basic Requirements, 18.2.Frequency 18.2.1.As needed during contract period. 18.3.Deliverable 18.3.1.Customer and Vital will agree to a list of infrastructure-based 3rd party vendors that Vital will interface with to resoive issues or coordinate services. 18.4.Actions 18.4.1.Vital will work with Customer's core infrastructure-based 3rd party vendors to facilitate secure access to Customer's environment and perform necessary tasks to keep the infrastructure running. 18.5.Exceptions 18.5.1.Vital will perform duties on behaif of the Customer and will not be responsible for knowledge or performing services that are directly related to the 3rd party vendor's product. 19.Quarterly Business Review (QBR) 19.1.Requirements/Pre-requisites/Limitations 19.1.1.As per Vitai's Minimum Requirements, 19.2.Frequency 19.2.1.Once per Quarter. Vital Support Systems Confidential IIUPPOm-Il-VSTEMS 14 vf':M. J;.l,lPPQfIT -!lVSTEMS 19.3.Delivera ble 19.3.1.Vital's Executive Management will meet with Customer to review the following: 19.3.1.1.Performance against contract requirements 19.3.1.2.Stats about "problems solved" 19.3.1.3.Stats about "problems avoided" 19.3.1.4.Customer's business goals for the next 2 quarters or year 19.3.1.5.Adjustments to Agreement/Scope based on Customer's business changes 19.3.1.6.Review of past quarter's QSR and attainment of it's goals 19.3.1.7.Propose and set budget for technology projects to help drive revenue,reduce costs/risks 19.3.1.8.Setting of next quarter's QSR goals 19.4.Actions 19.4.1.Vital will provide accompanying reports per the items listed in the Deliverables section above. 20.Application Deployment 20.1.Requirements /Pre-req ulsltesy Limitations 20.1.1.As per Vital's Minimum Requirements. 20.2.Frequency 20.2.1.As requested by Customer. 20.3.Deliverable 20.3.1.When completed Customer will have a new workable version of deployed application. 20.4.Actions 20.4.1.Vital will deploy Microsoft software to PCs across the organization as arranged in a Project Plan and communicated to the user community. This service will be performed from a central location and Vital will not physically visit each Pc. 20.4.2.When feasible,Vital will deploy Customer's 3rd party applications provided that the deployment can be conducted from a central location. 20.5.Exceptions 20.5.1.In the case when a Microsoft or 3rd party application cannot be deployed from a central location Vital will coordinate with Customer to conduct deployment on a Time and Materials basis. Vital Support Systems Confidential 15 21.Network Device Monitoring 21.1.Requirements/Pre-requisites/Limitations 21.1.1.As per Vital's minimum requirements. 21.2.Frequency 21.2.1.Network devices will be set to monitor and collect information per the Support Level chosen, 21.3.Deliverable 21.3.1.Monthly reports which include the following will be made available via a secure web portal: 21.3.1.1.Availability 21.3,1.1.1.Displays the %availability of each node, 21.3.1.2.Historicai Response Time 21.3,1.2.1.Displays average and peak response times of each node. 21.3.1.3.Historical Traffic 21.3.1.3.1.Displays the total bytes transferred per node. 21.3.1.4.Current Interface Status 21.3.1.4.1.Displays current port status, 21.4.Actions 21.4.1.Vital will monitor the following: 21.4.1.1.Port Status 21.4.1.1.1.WAN/ISP links;specific to a carrier circuit 21.4.1.1.2.Router/Switch/Firewall uplink interfaces 21.4.2.If specific thresholds are reached Vital wi Ii review the alert and determine appropriate corrective action.Upon resolution of issue Vital will send a notification to Customer contact with issue resolution. 21.4.3.Vital will monitor Supported Products based on Support Level chosen. If conditions exist during these times that are equal to or longer in duration than 1 hour an alert will be sent to Vital's Customer Care Center and a ticket will be generated for corrective action. 21.4.4. 22.Critical Patch Update 22.1.Requirements/Pre-requisites/Limitations 22.1.1.As per Vital's minimum requirements. 22.2.Frequency 22.2.1.Only as required by Cisco as deemed necessary for security, supportability or performance reasons. Vital Support Systems Confidential BUPPQf1T aYBTEMfl 16 viTia 22.3.Deliverable 22.3.1.Vital will install,configure and test required patches per Cisco's Field Notice reports. 22.4.Actions 22.4.1.When notified by Cisco of a critical patch,Vital will coordinate with Customer the required date and time to apply the patch and test. 22.5.Exceptions 22.5.1.Vital will review the critical patch update and reserves the right to decline applying a patch If the current environment does not apply to the stated concerns in the Field Notice. 23.Cisco Device Configuration Backup 23.1.Requirements/Pre-requisites/limitations 23.1.1.As per Vital's minimum requirements. 23.2.Frequency 23.2.1.Vital will perform monthly backups ofthe Supported Products device configurations. 23.3.Deliverable 23.3.1.Vital will create a tape or disk with the current device configuration backup files stored on it. 23.4.Actions 23.4.1.In the event of an unlikely corruption Vital will restore the device back to it's original configuration. 23.5.Exclusions 23.5.1.If Customer has devices which cannot be backed up via automated processes,Vital reserves the right to bill for such services. Vital Support Systems Confidential 17 24.Appendix Workstation Event Log monitoring The following events will be monitored and responded to in the Windows Event Log. r *Microsoft Office**** Vital Support Systems Confidential SUPPORT 8Y.9TI!M$18 Server Event log monitoring The following events will be monitored and responded to in the Windows Event Log Source FilterL...__.._..-: Vital Support Systems Confidential 19 TermSeniLicensing ,,:'18 'Terminal Services Licensing' r Server •2511 •'The server service was unable to recreatethe share' "'.,~- ,s".~;:,"AtteriJ~ti{;'i: stop,e,Mic(osoft,Exchange'-,",_.:.1'.'_:-":,'..,c'.~""""',"','..c'.".-Infortriatlorl'Store .servlce' ._,-,0i~,,<..:c'_-.-;:;".7''.',";\/ ~~,_;~:i~-'-.t.:i;.:"~~:-,- ~.,:::.-.-~-,:;,-,,:,,~::~~~c{_::,,:;;'i:',-.\;.;:.:-. ",',:',,:,--,',-ifh~ii;gdiskis-f~li,Attempting t()~sTo~'tji'eMicrosoft Exchange '-:',]~~f~!~!y~?t~o~e:~~ice" Vital Support Systems Confidential l1\JPPOAT-BYSTElM'I 20 Managed Service Agreement Agreement #VSSQ2 1608 Exhibit A Agreement Terms 1.The Company shall be solely responsible for all services offered in the proposal and for the fulfillment of the contract with the Customer.Company shall not contract with any other party for furnishing any of the contracted work or services without the written approval of the Customer.In the event such approval is granted,the Customer reserves the right to request replacement of a subcontractor due to unacceptable work or conduct. Company shall be solely responsible for all delivery and implementation of all work under this agreement,irrespective of its use of subcontractors.Any use of subcontractors hereunder must be wholly independent of the Customer and any and all transactions and payment between Company and any such subcontractor shall be the sole responsibility of Company. 2.Independent Contractor &Indemnification All services Company performs for under its proposal are to be performed by Company in its capacity as an independent contractor.All income,employment and other similar taxes required to be withheld or paid with respect to services provided by Company's employees will be timely paid by Company directly to the appropriate governmental agency.Company shall be solely responsible for all costs associated with personnel employed by Company including but not limited to,compensation,taxes,benefits, worker's compensation,unemployment,and any and all liability which may arise by virtue of their employment and the provision of service in conjunction with this agreement.Company agrees to defend,indemnify and hold the Customer harmless from any claim against made on the basis of a statute,regulation or common law duty arising from Company's employment of its employees or in any way related to Company's work under this agreement.Company shall indemnify,defend and hold harmless Customer,its officers,directors,members,agents,employees,and representatives from any and all damages,claims,demands,loss,costs,liability or exposure (including court costs and attorney fees and other fees of professionals)arising out of or resulting from the actions, or inactions of the Company,its employees,subcontractors or vendors. 3.Confidentiality All security,firewall,data,files,access codes,passwords,user names and other information generated,disclosed,provided or otherwise used by Company in connection with the work provided by Company,its employees,contractors,subcontractors,vendors or agents is the sole and absolute property of the City and must be protected by Company.Company agrees that it shall bear any and all costs and expenses associated with the modification,alteration,replacement or repair of Customers system,system security,or any component thereof,and be liable to Customer for consequential damages that arise in any way with the unauthorized use,release,publication or dissemination of any and all such information by the Company,and its current and/or former employees, or contractors said employee,former employee or contractor utilizes the information received from Company,and that said information was not otherwise obtained through some other source.Company shall provide a bond or insurance acceptable to the City securing said commitments. 4.Software Licensing When specifications require the Company to develop software or programming for the Customer,the Company acknowledges and agrees that the Customer is the sole owner of such developed software with exclusive rights to use,alter,or distribute the software without restriction.This requirement applies to all components of said software or programming including but not limited to source code,object code,and documentation. In installations where the Company's intellectual property is modified and custom- tailored to meet the needs of Customer,the Company must provide the Customer an application license entitling the City to use,and/or alter the software without restriction. Company acknowledges and agrees that the terms of all software licenses provided to the Customer shall be perpetual. Company may not bypass the software-contracting phase of a project by licensing project software intended for Customer's use in its company name.Upon award of a project,the Company must ensure that the Customer is properly licensed for all software that is proposed for use in a project. 5.Taxes All agencies participating in this contract are exempt from Federal Taxes,such as excise and transportation.Exemption forms submitted by the Company will be executed and returned by the using agency.Charges billed to Customer shall not to include any personal property taxes,nor any sales or use tax (or fees)unless required by the Iowa Department of Revenue. 6.Affirmative Action The company will take affirmative action in complying with all Federal and State requirements concerning fair employment and concerning the treatment of all employees without regard to discrimination by reason ofrace,color,religion,sex,national origin or physical handicap. 7.Patent The Company shall hold and save the City,its officer,agents and employees,harmless from liability of any kind,including attorney's fees,costs and expenses,on account of any copyrighted material,patented or unpatented invention,articles,device or appliance manufactured,provided or used in the performance of this contract. 8.Default and Performance Bond In case of default by the Company,the City may procure articles or services from other sources and hold the Company responsible for auy excess cost occasioned thereby.The City reserves the right to require performance bond or other acceptable alternative guarantees from successful bidder without expense to the City. 9.Governmental Restrictions In the event any Governmental restrictions are imposed which necessitate alteration of the material,quality,workmanship or performance of the items offered prior to their delivery,it shall be the responsibility of the contractor to notify,in writing,the Customer at once,indicating the specific regulation that required such alterations.The City reserves the right to accept any such alterations,including any price adjustrnents occasioned thereby,or to cancel the contract. 10.Availability of Funds Any and all obligations or payments to the Company from Customer arising hereunder, are contingent,dependent upon and subject to,the appropriation of said funds by the Customer and availability of funds of Customer for the purpose set forth in this agreement. II.Governing Laws This contract is made under and shall be governed and construed in accordance with the laws of the State ofIowa. The place of this contract,its situs and forum,shall be Iowa,where all matters,of any kind relating to its validity,construction,interpretation and enforcement shall be determined. 12.Condition and Packaging Company understands and agrees that any item offered or shipped has not been sold or used for any purpose and shall be in first class condition.All containers/packaging shall be suitable for handling,storage or shipment. 13.Standards All manufactured items and/or fabricated assemblies subject to operation under pressure, operation by connection to an electric source,or operation involving a connection of a manufactured,natural,or LP gas source shall be constructed and approved in a manner acceptable to the appropriate city inspector which customarily requires the label or re- examination listing or identification marking of the appropriate safety standard organization;such as the American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories and/or National Electrical Manufacturers'Association for electrically operated assemblies;or the American Gas Association for gas operated assemblies,where such approvals of listings have been established for the type of device offered and furnished.Further,all items furnished shall meet all requirements of the Occupational Safety and Health Act (OSHA),and state and federal requirements relating to clean air and water pollution. 14.Access to Persons and Records The contractor agrees,that if selected,the City,or any authorized representative of the City,and,where federal funds are involved,the Comptroller General of the United States,or any other representative of the United States government,shall have access to and the right to examine,audit,excerpt,and transcribe any directly pertinent books, documents,paper,and records of the contractor relating to the contract.All records to contract shall be retained by the contractor for three (3)years following the date of final payment or completion of any required audit,whichever is earlier. 15.Termination. A)The Customer may terminate this agreement upon default by the Company.In the event of default the Customer,prior to termination,must give Company a 30- day written notice to cure any such default.In the event Company cures said default within 30 days from the date of delivery of said notice to Customer the contract shall continue and may not be terminated by Customer.In the event said Company does not cure said default within the time prescribed herein,the contract shall terminate.In the event of termination,Customer shall be obligated for only those services rendered prior to the date of termination,less any damages that may be due Customer for Company nonperformance prior to termination. B)The Company may terminate this agreement upon default by the Customer.In the event of default the Company,prior to termination must give Customer a 30- day written notice to cure any such default.In the event Customer cures said default within 30 days from the date of delivery of said notice to Customer the contract shall continue and may not be terminated by Company.In the event said Customer does not cure said default within the time prescribed herein,the contract shall terminate.In the event of termination,Customer shall be obligated for only those services rendered prior to the date of termination,less any damages that may be due Customer for Company nonperformance prior to termination. C)Mutual Agreement With mutual agreement of both parties upon receipt and acceptance of not less than thirty (30)days written notice,the contract may be terminated on an agreed date prior to the end of the contract period without penalty to either party. 16.Assigrnnent No assigrnnent of the Company's obligations nor it's light to receive payment hereunder shall be permitted,However,upon written request approved by the Customer and solely as a convenience to the contractor,the Customer may forward the company's payment check directly to any person or entity designated by the company or include any person or entity designated by company as a joint payee on the company's payment check,In no event shall such approval and action obligate the Customer to anyone other than the company and the company shall remain responsible for fulfilhnent of all contract obligations. 17.Insurance During the term of the contract,the Company,at its sole cost and expense,shall maintain commercial insurance of such type and with such terms and limits as may be reasonably associated with the contract.At a minimum,the company shall maintain the following coverage and limits: Type of Insurance Limits ofLiabilitv (MininlUm) Worker's Compensation Statutory Employer's Liability Commercial General Liability Policy must cover the following risks: Comprehensive Form Premises Operations Explosion and Collapse Hazard Underground Hazard Products/Completed Operations Hazard Contractual Insurance Broad Form Property Damage Independent Contractors $500,000 (each accident) $1,000,000 combined single limit Automobile Liability Policy must cover the following risles: Owned Hired Non-owned $1,000,000 combined single limit I 8.Miscellaneous Masculine pronouns shall be read to include feminine pronouns,and the singular of any word or phrase shall be read to include the plural and vice versa. 19.Renewal Any other provision of this agreement notwithstanding,the Customer and Company agree and understand that the initial term of this agreement expires on June 30,2009 and does not automatically renew.Company agrees to provide any proposed rate of fee changes to Customer on or before January 15,2009 that it proposes for the next fiscal year commencing July 1,2009.If the rates or charges proposed are acceptable to Customer,the Customer may elect to renew the agreement for the next fiscal year. 20.Modification This agreement shall not be modified accept in writing approved by all parties.