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CC SR 20220419 F - PSA with IMPEX Technologies to implement Nutanix CITY COUNCIL MEETING DATE: 04/19/2022 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA TITLE: Consideration and possible action to approve a professional services agreement with IMPEX Technologies to purchase and implement new Nutanix server infrastructure. RECOMMENDED COUNCIL ACTION: (1) Award a professional services agreement (PSA) to IMPEX Technologies to purchase and implement a new Nutanix hyperconverged server infrastructure for a total cost of $140,024 for a period of five years; and, (2) Authorize the Mayor and City Clerk to execute the PSA, in a form acceptable to the City Attorney. FISCAL IMPACT: The total cost for this project is not to exceed $140,024 and covers all the licensing and support for up to five years. Amount Budgeted: $265,000 Additional Appropriation: N/A Account Number(s): 333-400-8006-8101 (ARPA Fund – Hesse Park/IT Improvements) ORIGINATED BY: Lukasz Buchwald, IT Manager REVIEWED BY: Karina Bañales, Deputy City Manager APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A. Professional Service Agreement with IMPEX (page A-1) B. Request for Proposals for Nutanix Hyper-Converged Infrastructure (page B-1) C. IMPEX Response to the Request for Proposals (page C-1) D. Request for Proposals Evaluation Sheet (page D-1) E. October 5, 2021, Staff Report BACKGROUND AND DISCUSSION: Current IT Infrastructure – Servers and Core Network As of early 2022, the City utilizes nine physical servers hosting approximately 40 virtual servers that provide various software applications, services and resources to Staff, 1 CITYOF RANCHO PALOS VERDES {VL residents and businesses. The three core servers doing most of the heavy lifting have almost reached the end of their useful life and mainstream vendor support eligibility. The same applies to the storage devices hosting most of the City’s data and the networking devices facilitating the connectivity between the core servers and the storage devices. Recommended Upgrade Path Based on research and feedback gathered from other municipalities , Staff has decided to take the route of upgrading the core server, storage, and networking infrastructure to what’s referred to as a hyperconverged infrastructure. The hyperconverged infrastructure (HCI) is a unified single management system that combines all the elements of the traditional data center: - Storage (where all the data resides) - Computing power (servers to provide the applications and resources) - Networking (data connections between the storage, servers, and the clients) - Management (control panel to perform administrative tasks) By implementing an HCI solution, the City will essentially combine the servers, networking and storage devices into a single unit which can be scaled up or down by removing or adding modules. Other benefits of HCI include simplified single pane of glass management, improved security and reliability and reduced power consumption. Nutanix is year-over-year one of the leaders in the HCI market and came in highly recommended when polling other California municipalities. Nutanix has an excellent track record, including reliability, scalability, security, and a highly rated customer support. Figure 1 – Magic Quadrant for Hyperconverged Infrastructure Source: Gartner October 2021 2 i .., § ~ g !!= ::; SqforTmokJ!,es • .-~ -~ . -• .N,m• iii ...... _________ ,;_ ________________ _,J COMPLETENESS OF VISION As of October 2021 l:l Gartnei, Inc Request For Proposals To ensure that the City is getting the best possible value and service to upgrade its servers, on January 31, 2022, a request for proposals (RFP) for Nutanix HCI was issued. At the submission deadline of February 22, only one responsive proposal by IMPEX Technologies (IMPEX) was received by the City. After evaluating the proposal, Staff determined that the vendor meets or exceeds all the required criteria (see Attachment D). IMPEX also came very highly recommended in the references check. Funding and Cost Funding for this project from the City’s American Rescue Plan Act (ARPA) allocation was approved by the City Council during the meeting on October 5, 2021 (Attachment E – ARPA Funds Staff Report). The cost of $140,024 includes all the ongoing licensing, maintenance, and support for the next five years from the purchase date. Additional services such as cloud-based disaster recovery and business continuity are available with the introduction of the Nutanix solution and are tentatively scheduled for implementation during the next fiscal year. CONCLUSION: To prevent outages and potential risks due to the age of the existing equipment, Staff recommends the City Council award the PSA to IMPEX for implementation of the Nutanix HCI cluster. HCI combines the functionality of servers, storage, and network switches to provide a single management interface and great reliability, security and scalability. ALTERNATIVES: In addition to the Staff recommendation, the following alternative actions are available for the City Council’s consideration: 1. Do not award the PSA and direct Staff to seek other proposals 2. Take other action, as deemed appropriate. 3 A-1 PROFESSIONAL SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and IMPEX TECHNOLOGIES 01203.0001/779354.2 1 A-2 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND IMPEX TECHNOLOGIES THIS AGREEMENT FOR PROFESSIONAL SERVICES (herein "Agreement") is made and entered into on __________ , 2022, by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation ("City") and IMPEX TECHNOLOGIES, INC., a California corporation ("Consultant"). City and Consultant may be referred to, individually or collectively, as "Party" or "Parties." RECITALS A. City has sought, by issuance of a Request for Proposals, the performance of the services defined and described particularly in Article 1 of this Agreement. B. Consultant, following submission of a proposal for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services. C. Pursuant to the City of Rancho Palos Verdes Municipal Code, City has authority to enter into and execute this Agreement. D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: ARTICLE 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the "Scope of Services", as stated in the Proposal, attached hereto as Exhibit "A" and incorporated herein by this reference, which may be referred to herein as the "services" or "work" hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose 01203.0001/779354.2 A-3 intended. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one or more first-class finns performing similar work under similar circumstances. 1.2 Consultant's Proposal. The Scope of Service shall include the Consultant's Proposal which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such Proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered. 1.4 California Labor Law. If the Scope of Services includes any "public work" or "maintenance work," as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements: (a) Public Work. The Parties acknowledge that some or all of the work to be performed under this Agreement is a "public work" as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 ( commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Consultant shall post job site notices, as prescribed by regulation. (b) Prevailing Wages. Consultant shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773 .2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Consultant acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Consultant shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The 01203,0001/779354.2 2 A-4 Consultant shall, as a penalty to the City, forfeit $200 (two hundred dollars) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as detennined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor. ( d) Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subconsultant to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and infonn the City of the location of the records. ( e) Apprentices. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the infonnation submitted to any applicable apprenticeship program. Within 60 (sixty) days after concluding work pursuant to this Agreement, Consultant and each of its subconsultants shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Consultant acknowledges that 8 (eight) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit $25 (twenty five dollars) for each worker employed in the performance of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 (eight) hours in any one calendar day and 40 (forty) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of 8 (eight) hours per day, and 40 (forty) hours during any one week shall be pennitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than 1 ½ (one and one half) times the basic rate of pay. (h) Workers' Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Consultant certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." 01203.0001/779354.2 3 A-5 Consultant's Authorized Initials~ (i) Consultant's Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Consultant shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 ( commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subcontractor. 1.5 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the services required by this Agreement, and shall indemnify, defend and hold harn1less City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder. 1.6 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be perfonned, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer in the form of a Change Order. 1.7 Care of Work. The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. 01203.0001 /779354.2 4 A-6 1.8 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.9 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written Change Order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to 15% of the Contract Sum; or, in the time to perfonn of up to 90 (ninety) days, may be approved by the Contract Officer through a written Change Order. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other Consultants. No claims for an increase in the Contract Sum or time for perfonnance shall be valid unless the procedures established in this Section are followed. If in the performance of the contract scope, the Consultant becomes aware of material defects in the scope, duration or span of the contract or the Consultant becomes aware of extenuating circumstance that will or could prevent the completion of the contract, on time or on budget, the Consultant shall inform the Contracting Officer of an anticipated Change Order. This proposed change order will stipulate, the facts sun-ounding the issue, proposed solutions, proposed costs and proposed schedule impacts. 1.10 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit "B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit "B" and any other provisions of this Agreement, the provisions of Exhibit "B" shall govern. 01203.0001/779354.2 5 A-7 ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT. 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $140,023.69 (One Hundred Forty Thousand Twenty Three Dollars and Sixty Nine Cents) (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1. 9. Method of Compensation. The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services; (iii) payment for time and materials based upon the Consultant's rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, and (b) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation. 2.2 Reimbursable Expenses. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings. 2.3 Invoices. Each month Consultant shall furnish to City an original invoice, using the City template, or in a format acceptable to the City, for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub- contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work perfonned or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within 45 (forty-five) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the 01203.0001/779354.2 6 A-8 event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.4 Waiver. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work perforn1ed by Consultant. ARTICLE 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer through a Change Order, but not exceeding 90 (ninety) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within 10 (ten) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding 90 days 01203.0001/779354.2 7 A-9 from the date hereof, except as otherwise provided in the Schedule of Perfonnance (Exhibit "D"). ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. The following principals of Consultant ("Principals") are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in cmmection therewith: Rajiv Shah (Name) Tina Galleano (Name) President (Title) Office Manager (Title) It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the tenn of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only the personnel included in the Proposal to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors, if any, assigned to perfonn the services required under this Agreement, prior to and during any such performance. City shall have the right to approve or reject any proposed replacement perso1mel, which approval shall not be unreasonably withheld. 4.2 Status of Consultant. Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant's officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Consultant expressly waives any claim Consultant may have to any such rights. 01203.0001/779354.2 8 A-10 4.3 Contract Officer. The Contract Officer shall be Lukasz Buchwald, or such person as may be designated by the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the perfonnance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. 4.5 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City; all subcontractors included in the Proposal are deemed approved. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than 25% (twenty five percent) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City. ARTICLE 5. INSURANCE AND INDEMNIFICATION 5.1 Insurance Coverages. Without limiting Consultant's indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own 01203.0001/779354.2 9 A-11 expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. ( a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. (b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non- owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. ( c) Professional liability ( errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. ( d) Workers' compensation insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). ( e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit "B". 5.2 General Insurance Requirements. (a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of perfom1ance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 01203.0001/779354.2 A-12 (b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. ( c) Prim,gy/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non- contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured. ( d) City's rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain and continuously maintain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. ( e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A-(or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. (f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (g) Enforcement of contract prov1s10ns (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained 01203.0001/779354.2 11 A-13 by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a 30 (thirty) day notice of cancellation (except for nonpayment for which a 10 (ten) day notice is required) or nomenewal of coverage for each required coverage. (i) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (1) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency's right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant 90 (ninety) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. ( o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 01203.0001/779354.2 12 A-14 ( q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents ("Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable ("indemnitors"), or arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or indemnitors' negligent performance of or failure to perfonn any term, provision, covenant or condition of this Agreement, and in connection therewith: (a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perforn1 such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees hannless therefrom; ( c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent perfonnance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent pern1itted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The 01203.0001/779354.2 13 A-15 indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement. ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION 6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the "books and records"), as shall be necessary to perfonn the services required by this Agreement and enable the Contract Officer to evaluate the perfonnance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant's business, custody of the books and records may be given to City, and access shall be provided by Consultant's successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act. 6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the "documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for fu1iher employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of 01203.0001 /779354.2 14 A-16 uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as "works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed "works made for hire" for the City. 6.4 Confidentiality and Release of Information. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such infonnation or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Consultant's conduct. ( d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted, constrned and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be 01203.0001/779354.2 15 A-17 instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 7.2 Disputes; Default. In the event that Consultant is in default under the tenns of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is 15 (fifteen) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to tenninate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement. 7 .3 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant's acts or omissions in performing or failing to perform Consultant's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. Waiver by any party to this Agreement of any tenn, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 01203.0001/779354.2 16 A-18 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7 .6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement. 7.7 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for te1mination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon 30 (thirty) days' written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such sho11er time as may be dete1mined by the Contract Officer. Upon receipt of any notice of tern1ination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7 .3. In the event of termination without cause pursuant to this Section, the City need not provide the Consultant with the opportunity to cure pursuant to Section 7.2. 7.8 Termination for Default of Party. If termination is due to the failure of the other Party to fulfill its obligations under this Agreement: (a) City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. (b) Consultant may, after compliance with the provisions of Section 7 .2, terminate the Agreement upon written notice to the City's Contract Officer. Consultant shall be entitled to payment for all work perfonned up to the date of termination. 0 l 203.0001/779354.2 17 A-19 7 .9 Attorneys' Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, 0l 203.0001/779354.2 18 A-20 religion, sex, gender, sexual orientation, marital status, national ongm, ancestry or other protected class. 8.4 Unauthorized Aliens. Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City. ARTICLE 9. MISCELLANEOUS PROVISIONS 9.1 Notices. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Rancho Palos Verdes, 30940 Hawthorne Blvd., Rancho Palos Verdes, California 90275 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by 01203.0001/779354.2 19 A-21 the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The detennination of "financial interest" shall be consistent with State law and shall not include interests found to be "remote" or "noninterests" pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant's Authorized Initials --fs----- 9. 7 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is fonnally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] 01203.0001 /779354.2 20 A-22 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. ATTEST: Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP William W. Wynder, City Attorney CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation David L. Bradley, Mayor CONSULTANT: IMPEX TECHNOLOGIES, a California corporation By: ~v-~ Name: Rajiv Shah Title: President By: bcl~ ~ Name: Rajiv Shah Title: Secretary Address: 880 Apollo Street, Suite 315 El Segundo, CA 90245 Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01203.0001/779354.2 21 A-23 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. ST A TE OF CALIFORNIA COUNTY OF LOS ANGELES On CJ'-// 1 J-, 2022 before me,~,.....-i,,; ~;ttt;/~ ~e rsonally appeared ~:S,V 1#, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he /she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalfofwhich the person(s) acted, executed the instrument. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form □ □ □ □ □ □ □ □ CAP A CITY CLAIMED BY SIGNER INDIVIDUAL CORPORA TE OFFICER TITLE(S) PARTNER(S) 0 GENERAL ATTORNEY-IN-FACT TRUSTEE(S) LIMITED GUARDIAN/CONSERVATOR OTHER ___________ _ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 012030001/779354.2 DESCRIPTION OF ATTACHED DOCUMENT ~J (/~ NU ~BER OF PAGES DA TE OF DOCUMENT (I t1.e---JJ 'u4t <J4/- N NAMED ABOVE A-24 EXHIBIT "A" SCOPE OF SERVICES IMPEX Technologies will provide the following Services to The City of Rancho Palos Verdes: Hardware: Nutanix cluster hardware consists of the following components: NX-8235-G7 Block with a total of three (3) nodes with the following specifications per node: CPU: Intel Xeon 4214, 12C, 2.2 GHz Memory:384 GB RAM RAW Storage: 2 X 3.84 TB SSD, 4 X 12 TB HDD Network: Dual Port 10 Gbe SFP+ Adapter Licensing and Support: Five years of (24/7 /365) Nutanix Licensing and Support Nutanix Acropolis Pro -Nutanix Professional Services: o Complete installation, configuration, and implementation of the Nutanix HCI cluster, including all the necessary networking configuration on the Nutanix side. o Successful migration of at least 20 existing Hyper-V virtual machines (list to be created by the City). All servers to be migrated are running on Windows Server 20212 R2 or later operating system. o Post migration support and as-needed support with the remaining server migration. Professional Services The Nutanix Cluster Deployment Service provides customers with on-site deployment of a Nutanix Enterprise Cloud platform with a choice ofNutanix supported hypervisor: AHV, vSphere, XenServer or Hyper-V. A certified Nutanix consultant will help you plan and deploy your Nutanix Cluster. Standard Scope Plan and provide Layer 2 Virtual/ Physical network requirements for Nutanix Cluster; this service does not include configuring customers Ethernet switches Rack installation and in-rack cabling Nutanix Cluster deployment & configuration including finnware and Acropolis. Hypervisor cluster deployment & configuration. Hypervisor vSwitch configuration Prism Central deployment/integration Migration of Virtual Machines Test & Validation of the deployment Knowledge Transfer Travel and Expenses included 01203.0001/779354.2 A-1 A-25 EXHIBIT "B" SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Added text indicated in bold italics, deleted text indicated in strikethrough. I. Section 2.1, Contract Sum, is amended to read: 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $140,023.69 (One Hundred Forty Thousand Twenty Three Dollars and Sixty Nine Cents) (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1.9. Method of Compensation. The method of compensation will be may include: (i) a lump sum payment upon completionHi-B payment in accordance with specified tasks or the percentage of completion of the services; (iii) payment for time and materials based upon the Consultant's rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, and (b) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation. 01203.0001/779354.2 B-1 A-26 EXHIBIT "C" SCHEDULE OF COMPENSATION 01203.0001/779354.2 C-1 A-27 FROM IMPEX Technologies, Inc. 880 Apollo Street, Suite 315 El Segundo, CA 90245 OFFICE 310-320-0280 FAX 310-320-0290 QUOTE# DATE 111014915-01 03/30/2022 SALES REP Steven Roman QUOTE TO Lukasz Buchwald City of Rancho Palos Verdes 30940 Hawthorne Blvd Rancho Palos Verdes, California 90275 United States +1 310-544-5200 QT¥ PART NUMBER DESCRIPTION UNIT PRICE EXT. PRICE Nutanix with 5 years of Licensing and Support NASPO Contract #7-17-70-40-05 24 C-MEM-32GB-2933-A-C 32GB Memory Module (2933MHz DDR4 RDIMMJ $0.00 $0.00 M-2 NX-8235-G7-4214-CM NX-8235-G7, 2 Node with Intel Xeon Processor $21,327.46 $21,327,46 4214 (2.2 GHz, 12 cores, Cascade Lake) 8 C-HDD-12TB-A5-A-CM-12TB 3,5'' HOD $0.00 $0.00 2 4 C-SSD-3.84TB-A5-A-CM 3,84TB 3-5" SSD $0.00 $0.00 -2 2 C-NIC-1 oGSFP2-A-CM-2 10GbE, 2-port, SFP+ Network Adapter [Intel $0.00 $0.00 82599ESI NX-8135-G7-4214-CM NX-8135-G7, 1 Node with Intel Xeon Processor $12,569.98 $12,569.98 4214 [2.2 GHz, 12 cores, Cascade Lake) 12 C-MEM-32GB-2933-A-C 32GB Memory Module (2933MHz DDR4 RDIMMI $0.00 $0.00 M-2 4 C-HDD-12TB-A5-A-CM-12TB 3,5'' HOD $0.00 $0.00 2 2 C-SSD-3.84TB-A5-A-CM 3,84TB 3,5" SSD $0.00 $0.00 -2 FOB POINT SHIP DATE Origin QUOTE VALID UNTIL 30 Days PAYMENT TERMS Net 30 Days, OAC INSTALLATION WARRANTY Billable Upon Request Standard Mfg. Warranty This document contains information that is proprietary, confidential or legally privileged. Any such information is intended only for use by the original recipient and may not be used or relied upon by a third party. Please do not disseminate this proposal without the permission of IMPEX Technologies, Inc. This price quotation does not constitute an offer by IMPEX Technologies to sell products, but is instead an invitation to issue a purchase order to IMPEX until the quotation valid date on this price quotation. Such a purchase order will be subject to IMPEX's Standard Terms and Conditions of Sale. Inc. 5 CRN. ~ ~ 2 0 1 8 THANK YOU FOR YOUR BUSINESS Steven Roman 310-320-0280 x623 sroman@impextechnologies.com IMPEX Technologies, Inc. -Confidential and Proprietary 1 of 3 A-28 QTY PART NUMBER DESCRIPTION UNIT PRICE EXT. PRICE C-N IC-1 oGSFP2-A-CM-2 72 L-CORES-PRO-PRD 21 L-FLASHTiB-PRO-PRD SW-AOS-PRO-PRD 21 L-FLASHTiB-PRO-PRD 72 L-CORES-PRO-PRD 60 Support-Term 60 Support-Term 2 S-HW-PRD 60 Term-Months 60 Term-Months S-HW-PRD 4 CNS-INF-A-SVC-MIG-V MS Custom Professional Services FOB POINT SHIP DATE Origin QUOTE VALID UNTIL 30 Days 10GbE, 2-port, SFP+ Network Adapter [Intel $0.00 $0.00 82599ES) Hardware SubTotal $33,897,44 Subscription, Acropolis (AOS) Pro Software $0.00 $0.00 License & Production Software Support Service for 1 CPU core Subscription, Acropolis (AOS) Pro Software $0.00 $0.00 License & Production Software Support Service for 1 TiB of flash Subscription, Acropolis (AOS) Pro Software $89,608.68 $89,608.68 License & Production Software Support Service Subscription, Acropolis (AOS) Pro Software $0.00 $0.00 License & Production Software Support Service for 1 TiB of flash Subscription, Acropolis (AOS) Pro Software $0.00 $0.00 License & Production Software Support Service for 1 CPU core Software SubTotal $89,608.68 Support Term in Months $0.00 $0.00 Support Term in Months $0.00 $0.00 24/7 Production Level HW Support for Nutanix $1,257.96 $2,515.92 HCI appliance Term in months $0.00 $0.00 Term in months $0.00 $0.00 24/7 Production Level HW Support for Nutanix $1,482.91 $1,482.91 HCI appliance Support SubTotal $3,998.83 Infrastructure Modernization Service Offering. $1,699.62 $6,798.48 Migration of 3-tier VMs to Nutanix at a single site. 5-VM/2.5TB Pack. See data sheet for more details. Custom Professional Services $2,500.00 $2,500.00 PAYMENT TERMS Net 30 Days, OAC INSTALLATION WARRANTY Billable Upon Request Standard Mfg. Warranty This document contains information that is proprietary, confidential or legally privileged. Any such information is intended only for use by the original recipient and may not be used or relied upon by a third party. Please do not disseminate this proposal without the permission of IMPEX Technologies, Inc. This price quotation does not constitute an offer by IMPEX Technologies to sell products, but is instead an invitation to issue a purchase order to IMPEX until the quotation valid date on this price quotation. Such a purchase order will be subject to IMPEX's Standard Terms and Conditions of Sale. Inc. 500 CRN. ~ D 2 0 1 8 THANK YOU FOR YOUR BUSINESS Steven Roman 310-320-0280 x623 sroman@impextechnologies.com IMPEX Technologies, Inc. -Confidential and Proprietary 2 of 3 A-29 QTY PART NUMBER DESCRIPTION UNIT PRICE EXT. PRICE FOB POINT SHIP DATE Origin QUOTE VALID UNTIL 30 Days SubTotal Sales Tax S/H $136,803.43 $3,220.26 $0.00 TOTAL $140,023.69 PAYMENT TERMS Net 30 Days, OAC INSTALLATION WARRANTY Billable Upon Request Standard Mfg. Warranty This document contains information that is proprietary, confidential or legally privileged. Any such information is intended only for use by the original recipient and may not be used or relied upon by a third party. Please do not disseminate this proposal without the permission of IMPEX Technologies, Inc. This price quotation does not constitute an offer by IMPEX Technologies to sell products, but is instead an invitation to issue a purchase order to IMPEX until the quotation valid date on this price quotation. Such a purchase order will be subject to IMPEX's Standard Terms and Conditions of Sale. Inc. 500 IIILCHANNEL(,0 CRN. ~ D 2 0 1 8 THANK YOU FOR YOUR BUSINESS Steven Roman 310-320-0280 x623 sroman@impextechnologies.com IMPEX Technologies, Inc. -Confidential and Proprietary 3 of 3 A-30 EXHIBIT "D" SCHEDULE OF PERFORMANCE Total estimated time to project completion is approximately ten (10) days. Please refer to project tasks listed below. Tasks Physical Installation ofNutanix Equipment (1.5 days) Mount Nutanix equipment in rack Cable data connections to top of rack switches Cable out of band hardware management port Cable power connections to power distribution units Nutanix Cluster Knowledge Transfer Workshop (0.5 day) Review Nutanix configuration and basic system operations Review Nutanix support portal Review any pending questions/concerns from Nutanix cluster configuration standpoint Migration of VMs (Approximately 7 days depending on the level of effort and issues encountered) o Gather VM details for the 20 VMs o Deploy Nutanix Move (Migration tool from Nutanix) o Discuss best practices when it comes to individual VMs like SQL, ADs, Domain controllers, etc. o Migrate VMs o Test successful migration Documentation (1 day) Produce as-built configuration documentation 01203.0001/779354.2 D-1 Page 1 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 City of Rancho Palos Verdes Request for Proposals NUTANIX Hyper-Converged Infrastructure Administration Department Attention: Lukasz Buchwald, IT Manager 30940 Hawthorne Blvd, Rancho Palos Verdes, CA 90275 Phone: 310-544-5311 | Email: lbuchwald@rpvca.gov RFP Release Date: 1/31/2021 Request for Clarification Deadline: 2/8/2021 RFP Submittal Deadline: 2/22/2021 B-1Pl Page 2 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 NUTANIX Hyper-Converged Infrastructure The City of Rancho Palos Verdes is requesting proposals from qualified consulting firms to provide Nutanix cluster hardware, the necessary licensing, implementation, and configuration services. Proposals shall conform to the provisions set forth herein. All correspondence and questions regarding this RFP should be submitted via email to: Lukasz Buchwald, IT Manager Email: lbuchwald@rpvca.gov To be considered for this project, submit an electronic copy of the proposal to the above email address by 4:30PM on February 22, 2022. B-2 Page 3 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 TABLE OF CONTENTS I. Introduction Page 4 II. Project Objective Page 4 III. Project Description and Background Page 4 IV. Scope of Services Page 5 V. Preliminary Project Schedule Page 6 VI. Necessary Qualifications and Submittal Requirements Page 6 VII. Submission of Proposal Page 8 VIII. Evaluation and Selection Process Page 9 B-3 Page 4 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 I. INTRODUCTION The City of Rancho Palos Verdes is a scenic, upscale, residential coastal community, with a population of approximately 42,000, located on the Palos Verdes Peninsula of southwestern Los Angeles County. Rancho Palos Verdes is a contract city, meaning that some services are provided by contract with agencies (both public and private), and some services are delivered by the City’s own employees. City Government: Rancho Palos Verdes is a general law city and has operated under the Council-Manager form of government since its incorporation in 1973. Policy-making and legislative authority are vested in the governing City Council, which consists of five Council Members, including the Mayor and Mayor Pro-Tem. The City is fiscally sound and functions on an annual budget cycle. The City is planning to replace the aging Hyper-V cluster (three DELL hosts with a Nimble SAN) with a more modern, scalable, and secure hyper-converged infrastructure by Nutanix with future plans to utilize the Nutanix Xi for disaster recovery. The purpose of this document is to provide proposers with the information needed to submit a proposal for review by the City and, if selected, enter into a Professional Service Agreement with the City. II. PROJECT OBJECTIVE The City is requesting proposals from qualified consulting firms to provide Nutanix cluster hardware, the necessary licensing, implementation, and configuration services. III. PROJECT DESCRIPTION AND BACKGROUND The City is currently utilizing three (3) DELL Hyper-V hosts with a Nimble C215 SAN to host about 40 virtual servers providing services to City employees, residents , and businesses. The current infrastructure is approaching the end of useful life and the City has decided to replace it with a Hyper-Converged solution provided by Nutanix. An assessment of the existing environment has been done, and the recommended Nutanix-specific hardware specification identified (please refer to IV. Scope for Work for the details): Nutanix Cluster Minimum Required Useful Capabilities: CPU: 80 cores Memory: 1 TB RAM Disk Space: 71 TB (55TB is one node fails) B-4 Page 5 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 Network Environment: - The City has a multi-subnet environment with a dedicated subnet for servers. The Nutanix cluster shall be be connected to an existing DELL N3024 core switch (to be replaced later this year with Aruba). If more details about the City’s network is needed to formulate the proposal, please email lbuchwald@rpvca.gov IV. SCOPE OF SERVICES The City is accepting proposals to provide Nutanix cluster hardware the necessary licensing, implementation, and configuration services, as follow: A. SCOPE OF WORK Hardware Nutanix cluster hardware consists of the following components: - 2x NX-8235-G7 Blocks with three (3) nodes each with the following specifications per node: o CPU: Intel Xeon 4214, 12C, 2.2 GHz o Memory: 384 GB RAM o RAW Storage: 2 X 3.84 TB SSD, 4 X 12 TB HDD o Network: Dual Port 10 Gbe SFP+ Adapter Licensing and Support: - Five years of (24/7/365) Nutanix Licensing and Support - Nutanix Acropolis Pro Professional Services: - Complete installation, configuration and implementation of the Nutanix HCI cluster, including all the necessary networking configuration on the Nutanix side. - Successful migration of at least 20 existing Hyper-V virtual machines (list to be created by the City). All servers to be migrated are running on Windows Server 20212 R2 or later operating system. - Post migration support and as-needed support with the remaining server migration Consultant shall complete other tasks deemed necessary for the accomplishment of a complete and comprehensive outcome as described in the project objective. Consultant shall expand on the above-noted tasks, where appropriate, and provide suggestions which might lead to efficiencies and enhance the results or usefulness of the work. B-5 Page 6 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 B. DELIVERABLES As part of the Services, Consultant will prepare and deliver the following tangible work products to the City. 1. Fully implemented, configured, and functioning Nutanix cluster 2. “As-build” detailed documentation 3. Detailed step-by-step Hyper-V virtual machines migration procedure with best practices V. PRELIMINARY PROJECT SCHEDULE The following is the anticipated schedule for the RFP process: Request for Proposals available 1/31/2022 Request for Clarification due 2/8/2022 Proposals due 2/22/2022 Evaluation of Proposals 3/01/2022 Anticipated Notice of Award 3/15/2022 VI. NECESSARY QUALIFICATIONS AND SUBMITTAL REQUIREMENTS A. Only one proposal per firm will be considered. B. The submittal should be typed and as brief as possible while adequately describing the qualifications of the firm. Please limit the marketing materials to an absolute minimum. The final submittal shall be sent as a PDF via email to Lukasz Buchwald, IT Manager at lbuchwald@rpvca.gov. C. The proposing firm shall submit the following information with the package, including the same information for subcontractors, in the following format: 1. Cover Letter: Provide the name, address, and phone number of the firm; the present staff (size, classification, credentials); the primary contact’s name, and their phone number and email address; any qualifying statements or comments regarding the proposal; an identification of any sub-consultants and their responsibilities. Identify the firm’s type of organization (individual, partnership, corporation), including names and contact information for all officers, and proof that the organization is currently in good standing. The signed letter should B-6 Page 7 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 also include a paragraph stating that the firm is unaware of any conflict of interest in performing the proposed work. (No more than two pages.) 2. Approach to Scope of Services: Re-state the Scope of Services with any additions, expansions, clarifications, or modifications that the firm proposes in order to provide the services and produce the deliverables contained in this RFP. Describe how completing the Scope of Services will be approached and any cost-saving or value-adding strategies or innovations the firm will bring to the project. (No more than one page.) 3. Organization and Staffing: Identify the person who will be the Project Manager and primary contact person responsible for the overall delivery of the project. Provide an organizational chart of the project team that clearly delineates communication and reporting relationships among the project staff and among the sub-consultants involved in the project. Identify key personnel to perform work in the various tasks and include major areas of subcontracted work. Indicate the expected contributions of each staff member in time as a percentage of the total effort. Specifically, show the availability of staff to provide the necessary resource levels to meet the City’s needs. Indicate that the Project Manager and key staff will remain assigned to this project by completing the Scope of Services. (No more than one page.) 4. Staff Qualifications and Experience: Describe qualifications of the assigned staff and sub-contractors including relevant technical experience. Staff assigned to complete the Scope of Services must have previous experience in providing the necessary services as described under the Scope of Services. A registered Professional Engineer must be the Project Manager. Description of Consultant’s experience should include: • Prior Experience: Demonstrate that the firm has significant experience providing services similar to those described under the Scope of Services. (No more than one page.) • Staff Qualifications: Provide resumes for the Project Manager and any other key staff members to be assigned to contribute to the Scope of Services, with an emphasis on similar services B-7 Page 8 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 which they provided to other agencies. (No more than one page.) • Reference Projects: Include at least three projects with similar scope of services performed by the project team within the past three years and indicate the specific responsibilities of each team member on the reference project. Provide contact information for each client. (No more than two pages.) 5. Project Schedule: Provide a detailed critical-path-method schedule for completion of the tasks and sub-tasks required to accomplish the scope of work. Note all deliverables and interim milestones on the schedule. (No more than one page.) 6. Quality Control Plan: Describe the quality control procedures and associated staff responsibilities which will ensure that the deliverables will meet the City’s needs. (No more than one page.) 7. Acceptance of Conditions: State the offering firm’s acceptance of all conditions listed in the Request for Proposal (RFP) document. Any exceptions or suggested changes to the RFP or Professional Services Agreement (PSA), including the suggested change, the reasons therefore and the impact it may have on cost or other considerations on the firm’s behalf must be stated in the proposal. Unless specifically noted by the firm, the City will rely on the proposal being in compliance with all aspects of the RFP and in agreement with all provisions of the PSA. (No more than one page.) 8. Total cost of all products, services and licenses required for this project. Costs for all products and items must include all necessary fees, shipping, taxes, etc. No other costs will be considered. All pricing shall remain valid for at least 60 days following the last day to receive proposals. VII. PROPOSAL SUBMISSION A. Requests for Clarification Requests for clarification regarding this RFP shall be submitted in writing prior to 4:30 pm on February 22, 2022. Responses to any clarification questions will be provided to each firm from which proposals have been requested. If multiple B-8 Page 9 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 clarification questions are received, the City might schedule a video conference call to provide answers to all the prospective vendors. B. Confirmation Email Upon submission of proposal to the City, the proposing firm shall request an email confirmation that the proposal was received and retain the email as a record. If an email confirmation is not received, the proposing firm shall correspond with the City until a confirmation is received. VIII. EVALUATIONS AND SELECTION PROCESS 1. Proposals Will be Evaluated Based on the Following Criteria: a) Understanding Scope of Services (20%) • Understanding of the Scope of Services as demonstrated by the thoroughness of the proposal, introduction of cost-saving or value-adding strategies or innovations (including those applying to overall project schedule), and an overall approach most likely to result in the de sired outcome for the City. Overall completeness and thoroughness of the proposal. b) Proposed Schedule (10%) • Ability to complete the work in the shortest schedule possible c) Staff Qualifications and Relevant Experience(20%) • Relevance of experience of the proposing firm (to provide support resources to the project team) • Relevance of experience and strength of qualifications of the Project Manager • Relevance of experience and strength of qualifications of the key personnel performing the work • Relevance of referenced projects and client review of performance during those projects d) References (20%) • References will be verified, and all responses considered e) Total Cost (30%) • Adequate immediate supervision and review of staff performing the work as well as appropriate independent peer review of the work by qualified technical staff not otherwise involved in the project. B-9 Page 10 of 10 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 2. Selection Process An evaluation panel will review all proposals submitted and select the top proposals. These top firms may then be invited to make a (virtual) presentation to the evaluation panel, at no costs to the City. The panel will select the proposal, if any, which best fulfills the City’s requirements. The City will then further refine the scope and schedule with that firm. The City reserves the right to negotiate special requirements and proposed service levels using the selected proposal as a basis. If the City is unable to negotiate an agreeable fee for services with top firm, the City will negotiate with the next firm chosen among the top firms. 3. Award Notification The City will notify all proposers in writing of the outcome of the selection process and intent to award. This RFP does not commit the City to award an agreement, nor pay any costs incurred in the preparation and submission of the proposal in anticipation of an agreement. The City reserves the right to reject any or all proposals, or any part thereof, to waive any formalities or informalities, and to award the agreement to the proposer deemed to be in the best interest of the City and the Department. 4. Award of Agreement The selected firm shall be required to enter into a written agreement with the City, in a form approved by the City Attorney, to perform the Scope of Services. This RFP and the proposal, or any part thereof, may be incorporated into and made a part of the final agreement; however, the City reserves the right to further negotiate the terms and conditions of the agreement with the selected consultant. The agreement will, in any event, include a maximum "fixed cost" to the City. B-10 Page 1 of 3 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 - Addendum No. 1 City of Rancho Palos Verdes Request for Proposals Addendum No. 1 NUTANIX Hyper-Converged Infrastructure The title page and Sections V and VII.A. of the RFP are amended to update the due date for clarification questions, and Section IV.A is amended to update the Hardware requirements. Deleted text is indicated in strikethrough Added/replacement text is indicated in bold italics B-11 Page 2 of 3 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 - Addendum No. 1 City of Rancho Palos Verdes Request for Proposals NUTANIX Hyper-Converged Infrastructure Administration Department Attention: Lukasz Buchwald, IT Manager 30940 Hawthorne Blvd, Rancho Palos Verdes, CA 90275 Phone: 310-544-5311 | Email: lbuchwald@rpvca.gov RFP Release Date: 1/31/2021 1/31/2022 Request for Clarification Deadline: 2/8/2021 2/15/2022 RFP Submittal Deadline: 2/22/2021 2/22//2022 B-12 Page 3 of 3 City of Rancho Palos Verdes RFP - NUTANIX HCI 1/31/2021 - Addendum No. 1 IV. SCOPE OF SERVICES The City is accepting proposals to provide Nutanix cluster hardware the necessary licensing, implementation, and configuration services, as follow: A. SCOPE OF WORK Hardware Nutanix cluster hardware consists of the following components: - 2x NX-8235-G7 Blocks with three (3) nodes each with the following specifications per node: with a total of three (3) nodes across the Nutanix cluster with the following specifications per node: o CPU: Intel Xeon 4214, 12C, 2.2 GHz o Memory: 384 GB RAM o RAW Storage: 2 X 3.84 TB SSD, 4 X 12 TB HDD o Network: Dual Port 10 Gbe SFP+ Adapter V. PRELIMINARY PROJECT SCHEDULE The following is the anticipated schedule for the RFP process: Request for Proposals available 1/31/2022 Request for Clarification due 2/8/2022 1/15/2022 Proposals due 2/22/2022 Evaluation of Proposals 3/01/2022 Anticipated Notice of Award 3/15/2022 VII. PROPOSAL SUBMISSION A. Requests for Clarification Requests for clarification regarding this RFP shall be submitted in writing prior to 4:30 pm on February 2215, 2022. Responses to any clarification questions will be provided to each firm from which proposals have been requested. If multiple clarification questions are received, the City might schedule a video conference call to provide answers to all the prospective vendors. B-13 Page | 1 City of Rancho Palos Verdes Questions and Clarifications for the RFP for Nutanix HCI Administration Department Attention: Lukasz Buchwald, IT Manager 30940 Hawthorne Blvd, Rancho Palos Verdes, CA 90275 Phone: 310-544-5311 | Email: lbuchwald@rpvca.gov RFP Release Date: 1/31/2021 Request for Clarification Deadline: 2/8/2021 RFP Submittal Deadline: 2/22/2021 Question #1 - 20 VMs Hyper-V migration - What level of assistance is needed here? o Do you want the consultant to spend time with your application owners and support end to end migration for all 20? Lukasz Buchwald: We expect the Nutanix implementor to troubleshoot and address any Windows OS-level issues associated with the migration. For all other core Microsoft products and platform (SQL, AD, Print Services, ADFS, IIS etc.), we expect the Nutanix implementor to provide best practices to maximize the chance of seamless migration of servers hosting those functions and provide best effort post-migration support. All line-of- business issues resulting from the migration will be handled by the RPV team. B-14 Page | 2 o What applications are part of these 20 vms? Do these vms include Domain Controllers, SQL and AD VMs? Lukasz Buchwald: We have 3 domain controllers that I would like migrated, but if there’s a better path of expanding the Active Directory to the Nutanix cluster, I am open to suggestions. Please see a list of the 20 server which will most likely be picked for the migration. No. Role Notable Applications OS Version 1 ARCGIS Server ArcGIS Windows Server 2016 Standard 2 Azure AD Connect Azure AD Connect Windows Server 2012 R2 Datacenter 3 Backup Server Veeam Windows Server 2012 Datacenter 4 Domain Controller #1 - Windows Server 2016 Standard 5 Domain Controller #2 - Windows Server 2012 R2 Datacenter 6 Domain Controller #3 - Windows Server 2012 R2 7 File Server #1 Windows DFS Windows Server 2016 Standard 8 File Server #2 Windows DFS Windows Server 2012 R2 Datacenter 9 LaserFiche Server LaserFiche, SQL Windows Server 2016 Standard 10 LOB Server #1 SQL Windows Server 2019 Datacenter 11 LOB Server #2 Community Development Windows Server 2012 R2 Datacenter 12 LOB Server #3 Community Development Windows Server 2019 Standard 13 LOB Server #4 IIS, ArcGIS Portal Windows Server 2019 Standard 14 LOB Server #5 SQL Windows Server 2019 Datacenter 15 Office 365 Exchange Management Exchange Shell (no mailboxes) Windows Server 2012 R2 Datacenter 16 Print Server Print Services Windows Server 2016 Standard 17 Server (Virtual) RDS Server Windows Server 2012 R2 Standard 18 Server (Virtual) IIS Windows Server 2012 R2 Datacenter 19 Server (Virtual) IIS Windows Server 2012 R2 Datacenter 20 SharePoint Server SharePoint 2013 Windows Server 2016 Standard o Assuming this is from HyperV to AHV Lukasz Buchwald: This is correct. B-15 Page | 3 Question #2 - “2x NX-8235-G7 Blocks with three (3) nodes each with the following specifications per node”: o Nx- 8235-G7 Block come with 2 nodes each, so I think you mean 3 nodes total across the cluster. Can you please validate? Lukasz Buchwald: The correct line should read as follows: - 2x NX-8235-G7 Blocks with a total of three (3) nodes across the Nutanix cluster with the following specifications per node” Question #3 - Do you have some criteria’s/checklist when it comes to Quality Control (QC). Can we get some more details on what your team expects when it comes to QC? Lukasz Buchwald: Please describe how each critical step or a milestone of the project will be assessed to ensure that the work has been done properly and the unforeseen issues are minimized. B-16 Page | 1 City of Rancho Palos Verdes Questions and Clarifications for the RFP for Nutanix HCI – Part 2 Administration Department Attention: Lukasz Buchwald, IT Manager 30940 Hawthorne Blvd, Rancho Palos Verdes, CA 90275 Phone: 310-544-5311 | Email: lbuchwald@rpvca.gov RFP Release Date: 1/31/2022 Request for Clarification Deadline: 2/15/2022 RFP Submittal Deadline: 2/22/2022 B-17 Page | 2 Question #1 - Who are/is the incumbent on the current contract? (If any) This is a new project and as such there are not existing contracts in place. Question #2 - What is the budget for this project? The City is prepared to pay at or below the market price. All proposals will be evaluated according to the rules spelled out in the RFP with the total price being one of the factors. Question #3 - Is there a local preference? As the project scope includes physical installation/connection and possible connectivity troubleshooting, at least some local presence is preferred. Question #4 - Are there other QAs from other bidders and will all bidders receive QA responses from the City contact? All questions received as part of this RFP have been made public (including this document) and can be accessed here https://www.rpvca.gov/bids.aspx?bidID=101 B-18 City of Rancho Palos Verdes Request for Proposals NUTANIX Hyper-Converged Infrastructure Attention: Lukasz Buchwald, IT Manager RESPONSE SUBMITTED BY: C-1 ~IMPEX ~ (technologies) 880 Apollo Street, Suite 315, El Segundo, California 90245 310-320-0280 www.impextechnologies.com February 18, 2022 City of Rancho Palos Verdes Attention: Mr. Lukasz Buchwald 30940 Hawthorne Blvd, Rancho Palos Verdes, CA 90275 Reference: Response to RFP for NUTANIX Hyper-Converged Infrastructure To Whom It May Concern: IMPEX Technologies, Inc. appreciates the opportunity to present our RFP response to The City of Rancho Palos Verdes. We have read and understand RFP in its entirety, including, without limitation, the scope and nature of the work, all appendices, attachments, exhibits, schedules, and addendum, as applicable. IMPEX Technologies, Inc. is a minority-owned, California S-corporation specializing in providing integrated technology solutions and services to State and Local governmental agencies. Our end-to- end offerings encompass strategic planning, program management, design and architecture, implementation, services delivery, and support. We have approximately forty (40) full-time employees. For over 25 years, IMPEX Technologies has completed a multitude of Nutanix IT projects for State and Local agencies such as Los Angeles County, Riverside County, San Mateo County, City of Carson, City of Pasadena, and others. A key to our success is working in strategic partnership with each customer to ensure that IT solutions align with our customers’ strategic goals and business objectives. IMPEX is unaware of any conflict of interest in performing the proposed work. I confirm that I can contractually bind IMPEX Technologies, Inc. and am also the authorized contact for IMPEX Technologies. Please find my contact information below: Rajiv Shah, President IMPEX Technologies, Inc. 880 Apollo Street, Suite 315 El Segundo, CA 90245 rshah@impextechnologies.com 310-320-0280, ext. 621 / 310-320-0290 fax Sincerely, Rajiv Shah C-2 ~IMPE>( 9 (technologies) I C-3 ENTITY NAME : St ate of Cali4=ornia Secretary of State CERTIFICATE OF STATUS IMPEX TECHNOLOGIES, INC . FILE NUMBER: FORl"lATION DATE: TYPE : JURISDICTION : STATUS: C2026003 01/30/1998 DOMESTIC CORPORATION CALIFORNIA ACTIVE (GOOD STANDING) I , SHIRLEY N . WEBER, PH.D. Secretary of State of the State of California hereby certify : The entity is authorized to exercise all of its powers, rights and privileges in California . This certificate relates to the status of the entity on the secretary of State's records and does not reflect documents that are pending review or other even ts that may affect status . No infonnation is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity . IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of NP-25 (RE V 0112021) California ~;.0-er 07, 2021 . S hi r ley'\. W eber, P h.D. ec r etar) o f ta t e LIS APPROACH TO SCOPE OF SERVICES Based upon the Scope of Services, IMPEX will provided the following to The City of Rancho Palos Verdes: Hardware: Nutanix cluster hardware consists of the following components: NX-8235-G7 Block with a total of three (3) nodes with the following specifications per node: o CPU: Intel Xeon 4214, 12C, 2.2 GHz o Memory: 384 GB RAM o RAW Storage: 2 X 3.84 TB SSD, 4 X 12 TB HDD o Network: Dual Port 10 Gbe SFP+ Adapter Licensing and Support: Five years of (24/7/365) Nutanix Licensing and Support Nutanix Acropolis Pro Nutanix Professional Services: Complete installation, configuration, and implementation of the Nutanix HCI cluster, including all the necessary networking configuration on the Nutanix side. - Successful migration of at least 20 existing Hyper-V virtual machines (list to be created by the City). All servers to be migrated are running on Windows Server 20212 R2 or later operating system. - Post migration support and as-needed support with the remaining server migration. Professional Services Overview The Nutanix Cluster Deployment Service provides customers with on-site deployment of a Nutanix Enterprise Cloud platform with a choice of Nutanix supported hypervisor: AHV, vSphere, XenServer or Hyper-V. A certified Nutanix consultant will help you plan and deploy your Nutanix Cluster. Standard Scope •Plan and provide Layer 2 Virtual/ Physical network requirements for Nutanix Cluster; this service does not include configuring customers Ethernet switches •Rack installation and in-rack cabling •Nutanix Cluster deployment & configuration including firmware and Acropolis. •Hypervisor cluster deployment & configuration. •Hypervisor vSwitch configuration •Prism Central deployment/integration •Migration of Virtual Machines •Test & Validation of the deployment •Knowledge Transfer •Travel and Expenses included Once the City of Rancho Palos Verdes has the Nutanix pre-installation checklist completed, networking is configured/ready for use, and equipment is on-site, IMPEX believes that the majority of the on-site installation and configuration will be finished within 1-2 days. The rest of the configuration work and instructor-led training can be done remotely. IMPEX regularly host trainings and educational events at no cost to our customers. IMPEX is committed to our customers’ satisfaction, and we are always available for any post-implementation support. Many of our customers consider IMPEX an extension of their internal resources. IMPEX would be honored to include the City of Rancho Palos Verdes among those customers. C-4 ~IMPE>( 9 (technologies) ORGANIZATION & STAFFING Named Account Sales Manager Steven Roman Sales Contact Senior Project Manager Tariq Kazi Project Manager Nisarg Shah Primary Project Contact Nutanix Engineering Nutanix personnel to be assigned upon contract award Sales Associate Sourabh Patil Systems Engineer John Mundy CITY OF RANCHO PALOS VERDES IMPEX staff will remain assigned to this project for the duration of the project. Rajiv Shah will provide executive management oversight of the project. Senior Project Manager (5% of total project effort) Project Manager (30% of total project effort) Nutanix Engineering (60% of total project effort) Named Account Sales Manager (5% of total project effort) •Review the Scope of Service and Project Plan to ensure deliverables can be met •Review project’s progress with Project Manager •Act as resource for the Project Manager •Initiate Project Kick-off Meeting to review the Project Plan, Scope of Service, Statement of Work, project goals, milestones, and timeline to completion with IMPEX personnel, Nutanix Engineering, and key customer stakeholders •Conduct weekly team calls; present project update to the team to include progress assessment, identification of potential risks, and gathering feedback •Liaison between Nutanix Engineering and City of Rancho Palos Verdes •Provide final documentation; present completed project overview to customer with additional discovery recommendations, as appropriate •Physical installation of Nutanix equipment (racking ,stacking ,cabling, configuring) •Nutanix cluster knowledge transfer •Migration of VMs •Project documentation •General project oversight •Liasion between technical staff & customer Focused Executive Rajiv Shah, President Key Personnel Responsibilities C-5 IIM IPE ( · ?? (tec:hnologies> I I I I I I I I L _____________ J ..... I __ ______.I .----------------1 I I I I ·----------------~ STAFF QUALIFICATIONS & EXPERIENCE PRIOR EXPERIENCE: Nutanix has selected IMPEX Technologies, Inc. as the Nutanix SLED Partner of the Year for the past 7 years. IMPEX Technologies Inc. is currently on Nutanix’s NASPO, SLP and GSA contracts. The configuration and integration work must be completed by IMPEX and Nutanix with the credentials/certifications listed below. IMPEX is an authorized Nutanix Scaler Partner. In the event technical support or other services are required during or after the end of the project due to problems resulting from this project, one of IMPEX’s or Nutanix’s certified engineers must be able to respond within 24 hours for diagnosis and problem resolution or escalation. •The number of years providing services like those in RFP: 15 Years •The number of years providing services to government entities: 30 Years •Steven Roman’s Certification- Nutanix Sales Expert Certification •Nisarg Shah’s Certification’s-Nutanix Certified Sales Engineer, Nutanix Consulting Partner Installation Certification, Nutanix Platform Professional, Nutanix Certified System Engineer. IMPEX RESUMES: NISARG SHAH - Project Manager/Solutions Architect: IMPEX Technologies, Inc., El Segundo, CA April 2019 – Present Project Manager/Solutions Architect •Provide Nutanix technical leadership for complex projects and ensure success of enterprise-level solutions implementations •Educate clients through Nutanix hands-on user-groups, presentations, POCs, and webinars •Extend clients’ teams to address clients’ business needs by simplifying, consolidating, and automating operations using Nutanix and Cloud technologies •Transforming client’s business Infrastructure from legacy to all software-defined using Nutanix and its services like AHV, Frame, Leap from sizing to deploy •Nutanix end-to-end delivery from rack, stack to cluster configuration, and migration for our customers utilizing industry best practices •Certified on Cloud Technologies like Nutanix, Amazon, etc. •Nutanix Certifications: Nutanix Certified Sales Engineer, Nutanix Consulting Partner Installation Certification, Nutanix Platform Professional, Nutanix Certified Systems Engineer March 2018 – March 2019 IMPEX Technologies Pre-Sales Engineer C-6 ~IMPE>( 9 (technologies) IMPEX RESUMES – continued: TARIQ KAZI- Senior Project Manager IMPEX Technologies, Inc., El Segundo, CA June 2019 - Present Senior Project Manager • Oversee the delivery, development, and implementation of Nutanix technology solutions for clients • Engage with clients to understand opportunities to enhance the value of IMPEX through services • Lead the development of professional services offerings and methodologies • Recruit, place, and mentor a team of high performing IT Nutanix contract consultants and engineers • Partner with the sales team to qualify, scope, and prioritize opportunities to ensure adequate project backlog exists to sustain the business • Develop Nutanix project plans, schedules, success criteria, SOWs, milestones; ensure that projects and deliverables are completed on time and within budget, and at an elevated level of customer satisfaction • Proactively identify and manage risks, resolve issues, and escalate where appropriate to drive successful customer and business outcomes • Consolidate and document supply chain planning leading practices and drive continuous improvement of implementation methodologies to deliver maximum value to clients; partner with OEM suppliers to incorporate leading practices into our portfolio of services C-7 ~IMPE>( 9 (technologies) Reference Projects Customer Customer Contact Information Project Description Project Date/Contract Value Senior Project Manager Solutions Architect/Project Manager Sales Manager Los Angeles County Department of Health Services Brenny Ortega Data Center Manger 313 N. Figueroa St. Los Angeles, CA (213) 240-8274 brortega@dhs.lacounty.gov Collaborated on obtaining 15,000 VDI users on Nutanix Infrastructure, while utilizing VMware Horizon software. We successfully implemented XI Leap within Los Angeles County. Date: 01/2015-Present Contract Value: $10 million Tariq Kazi: Responsible for ongoing oversight of planning, execution, control, and monitoring of the project work and ensuring customer’s continued satisfaction with the project. Nisarg Shah: Responsible for installing, configuring, and providing knowledge transfer and documentation as described in customer’s scope of work/deliverables. Steven Roman: Responsible for overall customer satisfaction California State University, Long Beach Jesse Santana Director of Servers/Systems 1250 Bellflower Blvd, Long Beach, CA (562) 985-8511 jsantana@csulb.edu Collaborated on expanding their Nutanix VDI footprint from 400 users to 1,000 users, while utilizing VMware Horizon software and Nvidia M10 GPU cards. Date: 07/2015-Present Contract Value: $5 million Tariq Kazi: Responsible for ongoing oversight planning, execution, control, and monitoring of the project work and ensuring customer’s continued satisfaction with the project. Nisarg Shah: Responsible for installing, configuring, and providing knowledge transfer and documentation as described in customer’s scope of work/deliverables. Steven Roman: Responsible for overall customer satisfaction California State University, Dominguez Hills Gabriel Flores Operating Systems Analyst 1000 East Victoria Street Carson, CA (310) 243-1054 gflores@csudh.edu Collaborated on building out a 300 VDI environment on Nutanix Infrastructure and utilizing Nutanix FRAME software for virtual desktops. Date: 01/2018–Present Contract Value: $2 million Tariq Kazi: Responsible for overall planning and monitoring of the project work in conjunction with the customer’s team to achieve deliverables and desired outcomes. Nisarg Shah: Responsible for installing, configuring, and providing knowledge transfer and documentation as described in customer’s scope of work/deliverables. Steven Roman: Responsible for overall customer satisfaction C-8 ~IMPE>( ~ (technologies) PROJECT SCHEDULE Total estimated time to project completion is approximately ten (10) days. Please refer to project tasks listed below. Tasks • Physical Installation of Nutanix Equipment (1.5 days) • Mount Nutanix equipment in rack • Cable data connections to top of rack switches • Cable out of band hardware management port • Cable power connections to power distribution units • • Nutanix Cluster Knowledge Transfer Workshop (0.5 day) • Review Nutanix configuration and basic system operations • Review Nutanix support portal • Review any pending questions/concerns from Nutanix cluster configuration standpoint • Migration of VMs (Approximately 7 days depending on the level of effort and issues encountered) • Gather VM details for the 20 VMs • Deploy Nutanix Move (Migration tool from Nutanix) • Discuss best practices when it comes to individual VMs like SQL, ADs, Domain controllers, etc. • Migrate VMs • Test successful migration • Documentation (1 day) • Produce as-built configuration documentation C-9 ~IMPE>( 9 (technologies) QUALITY CONTROL PLAN Quality control is integrated into IMPEX’ project planning methodology. Below are key components of our project plan that are foundational to ensuring quality is built into an IMPEX project: • A clearly defined scope of work that includes roles and responsibilities, milestones, and important dates/deadlines. • An org chart detailing necessary members, including external vendors. • Each team member’s responsibilities are defined and understood by the team • Work verification (who is doing the work and who is checking the work) • Deliverables Nutanix is an ISO 27001, 27017, 27018 certified company and governance controls are audited internally and externally on a continuous basis. Our information security program is aligned to the ISF Standard of Good Practice, ISO 27001/2, ISO 27017, ISO 27018, and includes key controls from SOC2. Certifications and further details can be found at https://www.nutanix.com/trust/compliance-and-certifications. All installation activities are conducted according to industry best practice standards. IMPEX understands that risk management is essential to the success of an IT project. Fundamental to our project planning methodology is identifying potential initial and ongoing risk factors. Our objective is assuring that uncertainty about a variety of potential product delays, technical resource time availability, and client issues do not impact the project timeline, technology deployment and/or budget objectives. Risks sources in IT projects can include changing requirements and priorities, lack of communication, threats from project failures (at any phase in design, development, production, or sustainment life cycles), poor documentation, unplanned absence of a team member, poor communication with the client, failure to deliver on time, natural causes and disasters, or unpredictable events. Examples of IMPEX risk factor mitigations are below: • Analyze how a change will impact the current state of the project, how much effort it will take, or if there is risk of delays. The analysis will allow for an efficient division of tasks, updating priorities, and providing the customer with accurate information on what can (and cannot) be delivered. • Regular meetings of all team members, including customers and vendors, both for the sake of completing tasks and sharing knowledge created as part of the project. No one’s question goes unanswered. Daily calls among technical team. • All team members share the same essential project knowledge. • IMPEX’ project plan includes time for preparing documentation C-10 ~IMPE>( 9 (technologies) ACCEPTANCE OF CONDITIONS IMPEX Technologies, Inc. accepts all conditions listed in the City of Rancho Palos Verdes Request for Proposal (RFP) document. C-11 ~IMPE>( 9 (technologies) TOTAL PROJECT COST Cost of all Nutanix products, services and licenses required for this project are below. Nutanix products, licenses, and services $136,803.43 CA sales tax $3,3220.26 Nutanix total, including taxes $140,023.69 All pricing shall remain valid for at least 60 days following the last day to receive proposals. C-12 ~IMPE>( 9 (technologies) Nutanix Request for Proposals Rating Sheet ‐ IMPEX TechnologiesItem Rated:Weight Submitted Score (1‐10)Understanding Scope of Services20%Yes10Proposed Schedule10%Yes10Staff Qualifications and Relevant Experience20%Yes10References20%Yes10Total Cost30%Yes8Total Score:48Total Weighted Score9.4Required Items in the Proposal:SubmittedCover LetterYesApproach to Scope of Services:YesOrganization and StaffingYesStaff Qualifications and ExperienceYesProject Schedule:YesQuality Control PlanYesAcceptance of ConditionsYesTotal cost of all products, services and licenses required for this project.YesReferences:ContactedLos Angeles County Department of Health ServicesYesCalifornia State University, Long BeachYesCalifornia State University, Dominguez HillsYesNo responseHighly RecommendedHighly RecommendedNotes:D-1