HomeMy WebLinkAbout2015-247 Contract - Liftoff LLC
Contract for PERSONAL SERVICES less than $35,000
CITY OF CONSULTANT: Liftoff LLC
ASHLAND CONTACT: Ron Braatz
20 East Main Street
Ashland, Oregon 97520 ADDRESS: 1667 Patrice Circle, Crofton, MD 21114
Telephone: 541/488-6002
Fax: 541/488-5311 TELEPHONE: 410.419.1591
DATE AGREEMENT PREPARED: 08/19/2015 FAX:
BEGINNING DATE: September 1, 2015 COMPLETION DATE: October 30, 2015
COMPENSATION: $6.000.00 per proposal attached as Exhibit C.
SERVICES TO BE PROVIDED: Microsoft 365 Migration Consulting Services per proposal attached as
Exhibit C.
ADDITIONAL TERMS: Liftoff LLC terms and conditions are attached as Exhibit C.
In the event of conflicts or discrepancies among the contract documents, the City of Ashland Contract for Personal Services will be primary and take
precedence, and any exhibits or ancillary contracts or agreements having redundant or contrary provisions will be subordinate to and interpreted in a
manner that will not conflict with the said primary City of Ashland Contract.
FINDINGS:
Pursuant to AMC 2.50.120, after reasonable inquiry and evaluation, the undersigned Department Head finds and
determines that: (1) the services to be acquired are personal services; (2) the City does not have adequate personnel nor
resources to perform the services; (3) the statement of work represents the department's plan for utilization of such
personal services; (4) the undersigned consultant has specialized experience, education, training and capability sufficient
to perform the quality, quantity and type of work requested in the scope of work within the time and financial constraints
provided; (5) the consultant's proposal will best serve the needs of the City; and (6) the compensation negotiated herein
is fair and reasonable.
NOW THEREFORE, in consideration of the mutual covenants contained herein the CITY AND CONSULTANT AGREE as
follows:
1. Findings / Recitations. The findings and recitations set forth above are true and correct and are incorporated herein
by this reference.
2. All Costs by Consultant: Consultant shall, at its own risk and expense, perform the personal services described
above and, unless otherwise specified, furnish all labor, equipment and materials required for the proper performance
of such service.
3. Qualified Work: Consultant has represented, and by entering into this contract now represents, that all personnel
assigned to the work required under this contract are fully qualified to perform the service to which they will be
assigned in a skilled and worker-like manner and, if required to be registered, licensed or bonded by the State of
Oregon, are so registered, licensed and bonded.
4. Completion Date: Consultant shall start performing the service under this contract by the beginning date indicated
above and complete the service by the completion date indicated above.
5. Compensation: City shall pay Consultant for service performed, including costs and expenses, the sum specified
above. Payments shall be made within 30 days of the date of the invoice. Should the contract be prematurely
terminated, payments will be made for work completed and accepted to date of termination.
6. Ownership of Documents: All documents prepared by Consultant pursuant to this contract shall be the property of
City.
7. Statutory Requirements: ORS 279C.505, 279C.515, 279C.520 and 279C.530 are made part of this contract.
8. Living Wage Requirements: If the amount of this contract is $20,142.20 or more, Consultant is required to comply
with chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in this chapter, to all employees
performing work under this contract and to any Subcontractor who performs 50% or more of the service work under
this contract. Consultant is also required to post the notice attached hereto as Exhibit B predominantly in areas where
it will be seen by all employees.
9. Indemnification: Consultant agrees to defend, indemnify and save City, its officers, employees and agents harmless
from any and all losses, claims, actions, costs, expenses, judgments, subrogations, or other damages resulting from
injury to any person (including injury resulting in death), or damage (including loss or destruction) to property, of
whatsoever nature arising out of or incident to the performance of this contract by Consultant (including but not
limited to, Consultant's employees, agents, and others designated by Consultant to perform work or services
attendant to this contract). Consultant shall not be held responsible for any losses, expenses, claims, subrogations,
actions, costs, judgments, or other damages, directly, solely, and proximate) caused b the negligence of City.
Contract for Personal Services, Revised 06/02/2015, Page 1 of 5
10: Termination:
a. Mutual Consent. This contract may be terminated at any time by mutual consent of both parties.
b. City's Convenience. This contract may be terminated at any time by City upon 30 days' notice in writing
and delivered by certified mail or in person.
C. For Cause. City may terminate or modify this contract, in whole or in part, effective upon delivery of
written notice to Consultant, or at such later date as may be established by City under any of the following
conditions:
i. If City funding from federal, state, county or other sources is not obtained and continued at levels
sufficient to allow for the purchase of the indicated quantity of services;
ii. If federal or state regulations or guidelines are modified, changed, or interpreted in such a way
that the services are no longer allowable or appropriate for purchase under this contract or are
no longer eligible for the funding proposed for payments authorized by this contract; or
iii. If any license or certificate required by law or regulation to be held by Consultant to provide the
services required by this contract is for any reason denied, revoked, suspended, or not renewed.
d. For Default or Breach.
i. Either City or Consultant may terminate this contract in the event of a breach of the contract by
the other. Prior to such termination the party seeking termination shall give to the other party
written notice of the breach and intent to terminate. If the party committing the breach has not
entirely cured the breach within 15 days of the date of the notice, or within such other period as
the party giving the notice may authorize or require, then the contract may be terminated at any
time thereafter by a written notice of termination by the party giving notice.
ii. Time is of the essence for Consultant's performance of each and every obligation and duty under
this contract. City by written notice to Consultant of default or breach may at any time terminate
the whole or any part of this contract if Consultant fails to provide services called for by this
contract within the time specified herein or in any extension thereof.
iii. The rights and remedies of City provided in this subsection (d) are not exclusive and are in
addition to any other rights and remedies provided by law or under this contract.
e. Obligation/Liability of Parties. Termination or modification of this contract pursuant to subsections a, b, or
c above shall be without prejudice to any obligations or liabilities of either party already accrued prior to such
termination or modification. However, upon receiving a notice of termination (regardless whether such notice is
given pursuant to subsections a, b, c or d of this section, Consultant shall immediately cease all activities under
this contract, unless expressly directed otherwise by City in the notice of termination. Further, upon termination,
Consultant shall deliver to City all contract documents, informati'lon, works-in-progress and other property that are
or would be deliverables had the contract been completed. City shall pay Consultant for work performed prior to
the termination date if such work was performed in accordance with the Contract.
11. Independent Contractor Status: Consultant is an independent contractor and not an employee of the City.
Consultant shall have the complete responsibility for the performance of this contract. Consultant shall provide
workers' compensation coverage as required in ORS Ch 656 for all persons employed to perform work pursuant to
this contract. Consultant is a subject employer that will comply with ORS 656.017.
12. Assignment and Subcontracts: Consultant shall not assign this contract or subcontract any portion of the work
without the written consent of City. Any attempted assignment or subcontract without written consent of City shall be
void. Consultant shall be fully responsible for the acts or omissions of any assigns or Subcontractors and of all
persons employed by them, and the approval by City of any assignment or subcontract shall not create any
contractual relation between the assignee or subcontractor and City.
13. Default. The Consultant shall be in default of this agreement if Consultant: commits any material breach or default
of any covenant, warranty, certification, or obligation it owes under the Contract; its QRF status pursuant to the QRF
Rules or loses any license, certificate or certification that is required to perform the Services or to qualify as a QRF if
consultant has qualified as a QRF for this agreement; institutes an action for relief in bankruptcy or has instituted
against it an action for insolvency; makes a general assignment for the benefit of creditors; or ceases doing business
on a regular basis of the type identified in its obligations under the Contract; or attempts to assign rights in, or
delegate duties under, the Contract.
14. Insurance. Consultant shall at its own expense provide the following insurance:
a. Worker's Compensation insurance in compliance with ORS 656.017, which requires subject employers to
provide Oregon workers' compensation coverage for all their subject workers
b. Professional Liability insurance with a combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, $2,000,000 or Not Applicable for each claim, incident or occurrence. This is to
cover damages caused by error, omission or negligent acts related to the professional services to be provided
under this contract.
C. General Liability insurance with a combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, $2,000,000 or Not Applicable for each occurrence for Bodily Injury and Property
Damage.
d. Automobile Liability insurance with a combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, or Not Applicable for each accident for Bodily Injury and Property Damage,
Contract for Personal Services, Revised 06/02/2015, Page 2 of 5
including coverage for owned, hired or non-owned vehicles, as applicable.
e. Notice of cancellation or change. There shall be no cancellation, material change, reduction of limits or
intent not to renew the insurance coverage(s) without 30 days' w. itten notice from the Consultant or its insurer(s) to
the City.
f. Additional Insured/Certificates of Insurance. Consultant shall name The City of Ashland, Oregon, and its
elected officials, officers and employees as Additional Insureds on any insurance policies required herein but only
with respect to Consultant's services to be provided under this Contract. The consultant's insurance is primary and
non-contributory. As evidence of the insurance coverages required by this Contract, the Consultant shall furnish
acceptable insurance certificates prior to commencing work under this contract. The certificate will specify all of
the parties who are Additional Insureds. Insuring companies or entities are subject to the City's acceptance. If
requested, complete copies of insurance policies; trust agreements, etc. shall be provided to the City. The
Consultant shall be financially responsible for all pertinent deductibles, self-insured retentions and/or self-
insurance.
15. Governing Law; Jurisdiction; Venue: This contract shall be governed and construed in accordance with the laws
of the State of Oregon without resort to any jurisdiction's conflict of laws, rules or doctrines. Any claim, action, suit or
proceeding (collectively, "the claim") between the City (and/or any other or department of the State of Oregon) and
the Consultant that arises from or relates to this contract shall be brought and conducted solely and exclusively within
the Circuit Court of Jackson County for the State of Oregon. If, however, the claim must be brought in a federal
forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the
District of Oregon filed in Jackson County, Oregon. Consultant, by the signature herein of its authorized
representative, hereby consents to the in personam jurisdiction of said courts. In no event shall this section be
construed as a waiver by City of any form of defense or immunity, based on the Eleventh Amendment to the United
States Constitution, or otherwise, from any claim or from the jurisdiction.
16. THIS CONTRACT AND ATTACHED EXHIBITS CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE
PARTIES. NO WAIVER, CONSENT, MODIFICATION OR CHANGE OF TERMS OF THIS CONTRACT SHALL
BIND EITHER PARTY UNLESS IN WRITING AND SIGNED BY BOTH PARTIES. SUCH WAIVER, CONSENT,
MODIFICATION OR CHANGE, IF MADE, SHALL BE EFFECTIVE ONLY IN THE SPECIFIC INSTANCE AND FOR
THE SPECIFIC PURPOSE GIVEN. THERE ARE NO UNDERSTANDINGS, AGREEMENTS, OR
REPRESENTATIONS, ORAL OR WRITTEN, NOT SPECIFIED HEREIN REGARDING THIS CONTRACT.
CONSULTANT, BY SIGNATURE OF ITS AUTHORIZED REPRESENTATIVE, HEREBY ACKNOWLEDGES THAT
HE/SHE HAS READ THIS CONTRACT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS.
17. Nonappropriations Clause. Funds Available and Authorized: City has sufficient funds currently available and
authorized for expenditure to finance the costs of this contract within the City's fiscal year budget. Consultant
understands and agrees that City's payment of amounts under this contract attributable to work performed after the
last day of the current fiscal year is contingent on City appropriations, or other expenditure authority sufficient to allow
City in the exercise of its reasonable administrative discretion, to continue to make payments under this contract. In
the event City has insufficient appropriations, limitations or other expenditure authority, City may terminate this
contract without penalty or liability to City, effective upon the delivery of written notice to Consultant, with no further
liability to Consultant.
Certification. Consultant shall sign the certification attached hereto as Exhibit A and herein incorporated b reference.
Consultant: City of Ashland .
Bye-,~ r - By i ,
j' Signatu a Department Head
4-
Print Name Print Name
Title Date
W-9 One copy of a W-9 is to be submitted with fF _f
the signed contract. Purchase Order No.
A VED AS TO FORM
Ash d k 4t. Clt Attorney
Date.. ~t
Contract for Personal Services, Revised 06/02/2015, Page 3 of 5
EXHIBIT A
CERTIFICATIONS/REPRESENTATIONS: Contractor, under penalty of perjury, certifies that (a) the
number shown on the attached W-9 form is its correct taxpayer ID (or is waiting for the number to be
issued to it and (b) Contractor is not subject to backup withhc lding because (i) it is exempt from
backup withholding or (ii) it has not been notified by the Intenial Revenue Service (IRS) that it is
subject to backup withholding as a result of a failure to report all interest or dividends, or (iii) the IRS
has notified it that it is no longer subject to backup withholding. Contractor further represents and
warrants to City that (a) it has the power and authority to enter into and perform the work, (b) the
Contract, when executed and delivered, shall be a valid and binding obligation of Contractor
enforceable in accordance with its terms, (c) the work under the Contract shall be performed in
accordance with the highest professional standards, and (d) Contractor is qualified, professionally
competent and duly licensed to perform the work. Contractor also certifies under penalty of perjury
that its business is not in violation of any Oregon tax laws, and it is a corporation authorized to act on
behalf of the entity designated above and authorized to do business in Oregon or is an independent
Contractor as defined in the contract documents, and has checked four or more of the following
criteria:
O 1 1 carry out the labor or services at a location separate from my residence or is in a
specific portion of my residence, set aside as the location of the business.
/ (2) Commercial advertising or business cards or a --rade association membership are
purchased for the business.
(3) Telephone listing is used for the business separate from the personal residence listing.
(4) Labor or services are performed only pursuant to written contracts.
(5) Labor or services are performed for two or more different persons within a period of one
year.
(6) 1 assume financial responsibility for defective workmanship or for service not provided
as evidenced by the ownership of performance bonds, warranties, errors and omission
insurance or liability insurance relating to the labor or services to be provided.
hu.
Contractor (Date)
Contract for Personal Services, Revised 06/02/2015, Page 4 of 5
CITY OF ASHLAND, OREGON
EXHIBIT B
City of Ashland
LIVING
WAGE
Mimi
per hour effective June 30, 2015
R (Increases annually every June 30 by the
r Consumer Price Index)
• - • . portion of business of their 401 K and IRS eligible
employer, if the employerihas cafeteria plans (including
ten or more employees, E A childcare) benefits to the
has received financial amount of wages received by
assistance for the projector the employee.
➢ For all hours worked under a business from the City of'
service contract between their Ashland in excess of ➢ Note: "Employee" does not
employer and the City of $20,142.20. include temporary or part-time
Ashland if the contract employees hired for less than
exceeds $20,142.20 or more. ➢ If their employer is the City of 1040 hours in any twelve-
Ashland including the Parks month period. For more
➢ For all hours worked in a and Recreation Department. details on applicability of this
month if the employee spends policy, please see Ashland
50 or more of the ➢ In calculating the living wage, Municipal Code Section
employee's time in that month employers may add the v slue 3.12.020.
working on a project or of health care, retirement.
For additional information:
Call the Ashland City Administrator's office at 541-488-6002 or write b the City Administrator, City Hall,
20 East Main Street, Ashland, OR 97520 or visit the city's website at www.ashland.or.us.
Notice to Employers: This notice must be posted predominantly in areas where it can be seen by all
employees. ,
CITY OF
ASHLAND
Contract for Personal Services, Revised 06/02/2015, Page 5 of 5
MASTER SERVICES AGREEMENT
Phis Master Services Agreement ("Agreement") is made effective as of August 5, 2015 by and between l.iftOff, I,I.C of
1667 Patrice Circle, Crofton, Mll 21114 and Citv of Ashland, 01Z ("Client") of 20 1?ast Main Strcct, Ashtand, UR 97520. '1'hereforc,
the parties agree as follows:
1. Background, Intent, and Relationship 5. Expenses
The purpose of this Agreement is to establish the terms and con- In addition to the charges for services as described above and with
ditions governing the contractual relationship between the parties. prior approval of the Client, the Client shall reimburse 1.l FT01"F
Nothing in this Agreement shall be interpreted or construed as (1) for all reasonably and necessary expenses (including travel, lodg-
creating or establishing a partnership, joint venture or similar busi- ing, travel meals, and other related costs) incurred in the course of
ties,; relationship between the parties; (2) creating or establishing performing services under this .Agreement.
an exclusive relationship between the parties, or (3) creating or
establishing any employment relationship between the parties, 6. Confidentiality
which hereby acknowledge thatl,I1~"1 O1'l~ is an independent con- Customer and Client acknowledge that, by reason of this Agree-
tractor under this .Agreement. ment, each may have access to certain information and materials
concerning the others business, plans, customers, technology and
2. Statements of Work products that arc confidential. Such information and materials are
.111 services performed under this Agreement will be specified in of substantial value to each party, which value would be impaired
a Statement of Work (`SOW") to be prepared for each engage- if such information were disclosed to third parties. Neither part,
ment and signed by the parties. The initial SOW is incorporated shall disclose to third parties, or use in any way for its own account
in this Agreement as 1?xhibit A, attached hereto. Lc> or for the account of any third party, any such confidential infor-
tl ,ram erm s ^~^ed in r r ,ray k~r cenrradictcrrytci zrr~y- mation disclosed as a result of this Agreement.
tcrm._c unYkiUe l in hl~~te p ~t1a114
7. Termination of Agreement
This Agreemcxit shall be in effect until such time as all services
It is agreed that the terms and conditions of this Master Agree- have been fully performed by 1,IFFOA T and all invoices have
ment shall govern with respect to the services to be provided to been fully paid by the Client. This agreement may be terminated
Client by 1 IFT01T, in accordance with each SOW executed by by either party for convenience upon sixty (60) days prior written
the parties. I?ach SOW shall become an .Addendum to this piaster notice 'T'ermination by client for convenience will result in
Agreement. The terms of this Master Agreement will be incorpo- charges for all in-process work. Upon termination of this Agree-
rated into each SOW by reference. ment for any reason, Sections 3, 6, 8, 9 will survive and bind the
parties in their entirety.
3. Professional Services Agreement
This agreement is for the performance of professional services 8. Indemnity, Disclaimers, Limitation of Liability
outy. I,IFTUF reserves the right to incorporate any techniques, In no event shall LIFI'OFF's aggregate liability arising from or
skills, and/or procedures known or acquired from this or any relating to the agreement or the services rendered (regardless of
other project into this or any future professional services engage- the form or action, whether by contract, warranty, tort, malprac-
ments. Any such techniques, skills, or procedures remain the sole tice, fraud, and/or otherwise) exceed the amount actually paid by
intellectual property of LIFTOFF, and may be used in any con- the client to I,1F°1'OFF for services rendered under the agrecment.
temporaneous or future professional services engagements for
this or any other Client, without limitation. In no event shall 1.I1,"l UFF be liable for any conscqucntial, spe-
cial, indirect, incidental, or punitive damages, or for any loss of
This is not a Work for I lire agreement. I.IFT01T does not sell, profits, revenue or business opportunities, regardless of the form
assign or transfer ownership of any intellectual property used or of action and even if I.IF'I'0F has been advised of the possibility
developed by LIFTOFF in the performance of any services for thereof.
the Clicnt pursuant to this Agreement. Nothing contained herein
or in any SOW hereunder shall be costrued or interpreted as any 9. Non-Solicitation of Employees
such sale, transfer, conveyance or assignment of any right, title or liming the term of this Agreement and for twelve (12) months
interest by I,IF°1'011 in any of its intellectual property. thereafter, neither party will, either directly or indirectly, solicit for
employment by itself (or any of its affiliates) any employee of the
4. Invoice Remittance other party (or any of its affiliates), unless the hiring party obtains
Invoice payments must be sent to the l,l FT( FF main office: 1667 the written consent of the other party.
Patrice Circle, Crofton, NH) 21114. The 1,II,1'01T federal Ill
number is: 27-1914176.
10. Governing Law/Jurisdiction
This contract will be governed by and c nstrued in accordance
Payment terms are specified on the SOW. Payments arc consid- with the laws of the State of Al excluding its conflict of
creel late on the 3011' day after the due date. Late payments will laws provisions.
incur a 2% late payment fee for each block of 30 or fewer days
overdue (payments 30-60 days overdue will be assessed a 2% fee,
payments 60-90 days overdue will be assessed a 4% fee, etc...)
2014 Liftoff, I.1,C. All Rights Reserved
r~
www.],iftoffonlirnecom
11. Disputes Such address may be changed from time to time by cidler Party
The parties agree that any dispute arising from this Agreement by providing written notice to the other in the manner set forth
shall be settled I)v arbitration in accordance with the Commercial above.
Rules of the ;Amcrican Arbitration .Association. Judgment upon
the award rendered by the arbitrators may be entered in any court 14. Credit and Public Awareness
having- jurisdiction thereof. Where disputes arc submitted to ar- The Client further agrees to allow I,il~"1'01'1' to take public recog-
bitration, the parties agree to accept the decision of the arbitrators nation of its engagement through the use of press releases, Inter-
as final and binding on both parties. .Arbitration shall be con- tact postings, competition entries or other communication mate-
ductcd in n accordance with the laws of rials. 'Phis awareness will not violate any confidentialit)~ provisions
of this agreement, nor will it disclose any,. financial terms of the
12. Severability engagement without the prior written consent of the Client
If any provision of this ;Agrecmcnt shall be held to be invalid or
unenforceable for any reason, the remaining provisions shall con- 15. Waiver
tame to be valid and enforceable. The failure of cithcr Party to enforce any provision of this .Agrec-
ment shall not be construed as a waiver or limitation of that party's
13. Notices right to subsequently enforce and compel strict compliance with
.\II notices required or permitted under this Agreement shall be in every provision of this .Agreement.
writing and shall be deemed delivered as of the date delivered via
facsimile, overnight mail or United States certified or registered 16. Entire Agreement
mail, addressed as follows: 't'his .Agrecment and the referenced SOW constitute the entire
agreement between the parties, and supersede all prior or contcm-
City of .Ashland, O1Z porancous communications between the parties (whether written
20 1sast Main Street or oral) relating to the subject matter of this ;Agreement. 'I'bis
lshland, OR 97520 .Agrecment may only be modified or amended in a writing signed
by both parties. "I'herc are no representations or commitments rc-
l,iftOff, 1,1.C lied upon by cithcr party not contained herein.
Kota Braatz, president
1667 Patricc Circlc
Crofton, MD 21114
IN WITNESS WHEREOF, the parties have caused their authorized representatives to execute this .Agrcement as of the I?ffectivc
Date.
Liftoff, LLC City of Ashland, OR
W. P`''
Ron Braatz Date Name: Date
President Title, •
C , ,r~- .Cc 6 ~ 4t ry
U' 2014 Liftoff, l,l.C. .A11 Rights Reserved
www.l,iftoffOnline.com
Exhibit A - Initial Statement of Work
1. Work to Be Performed
1.1. LIFTOFF will provide Guided Deployment Services focused on the migration to the Office 365 solution.
Specifically, the work will:
1.1.1. Consist of an overall "Coach/ Mentor" approach, where Liftoff will work with your IT Staff to determine the
best approach for the migration and train your IT Staff on the new Microsoft Office 365 system.
1.1.2_ Consist of an Assessment process where we will complete an analysis of the current email environment and
ensure that requirements are captured, core functionality is reviewed, and details for the migration are discussed
and reviewed. This will be conducted via phone and typically takes 2-3 hours to complete.
1.1.3. Assist in the Purchase of the Office 365 licenses and review the licensing agreement with N-licrosoft.
1.1.4. Consist of Setup and Pre-Staging in the Office 365 Admin Console where we will get the domain added, up-
dated, and verified, and the users imported into the cloud system.
1.1.5. Consist of identifying, testing, and implementing the optimal email migration tools and strategies. This does
not include the setup or configuration of ADFS or long-term hybrid co-existence migration scenarios.
1.1.6. Consist of migration wrap-up support to include modifying the MX record and verifying mail flow.
1.1.7. Consist of consulting on the best way to download and install Office ProPlus fora few users (if applicable).
I.I.S. Consist of consulting on the best way to install and configure Lyne Online for a few users (if applicable).
1.1.9. Require that the client assign Liftoff, LLC as the Partner of Record fora period of 24 months once the solution
is purchased. Instructions for this will be provided. Liftoff's partner 11) number is 2823664.
1.1.10. Conclude with a Project Close-Out consisting of tips for managing ,Microsoft support post-deployment and
instructions for reviewing Liftoffs performance in the %fic osoft pinpoint System.
13. LIFTOFF will provide an "Office 365 Workshop" via phone with Client. Specifically, the wort: will include
mini-training sessions on:
1.2.1. The Office 365 .Admin Center (O AC) and the Fxchange ,Admin Center (I'MI)
1.2.2. 1?xchange Online protection (FOP)
13.3. PowerShell functionality within Office 365
1.3. Include the initial setup of SharePoint Online (if applicable) for a few users to include adding users and basic branding
(logo, colors). Advanced SharePoint development including data migration requires a separate contract.
1.4. provide copies of planning materials and communications including the Microsoft Office 365 Deployment Guide,
Liftoff proprietary training material and prepared staff template communiques, and other migration literature as necessary.
1.5. This Statement of Work will a>mmence upon acceptance of documents on dates negotiated between LIFTOFF
and Client.
2. Investment & Payment Structure
2.1. The cost of the services outlined in Section 1 above is $6,000. "Ibis is the client cost and has already factored in any incentives
or promotions. This pricing is valid for 30 days past the date identified in section 3.1. Invoicing is done after the ,Assessmcnt
process (1.1.2) and terms are Net 30. ,A11 subscription software is licensed directly with Nicrosoft.
2.1.1. This reduced pricing is contingent on the following factors:
2.1.1.1. The client must fully qualify for the Fast-"Track Deployaacnt Offer. Terms and Conditions are here:
http://fasttrad:.office.com/~Icdia/Default/DeploynuntOffcr/Ufhec 365 Deployment Of-
fer 'l'eans and Conditions kN(;.pdf
2.1.1.2. The client must purchase at least 250 "qualifying" Office 365 licenses. Instructions for this will be provided.
23. tiligratiou Wiz Prcmium, multi p r,s licenses may be recommended for the project. These licenses typically cost S12/user.
if Client agrees to use Migration Wiz, Client will be responsible for purchasing licenses for all users. .All Migration licenses
are purchased directly from N-figration Wiz. The estimated cost of the licenses needed for this project is S2997.50
2014 Liftoff, LLC. All Rights Reserved
www.l ,iftoffOnlinc. a>m 1
3. General Terms and Conditions
3.1. "Phis Statement of Work will be bound by the terms of the Master Services .Agrcement between I,1F1'OFF & Clicnt dated
.August 5, 2015, to which this Initial Statement of Work is attached as I?xhibit .A.
4. Signature
\grccd and ,\cccptcd bp:
Liftoff, LLC City of Ashland, OR
Born Braatz Date Namc: y f ,,,rs, e a et Date
President Title!"
U 2014 liftoff, LLC. :AIl Rights Rcscvcd
www.Liftoffonlinc.com
A`°R°` CERTIFICATE OF LIABILITY INSURANCE °08/21i2015~'
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. if SUBROGATION IS WAIVED, subject to the
terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER CONTACT
Kirk D. Lynn, CLU LUTCF NAME: Jamie Kuh _
2431 Crofton Lane, Ste. 13 aD No Exu:~721-1800 ~ine IJo 41a7z1-s75o
E-MAIL .
SfateFarm Crofton, MD 21114 ADDRESS: amie kirk) nna anc com__
ti (410) 721-1800 1NSURERIS) AFFORDING COVERAGE NAIC N -
INSURER A : State Farm Fire and Casually Company 25143 - _
INSURED LIFTOFF, LLC INSURERB
1687 Patrice Circle INSURERC:
Crofton, MD 21114 INSURER D:
INSURER F:-
-INSURER F
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
ILITR TYPE OF INSURANCE A L UBfi~ POLICY NUMBER MM! GYrrYYY MMlDOM'YY LIMITS
GENERAL LIABILITY
A _ ry 90-Bi-Y438-0 11J2012014 12/2012015 EACH OCCURRENCE $ 7,000,000
X ImCOMMERCIAL GENERAL LIABILITY _PREMISES (E~TO a o Hence) $ 300,000
'XC1 CLAIMS-MADE X OCCUR IMED EXP (Any cne porson) 5,000
PERSONAL BADV INJURY S 1,000000
kGE G ENERAL AGGREGATEAG 2,000,000
'L AGGREGATE LIMB APPLIES PER: PRODUC'rs - COMPIOP 2, 000,000
POLICY PRO- LOG - - - S
AUTOMOBILE LIABILITY EOMBI NED SINGLE LIMI
a acade~_
ANY AUTO BODILY INJURY (P.,pers.r
ALL OWNED F ~ SCHEDULED
BODILY INJURY (Per accide.^y
AUTOS NON-OWNED PROPERTY DAMAGE S
HIREDAUTOS AUTOS
$
UMBRELLA LIAR OCCUR ( EACH OCCURRENCE _ S
EXCESS LIAB CLAIMS-MADE AGGREGATE $
DED RETEN71OM S E
A WORKERS COMPENSATION VJC STAT- X OTH-
ANDEMPLOYERS'LIABILITY YIN I 90-BU-W132-5 1212012014 1212012015 TORY 1MITUS'. ER
ANY PROPRIE7CR1PARTNER1EXECLTIVE JI I EACH ACCIDENT $ 500,000
OFFfCE1NEMBER EXCLUDECfI ILI NIA ❑
(Mandatory in NH) E.L. DISEASE - EA EMPLOYE S 500,000
If yes, Cescribe under
DESCRIPTION p E1 DISEASE - POLICY Lill IT S5.000,000
'Y I
A LIABILITY ERRORS & OMISSIONS PROFESSIONAL IL~❑ PS0000004785900 0110712015 011071201$ bi,000,000
~I--f
DESCRIPTION of OPERATIONS I LOCATIONS I VEHICLES (AHacti ACORD 1111, AddlUonal Remarks Schedule, if more space is required)
The City of Ashland is listed as additional insured as pertains to the General Liability and Professional Liability policies.
CERTIFICATE HOLDER CANCELLATION
City of Ashland SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
Ty THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
Information Technology Department ACCORDANCE WITH THE POLICY PR ISIONS.
90 N. Mountain Avenue
AUTPO E REPRESENTATIVE
Ashland, Oregon 97520 e
i
Q 1988-2010 CORD CORPORATION. All rights reserved.
ACORD 25 (2010105) The ACORD name and logo are re is d marks of AC RD 1001486 132849.8 01-23-2013
Page 1 / 1
CITY OF
ASHLAND DATE PO NUMBER
20 E MAIN ST. 9/10/2015 13115
ASHLAND, OR 97520
(541) 488-5300
VENDOR: 019739 SHIP TO: Ashland Computer Services
LIFTOFF LLC (541) 488-5339
1667 PATRICE CIRCLE 90 N MOUNTAIN
CROFTON, MD 21114 ASHLAND, OR 97520
FOB Point: Req. No.:
Terms: Net Dept.:
Req. Del. Date: Contact: Dan Hendrix
Special Inst: Confirming? NO
Quantity Unit Description Unit Price Ext. Price
Microsoft 365 migration consulting 6,000.00
services per proposal attached as
Exhibit C to the contract.
Contract for Personal Services
Beginning date: 09/01/2015
Completion date; 10/30/2015
r
,
SUBTOTAL 6,000.00
LL TO: Account Payable TAX 0.00
20 EAST MAIN ST FREIGHT 0.00
541-552-2010 TOTAL 6,000.00
ASHLAND, OR 97520
Account Number Project Number Amount Account Number Project Number Amount
710.02.05.00.60570 E 000424.999 6,000.00
VENDOR
Authoriz Si nature/~ COPY
FORM #3 CITY OF
-ASHLAND
REQUISITION Date of request: 09/09/15
Required date for delivery:
Vendor Name LIFTOFF LLC
Address, City, State, Zip 1667 PATRICE CIRCLE, CROFTON, MD 21114
Contact Name & Telephone Number RON BRAATZ 410.419.1591
Fax Number
SOURCING METHOD
❑ Exempt from Competitive Bidding ❑ Emergency
❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization
❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached
❑ Written quote or proposal attached -(Attach co of council communication _(If council approval required, attach co of CC
❑ Small Procurement Cooperative Procurement
Less than $5,000 ❑ Request for Proposal (Copies on file) ❑ State of Oregon
❑ Direct Award Date approved by Council: Contract #
❑ Verbal[written quote(s) or proposal(s) -(Attach copy of council communication) ❑ State of Washington
Intermediate Procurement ❑ Sole Source Contract #
GOODS & SERVICES ❑ Applicable Form (#5,6, 7 or 8) ❑ Other government agency contract
$5,000 to $100,000 ❑ Written quote or proposal attached Agency
® (3) Written quotes and solicitation attached ❑ Form #4, Personal Services $5K to $75K Contract #
PERSONAL SERVICES ❑ Special Procurement Intergovernmental Agreement
$5,000 to $75,000 ❑ Form #9, Request for Approval ❑ Agency
❑ Less than $35,000, by direct appointment ❑ Written quote or proposal attached Date original contract approved by Council:
❑ (3) Written proposals/written solicitation Date approved by Council: (Date)
❑ Form #4, Personal Services $5K to $75K Valid until: Date - (Attach copy of council communication)
Description of SERVICES Total Cost
Microsoft 365 migration consulting services per proposal attached as Exhibit C. $6,000.00
Item # Quantity Unit Description of MATERIALS Unit Price Total Cost
TOTAL COST
® Per attached quote/proposal
710.02.05.00.605700, project number 000.424.999 $6,000.00
Account Number___-__•__- Account Number--- -
'Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures.
IT Director in collaboration with department to approve all hardware and software purchases:
IT Director Date Support -Yes /No
By signing this requisition form I certify that the City's public contracting requirements have been satisfied A
j~
}1~
Employee: Department Head: L i
Equal to or `greater than $5,000)
Department Manager upervisor: City Administrator:
(Equal to or greater than $25,000)
r
Funds appropriated for current fiscal year. ~ES / NO
Finance Director- (Equal to or great han $5,000) Date
Comments:
Form #3 - Requisition
Mark Holden
From: Dave Kanner <dave.kanner@ashland.or.us>
Sent: Thursday, July 30, 2015 4:31 PM
To: 'Mark Holden'
Subject: RE: Consultant for Office 365 Roll-Out
Mark -
This is approved.
Dave
Dave Kanner, City Administrator
City of Ashland
20 East Main Street, Ashland OR 97520
(541) 552-2103 or (541) 488-6002, TTY 800-735-2900
FAX: (541) 488-5311
This email is official business of the City of Ashland, and it is subject to Oregon public records law for
disclosure and retention. If you have received this message in error, please let me know. Thank you.
From: Mark Holden [mailto:mark.holden@ashland.or.us]
Sent: Thursday, July 30, 2015 12:42 PM
To: 'Dave Kanner'
Subject: Consultant for Office 365 Roll-Out
Dave,
As discussed at our monthly one-to-one meeting on Tuesday, July 28, 2015, the IT group has determined a need for an
outside consultant to assist in the completion of the Office 365 roll-out (especially the email conversion). The IT
Department would like to move forward with this procurement as soon as possible. The proposed amount of the
contract is eight thousand five hundred dollars. Your review and approval of the Form 4 is required in order to move
forward.
As required for an Intermediate Procurement, Personal Service - $5,000 to $75,000 attached please find:
1) Form 4 - Determinations to Procure Personal Services $5,000 to $75,000
2) Statement of Work referenced on the From 4.
Thank you for your time and consideration. Please let me know if you have any questions or need any additional
information.
Regards,
Mark Holden, Director of Electric Utility and IT
City of Ashland
Email: holdenm(&,1ashland_.or_us
Phone: 541.552.2314
1 of 2 7/30/2015 5:14 PM
5:14 PM
CITY OF
ASHLAND
ORM #4
F
F
DETERMINATIONS TO PROCURE
PERSONAL SERVICES
S5,000 to $75,000
To: Dave Kanner, Public Contracting Officer
From: Mark Holden, Information Technology Department
Date: July 28, 2015
Re: DETERMINATIONS TO PROCURE PERSONAL SERVICES
In accordance with AMC 2.50.120(A), for personal services contracts greater than $5,000, but less
than $75,000, the Department Head shall make findings that City personnel are not available to
perform the services, and that the City does not have the personnel or resources to perform the
services required under the proposed contract. However, the City Attorney, the Public Contracting
Officer, or Local Contract Review Board, can require a formal solicitation for bids to ensure that
the purposes of this chapter are upheld.
Background
The goal of this contract is to hire a consultant to assist with the migration of user accounts from a local
Zimbra email server to the Microsoft Exchange cloud-based service and for the deployment of the
Office365 software suite.
Specifically, a consultant brings experience and expertise in migrating from one mail platform to another,
an operation that requires experience with municipal government as well as a deep understanding of the
complexities of both the systems and the specialized account-migration tools required.
The target date for this migration is the end of August, 2015
See attached Statement of Work for project details.
Estimated contract cost is $8,500.
Pursuant to AMC 2.50.120(A), has a reasonable inquiry been conducted as to the availability of
City personnel to perform the services, and that the City does not have the personnel and resources
to perform the services required under the proposed contract?
Transferring hundreds-of-thousands of email messages, attachments, and calendar entries from one
complex mail system to another within a short conversion window, is a very complex process with little
room for error. The conversion is a rare event. While the Information Technology (IT) Department has no
Page 1 of 2 7/30/2015
experience or expertise in the conversion, the consultant has recently performed this process multiple
times. for multiple municipalities, and with the same systems.
After research and analysis of performing the migration in-house, the IT Department has determined that
the optimal solution for the City is for the IT Department to contract for experience and expertise with the
planning, preparation, and account-migration process. Seasoned expertise will provide a tested and proven
roadmap decreasing both the risk and time to implement the Office' )65 project. The use of seasoned
expertise will minimize the disruption and loss of productivity in the user community. Additionally, the
Department will acquire procedures and best-practices for maintaining and operating the new systems into
the future.
Page 2 of 2 7/30/2015
Statement of Work:
Office365 Deployment and Email Migration
1. Work to Be Performed
1.1. CONSULTANT will provide Guided Deployment Services focused on the
migration to the Office 365 solution. Specifically, the work will:
1.1.1. Consist of an overall "Coach/ Mentor" approach, where Consultant will work
with City Information 't'echnology (IT) Staff to determine the best approach for
the migration and train IT Staff on the new Microsoft Office 365 system.
1.1.2. Consist of an Assessment process where Consultant will complete an analysis
of the current email environment and ensure that requirements are captured,
core functionality is reviewed, and details for the migration are discussed,
reviewed, and approved in collaboration with IT Staff.
1.1.3. Review the licensing agreement with Microsoft and participate with IT Staff in
obtaining and using available Microsoft FastTrack (or equivalent) credits.
1.1.4. Consist of Setup and Pre-Staging in the Office 365 Admin Console where
Consultant will get the domain added, up-dated, and verified, and the users
imported into the cloud system.
1.1.5. Consist of identifying, testing, and implementing the optimal email migration
tools and strategies. A short conversion period is requested, no long-term hybrid
co-existence migration scenarios. Participation and support during the migration
of existing Zimbra accounts to Office 365 Exchange.
1.1.6. Consist of identifying, testing, and implementing of ADFS within the IT
environment for single sign-on for our end users.
1.1.7. Consist of migration wrap-up support to include modifying the MX record
and verifying mail flow.
1.1.8. Consist of consulting on the best way to deploy install Office ProPlus for a
few users (identified during the assessment process), if applicable.
1.1.9. Consists of consulting on the best way to set up shared computers for use by
both E1 and E3 licensed users.
1.1.10. Consist of consulting on the best way to install and configure Lync Online for
a few users (if applicable).
1.1.11. Conclude with a Project Close-Out consisting of tips for managing Microsoft
support post-deployment and instructions for reviewing Consultant's
performance in the Microsoft Pinpoint System.
1.2. CONSUL'T'ANT will provide an "Office 365 Workshop" via phone with Client.
Specifically, the work will include mini-training sessions on:
1.2.1. The Office 365 Admin Center (OAC) and the Exchange Admin Center (EAC)
1.2.2. Exchange Online Protection (EOP)
1.2.3. PowerShell functionality within Office 365
Revision Date: 7/30/2015 9:42 AM Page 1 of 2
H:\Documents\Purchasing Record s\_2015\Quotes\0365 Services Contract\0365 Statement of Work for Quotes (Mark's Final).docx
1.3. Include the initial setup of SharePoint Online (if applicable) for a few users to
include adding users and basic branding (logo, colors).
1.4. Provide copies of planning materials and communications including the Microsoft
Office 365 Deployment Guide, Consultant proprietary training material and
prepared staff template communiques, and other migration literature used as part of
the migration.
1.5. This Statement of Work will commence upon acceptance of documents on dates
negotiated between Consultant and Client.
Revision Date: 7/30/2015 9:42 AM Page 2 of 2
H:\Documents\Purchasing Records\_2015\Quotes\0365 Services Contract\0365 Statement of Work for Quotes (Mark's Final).docx