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HomeMy WebLinkAboutC-6088 - PSA for Symantec Enterprise Vault Implementation00 Cc) .5 ! PROFESSIONAL SERVICES AGREEMENT V WITH TEQSYS, INC. FOR SYMANTEC ENTERPRISE VAULT IMPLEMENTATION THIS PROFESSIONAL SERVICES AGREEMENT ( "Agreement') is made and entered into as of this 15th day of April, 2015 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and TEQSYS, INC., a Texas corporation ( "Consultant'), whose address is 7301 Burnet Road, Suite 102 -515, Austin, Texas 78757, and is made with reference to the following: C:Ttoly wl A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to implement the Symantec Enterprise vault in order to archive City emails. City shall use existing hardware and software but City needs the knowledge and services of Consultant to install, configure, and deploy the solution ( "Project'). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on August 31, 2015, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ( "Services" or "Work "). City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand - delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Ten Thousand Dollars and 00/100 ($10,000.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and /or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit B to this Agreement or specifically approved in writing in advance by City. TEQSYS, Inc. Page 2 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5.1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Tim Cruise to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 53 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the City Manager's Office. City's Senior Network Engineer or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with the highest professional TEQSYS, Inc. Page 3 standards. For purposes of this Agreement, the phrase "highest professional standards' shall mean those standards of practice recognized by one (1) or more first - class firms performing similar work under similar circumstances. 8.2 All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and the highest professional standard. 8.3 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.4 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent, reckless, and /or willful acts, errors and /or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant. TEQSYS, Inc. Page 4 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. MINERSTOW4ZE-WOM Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall TEQSYS, Inc. Page 5 be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or co- tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power or twenty -five percent (25 %) or more of the assets of the corporation, partnership orjoint- venture. 16. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shalt, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. TEQSYS, Inc. Page 6 17.3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 18. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 19. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 21. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 22. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and /or restoration expense shall be TEQSYS, Inc. Page 7 borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. 23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 24. CONFLICTS OF INTEREST 24.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first - class mail, addressed as hereinafter provided. 25.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Micheal Wojciechowski, IT Operations Supervisor City Manager's Office City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Keri Ramirez TEQSYS, Inc. 7301 Burnet Road, Suite 102 -515 Austin, Texas 78757 TEQSYS, Inc. Page 8 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27. TERMINATION 27.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. STANDARD PROVISIONS 28.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 28.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. TEQSYS, Inc. Page 9 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 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 the Agreement or any other rule of construction which might otherwise apply. 28.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 28.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] TEQSYS, Inc. Page 10 IN WITNESS WHEREOF the parties have caused this Agreement to be executed on the dates written below APPROVED AS TO FORM: CITY ATTORNE 'S OFFICE Date: ' I By; _ c' Aaron C. (,Am crtla liS- City Attorney ATTEST: Date: 5 1q.15 By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporotion Datei��-------Y- By:_ Dave City Manager CONSULTANT: TEQSYS, l6c., a Texas Date: !\CII 11di11,WG4 •� President/ Date: By:__. La Cruise Secretary [END OF SIGNATURES) Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements TEQSYS, Inc. Page 11 1. PROJECT OVERVIEW 1.1. Purpose This proposal is to provide City of Newport Beach with the manpower and resources required to perform an implementation of Symantec Enterprise Vault v1 1.x for EV Storage Management and eDiscovery Standard Edition. During this Consulting Engagement, TEQSYS will provide the consulting services as described in Section 2 "Scope of Engagement." The following Enterprise Vault components for 600 mailboxes are in -scope for this project: • Deploying EV Storage Management O Demonstration of PST Migration Process • Deploying eDiscovery Standard Edition In addition, TEQSYS Consultant will: Test archiving procedures to ensure successful archival and retrieval of email Provide project status reporting on a regular basis that will include: o Current status including percentage completion of scheduled tasks o Current issues with solution recommendations and criticality 1.2. Solution Overview Enterprise Vault software provides a flexible archiving framework to enable the discovery of content held within email, file system and collaborative environments, while helping to reduce storage costs and simplifying management. Enterprise Vault manages content via automated, policy - controlled archiving to online stores for active retention and seamless retrieval of information. The built -in search and discovery capabilities of Enterprise Vault are complemented by specialized client applications for corporate governance, risk management and legal protection. Customers have the ability to archive Exchange mailboxes, journals, public folders and PST file content. In turn, they can eliminate quotas, message size restrictions and simultaneously control message store growth. Admin- defined policies automatically archive email and attachments out of Exchange and into online Enterprise Vault stores. Optionally, shortcuts are left behind, TEQSYS, Inc. Page A -1 allowing users to easily view or restore the original items transparently through Outlook or via extended web -based search functions. Enterprise Vault PST Migrator automatically imports email items from users Personal Store folders (.PST files). This option allows administrators to import the email items directly into Enterprise Vault, and can also create the shortcut links back into the user's primary mailbox using the same folder structure found in the PST file. Enterprise Vault provides automated and manual targeted PST migration capabilities to ingest both email and attachments contained in PST folders into the EV archive. This provides a quick and easy way of migrating them into Enterprise Vault so that they can be searched against. 1.3. Phases of Work TEQSYS will perform the following tasks under this SOW in a phased approach: Phase 1 Project Planning Phase 2 Enterprise Vault (EV) Solution Design Phase 3 EV Storage Management Phase 4 EV eDiscovery Standard Edition Phase 5 Knowledge Transfer and Handoff Phase 6 Final Review and Closeout 1.4 Key Assumptions This proposal is based on the following assumptions of the current City of Newport Beach environment: • Hardware and Operating System for systems applicable to this project have been installed. • Adequate hardware resources are available and in working condition. • Hardware specifications currently meet or exceed system design requirements. • Working environment has been scanned and is free of all known computer viruses. • Customer has required software licenses and an active support agreement with Symantec. • Customer will be responsible for the installation and configuration of third - party applications not mentioned in this document. TEQSYS, Inc. Page A -2 (Please refer to Section 4 "Customer Responsibilities" for additional prerequisites.) 1.5 Why TEQSYS? At TEQSYS, we combine real -world expertise and the latest technologies to ensure your implementation is a secure, smooth, and well documented one. We offer advantages to our customers that few companies can match: speed -to- market, flexibility, knowledge, efficiency and cost savings. TEQSYS' value proposition is that we will provide practical solutions that enhance the value of our customer's investment resulting in better use of company information, improved service, increased productivity, a competitive advantage and reduced costs. TEQSYS is a Microsoft Certified Partner and a Symantec Platinum partner with a Master Specialization in Archiving and eDiscovery. In addition, our extensive knowledge and experience in Messaging and Collaboration solutions and specifically Microsoft Exchange and Symantec Enterprise Vault, allows for a smooth implementation process. Throughout the implementation process, the TEQSYS Consultants will provide knowledge transfer to the CUSTOMER technical staff to equip them to successfully administer and support the new Enterprise Vault environment on an ongoing basis. We understand companies are sometimes overwhelmed with a tremendous burden as they increasingly rely on technology to drive business operations and growth. By supporting our customer's business processes and systems, we allow them to remain experts in their fields without the burden of having to become experts in the IT field. 2. SCOPE OF ENGAGEMENT 2.1 Phase 1— Project Planning • Review roles and responsibilities • Confirm primary customer point of contact • Confirm engagement logistics • Review scope of implementation • Review resource requirements • Review customer readiness and engagement pre- requisites • Discuss desired timeline 2.2 Phase 2 — Solution Design 2.2.1 Current Environment TEQSYS, Inc. Page A -3 The current City of Newport Beach environment consists of the following: 1. Approximately 600 users to be enabled for EV Storage Management and eDiscovery Standard Edition 2. 2 EV servers 2.2.2 Proposed Enterprise Vault Environment The proposed Enterprise Vault environment will consist of the following: A. HARDWARE REQUIREMENTS: 1. Enterprise Vault 11.x Server(s) for Mailbox Archiving a. Server(s) should be Windows 2008R2, minimum dual - processor, 4GB memory minimum, 8GB recommended, to be configured by Customer b. The Mailbox Archiving servers can reside on Virtual Machines. c. EV Servers may be clustered for high availability. Note — having multiple EV servers does not require additional EV licenses. d. Two Enterprise Vault Servers are recommended in CUSTOMER's environment to perform Mailbox Archiving tasks 2. Windows 2008 Server R2 running MS SQL Server 2008 database to support Enterprise Vault Note: This should be a dedicated physical SQL server. Note: In accordance with Symantec's best practices for Enterprise Vault, TEQSYS recommends having dedicated Enterprise Vault server(s) for Mailbox Archiving, and dedicated server(s) for File System Archiving. B. SOFTWARE REQUIREMENTS 1. Enterprise Vault Mailbox Storage Management Advanced Edition for MS Exchange, v1 1.x for 600 users • Includes EV 11.x Base Server, Mailbox Archiving for MS Exchange, PST Migrator, and Vault Cache TEQSYS, Inc. Page A -4 2. Windows 2008 R2 and Microsoft SQL Server 2008 (Standard or Enterprise) /Vote: All hardware will be provided by CUSTOMER. TEQSYS will provide a list of implementation prerequisites to CUSTOMER prior to commencement of installation. Upon receipt of purchase order from CUSTOMER, TEQSYS will ensure that the necessary software and license keys have been generated and provided to CUSTOMER prior to the project start date. 2.3 Phase 3 — Implementation of Enterprise Vault in Production Environment for Pilot Users 2.3.1 Verification of Prerequisites and Preparation of EV Test Environment Note: Many of these tasks may be performed in advance by the customer. Prior to coming onsite, TEQSYS will provide CUSTOMER with a list of prerequisites. • Validate provisioned hardware against requirements. • Windows Servers for Enterprise Vault Implementation • Storage for Vault Store(s), Indexes, and SQL Databases • SQL Connectivity • Verify accounts and access rights (Exchange, MSMQ, Service Account, SQL, and Windows). • Review and validate prerequisite software and configuration including Message Queuing, IIS / Pool Accounts, ASP, .NET, MDAC, Framework, and Outlook / CDO. • Create Enterprise Vault site "Alias" through DNS Manager on primary DNS server. • Review provisioned test data (PST /NSF files, File system data and Email messages). • Create Enterprise Vault service account mailbox. • Obtain Enterprise Vault license key (if not already done) • Review Client Enterprise Vault test environment • Verify Client Enterprise Vault test environment TEQSYS, Inc. Page A -5 2.3.2 EV Installation Tasks During implementation, TEQSYS Consultant will provide the following services: A. EV Server Configuration • Configuration of Enterprise Vault on dedicated server(s) • Run Enterprise Vault Deployment Scanner to verify that test environment meets the pre- requisite for Enterprise Vault • Install Enterprise Vault Server software • Run configuration routine to establish system defaults and variables including SQL directory databases, establish Enterprise Vault site, add servers to site and select data storage areas • Initiate Administration Console, set partition, create vault store, create new archive, add shopping service and establish retention category • Review new site Settings B. Implementation of Mailbox Archiving and Vault Cache for up to 20 mailboxes; PST Migrator Demonstration 1. Mailbox Archiving • Review and prioritize implementation tasks according to Solution Design • Configure mailbox archiving targets, policies and tasks • Schedule the mailbox archiving tasks • Configure Provisioning groups • Configure Enterprise Vault Monitoring Database • Configure Enterprise Vault Audit Database • Configure Enterprise Vault Reports • Configure Role -based administration • Configure Enterprise Vault to function with Outlook Web Access (OWA/DWA) • Review methodology for deploying Enterprise Vault User Extensions for Outlook TEQSYS, Inc. Page A -6 • Test deploying Enterprise Vault User Extensions for Outlook or • Test client connectivity, enabled mailboxes and Enterprise Vault functionality • Test searches via archive explorer • Analyze any Enterprise Vault application events in Windows Event Viewer • Confirm all settings within the Enterprise Vault Administration Console o Run and review results in Report Mode o Analyze results in the Usage Report Web results page • Demonstrate the flexibility of message archiving • Perform tests for mailbox archiving polices 2. PST Migrator • Review PST migration options and capabilities within Enterprise Vault • Demonstrate the ability to search the network or use registries for the presence of, PST files C. Implementation of E- Discovery Standard Edition 1. Journal Archiving • Client enables message journaling for the specified Exchange environment • Configure Enterprise Vault Journaling service to archive and remove all of the collected email items • Demonstrate the process of Enterprise Vault Journaling from Email Journaling • Test archiving procedures to ensure successful archival and retrieval of email 2. Discovery Accelerator • Install and Configure Discovery Accelerator server software Y Create Discovery Accelerator Configuration and Customer Databases • Setup Custodian Manager Web Site TEQSYS, Inc. Page A -7 • Install the Discovery Accelerator Client Software • Implement Discovery Accelerator best practice configuration settings ® Create a Discovery Accelerator test case and test search D. Configure Enterprise Vault Monitoring Database E. Configure Role -based administration F. Configure Provisioning groups G. Pilot the deployment of Enterprise Vault user extensions on 5 pilot users machines H. Pilot the deployment of Enterprise Vault user extensions on 5 pilot users machines 2.4 Phase 4 — General Knowledge Transfer and Handoff Throughout the course of this engagement, TEQSYS will work with the CUSTOMER technical staff to communicate basic administration tasks, configurations, procedures, and policies set up within the new Enterprise Vault environment. Upon completion of the implementation, TEQSYS will do a basic knowledge transfer to CUSTOMER staff so that CUSTOMER can complete the archival process. We do recommend that at least one CUSTOMER EV Administrator attend the formal five -day EV Administration Training offered by Symantec. 2.5 Phase 5 — Final Review and Project Closeout 2.5.1 Review documentation, project activities, and signoff checklist 2.5.2 Conduct closeout meeting 3. PROJECT FEES: Please see Exhibit B. 4. CUSTOMER RESPONSIBILITIES To ensure the engagement's success and the agreed upon completion of deliverables, the customer has the following responsibilities prior to and during the Consulting Services engagement: Prior to TEQSYS Consulting Services Commencement: 1. Discuss the consultation requirements with the TEQSYS consultant for clarification, agreement of objectives, and for understanding of the current environment. 2. Agree to schedule resources in advance per agreement between customer and TEQSYS. Provide a primary point of contact that can escalate issues and assist in resolving problems that fall outside of TEQSYS' control. TEQSYS, Inc. Page A -8 3. The end user must submit a Purchase Order (P.O.) to TEQSYS, INC. for services fees. During TEQSYS Consulting Services Engagement: 1. Provide the necessary hardware and software. 2. Customer is responsible for the actual content of any data file, selection and implementation of controls on its access and use, and security of the stored data. 3. Customer will identify and make the interpretation of any applicable federal, state and local laws, regulations and statutes and insure that products of the system meet those requirements. 4. Provide resources to work in conjunction with the TEQSYS consultant so that the TEQSYS consultant can successfully obtain necessary information and access to required hardware, network, and software environments. 5. Provide an appropriately configured and available hardware and software environment for product implementation, inclusive of operating system and application software, network connectivity, disk and tape devices for data backup and recovery (where applicable). 6. Provide information regarding CUSTOMER's support contract with Symantec and authorize TEQSYS to interface with Symantec support on behalf of CUSTOMER if necessary. TEQSYS, Inc. Page A -9 ■ 3. PROJECT FEES The pricing provided below reflects the costs for the initiative as described in Section 2 "Scope of Engagement" in this document. This proposal is valid for a period of 30 days unless extended in writing by TEQSYS. TEQSYS, Inc. Page B -1 EXHIBIT C INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. 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 Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. TEQSYS, Inc. Page C -1 D. 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 one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) 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 years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. 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 requirements 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 from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self - insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence 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 and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. 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. TEQSYS, Inc. Page C -2 B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non - compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. 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 higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. E. 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 requirements unless approved by City. F. City Remedies for Non - Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. G. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. H. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own TEQSYS, Inc. Page C -3 judgment may be necessary for its proper protection and prosecution of the Work. TEQSYS, Inc. Page C -4 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 4/27/15 Dept. /Contact Received From: Jenny Sudo Date Completed: 5/18/15 Sent to: Jenny Sudo By: Renee/Alicia Company /Person required to have certificate: Teqsys Inc. Type of contract: All Other I. GENERAL LIABILITY EFFECTIVE /EXPIRATION DATE: 411/15 to 4/1/16 A. INSURANCE COMPANY: Hartford Lloyd's Ins Co B. AM BEST RATING (A-: VII or greater): A; XV C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? D. LIMITS (Must be $1M or greater): What is limit provided? E. ADDITIONAL INSURED ENDORSEMENT — please attach F. PRODUCTS AND COMPLETED OPERATIONS (Must include): Is it included? (completed Operations status does not apply to Waste Haulers or Recreation) G. ADDITIONAL INSURED FOR PRODUCTS AND COMPLETED OPERATIONS ENDORSEMENT (completed Operations status does not apply to Waste Haulers) H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? I. PRIMARY & NON - CONTRIBUTORY WORDING (Must be included): Is it included? J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? K. ELECTED SCMAF COVERAGE (RECREATION ONLY): L. NOTICE OF CANCELLATION: ❑ Yes N No 1,000,00012,000,000 N Yes ❑ No ■ Yes // No ./ ■ Yes ■ No ■ 0 Yes ■ No II. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 411/15 to 4/1/16 A. INSURANCE COMPANY: Hartford Lloyd's Ins Co B. AM BEST RATING (A-: VII or greater) A; XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? ❑ Yes N No D. LIMITS - If Employees (Must be $1M min. BI & PD and $500,000 UM, $2M min for Waste Haulers): What is limits provided? 1,000,000 E. LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided ?) N/A F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste Haulers only): N N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes N No H. NOTICE OF CANCELLATION: ❑ N/A N Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE /EXPIRATION DATE: 4/01/15 to 4/1/16 A. INSURANCE COMPANY: Hartford Fire Insurance Cc B. AM BEST RATING (A-: VII or greater): A; XV C. ADMITTED Company (Must be California Admitted): D. WORKERS' COMPENSATION LIMIT: Statutory E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater) F. WAIVER OF SUBROGATION (To include): Is it included? G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: H. NOTICE OF CANCELLATION: ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED W. PROFESSIONAL LIABILITY V POLLUTION LIABILITY V BUILDERS RISK HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO WHICH ITEMS NEED TO BE COMPLETED? Approved: Agent of Alliant Insurance Services Broker of record for the City of Newport Beach 5/18/15 Date X Yes ■ No ./ Yes ■ No 1,000,000 /1 Yes ■ No ■ Yes ■ No ■ ►1 Yes ■ No (04M ■M■IE ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No RISK MANAGEMENT APPROVAL REQUIRED (Non- admitted carrier rated less than _ Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval /exception /waiver: Risk Management approval needed for the non - admitted status of the GL & Auto Liability carrier. Sheri approved Non - admitted status for GL & Auto carriers on 4/30/15. Approved: Risk Management Date * Subject to the terms of the contract. USAA INSURANCE AGENCY INC /PHS PO BOX 33015 SAN ANTONIO TX 78265 City of Newport Beach Attn: Jenny Sudo 100 CIVIC CENTER DR NEWPORT BEACH CA 92660 ACORD 25 (2014101) A� �® DNS CERTIFICATE OF LIABILITY INSURANCE R001 DATE (MM/DDKYYY) s /s /zols THIS CERTIFICATES 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 SUBROGATIONIS 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 USAA INSURANCE AGENCY ZNC /PHS 812846 P: (888) 242 -1430 F: (888) 443 -6112 PO BOX 33015 SAN ANTONIO TX 78265 CONTACT NAME' _ INCtA,,UH (888)_2.42 -1430 iuc.Nar. (888) 443 -6112 a RIESS: INSURERISI AFFORDING COVERAGE NAIL# INSURER A: Hartford Lloyd's Ins Co 38253 INSURED TEQSYS INC. '.7301 BURNET RD STE 102 -515 'AUSTIN TX 78757 INSURER B: HartfordFire Ins CO. 19682 IN$URERC: INSURER D: INSURER E: EACH OCCURRENCE __. 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. (NSR TYPEOFINRURANCE ADOL SPUR pOLfCYNL'NBER P041CYEFF MM/OD POLICYEXP LLNpTS COMMERCIAL GENERALUABILITY EACH OCCURRENCE __. $1,000, 000 CLAMS -MADE F.00CUR OPMS TCEd .rence) ocO 5300 / 000 X X MED ESP (Any one person) $10,000 A General Liab 65 SBTJ TM6568 '04/01/2015 04/01/2016 PERSONAL& ADV INJURY $1,000,000 AGGREGATE LIMIT APPLIES PER: GEN'L GENERALAGGREGATE s2,000,000 PRO, ❑X LOC POLICY❑ PRODUCTS COMPIOP AGG s2,000,000 S OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Be accident) $1 000 000 BODILY INJURY (Par parson) S ANY AUTO A ALL OWNED SCHEDULED 65 SBM TM6568 04/01/2015 04/01/2016 BODILY INJURY (Per accident) s AUTOS AUTOS PROPERTY DAMAGE $ X HIRED AUTOS X NONIWNED AUTOS (Per aaid.m) s X UMBRELLA LAS 1 X OCCUR EACH OCCURRENCE s3,000,000 A EXCESS UAB CLAIMS -MADE 65 SBM TM6568 04/01/2015 04/01/2016 AGGREGATE s3,000,000 DED X RETENTION$ 10r 000 $ WORHERSCOAfPEFSAT /ON X PER OTH- STATUTE ER ANDE.HPLOVERS'LMAIL/TY ANY PROPRIETORIPARTNERIEXECUTIVE YIN. E.L. EACH ACCIDENT _ 11,000,000 B OFRCERIMEMBER EXCLUDED? (MRndafteyin NH) NIA 65 WBC AL3463 04/01/2015 04/01/2016 X E.L. DISEASE -EA EMPLOYEE E 1, 000, 000 R yes, describe under E.L. DISEASE- POLICY LIMIT 11,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS /LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Scnedule, may be artached if more space Is required) Those usual to the Insured's Operations. Certificate Holder is an Addtional Insured per the Business Liability Coverage Form SS0008 attached to this policy. Coverage is primary and non - contributory per the Business Liability Coverage Form SS0008 attached to this policy. Please see Additional Remarks Schedule Acord Form 101 attached. CERTIFICATE HOLDER CANCELLATION ©1988.2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED City Of Newport Beach BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Attn: Jenny Sudo 100 CIVIC CENTER DR NEWPORT BEACH, CA 92660 ©1988.2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: A ® ADDITIONAL REMARKS SCHEDULE Page_ of AGENCY USAA INSURANCE AGENCY INC /PHS NAMED INSURED TEQSYS INC. 7301 BURNET RD STE 102 -515 AUSTIN TX 78757 POLICY NUMBER SEE ACORD 25 CARRIER '.SEE ACORD 25 NAIL CODE EFFECTIVE PATE: SEE ACORD 25 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORMNUMBER: ACORD 25 FORMTITLE: CERTIFICATE OF LIABILITY INSURANCE Waiver of Subrogation applies in favor of the Certificate Holder per Waiver of our Right to Recover from Others Endorsement WC040306 attached to this policy. The ACORD name and logo are registered marks or ACORD q ® DMS CERTIFICATE OF LIABILITY INSURANCE R001 DATE(MM /DD/YYYY) 5/s/2015 THIS CERTIFICATES 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 SUBROGATIONIS 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 USAA INSURANCE AGENCY INC /PHS 812846 P: (888) 242 -1430 F: (888) 443 -6112 PO BOX 33015 SAN ANTONIO TX 78265 CONTACT NAME' IINC,,Noad): (888) 242 -1430 FAX (888) 443 -6112 Aooeess: _ NSURER(S) AFFORDING COVERAGE NAIC# INSURERA Hartford Lloyd's Ins Co 38253 INSURED TEy SYS INC. 7301 BURNET RD STE 102 -515 AUSTIN TX 78757 INSURER B: HartfordFire Ins Co. 19682 MSURERC: INSURER D: INSURER E: EACH OCCURRENCE 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. INSR TypEOFI.NSURA.NCE ADDL SUBS POLICY NE MRER POL.)f O ICYEFF M POLICYEXP LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $1,000,000 CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES(Eaoccumrsa) 3OO OOO r X X MED EXP(Aryans person) $10,000 • General Liab 65 SBM TM6568 04/01/2015 04/01/2016 PERSONAL 6 ADV INJURY $1,000,000 AGGREGATE LIMIT APPLIES PER PE T ❑X LOC GEN'L PPOLICY GENERALAGGREGATE s2,000,000 PRODUCTS - COMPIOP AGG *2,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ee accidam) $110001000 BODILY INJURY (Par person) ANY AUTO • ALL OWNED SCHEDULED AUTOS AUTOS 65 SBM TM6568 04/01/2015 04/01/2016 BODILY INJURY (Per accident) PROPERTY DAMAGE (Peracrrdmd) X HIREDAUTOS X NON -OWNED AUTOS S X UMBRELLA LIAB X OCCUR EACH OCCURRENCE s3, 000,000 A EXCESSUA6 '.CLAIMS -MADE 65 SBM TM6568 04/01/2015 04/01/2016 AGGREGATE 3,000000 Deal X RETENTIONS 10, 000 WORRERTCOMPENSATION ANDENPLOYERSLMIULITY X PFR OTH- STATUTE ER E.L. EACH ACCIDENT 1, 000, 000 MY PROPRIETORIPARTNERIEXECUTIVE YIN B OFFICER/MEMSER EXCLUDED? (Mandatory in MR) ❑ N/A 65 WBC AL3463 04/01/2015 04/01/2016 X E.L. DISEASE. EA EMPLOYEE `1 ' ' 000 000.. If yes, decades under DESCRIPTION OF OPERATIONS below E.L,DISEASE- POUCYLIMIT 51 ,GOO, OOO DESCRIPTION OFOPERATIONSI LOCATJONS /VEHICLES 1ACORD 101. Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. Certificate Holder is an Addtional Insured per the Business Liability Coverage Form SS0008 attached to this policy. Coverage is primary and non - contributory per the Business Liability Coverage Form SS0008 attached to this policy. Please see Additional Remarks Schedule Acord Form 101 attached. CERTIFICATE HOLDER CANCELLATION ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED City Of Newport Beach Y P BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATAS '.. Attn: Jenny Sudo 100 CIVIC CENTER DR NEWPORT BEACH, CA 92660 ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER A 0 ADDITIONAL REMARKS SCHEDULE Page of AGENCY USAA INSURANCE AGENCY INC /PHS NAMED INSURED TEQSYS INC. 7301 BURNET RD STE 102 -515 AUSTIN TX 78757 POLICY NUMBER SEE ACORD 25 CARRIER SEE ACORD 25 NAIC CODE EFFECTIVE DATE: SEE ACORD 25 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORMNUMBER: ACORD 25 FORMTITLE: CERTIFICATE OF LIABILITY INSURANCE Waiver of Subrogation applies in favor of the Certificate Holder per Waiver of our Right to Recover from Others Endorsement WC040306 attached to this policy. The ACORD name and logo are registered marks of ACORD USAA INSURANCE AGENCY INC /PHS PO BOX 33015 SAN ANTONIO TX 78265 TEQSYS INC. 7301 BURNET RD STE 102 -515 AUSTIN TX 78757 ACORD 25 (2014/01)