Consulting Services for Core Switch Design and Configuration VILLAGE OF OAK BROOK
PROFESSIONAL SERVICES AGREEMENT
This AGREEMENT is dated as of the 1 T day of D ,2019 ("Agreement'), and is by and between the VILLAGE OF
OAK BROOK, 1200 Oak Brook Road, Oak Brook, Illinois, 60523 an Illinois municipal corporation ("Village'l, and
CLIENTFIRST CONSULTING GROUP,LLC.980 Montecito Drive,Suite 209,Corona,CA 92879("Consultant').
IN CONSIDERATION OF the recitals and the mutual covenants and agreements set forth in the Agreement, and pursuant to the
Village's statutory powers,the parties agree as follows:
SECTION 1. SCOPE OF SERVICES. The Village SECTION 3. REPRESENTATIONS OF
retains the Consultant to perform,and the Consultant agrees to CONSULTANT. The Consultant represents and certifies that
perform, all necessary services to perform the work in the Services shall be performed in accordance with the
connection with the project identified below ("Services"), standards of professional practice, care, and diligence
which Services the Consultant shall provide pursuant to the practiced by recognized consultants in performing services of
terms and conditions of this Agreement: a similar nature in existence at the Time of Performance. The
representations and certifications expressed shall be in
Consulting Services Core Switch Design and Configuration, addition to any other representations and certifications
as more fully described in the attached proposal dated expressed in this Agreement, or expressed or implied by law,
October 2,2019. which are hereby reserved unto the Village.
TIME OF PERFORMANCE. The Consultant shall perform The Consultant further represents that it is financially solvent,
the Services as mutually agreed upon by the Village and has the necessary financial resources, and is sufficiently
Consultant("Time ofPerformance'). experienced and competent to perform and complete the
Services in a manner consistent with the standards of
SECTION 2. COMPENSATION. professional practice by recognized consultants providing
services of a similar nature. The Consultant shall provide all
A. Aereement Amount. The total amount personnel necessary to complete the Services.
billed by the Consultant for the Services under this Agreement
shall not exceed $3,300.00, including reimbursable expenses, SECTION 4. INDEMNIFICATION; INSURANCE;
without the prior express written authorization of the Village LIABILITY.
Manager.
A. Indemnification. The Consultant proposes
B. Taxes. Benefits, and Royalties. Each and agrees that the Consultant shall indemnify and save
payment by the Village to the Consultant includes all harmless the Village against all damages, liability, claims,
applicable federal, state, and Village taxes of every kind and losses, and expenses (including attorneys' fee) that may arise,
nature applicable to the Services as well as all taxes, or be alleged to have arisen, out of or in connection with the
contributions,and premiums for unemployment insurance, old Consultant's performance of, or failure to perform, the
age or retirement benefits, pensions, annuities, or similar Services or any part thereof, or any failure to meet the
benefits and all costs, royalties, and fees arising from the use representations and certifications set forth in Section 4 of this
of, or the incorporation into, the Services, of patented or Agreement.
copyrighted equipment, materials, supplies, tools, appliances,
devices, processes, or inventions. All claim or right to claim B. Insurance. The Consultant acknowledges
additional compensation by reason of the payment of any such and agrees that the Consultant shall, and has a duty to,
tax, contribution, premium, costs, royalties, or fees is hereby maintain adequate insurance, in an amount, and in a form and
waived and released by Consultant. from companies, acceptable to the Village, as per Title 1
Chapter 8 of the Village Code. The Consultant's maintenance
C. Payment of AEreement Amount. of adequate insurance shall not be construed in any way as a
Payments shall be made pursuant to the terms of the Local limitation on the Consultant's liability for losses or damages
Government Prompt Payment At,50 ILCS 505/3 et.seq. under this Agreement.
C. No Personal Liability. No elected or
appointed official or employee of the Village shall be
personally liable,in law or in contract,to the Consultant as the
result of the execution of this Agreement.
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SECTION 5. GENERAL PROVISIONS. are provided,performed,and completed in accordance with all
required governmental permits, licenses, or other approvals
A. Relationship of the Parties. The and authorizations that may be required in connection with
Consultant shall act as an independent contractor in providing providing, performing, and completing the Services, and with
and performing the Services. Nothing in, nor done pursuant all applicable statutes, ordinances, rules, and regulations,
to, this Agreement shall be construed to: (1) create the including without limitation the Fair Labor Standards Act;any
relationship of principal and agent, employer and employee, statutes regarding qualification to do business; any statutes
partners, or joint venturers between the Village and prohibiting discrimination because of, or requiring affirmative
Consultant; or (2) to create any relationship between the action based on,race,creed,color,national origin, age,sex,or
Village and any subcontractor of the Contractor. other prohibited classification, including, without limitation,
the Americans with Disabilities Act of 1990, 42 U.S.C. §§
B. Conflicts of Interest. The Consultant 12101 et seq., and the Illinois Human Rights Act, 775 ILCS
represents and certifies that, to the best of its knowledge: (1) 5/1-101 et seq. Consultant shall also comply with all
no Village employee or officer or agent is interested in the conditions of any federal, state, or local grant received by the
business of the Consultant or this Agreement; (2) as of the Village or Consultant with respect to this Contract or the
date of this Agreement, neither the Consultant nor any person Services. Consultant shall be solely liable for any fines or
employed or associated with the Consultant has any interest civil penalties that are imposed by any governmental or quasi-
that would conflict in any manner or degree with the governmental agency or body that may arise, or be alleged to
performance of the obligations under this Agreement; and (3) have arisen, out of or in connection with Consultant's, or its
neither the Consultant nor any person employed by or subcontractors, performance of, or failure to perform, the
associated with the Consultant shall at any time during the Services or any part thereof. Every provision of law required
term of this Agreement obtain or acquire any interest that by law to be inserted into this Contract shall be deemed to be
would conflict in any manner or degree with the performance inserted herein.
of the obligations under this Agreement.
F. Default. If it should appear at any time that
C. No Collusion. The Consultant represents the Consultant has failed or refused to prosecute, or has
and certifies that the Consultant is not barred from contracting delayed in the prosecution of, the Services with diligence at a
with a unit of state or local government as a result of(1) a rate that assures completion of the Services in full compliance
delinquency in the payment of any tax administered by the with the requirements of this Agreement, or has otherwise
Illinois Department of Revenue unless the Consultant is failed,refused,or delayed to perform or satisfy the Services or
contesting, in accordance with the procedures established by any other requirement of this Agreement ("Event of
the appropriate revenue act, its liability for the tax or the Default'j, and fails to cure any such Event of Default within
amount of the tax, as set forth in Section 11-42.1-1 et seq. of ten business days after the Consultant's receipt of written
the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq.; or notice of such Event of Default from the Village, then the
(2) a violation of either Section 33E-3 or Section 33E4 of Village shall have the right, without prejudice to any other
Article 33E of the Criminal Code of 1961, 720 ILCS 5/33E-1 remedies provided by law or equity, to (1) terminate this
et seq. If at any time it shall be found that the Consultant Agreement without liability for further payment; or (2)
has, in procuring this Agreement, colluded with any other withhold from any payment or recover from the Consultant,
person,firm,or corporation,then the Consultant shall be liable any and all costs, including attorneys' fees and administrative
to the Village for all loss or damage that the Village may expenses,incurred by the Village as the result of any Event of
suffer, and this Agreement shall, at the Village's option, be Default by the Consultant or as a result of actions taken by the
null and void. Village in response to any Event of Default by the Consultant.
D. Termination. Notwithstanding any other G. Assignment. This Agreement may not be
provision hereof, the Village may terminate this Agreement at assigned by the Village or by the Consultant without the prior
any time upon 15 days prior written notice to the Consultant. written consent of the other party.
In the event that this Agreement is so terminated, the
Consultant shall be paid for Services actually performed and H. Notice. All notices required or permitted to
reimbursable expenses actually incurred, if any, prior to be given under this Agreement shall be in writing and shall be
termination, not exceeding the value of the Services delivered: (1)personally; (2)by a reputable overnight courier;
completed. (3)by certified mail,return receipt requested,and deposited in
the U.S.Mail,postage prepaid;or by(4)electronic notice with
E. Compliance with Laws and Grants. evidence of delivery. Unless otherwise expressly provided in
Consultant shall give all notices, pay all fees, and take all this Agreement, notices shall be deemed received upon the
other action that may be necessary to ensure that the Services earlier of. (a)actual receipt; (b)one business day after deposit
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with an overnight courier as evidenced by a receipt of deposit; firm, or corporation shall be made or be valid against the
or(c) three business days following deposit in the U.S. mail, Village.
as evidenced by a return receipt. Notices and communications K. Conflicts: Exhibits. If any term or
to the Village shall be addressed to, and delivered at, the provision in this Agreement conflicts with any term or
following address: provision of an attachment or exhibit to this Agreement, the
Village of Oak Brook ms
terand provisions of this Agreement shall control.
1200 Oak Brook Road L. governing Laws, This Agreement and the
Oak Brook,Illinois 60523 rights of Owner and Consultant under this Agreement shall be
Attention: Jim Fox,Information interpreted according to the internal laws, but not the conflict
Technology Director of laws rules,of the State of Illinois;the venue for any legal
action arising in connection with this Agreement shall be in
Notices and communications to the Consultant shall be the Circuit Court of Dupage County,Illinois.
addressed to,and delivered at,the following address:
M. No Disclosure of CmWeetial Information by
ClientFirst Consulting Group,LLC. the Consnitant Confidential information means all material,
980 Montecito Drive non-public, business-related information, written or oral,
Suite 209 whether or not it is marked that is disclosed or made available
Corona,California,92879 to the Consultant,directly or indirectly,through any means of
Attention: Tom Jakobsen,IT Infrastructure communication or observation. The Consultant acknowledges
and Support Practice Leader that it shall, in performing the Services for the Village under
this Agreement, have access, or be directly or indirectly
1. Waiver. Neither the Village nor the exposed,to Confidential Information. The Consultant shall
Consultant shall be under any obligation to exercise any of the hold confidential all Confidential Information and shall not
rights granted to them in this Agreement except as it shall disclose or use such Confidential Information without the
determine to be in its best interest from time to time. The express prior written consent of the Village. The Consultant
failure of the Village or the Consultant to exercise at any time shall use reasonable measures at least as strict as those the
any such rights shall not be deemed or construed as a waiver Consultant uses to protect its own confidential information.
of that right,nor shall the failure void or affect the Village's or Such measures shall include, without limitation, requiring
the Consultant's right to enforce such rights or any other employees and subcontractors of the Consultant to execute a
rights. non-disclosure agreement before obtaining access to
Confidential Information.
J. Third Party Beneficlarv. No claim as a
third party beneficiary under this Agreement by any person,
Village�Manage
ATTES . CLIENTFIRST ONS TING GROUP,LLC.
By By:
Title: Its:
(
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EXHIBIT A
(PROPOSAL DATED OCTOBER 2,2019)
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CLIENTFIRST
OPTIMAL TECHNOLOGY GUIDANCE
TECHNOLOGY CONSULTING
October 2, 2019
Mr. Jim Fox
IT Manager
Village of Oak Brook
1200 Oak Brook Road
Oak Brook, IL 60523
RE: Proposal for Core Switch Design and Configuration
Dear Mr. Fox:
We would like to thank you for the opportunity to present the Village of Oak Brook with our
proposal for assistance with configuration of new core switching technology the security and
integrity of the Village's information systems.
Our approach and methodology will leverage our knowledge of Village network infrastructure,
providing network planning, configuration, and implementation services to enhance Village
network manageability and resiliency. CLIENTFIRST project assistance will utilize best practices
networking features to ease switch management and improve the ability of the environment to
withstand a switch failure.
Please contact me directly at 847.598.0345 or tjakobsen@clientfirstcg.com if you have any
questions regarding our proposal. We look forward to the opportunity to provide continued
services to the Village of Oak Brook.
Sincerely,
Tom Jakob n
Senior Partner
IT Infrastructure and Support Practice Leader
(2
ILLINOIS • CALIFORNIA 0 MINNESOTA • NORTH CAROLINA . 800.806.3080 • FAx 888.478.0495
Proposal for Network Enhancements
Village of Oak Brook, IL i rF
Project Background
Project Approach
As a part of this engagement, we expect to:
• Create and finalize a design that results in consolidated management of stacked core
switches
• In conjunction with Village IT staff, install and configure the core switches:
Project Fees
Our professional fees are based on actual time spent to complete the project at our standard
rates, plus expenses. We expect to expend a maximum of twenty (20) hours consulting time at
a rate of$165 per hour for a total not-to-exceed amount of$3,300. The Village will be
responsible for procuring all necessary components.
CUENTFIRST TECHNOLOGY CONSULTING 2 L2
OPTIMAL TECHNOLOGY GUIDANCE
Rania Serences
From: Pete Graziano <pgraziano@clientfirstcg.com>
Sent: Friday, November 1, 2019 10:10 AM
To: Ejaz Khan; Pete Graziano (peter graziano@hotmail.com)
Cc: Tom Jakobsen; Rania Serences;Jim Fox
Subject: RE:Switch Project
Hi Ejaz,
I already have it on the books to complete by the weekend of the 81. 1 plan on seeing you Wednesday as we discussed
yesterday and if a couple things shake free will have an opportunity to start on Tuesday afternoon.
Looking forward to it. Nice switches...
Pete
From: Ejaz Khan<ekhan@oak-brook.org>
Sent: Friday, November 1,201910:06 AM
To: Pete Graziano<pgraziano@clientfirstcg.com>; Pete Graziano(peter_graziano@hotmail.com)
<peter_graziano@hotmail.com>
Cc:Tom Jakobsen<tjakobsen@clientfirstcg.com>; Rania Serences<rserences@oak-brook.org>;Jim Fox<jfox@oak-
brook.org>
Subject:Switch Project
Importance: High
Pete,
I just got a confirmation that most of the switches/parts will be delivered by Monday 11/4/2019.We already are
scheduled to install the switches on 11/8/2019.Can you please send us an email confirming that this project will be
finished by such date including all contingency plans. I will be available whole weekend of November 8th to finish it.
Once I have switches in my hand I will let you know so we can start migrating the configuration ahead of time so come
Friday all we(hopefully) have to do is replace the switches.
Thank You
Ejaz Khan
Ejaz Khan
,atm# Information Technology Assistant Director
s Village of Oak Brook
`��`�„'• '"� 1200 Oak Brook Rd. Oak Brook,IL 60523
Phone: 630.368.5172
Fax: 630.368.5173
1~fit Email: ekhanDoak-brook.org
e Web: htto://www.oak-brook.oro Follow us: � .
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