Attachment C Statement of Work

Transcription

1 Professional Services Subcontractor Agreement Attachment C Statement of Work NAME OF SERVICE This Statement of Work ("SOW") shall be governed by the terms of the Professional Services Provider Agreement (the "Agreement") between Network Appliance, Inc. ("NetApp") and Vicom Systems ("PSS"). The PSS shall provide Services under this SOW which are detailed below. 1. PSS and NetApp Contacts Below are the primary contacts for each party for the duration of the SOW. PSS: NetApp: Name: Wei-Gung Wang Name: Charles Metz Address: 3200 Address: Bridge Parkway, Redwood City, CA Telephone: Telephone: Cell: Cell: Fax: Fax: Customer Information: Company: Roper Saint Francis Healthcare Customer Contact: Address: Telephone: Fax: Pager: 2. Service Objective This Statement of Work (SOW) is for Network Appliance, Inc. to support the delivery of the Vicom Data Mobility Service (DMS) for their customer, Roper Saint Francis Healthcare (Customer). This SOW defines the service relationship between a customer and service provider, Vicom Systems, to be provided under Vicom s Data Mobility Service. The SOW describes the services the customer will receive, each party s responsibilities, the financial agreement and how Vicom executes and reports services. The objective of the SOW is to present a concise description of the services that Vicom will render. 3. Scope of PSS Services Vicom will perform SAN Data Migration for NetApp s customer, Roper Saint Francis Healthcare. Detailed Customer Configuration Vicom Systems

2 Customer Name: Roper Saint Francis Healthcare Project Locations: Reseller Name: Network Appliance, Inc. Host operating systems: 25 Windows, 2 HP-UX, 1 Linux Applications: TBD Storage: Source storage = EMC CX600, CX700 Destination storage = NetApp FAS3070 Total storage to be migrated = 25TB SAN: TBD Outage Windows: TBD 4. Days and Hours of Service One onsite visit and two remote migration sessions (tentatively three weekends) 5. PSS Deliverables SAN Data Migration Services SAN/host/LUN Discovery Migration planning Migration execution Migration completion report Standard Data Migration Services Process This section summarizes the data migration services process provided by Vicom under this SOW. Times are referenced to days before and after M-day (migration day). M-30 Thirty days before migration Sign the SOW. M-28 Two to four weeks prior to migration Gather data relevant to the migration project, including server and storage information, LUN serial numbers, target LUN information, etc. M-14 Complete the work file and obtain customer approval. M-7 Deploy Vicom migration appliance to customer site. M-1 Connect to SAN and verify the access of the source and target LUNs. M-day Shut down servers on Friday night and initiate migration process, following the work file and checklist. M+1 Upon completion of migration, bring up the servers and verify data. M+2 Remove Vicom appliance and wrap-up. M+9 Send completion report and billing. M+14 Gather customer feedback. Vicom Systems

3 Vicom s Responsibilities Vicom shall: Conduct a briefing session with the customer to outline the goals and expectations of the data migration service. Use Vicom Discovery software to identify and obtain LUN IDs, sizes, and other associated information with each volume group on each server that will migrate to the target storage. Use Vicom Surveyor software to generate the work instruction file and get approval by customer. Verify that customer s schedule will accommodate data migration. Provide data migration appliance and on-site professional services. Work with the customer to verify the connectivity to ensure the data migration appliance can access all source and target LUNs. Operate migration tools to execute the data migration. Connect the target storage to the original servers. Support scan the target storage, mount volume groups and file systems, and verify data integrity for all servers involved. Generate a completion report after the migration service completed. Schedule a post-migration conference to gather customer feedback. Note: Vicom shall not be responsible for delays or additional requirements imposed by any government agencies, labor disputes, fire, unavoidable casualties, or unforeseen conditions. 6. Additional PSS Responsibilities 7. NetApp Responsibilities Data migration requires high degree of coordination between the Customer, NetApp and Vicom. NetApp shall clearly communicate Customer s Responsibilities prior to the migration services. The customer shall: Designate a project liaison with authority to act on behalf of customer in all aspects of migration project, and will serve as the communication point for all Vicom communications. Provide all legal requirements, clearances and building access necessary for Vicom to work at customer s premises. Provide suitable working space, telephone, access and other facilities for the Vicom service team while working on customer premises. Provide all necessary environmental requirements including power, cooling, space, network connectivity, keyboard/mouse/monitor connectivity and physical access to the equipment location. Support Vicom in identifying and obtaining LUN IDs, sizes, and other associated information with each volume group on each servers that needs to move to the target storage Support Vicom to generate the work instruction file and obtain approval for the work. Support Vicom in coordinating the schedule for the data migration. Support Vicom in arranging for the necessary equipment, information and support needed to connect the Vicom data migration appliance, enabling access all the source and target LUNs. Arrange for shutdown of production servers requiring data migration services. Support Customer in connection of target storage to the original servers. Support Customer in scanning the target storage, mounting volume groups and file systems, and verifying data integrity of all servers involved. Attend migration conference scheduled by Vicom to provide feedback on services received. Vicom Systems

4 Facilitate Internet connectivity for remote data migration. Note: it is paramount that the customer follows the migration process and assigned responsibilities. Should Customer fail to perform his/her responsibilities, an additional charge will be assessed at the rate of $200 per hour for additional time incurred by Vicom. 8. Exhibit to this SOW The Exhibit identified below is included in this SOW. Change Request Form (Exhibit A) 9. Deliverable Acceptance: Vicom Systems shall have fulfilled its obligations under this SOW when any of the following first occurs: Vicom Systems accomplishes all tasks described in this SOW. Roper Saint Francis Healthcare (Customer) or Network Appliance notifies Vicom Systems, in writing, that further services are no longer required. 10. Price: The following charges are to Network Appliance for the delivery of the total solution as specified in the above sections. Note that this is a packaged solution with one total fixed price. Individual line-item charges are for information only. Data Migration Services charges = $31,500 (fixed price) - Operated by Vicom data migration specialist - Tool installation, LUN discovery, migration planning - MaxSpeed, offline data migration - One onsite session and two remote sessions - Migration tool hardware and software usage Online data migration services for one HP server (Star); additional charges = $3,500 (optional) Data Sanitization Services, 25TB, charges = $5,000 Total Charges (PO amount) = $36,500 (or $40,000 with online option for one HP server) Vicom Systems

5 Additional terms and conditions The following terms and conditions apply to purchase. The Parties agree that the following shall be deemed Vicom Pre-Existing IP in accordance with Section 11 of the PSSA: Vicom s data replication and migration hardware, firmware, software, documentation, and processes, ( Vicom Tool ), including: 1. Any updates, improvements, changes or modifications for the Vicom Tool, developed solely by Vicom without reference to or use of NetApp IP or information or materials belonging to the Customer or otherwise related to the Services, And/or 2. Changes or modifications to the Vicom Tool by Vicom, solely necessary for Vicom to perform the SOW Services, excluding any such changes or modifications that rely on, use or incorporate any NetApp IP or information or materials belonging to the Customer or otherwise related to the Services. This Quotation shall only be used for Roper Saint Francis Healthcare, NetApp s customer. This agreement is a one-time only, special bid for this unique situation. None of the terms herein shall be used for subsequent transactions. This agreement shall not in any way set a precedent for any future agreements or quotations. All prices herein are US Dollars. Prices are subject to change without notice for future purchases. Vicom Systems will invoice NetApp for products at time of shipment and/or services at the time services are deployed. Payment term is net 30 days in U.S. Dollars from date of tool shipment and/or time services deployed. NetApp shall bear all applicable sales or use taxes; except, tax-exempt purchase orders should include a photocopy of the appropriate tax exemption certification along with the order. 11. Period of Performance Delivery schedule Vicom Systems will reasonably accommodate Roper Saint Francis Healthcare s needs in terms of deployment schedule. NetApp will facilitate a mutually agreed upon schedule between Vicom Systems and Roper Saint Francis Healthcare, which may consist of the following: TBD 12. NetApp Purchase Order PURCHASE ORDER NO.: TAX INFORMATION:! (1) Exempt (Attach Tax Exemption Form)! (2) Non-exempt The information provided above is accurate and is in compliance with my company s business practices in making this purchase. This affirms my company s commitment to pay for the services and/or goods ordered. Network Appliance, Inc. PSS Signature Authorized Signature Vicom Systems

6 Date: Date: Vicom Systems

7 Change Request Form Exhibit A Change Request Form Change Request No.: [#####] Statement of Work Date: [DATE] Date: Customer: Originator: Cost/Price Impact: Schedule Impact: Implementation Date: Description of Change (attach additional pages if needed): Approved By PSS Network Appliance, Inc. Signature: Signature: Name: Name: Title: Title: Date: Date: End of Exhibit A Vicom Systems