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STATEMENT OF WORK - NIST6017-1 STATEMENT OF WORK ersion: This statement of work ("Statement of Work" or "SOW") is made and entered into on the date this SOW is signed by both parties (the "SOW Effective Date") by and between the undersigned, CDW Government, LLC. ("Provider", "Seller" and "we") and City of Clearwater (FL) ("Customer" and "you"). PROJECT DESCRIPTION PROJECT SCOPE Subject to the other provisions of this SOW, Seller will perform the following services: • General Controls Review o Review of policy and procedural documentation o Collection of information about security processes and technical controls in place o Analysis of security posture in comparison to the NIST SP 800-53 framework. • Project Conclusion o Report creation and revision. o Presentation of findings. CUSTOMER RESPONSIBILITIES Customer is responsible for the following: 1. Provide a point of contact for questions and updates about project status. 2. Respond to requests for information in a timely manner. 3. Obtain any necessary permission for testing of systems hosted or managed by third parties. 4. Provide access to physical facilities, as needed. 5. Provide appropriate workspace, including power and network access. PROJECT ASSUMPTIONS 1. The general controls review will cover the organization's overall security operational framework. Page 1 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. NIST Seller Representative: Nicole McDougall 260.494.5914 nicomcd@cdwg.com Customer Name: City of Clearwater (FL) CDW Affiliate: CDW Government, LLC. Date Requested: " June 11, 2018 Solution Architect: Mikela Lea Seller Services Manager: 'i Faruk Azam ersion: This statement of work ("Statement of Work" or "SOW") is made and entered into on the date this SOW is signed by both parties (the "SOW Effective Date") by and between the undersigned, CDW Government, LLC. ("Provider", "Seller" and "we") and City of Clearwater (FL) ("Customer" and "you"). PROJECT DESCRIPTION PROJECT SCOPE Subject to the other provisions of this SOW, Seller will perform the following services: • General Controls Review o Review of policy and procedural documentation o Collection of information about security processes and technical controls in place o Analysis of security posture in comparison to the NIST SP 800-53 framework. • Project Conclusion o Report creation and revision. o Presentation of findings. CUSTOMER RESPONSIBILITIES Customer is responsible for the following: 1. Provide a point of contact for questions and updates about project status. 2. Respond to requests for information in a timely manner. 3. Obtain any necessary permission for testing of systems hosted or managed by third parties. 4. Provide access to physical facilities, as needed. 5. Provide appropriate workspace, including power and network access. PROJECT ASSUMPTIONS 1. The general controls review will cover the organization's overall security operational framework. Page 1 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. OUT OF SCOPE Tasks outside this SOW include, but are not limited to: 1. Systems outside of the United States. No work under this SOW will be performed on any systems outside of the United States. Services not specified in this SOW are considered out of scope and will be addressed with a separate SOW or Change Order. ITEM(S) PROVIDED TO CUSTOMER Table 1- Item(s) Provided to Customer Report Document Outbrief Presentation A document containing an executive summary, detailed descriptions of the steps taken and the results obtained, and a prioritized list of action items for correcting any security weaknesses discovered. A conference call or webinar to walk through the project from start to finish, answer any questions, and discuss next steps. PDF (AES Encrypted) Teleconference PROJECT SCHEDULING Customer and Seller, who will jointly manage this project, will together develop timelines for an anticipated schedule ("Anticipated Schedule") based on Seller's project management methodology. Any dates, deadlines, timelines or schedules contained in the Anticipated Schedule, in this SOW or otherwise, are estimates only, and the Parties will not rely on them for purposes other than initial planning. TOTAL FEES The total fees due and payable under this SOW ("Total Fees") include both fees for Seller's performance of work ("Service Fees") and any other related costs and fees specified in the Expenses section ("Expenses"). Unless otherwise specified, taxes will be invoiced but are not included in any numbers or calculations provided herein. Seller will invoice for the Total Fees. SERVICES FEES Services Fees hereunder are FIXED FEES, meaning that the amount invoiced for the Services will be $30,200.00. The invoiced amount of Services Fees will equal the amount of fees applicable to each completed project milestone, as specified in Table 2. Table 2 - Services Fees Page 2 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. EXPENSES Neither travel time nor direct expenses will be billed for this project. Two (2) weeks' advance notice from Customer is required for any necessary travel by Seller personnel. CUSTOMER -DESIGNATED LOCATIONS Seller will provide Services benefiting the locations specified on the attached Exhibit (" Customer -Designated Locations"). Page 3 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. PROJECT -SPECIFIC TERMS 1. Customer is responsible for providing all physical and communications access, privileges, environmental conditions, properly functioning hardware and software, qualified personnel, project details, material information, decisions/directions, and personnel and stakeholder interviews that are reasonably necessary to assist and accommodate Seller's performance of the Services ("Customer Components"). 2. Seller is not responsible for delays in performance directly caused by the unavailability of the Customer Components and will have the right to invoice Customer for any time Seller's thereby idled or reassigned personnel would have spent on the project (calculated according to the rates specified under Professional Services Fees). 3. Seller may invoice Customer for any additional or different services prompted by Customer's inability to timely provide the Customer Components. 4. Customer will provide in advance and in writing, and Seller will follow, all applicable Customer safety and security rules and procedures. 5. Customer will secure and maintain the confidentiality of all Seller personnel information. 6. When Services are performed at a Customer -Designated Location, the site will be secure; Seller is not responsible for lost or stolen equipment. 7. Both parties have the right to terminate this SOW upon written notice to the other party. Page 4 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. SOW TERMS AND CONDITIONS CONTACT PERSON(S) Each Party will appoint a person to act as that Party's point of contact ("Contact Person") as the time for performance nears and will communicate that person's name and information to the other Party's Contact Person. The Customer Contact Person is authorized to approve materials and Services provided by Seller, and Seller may rely on the decisions and approvals made by the Customer Contact Person (except that Seller understands that Customer may require a different person to sign any Change Orders amending this SOW). The Customer Contact Person will manage all communications with Seller, and when Services are performed at a Customer -Designated Location, the Customer Contact Person will be present or available. The Parties' Contact Persons shall be authorized to approve changes in personnel and associated rates for Services under this SOW. PAYMENT TERMS Except as otherwise agreed by the Parties, customer will pay invoices containing amounts authorized by this SOW within thirty (30) days of receipt. Any objections to an invoice must be made to the Seller Contact Person within fifteen (15) days after the invoice date. EXPIRATION AND TERMINATION This SOW expires and will be of no force or effect unless it is signed by Customer, transferred in its entirety to Seller so that it is received within thirty (30) days from the date written on its cover page, and then signed by Seller, except as otherwise agreed by Seller. This SOW can be terminated by Seller without cause upon at least fourteen (14) days' advance written notice. CHANGE ORDERS This SOW may be modified or amended only in a writing drafted by Seller, generally in the form provided by Seller and signed by both Customer and Seller ("Change Order"). Each Change Order will be of no force or effect until signed by Customer, transferred in its entirety to Seller so that it is received within thirty (30) days from the date on its cover page and then signed by Seller, except as otherwise agreed by Seller. In the event of a conflict between the terms and conditions set forth in a fully -executed Change Order and those set forth in this SOW or a prior fully -executed Change Order, the terms and conditions of the most recent fully -executed Change Order shall prevail. Page 5 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. MISCELLANEOUS AND SIGNATURES This SOW shall be governed by that certain Sourcewell (formerly NJPA) Vendor Agreement 100614#CDW between CDW Government LLC and Sourcewell effective December 1, 2014 (the "Agreement"). If there is a conflict between this SOW and the Agreement, then the Agreement will control, except as expressly amended in this SOW by specific reference to the Agreement. References in the Agreement to a SOW or a Work Order apply to this SOW. This SOW is the proprietary and confidential information of Seller, provided however, nothing in this SOW or the Agreement shall prevent Customer from disclosing Seller's proprietary and confidential information to the extent required by law. In acknowledgement that the parties below have read and understood this SOW and agree to be bound by it, each party has caused this SOW to be signed and transferred by its respective authorized representative. CDW Government LLC By: 5',1�'�,G./t/-2 SG.dt&at€ A. signature Name: Stephanie Santander Title: Director, Programs & Contracts Phone: stephanie.santander@cdw.com Date: June 25, 2018 Mailing Address: 200 N. Milwaukee Ave. Vernon Hills, IL 60061 City of Clearwater (FL) Countersigned by: signature (.\ Name: William B. Horne II uCJ Title: CityManager Approved to as to form: 04,1_ Owen Kohler Assistant City Attorney Attest: ehLia. C Q' v�= Rosemarie Call, City Clerk Mailing Address: Street: City/ST/ZIP: Billing Contact Street: City/ST/ZIP: ❑ A purchase order for payment under this SOW is attached. ❑ A purchase order is not required for payment under this SOW. Seller Services Manager Faruk Azam Page 6 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC. EXHIBIT A. CUSTOMER -DESIGNATED LOCATIONS Seller will provide Services benefiting the following locations ("Customer -Designated Locations"). Table 3 - Customer -Designated Locations Headquarters 100 S Myrtle Ave Clearwater, FL 33756 ® Assessment ❑ Configuration ❑ Design ❑ Implementation ❑ Project Management ❑ Staff Augmentation ❑ Support ❑ Training ❑ Custom Work Page 7 Proprietary and Confidential Version: 1 Contract Number: 32815 Drafted by: Susan Lusk CDW, LLC.