Loading...
HomeMy WebLinkAboutItem 22 - Thinkbox TechnologyMEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL .• • RUMBELOW,• MEETING DATE: NOVEMBER 15, 2016 SUBJECT: APPROVAL OF A RESOLUTION FOR A PROFESSIONAL SERVICE CONTRACT FOR PROJECT MANAGEMENT OVERSIGHT City Council to consider approval of a resolution for a professional service contract for project management oversight from Thinkbox Technology Group. FUNDING SOURCE: Funding for this purchase is currently available in account 100-44540-101-2 (Professional Services) in the amount of $50,000.00. BACKGROUND: This purchase request is for management, business, functional, and technical services in support of the migration and deployment of the Public Safety Building Data Center. Thinkbox Technology Group will provide services to support the City of Grapevine Project Management Office (PMO) in its programmatic oversight responsibilities on multiple complex information technology development, modernization and enhancement programs, and projects. The functional areas of expertise required include: program management (PM) support, project management, administrative/meeting support, program documentation support, infrastructure planning and analysis, project schedule management, risk management, communications support, requirements development and management, business analysis, configuration management, architecture support and security management. This procurement will be made as a professional service contract in accordance with Local Government Code Chapter 252, Subchapter B, § 252.022. General Exemptions (a) (4). Staff recommends approval. RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS, AUTHORIZING THE CITY MANAGER OR THE CITY MANAGERS' DESIGNEE TO APPROVE A PROFESSIONAL SERVICE CONTRACT FOR PROJECT MANAGEMENT OVERSIGHT AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Grapevine, Texas is a local government in the State of Texas and as such is empowered by Texas Local Government Code Chapter 252, Subchapter B, § 252.022. General Exemptions (a) (4) to contract for project management oversight as a professional service; and WHEREAS, Thinkbox Technology Group provides professional services project management oversight as a service; and WHEREAS, all constitutional and statutory prerequisites for the approval of this resolution have been met, including but not limited to the Open Meetings Act; and WHEREAS, the City Council deems the adoption of this resolution to be in the best interests of the health, safety, and welfare of the public. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS: Section 1. That all matters stated hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. Section 2. That the City Council of the City of Grapevine authorizes the professional services contract for project management oversight for various IT related projects for the new Public Safety building for an amount not to exceed $50,000.00. Section 3. That the City Manager or his designee is authorized to take all steps necessary to consummate the project management oversight contract. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS on this the 15th day of November, 2016. William D. Tate Mayor ATTEST: Tara Brooks City Secretary John F Boyle, Jr. City Attorney Resolution No. N thinkb Technology Group Prepared for: M Public Safety PMO Support PMO -as-a-Service For additional information or questions relative to this document, please contact: Carlos Oregon Thinkbox Technology Group LLC Telephone: (949) 407-5116 E -Mail: coregon@thinkboxtg.com Document Version: V1.0 Date : October, 25th 2016 Proprietary Information Thinkbox Technology Group LLC ("Thinkbox") maintains that information contained in this document is Thinkbox confidential and may also constitute trade secrets of Thinkbox. The contents of this document may not be duplicated, used or disclosed in whole or in part without express written permission of Thinkbox. © 2016 Thinkbox Technology Group PAGE 1 OF 20 SOW# 10283 CONFIDENTIAL thinkb, x Professional Services Technology Group 1 Overview............................................................................................................................................... 3 2 Statement of Work.............................................................................................................................12 2.1 PMO -as -a -Service Support Resources........................................................................................12 Principal Consultant - Program Manager: .............. ............................................... ............................. 12 Sr. Consultant - Project Manager: .............. ............................... ............. .............. ............... ..... 12 Consultant - Project Coordinator: ............................. ............ ......... - ................. --- .......................... 13 Consultant — Business Analyst:............................................................Error! Bookmark not defined. 3 Fees, Timing and Payment...............................................................................................................14 3.1 Professional Services Fees.......................................................................................................... 14 3.2 Delivery and Timing......................................................................................................................14 3.3 Expenses......................................................................................................................................14 4 Project Approval................................................................................................................................15 Q 2016 Thinkbox Technology Group PAGE 2 OF 20 SOW# 10283 thinkb x Professional Services Technology Group The City of Grapevine has requested PMO support for their new Public Safety Building. This new facility will house IT, PD, Fire, Jails, EOC, and 911 dispatch. It is currently scheduled to finish commissioning in February 2017 and has a Go Live/Post Migration date of May 2017. The CTO has requested assistance managing the multiple vendors/PMs associated with this effort as well as augment their newly form PMO during the project timeline of this initiative. Thinkbox will dedicate a PM who will be closely aligned with the IT organization and its project team member, to lead and coordinate all activities during the discovery and planning, through the implementation of the data center migration activities and during the post -move to ensure processes and procedures will continue to be utilized going forward. Thinkbox's migration support tasks will also include: 1.1.1 Program Management & Implementation Oversight The Project Management and Implementation Oversight shall provide City of Grapevine with one point of contact and coordination of the team's efforts throughout the project. The Project Manager shall work with City of Grapevine project sponsors and provide coordination of activities identified within this scope of work. In addition, the program manager shall be responsible for maintaining project budgets and updates to City of Grapevine project sponsors. Activities shall include: o Coordination of project managers and teams, system engineers, consultant and contractor activities o Prepare and maintain project schedules and artifacts o Facilitate and document weekly coordination meeting with the project managers and teams, system engineers, consultants and vendors o Coordinate with City of Grapevine and vendors to ensure procurement of long lead time materials have been executed and delivered within project timelines o Work with design, engineering and applications team to develop scripting of implementation efforts o Coordinate implementation efforts between vendors, consultants and City of Grapevine project team. Coordination shall provide a clear direction of upcoming work, timelines required, impacts to Data Center environment, IT systems and other risk that may be associated with the work o Prepare and submit executive status reports to City of Grapevine project sponsors o Coordinate testing and acceptance efforts with project team 1.1.2 Discovery and Planning • Conduct meetings with appropriate business stakeholders and IT resources to understand the Service Levels demanded by the various user communities, relative value of the systems to the business as a whole, and risks presented to the enterprise should service impacts occur as a part of the migration process. • Assisting the team and organization in understand the potential obstacles that lay ahead • Conduct meetings with appropriate network staff and stakeholders to understand the connectivity provided between locations, planned network configurations, migration strategies for network services, and key assumptions relating to network connectivity. • Helping the team prioritize key issues and manage expectations for the team and the rest of the organization • Conduct planning meetings with City of Grapevine, consultants, vendors, server, storage, network and application teams to understand migration requirements and incorporate feedback into a high- level project plan. Topics of discussion include: o Review existing data backup/movement capabilities 0 2016 Thinkbox Technology Group PAGE 3 OF 20 SOW# 10283 thinkb x Professional Services Technology Group o Review basic infrastructure & application architecture o Identify infrastructure optimization opportunities o Review key technology vendor relationships and in-place agreements o Review in-place DR capabilities o Coordinating success criteria for the data center migration o Review City of Grapevine application inventory documentation and assist in developing additional details on the applications, system and application interdependency, service levels, and connectivity required o Manage the creation of a detailed physical inventory of all data center equipment that will be moved and/or that will need to be replaced o Review the equipment associated with the Data Center migration and incorporate findings into a Migration Strategy document o Review existing backup and disaster recovery strategies, procedures and policies to understand "fall back" capabilities should a portion of the migration fail o Review planned and existing connectivity to assess the ability for City of Grapevine to perform a phased migration • Oversee the project for documenting all systems within the data center that will be relocated o Documentation for current state of IT systems o Operation documentation (Run Books) • Oversee the build of application to systems mapping project that will be utilized in the sequencing plans for migration • Assist in the development of an appropriate migration strategy for City of Grapevine that will support the relocation of the server assets (if any) from the existing data center to the new facility. The scope of work will result in a high-level Risk Assessment and Migration Strategy document addressing the migration of Data Center equipment to include: o Servers o Storage Systems o Network Systems o Server cabinets and Ancillary equipment Conduct appropriate follow-up meetings and conference calls to develop additional details as necessary. 1.1.3 Migration Management • Provide IT systems migration planning and appropriate program management support acting as City of Grapevine's representative supporting internal and vendor/contractor resources for migration to the new facility and interfacing with all teams. Coordinate IT infrastructure upgrades required to meet City of Grapevine objectives. Migration planning and execution will be determined based upon the findings from the Discovery and Planning phase. The range of services, activities and produced deliverables in the migration can vary widely based upon the Discovery phase findings, available City of Grapevine application SME and technical expertise, and City of Grapevine resource sourcing and project management preferences. In general, migration management can include some or all of the following activities: o Identify requirements for issuing bids, Requests for Proposals, or similar documents o Manage RFP / Bid process through vendor selection o Serve as the single point of contact for all IT migration activities relevant to the data center migration planning © 2016 Thinkbox Technology Group PAGE 4 OF 20 SOW# 10283 thinkb x Professional Services Technology Group o Work with server, storage, network and applications subject matter experts to determine system and application interdependencies as they pertain to the detail migration plan. o Serve as the single point of contact for all IT migration activities relevant to the Application migration planning o Work with applications subject matter experts to determine system and application interdependencies as they pertain to the detail migration plan. o Developing appropriate migration plans for the applications including migration strategies and mapping o Developing appropriate migration plans for the hardware including hardware sourcing strategies and budgets for replacement, duplication, or temporary acquisition of required hardware o Perform risk management activities for the project, including contingency planning o Manage and maintain the overall IT migration project plan and budget o Develop and maintain database of all applications to be moved o Communicate migration planning methodology to systems migration team and provide coachinglassistance in development of IT infrastructure and application migration planning deliverables o Identifying appropriate network connectivity options and alternatives for the duration of the migration process o Develop the network migration design o Identification of cabling and interface requirements to support the new data center design o Assist with negotiating and securing resources/vendors to perform migration o Coordination with and management of application relocation support vendor(s) o Telecommunication service providers o Network and telecommunication integrators o Cabling contractors (if any needed) o Computer equipment, software and service providers o Perform risk management activities for the project, including contingency planning o Support the preparation of rack elevations and floor plans for the new data center facility o Provide on-site support for migration activities and associated testing 1.1.4 Conduct a post -move audit and review of the data center relocation project • Evaluation will compare the results to the initial business case, conformity to schedule and cost estimates and feedback from team members and key stakeholders • Lessons learned from the data center relocation project can be used to leverage process and operational improvements © 2016 Thinkbox Technology Group PAGE 5 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 1.2 Deliverables The following is a list of proposed Project Deliverables. This list will be reviewed and finalized to ensure Project Deliverables are aligned with existing City of Grapevine Project Management policies and practices. 1.2.1 Overall Program • Program Schedule • Program Roles & Responsibilities • Program Communications Plan • Program Cost Management Plan • Program Change Management Plan • Program Risk Management Plan • Program Quality Management Plan • Program Status Reports (Weekly, Monthly, ad-hoc) • Program Closeout Documents 1.2.2 Data Center Requirements • Project Plan • Project Roles & Responsibilities Matrix • Detailed Requirements Document 1.2.3 Data Center Design • Project Plan • Project Roles & Responsibilities Matrix • Space Programming Document 1.2.4 Data Center Migration • Project Plan • Project Roles & Responsibilities Matrix • Cost Management Plan • Communications Management Plan • Risk Management Plan & Risk Assessment • Change Management Plan • Testing & Quality Management Plan • Project Issues Log • Detailed Physical Inventory (for equipment to be moved and/or replaced) • Migration Strategy Document 0 2016 Thinkbox Technology Group PAGE 6 OF 20 SOW# 10283 thinkb x Professional Services Technology Group - i�iiiiiiiiiam - • • • • r (Depending on the type of facility, some or all of the following tasks would be required.) 2.1 Scope Definition • Scope Definition —As part of the initial engagement, Thinkbox shall work with City of Grapevine to establish a detailed project requirements document. The requirements definition phase shall include identifying the various types of technologies required. • Project Success Criteria & Methodology Development — Thinkbox shall facilitate a data gathering meeting with the client's executive stakeholders to better understand the requirements of the project and current project management methodologies, as well as lessons learned from previous projects. These lessons learned will be documented and applied to the planning of the project to help ensure the project's success. • Develop ROM Budgets —Thinkbox shall work with the project team in an effort to develop a detailed cost model for the facility. These cost models shall identify the anticipated equipment and resource costs associated with the project. • Establish High Level Timelines — After establishing the project objectives, Thinkbox shall work with the project team to develop a high level project plan that identifies the project approach, key tasks, milestones and estimated durations for each objective. • Define Resource Requirements —Thinkbox shall identify the estimated resources required for each phase of the project and work with City of Grapevine to further define the project approach and resources required to meet the objectives. • Status Reports — The project manager shall collaborate with the project team to create and distribute weekly status reports providing updates on budgets, milestones/deliverables, communications, risks, issues, change requests, quality activities, and recommendations. It is anticipated that the project status reporting methodologies will be implemented throughout the duration of the project. 2.2 Project initiation & Controls Development • Project Charter — Thinkbox shall work with the project team to develop a project charter document that shall summarize the scope, objectives and participants within the project. The project charter document shall provide a preliminary delineation of roles and responsibilities, an outline of the project objectives, identify the main stakeholders, and define the authority of the project manager. • Communications Plan — A communications plan shall be developed to identify the communication documents needed for the project, the recipients of the documents, the persons responsible for creating and updating the documents, flow of communications, and how often the documents need to be updated and distributed. • Project Plan —As part of the initial efforts of the planning phase, Thinkbox shall work with the project team to develop a project plan further detailing the activities required within the phases. The plan shall outline the tasks required, timelines, milestones, checkpoints and resources required. • Vendor Selection — Thinkbox shall work with City of Grapevine to develop an RFP that shall be utilized to review current vendors, review m ulti-vendor solutions, review sole source vendor options for equipment procurement and review options for a systems integrator to design and deploy a complete solution. • Staffing Plan — Once the activities and timelines have been identified, Thinkbox shall work with the client to develop a detailed staffing plan identifying project approach, skills assessments, staffing profiles, organizational chart, and other required resources. • Cost Management Plan — As the project will include costs from various vendors/suppliers, the development of a comprehensive cost management plan will be required. The cost management plan shall outline the requirements and approach to the acquisition/purchasing processes, 0 2016 Thinkbox Technology Group PAGE 7 OF 20 SOW# 10283 thinkb x Professional Services Technology Group _ budgeting, value engineering, cost & scope controls, cash flow forecasts, change orders, billing, and accounts receivables tracking. • Change Management Plan — A change management plan shall be developed that outlines an overview of the plan, the change process, change management roles, change request forms, change request log and change approvals required. • Issues Management Plan — An issues management plan shall be developed that provides a plan overview as well as identifies the issues process, develops an issues form and develops an issues log that is to be maintained by the project manager. • Risk Management Plan —A risk management plan shall be developed that provides a plan overview as well as identifies and defines risks, creates a risk log, monitors and reports status of any outstanding project risks. • Quality Assurance Plan — Thinkbox shall work with the client to define and develop a quality assurance plan that incorporates staffing, reviews, resource estimates, contractor controls, and corrective actions required. • Conduct Project kick off — Thinkbox shall facilitate a project kick-off meeting with the project team members. The kick-off meeting shall be utilized to accomplish the following: o Introductions of the project team members o Discuss roles and responsibilities o Establish project objectives and success criteria o Discuss the client's overall technology strategy o Discuss key projects/business drivers o Review the project timeline and key dates o Discuss client expectations o Discuss the communications plan o Discuss project documentation requirements o Discuss controls and issues management o Discuss budget and change order management o Discuss the project risks o Identify next steps Site Assessment Tools — Prior to initiating the site assessment phases, Thinkbox shall work with the project team to develop the site assessment tools/documents required to complete a comprehensive assessment of the facilities. 2.3 Systems Design • Technical Design Solutions, Options & Roadmap Workshops — a critical component to establishing a holistic design approach will be to combine the various technologies and dependencies. Thinkbox recommends that this be achieved by conducting technical visioning sessions with the design team. These visioning sessions shall be utilized to identify the various technologies, requirements, dependencies and outcomes of each of the technologies being proposed. • Create Technical Design Specifications — From the results of the technical visioning sessions, Thinkbox shall facilitate the development of technical specifications for each of the sites being proposed for upgrades. • Design Review Meetings — During the design phase, the project manager shall facilitate progress design review meetings with the client and the selected vendor teams. The project manager shall document the results of each design review and acceptance meeting. • Define Testing Requirements — Thinkbox shall work with the selected vendor and the City of Grapevine technical team to establish and document the required testing procedures required to successfully implementing the proposed solutions. © 2016 Thinkbox Technology Group PAGE 8 OF 20 SOW# 10283 thinkb x u Professional Services Technology Group - • Define Support Requirements — Thinkbox shall work with the City of Grapevine project team and the selected vendor in the development of a comprehensive program support model. The support model shall address implementation, transition and ongoing support of the proposed solutions. • Begin Defining Training Requirements — Thinkbox shall work with the City of Grapevine project team and the selected vendor in defining the required training plan and/or required training documents, • Weekly Meetings — During the design phase, the project manager shall facilitate weekly design/coordination meetings/conference calls with the design team to review design progress, issues, budgets, schedule, deliverables and any coordination issues. The project manager shall document the results of each meeting with the team and follow up on any issues or deliverables. 2.4 Execution Planning • Conduct Technical Reviews — As a part of execution planning, Thinkbox shall conduct technical reviews of the solutions being proposed with the selected vendor and the City of Grapevine project team. • Develop Product Solutions — Once the technical reviews have been completed, Thinkbox shall facilitate the efforts to develop a full product solutions document for each of the campuses. The document shall outline the technologies being deployed and the anticipated benefits for each of the solutions being implemented. Execution Plans — As part of the execution plan, Thinkbox shall perform the following: o Create Implementation Plans — The implementation plans shall identify tasks, resources, timelines and dependencies o Finalize Testing Plans — The testing plans shall identify testing requirements, resources, scripts and acceptance requirements. o Prepare Testing Environments — Thinkbox shall work with the selected vendor(s) in effort to develop a testing environment for each of the technologies or systems being implemented. o Create User Acceptance Test Plans — The user acceptance test plans shall be created and utilized to execute user testing, gather test results data and identify areas of improvement or modification to designs. 2.5 Testing Development and Training Plan The training requirements will be developed with the City of Grapevine project team and the selected vendor. A training plan will then be developed to support both technical support groups and end-users. • Finalize Training Plans & Documentation — Thinkbox shall work with the City of Grapevine project team and the selected vendor to develop the necessary training plan and required training documents. The plan will include any necessary training for the City of Grapevine staff as well as training/documentation for those systems that will be accessed by the student population. • Execute Systems Test Plans — Thinkbox will provide management oversight while the selected vendor performs the system testing. This is to ensure that the testing is completed according to plan. • Execute User Acceptance Testing — Thinkbox will work with the City of Grapevine project team and the selected vendor during the user acceptance testing process. This will include creating a schedule to ensure that the acceptance testing is done in a timely fashion and that the systems are formally accepted by City of Grapevine. This will ensure that all systems are entered into a clear warranty period. • Gather Testing Results & Adjust Systems Designs — Thinkbox will collect all of the test results, adjust system design documentation as needed and provide the documentation to the City of Grapevine team in project binders. © 2016 Thinkbox Technology Group PAGE 9 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 2.6 Project Deployment (Execution) • Finalize & Execute Implementation Plans — Prior to the project launch, Thinkbox will finalize the project plan, schedule and budget. This will then be presented to the City of Grapevine Executive Leadership for their approval prior to implementing the project. Upon approval, Thinkbox will facilitate a Project Kick off meeting with the Thinkbox and City of Grapevine project team as well as the participating vendor(s). This meeting will include a review of: o Introductions o Roles and Responsibilities o Project Schedule and key dates o Controls and Issues management o Budget and change management o Project Risks o Communications Plan • Release Procurement of Systems — Upon approval by the City of Grapevine Executive Leadership, Thinkbox will work with the City of Grapevine procurement team to release the purchasing of the systems. Thinkbox will monitor and coordinate the delivery of the systems with the suppliers and will keep the rest of the project team informed of the status. This is to ensure that the materials are delivered according to schedule and staged in the appropriate areas of each affected location. The project schedule and budget will be updated accordingly. • Manage Project Controls — Throughout the project, Thinkbox will be providing Project Management oversight for the entire project. This will include: o Scheduling, managing and documenting all meetings o Managing the project vendors) o Managing the project schedule o Managing the project budget o Providing regular status reports to the City of Grapevine project team and Executive Leadership as outlined in the Communication Plan o Ongoing management of change controls, risk management, issues management and quality assurance plans • Execute User Support Plan — As part of the project roll out, Thinkbox will work with the City of Grapevine project team to implement the User Support Plan as designed. This support model will include: o Transition planning and scheduling o Training for the City of Grapevine support team (if needed) o Definition of escalation processes and procedures for the City of Grapevine support team o Monitored handoff to the City of Grapevine support team • Execute Training Plans — Thinkbox will work with the selected vendor to design and implement the training plan. Thinkbox shall coordinate and manage the vendor's activities, progress and success and provide feedback to the City of Grapevine project team. Training plans will include: o Training schedule o Necessary Training Documents o Feedback forms o Monitoring any necessary follow up or refresher training sessions/documentation © 2016 Thinkbox Technology Group PAGE 10 OF 20 SOW# 10283 thinkb x Professional Services Technology Group ,- 2.7 Quality Control (Project Success Validation) • To ensure the project success, Thinkbox shall execute the following process to ensure client satisfaction: o Provide an Operational Support Transition plan o Address Issues o Validate Transition to Operations Support Model o Solicit Project Acceptance from Business Owners o Verify that the Project Objectives & Deliverables are achieved o Conduct & Document Lessons Learned o Update All Project Documentation o Conduct Project Closeout o Project Closeout Plan — A project closeout plan shall be developed to clearly identify the closeout documents required by City of Grapevine © 2016 Thinkbox Technology Group PAGE 11 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 3 Statement of Work This Statement of Work ("SOW") defines the services that Thinkbox will provide to Customer under the terms of this Agreement. 3.1 PMO -as -a -Service Support Resources Based on what we know today, Thinkbox will provide PMO as a Service support to the City of Grapevine PMO specifically for the Public Safety building commissioning and IT infrastructure buildout and migration. This service will allow Thinkbox to provide resource/s to plan, coordinate, and direct all IT project management activities of the Grapevine Public Safety Building project, as well as, provide direction and support for the City's current PMO staff. Thinkbox has the ability to provide any of the following resources but will start with one resource initially; Sr. Consultant: Principal Consultant - Portfolio and Program Manager: • Manage the City of Grapevine PMO under the direction of CTO • Develops and manages the delivery of data and information management solutions to satisfy business needs within assigned strategic responsibilities. • Coordinates and manages the delivery of data and information management solutions to satisfy business needs, while ensuring alignment with global data strategies, policies and standards. • Facilitates the development of the team, information infrastructure, and data management processes to move the organization to a more sophisticated, agile and robust target state data architecture. • Develops data management processes and infrastructure to efficiently source and integrate multiple internal / external data sources to increase the value of the data to the organization. • Manages multiple data and information management functions, functional teams and programs. • Manages teams to effectively develop data management processes to reduce complexity, improve data quality, and increase efficiency throughout the information management lifecycle. • Recruits, develops and manages a team of Project Management professionals. Manages team performance to effectively deliver data and information support to the business. • Collaborates with Senior Management to establish strategic priorities • Conducts reviews of data management processes to ensure continued effectiveness and alignment with best practices. • Interfaces with internal colleagues and external professionals to determine requirements, anticipate future needs, and identify areas of opportunity to drive data development. • Ensures team adherence to standard data operating procedures, data quality standards, and data privacy/security requirements. • Works with the business and CTO to implement standard data operating procedures, data quality standards, and data privacy/security requirements. Sr. Consultant - Project Manager: • Ensures a high level of fiscal control and accountability for project budget. • Creates within the PMO a shared focus on the importance of achieving results. • Creates work standards for project; establishes and defines roles and responsibilities, specific outcomes, and clear measures for quality and success of the team. • Presents oral and written reports defining plans, problems, and resolutions to appropriate levels of management. • Facilitate the definition of project missions, goals, tasks, and resource requirements; resolve or assist in the resolution of conflicts within and between projects or functional areas; develop methods to monitor project or area progress; and provide corrective supervision if necessary • Facilitate the definition of service levels and customer requirements. Interact regularly with existing or potential clients to determine their needs and to develop plans for improving delivery. Advocate on behalf of clients and represent clients' needs as appropriate to senior management. © 2016 Thinkbox Technology Group PAGE 12 OF 20 SOW# 10283 thinkb x Professional Services Technology Group - • Effectively interface with CTO/PMO Director and key stakeholders regarding project deliverables, project status, issue management and budget spend • Manage project execution of deliverables and corresponding project and quality documentation to ensure adherence to budget, schedule and scope • Responsible for assembling the project staff; for their technical or functional development, performance during the project or projects • Develop and manage work breakdown structure in collaboration with project team members • Gathering and organizing the collection of requirements for projects of varying size and priority. • Creating detailed project schedules. • Creating and communicating individual work assignments to resources. • Manage quality assurance throughout the duration of the project, including the coordination of final QA testing/review. Review all project deliverables to ensure they meet requirements. • Identify and communicate if project is at risk for exceeding deadline or budget. • Organizes and lead all internal project meetings including kick-offs, brainstorming/working sessions, status meetings, deliverable reviews and team QA sessions. Consultant - Project Coordinator: • Gathers all project information: schedules, data requests, assignments, tasks, and project meetings. • Works with project team to understand and assist with tracking all work, task and project assignments. • Develops and maintains a detailed project schedule which includes administrative tasks and all sites involved in the project. • Prepare and/or edit meeting minutes, presentations and tables. • Working with project lead and assist in developing a comprehensive workflow process for project. • Assist in monitoring and modifying project schedule as needed. • Maintain document control, database management, track project activities and team communication. • Assists project team and team lead in strategic meetings and follow up with meeting notes. • Schedule project follow up meetings as needed. • Develops and publishes communications to project shareholders with project leads guidance. • Develops and review project status and reports with project leads guidance. • Assist with the review of project proposals and deliverables with project leads to determine proper lead time, funding limitations, procedures for accomplishing project, staffing requirements, and allotment of available resources to various phases of project. • Maintain good communication with technicians and contractors to assure timely and efficient completion of jobs, proper communication of issues, and proper documentation of the entire process at each job site. • Process customer schedules and reports to ensure we are meeting all appropriate customer needs and expectations. • Conduct quality control activities in accordance with guidance from project leads. • Attend project coordination and owner/contractor/architect/engineer meetings as required. © 2016 Thinkbox Technology Group PAGE 13 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 4.1 Professional Services Fees Based on what we know today, Thinkbox will conduct this engagement as a staff augmentation effort and time and materials engagement with a not to exceed fee of $50,000.00 for the six-month effort. This engagement will begin December 1, 2016 and will be invoiced monthly. Thinkbox will review the time and expenses with Customer every month the time and expenses (if any) incurred. We will also review future time and expenses required/requested by the Customerfor the following month for an change order of the PMO as a Service initiative for the duration of the PSB project or if the need comes up for additional services. .. • This engagement is for the PSB project only and not any other projects in the City of Grapevine PMO Portfolio • This effort is for 10-12 hours a week for six months for our PM to support the PMO resources with managing the PSB project. • Any issues or risks in this effort that require more time for our services weekly that are beyond Thinkbox control and/or are caused by contractors, vendors, or project team members not working for Thinkbox will be signed off by the Customer through a change order once reviewed and validated by the Customer. • The Customer will provide access to all systems, programs, and documents from internal and external PSB project team members to include contractors in an effort to assist with managing this effort. • The Customer will communicate with all vendors involved with this effort explaining our role, responsibilities, and accountability within the Project Team Organizational chart. 4.2 Delivery and Timing The services to be performed in this Statement of Work are based on a month-to-month beginning upon signature by both parties. Expected start to be in December 1, 2016 and continue through the remaining funding of this contract. 4.3 Expenses The Customer will reimburse Thinkbox for expenses and/or material expenses incurred in support of this SOW. Expenses will be invoiced with copies of receipts and at actual cost. Thinkbox has estimated that there will be at least 2 trips associated with this contract that will follow the per diem standards of the city. Any additional visits will require approval by the City of Grapevine CTO prior to making arrangements to come out on site to allow for reimbursement of expenses. U 2016 Thinkbox Technology Group PAGE 14 OF 20 SOW# 10283 thinkb x Professional Services Technology Group This Statement of Work ("SOW"), number 10283, is made and entered into between Thinkbox Technology Group LLC (Thinkbox), and City of Grapevine Texas ("Customer"), as of date of the City of Grapevine PSA ("Effective Date"). This SOW defines the services and deliverables that Thinkbox shall provide to Customer and the terms of the Agreement. The terms of this SOW are limited to the scope of the deliverables set in this SOW and will not be applicable to any other SOWs, which may be executed between Thinkbox and Customer. This SOW consists of this signature page and the following sections, which are incorporated into this SOW by this reference: 1 Statement of Work 2 Pricing and Payment 3 Project Approval IN WITNESS THEREOF, the duly authorized representatives of the parties hereto have caused this SOW to be duly executed. Thinkbox Technology Group LLC 49 Discovery, Suite 100 Irvine, CA 92618 Name: Carlos Oregon Title: VP Operations The City of Grapevine, Texas 200 S. Main St. Grapevine, TX 76051 By: Name: Title: Date: 10/27/2016 Date: 0 2016 Thinkbox Technology Group PAGE 15 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 1. SCOPE OF PROJECT Thinkbox shall execute entire work described in the included proposal. This proposal is based upon information provided by the Client. It is possible that as the project progresses, additional tasks and labor may be necessary to complete the project. These additions will be considered change orders and be handled under the change order procedure contained herein. 2. AGREEMENT SUM and TAXES The Client shall pay Thinkbox in current US dollars for performance of the agreement subject to additions and deductions as provided in this agreement. The prices for equipment (if any) indicated in this agreement are subject to taxes, including but not limited to, sales, excise or use taxes. The Client shall pay all sales, use, ad valorem, excise and/or others taxes imposed on either party other taxes imposed on income by virtue of this agreement. Thinkbox will invoice purchase for any of these taxes Thinkbox is legally obligated to collect from the Client. 3. PERIOD AND PAYMENT TERMS: Thinkbox will submit invoices for work performed on a bi-monthly basis. The billing period will commence upon acceptance of this proposal. The final invoice will be submitted upon the completion of the work. A 20% deposit is due upon acceptance of this proposal. Deposit dollars will be applied to invoices submitted for work performed when the project is at or exceeds 50% complete. Monthly progress payments are due 30 days from date of invoice. A 1.5% monthly finance charge may be assessed on all past due invoices. 4. PREVAILING TERMS AND CONDITIONS The terms and conditions of this agreement and the terms and conditions contained in any appendices to this agreement, together form the entire purchased order. Request for quotation, acceptance, or other purchasing documents concerning products which are inconsistent with, different from, or in addition to the terms and conditions of this agreement are void. 5. RESPONSIBILITY AND INDEMNIFICATION Thinkbox shall be responsible to the Client for the acts and omissions of Thinkbox's employees and subcontractors, if any, performing portions of the work under this agreement. Thinkbox employees understand that they have no right to enter into agreements with or make representation on behalf of the Client. Thinkbox shall review, approve and submit to the project manager, shop drawings, product data, samples and similar submittals as required. The work shall be in accordance with approved submittals. To the fullest extent permitted by law, Thinkbox shall indemnify and hold harmless the Client, Project Manager and the Clients employees and directors from and against claims, damages, losses and expenses, including but not limited to, attorney's fees arising out of or resulting from performance of the work, provided that such claim, damage, loss or expense is attributable to failure to deliver clear title to the Client, bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the work itself), including loss of use resulting there from, but only to the extent caused in whole or in part by negligent or intentional acts or omissions of Thinkbox anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claims, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person. In claims against any person or entity indemnified under this paragraph by an employee of Thinkbox, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, the indemnification obligation under this paragraph shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for Thinkbox or under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. & INSURANCE Thinkbox shall purchase from and maintain in a company or companies lawfully authorized to do business in the jurisdiction in which the project is located insurance for protection from claims under workers' or © 2016 Thinkbox Technology Group PAGE 16 OF 20 SOW# 10283 thinkb x Professional Services Technology Group workmen's compensation acts and other employee benefit acts which are applicable, claims for damages because of bodily injury, including death, and from claims for damages, other than to the work itself, to property which may arise out of or result from Thinkbox operations under the agreement. Certificates of such insurance shall be filed with the Client prior to the commencement of the work. Client shall be responsible for purchasing and maintaining its usual property and liability insurance. 7. FINANCE CHARGE/COSTS OF COLLECTION If the Client fails to pay Thinkbox for equipment and/or services when due, then in addition to any other remedies available to Thinkbox under this agreement or allowed by law for that default, the Client shall pay Thinkbox an additional monthly finance charge equal to the lesser of: a) one and one-half percent (1.5%); or b) the maximum monthly interest rate allowed by law; of any amounts past due, chargeable during each month that the payment remains outstanding and Thinkbox's reasonable and actual expenses for collection, including, but not limited to attorneys' and experts' fees and court costs. 8. ARBITRATION All claims or disputes between Thinkbox and the Client arising out of relation to the agreement, or the breach thereof, shall be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect unless the parties mutually agree otherwise and subject to an initial presentation of the claim or dispute to the project. Notice of the demand for arbitration shall be filed in writing with the other party to this agreement and with the American Arbitration Association and shall be made within a reasonable time after the dispute has arisen. The award rendered by the arbitrator or arbitrators shall be final, and a judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. 9. CHANGES / CANCELLATION The parties agree that either the Client or Thinkbox through written notice may terminate the Consultant's engagement under this Agreement at any time for any reason or for no reason. Such cancelation will require a 30 -day notice. Any changes or modifications to the agreed upon scope of work defined in the proposal must be mutually agreed upon in writing. All changes shall be submitted and approved in writing, with prices and terms negotiated separately for the change order. Should the Client in whole cancel a project or in part, prior to final completion, the Client agrees to pay Thinkbox for all costs incurred to date and/or to bring the project to an acceptable close. 10. NO RAID/ NON -SOLICITATION During the term of the Agreement and for a period of one year thereafter, neither party shall solicit, offer to hire, or hire any employee of the other party. 11. WAIVER Either party's waiver of the other's default in it obligations under any terms or conditions of this agreement will not in any way limit or affect that party's right to enforce and compel strict compliance with that term or condition at any other time or with any other term or condition. © 2016 Thinkbox Technology Group PAGE 17 OF 20 SOW# 10283 thinkb x Professional Services Technology Group 12. ENTIRE AGREEMENT This agreement and appendices to this agreement, including the SOW as reference herein, supersede, terminate and otherwise void any and all prior written and/or oral agreement between the parties with respect to products. There are no warranties, representations or understandings of any kind or description whatsoever made by either party to the other, except such as are expressly set forth herein. Any additional terms or notes appearing on schedules, proposal summaries and/or Change Order are by this reference incorporated in this agreement. 13. LIMITATION OF LIABILITY Without limitation of any other provision in this agreement limiting or excluding liability of Thinkbox the exclusive damages recoverable by the purchaser for any claim of any kind whatsoever arising from or in any way connected to any breach of this agreement, or the purchaser's purchase shall not be greater than the actual purchase price paid by the purchaser with respect to which such claim is made, and in no event shall Thinkbox be liable for any special, indirect, incidental or consequential damages of any kind, including without limitation any damages with respect to loss of income, compensation or prospective profits, any expenditures, investments or commitments of the purchaser, any loss with respect to the establishment, development or maintenance of business reputation or good will, or any loss incurred in obtaining substitute products, or arising from the claims of third parties. 0 2016 Thinkbox Technology Group PAGE 18 OF 20 SOW# 10283 thinkb x Professional Services Technology Group -- This NONDISCLOSURE AGREEMENT ("Agreement"), dated as of August 7t", 2015, is made between Thinkbox Technology Group LLC ("Thinkbox") and City of Grapevine, Texas. ("Client"). For purposes of this Agreement, the party receiving Confidential Information is a "Recipient" and the party disclosing the information is the "Disclosing Party." Thinkbox and Client are or may be engaged in business dealings with one another during the course of which each will have access to or will receive certain confidential and proprietary information belonging to the other. Each party desires to protect the confidentiality of its information. Therefore, Thinkbox and Client hereby agree as follows: Confidential Information. As used in this Agreement, "Confidential Information" means all information of any kind and in any format disclosed by or relating to Thinkbox or Client that is marked as confidential or that, given the nature of the information or the circumstances surrounding its disclosure, should, in the exercise of reasonable business judgment, be recognized as proprietary or be treated as confidential. Confidential Information may include, but is not limited to, trade secrets, computer code, data, designs, techniques, methodologies, marketing plans, and customer, supplier, and financial information. Confidential Information does not include any information that (i) is or becomes publicly available without breach of this Agreement, (ii) has been developed independently by the Recipient (as evidenced by the Recipient's written records) before or after execution of this Agreement; or (iii) is furnished or made known on a non -confidential basis to Recipient by a third party who has a lawful right to disclose the information. 2. Use of Confidential Information. Confidential Information may be used by the Recipient only in connection with evaluating, negotiating, or implementing a business relationship with the Disclosing Party or performing contractual duties owed to the Disclosing Party. Each party agrees that it will not disclose Confidential Information to anyone except (i) its employees and agents who need to know the Confidential Information in connection with their performance of services for that party and who are bound by a confidentiality obligation or agreement at least as restrictive as this one, or (ii) as, and only to the extent, required by law or court order. In the case of a legal requirement for disclosure, the Recipient must give the Disclosing Party prompt notice of the legally -required disclosure to enable the Disclosing Party to seek a protective order. Each party also agrees to take all reasonable measures to avoid unauthorized disclosure or use of Confidential Information, including, at a minimum, measures it takes to protect its own confidential information of a similar nature. Both parties acknowledge that Confidential Information may constitute material insider information under applicable securities laws and regulations. 3. Ownership of Confidential Information. Each Recipient acknowledges and agrees that Confidential Information is proprietary to the Disclosing Party. Disclosure of Confidential Information by a Disclosing Party will not constitute an express or implied grant to the Recipient of any rights in or to any of the Disclosing Party's intellectual property. At the Disclosing Party's written request, the Recipient will promptly return all tangible materials that constitute or contain Confidential Information or certify that the materials have been destroyed. 4. Miscellaneous. 4.1 The protections afforded to Confidential Information in this Agreement are in addition to, and not in lieu of, the protections afforded under any applicable trade secrets laws, including the Uniform Trade Secrets Act. 4.2 Each party's obligations hereunder are in addition to its other obligations in fact or in law. Failure by either party to enforce strict performance of any provision of this Agreement will © 2016 Thinkbox Technology Group PAGE 19 OF 20 SOW# 10283 thinkb x Professional Services Technology Group not constitute a waiver of that party's right to subsequently enforce such provision. Each party has the right, in addition to its other remedies, to seek injunctive relief for any violation of this Agreement. If a provision of this Agreement is held invalid under any applicable law, that invalidity will not affect any other provision. 4.3 This Agreement (i) constitutes the entire understanding and agreement between the parties relating to the matters addressed, (ii) may be amended or modified only with the written consent of both parties, (iii) does not create any joint venture, employment, partnership, or agency relationship between the parties, (iv) does not obligate either party to provide any Confidential Information to, or to enter into a business relationship with, the other party, and (v) is binding on the parties and their respective successors and assigns. 4.4 This Agreement is governed by the laws of the State of California without giving effect to any conflict of law principle that would cause the substantive law of another jurisdiction to apply. Any dispute arising under this Agreement will be resolved exclusively in the federal (or if unavailable, the state) courts located in Orange County, California, and each party irrevocably submits to jurisdiction in those courts. This does not affect a party's right to seek injunctive relief in other courts. 4.5 In any action to enforce any right or remedy under this Agreement or to interpret any provision of this Agreement, the prevailing party will be entitled to recover its costs, including attorneys' fees. 4.6 This Agreement may be executed in counterparts, which may be evidenced by facsimile or PDF -formatted documents. © 2016 Thinkbox Technology Group PAGE 20 OF 20 SOW# 10283