CITY OF GARDEN GROVE
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made this day of , 2025, by the CITY OF GARDEN GROVE, a municipal corporation, ("CITY") and Portola Systems, Inc., referred to as “CONSULTANT”.
RECITALS
The following recitals are a substantive part of this Agreement:
1. This Agreement is entered into pursuant to Garden Grove COUNCIL AUTHORIZATION, DATED _____________________.
2. CITY desires to utilize the services of CONSULTANT to Provide a Virtualization Solution per the Scope of Work, Attachment A and RFP S-1378.
3. CONSULTANT is qualified by virtue of experience, training, education and expertise to accomplish services.
AGREEMENT
THE PARTIES MUTUALLY AGREE AS FOLLOWS:
1. Term and Termination. The initial term of the agreement shall be a three year term from full execution of the agreement , with an option to extend said agreement an additional two (2) years. Option years shall be exercised one (1) year at a time, at the sole option of the CITY. This agreement may be terminated by the CITY without cause. In such event, the CITY will compensate CONSULTANT for work performed to date in accordance with proposal which is attached as Exhibit A and is hereby incorporated by reference. Contractor is required to present evidence to support performed work.
2. Services to be Provided. CONSULTANT shall Provide a Virtualization Solution per Attachment “A” . The Proposal is attached as Attachment “A”, and is incorporated herein by reference. The Proposal and th is Agreement do not guarantee any specific amount of work.
3. Compensation. CONSULTANT shall be compensated as follows:
3.1 AMOUNT: Total Compensation under this agreement shall not exceed the base bid amount (NTE) of Two Hundred Forty Eight Thousand Two Hundred Twenty Six Dollars and 79/100 ($248,226.79), for the first three years , payable in arrears and in accordance with proposal in Attachment “A”.
3.2 Payment. For work under this Agreement, payment shall be made per invoice for work completed. Within 45 day of delivery of goods or completion of performance of services, CONSULTANT must promptly render an invoice to CITY or payment may be significantly delayed. For extra work not a part of this Agreement, a written authorization by CITY will be re quired, and payment shall be based on schedule included in Proposal (Attachment A).
3.3 Records of Expenses. CONSULTANT shall keep complete and accurate records of payroll costs, travel and incidental expenses. These records will be made available at reasonable times to CITY.
3.4 Termination. CITY shall have the right to terminate this Agreement, without cause, by giving thirty (30) days written notice of termination. If the Agreement is terminated by CITY, then the provisions of paragraph 3 would apply to that portion of the work completed.
4. Insurance requirements.
4.1 COMMENCEMENT OF WORK. CONSULTANT shall not commence work under this Agreement until all certificates and endorsements have been received and approved by the CITY. All insurance required by this Agreement shall contain a Statement of Obligation on the part of the carrier to notify the CITY of any material change, cancellation, or termination at least thirty (30) days in advance and provide a Waiver of Subrogation in favor of the City.
4.2 Workers' Compensation Insurance. For the duration of this Agreement, CONTRACTOR and all subcontractors shall maintain Workers Compensation Insurance in the amount and type required by law provide Employers Liability in an amount not less than $1,000,000.
4.3 INSURANCE AMOUNTS . CONSULTANT shall maintain the following insurance for the duration of this Agreement. If CONSULTANT maintains higher insurance limits than the minimums shown above, CONSULTANT shall provide coverage for the higher insurance limits otherwise maintained by the CONSULTANT.
(a) Commercial general liability in an amount not less
than $1,000,000.00 per occurrence ( claims made
and modified occurrence policies are not
acceptable); Insurance companies must be
acceptable to CITY and have a Best’s Guide Rating of
A-, Class VII or better, as approved by the CITY.
(b) Automobile liability, for all autos, in an amount not less than $ 1,000,000.00 combined single limit
(claims made and modified occurrence policies
are not acceptable); Insurance companies must be
acceptable to CITY and have a Best’s Guide Rating
of A-, Class VII or better, as approved by the CITY.
(c) Professional liability, which includes Cyber
Liability Coverage, in an amount not less than
$1,000,000. Insurance companies must be admitted
and licensed In California and have a Best’s Guide
Rating of A-,Class VII or better, as approved by the
City. If the policy is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of the agreement, and for a
period of three (3) years from the date of the
completion of services provided. In the event of
termination, cancellation, or material change in the
policy, professional/consultant shall obtain continuing insurance coverage for the prior acts or omissions of
professional/consultant during the course of
performing services under the term of the
agreement. The coverage shall be evidenced either
by a new policy evidencing no gap in coverage, or by
obtaining separate extended “tail” coverage with the
present or new carrier.
For any claims related to this Agreement, CONSULTANT’s insurance coverage shall be primary insurance as respects CITY, it’s officers, officials, employees, agents, and volunteers. Any insurance or self - insurance maintained by the CITY, it’s officers, officials, employees, agents, and volunteers shall be excess of the CONSULTANT’s insurance and shall not contribute with it.
If CONSULTANT maintains higher insurance limits than the minimums shown above, CONSULTANT shall provide coverage for the higher insurance limits otherwise maintained by the CONSULTANT.
5. Non-Liability of Officials and Employees of the City. No official or employee of CITY shall be personally liable to CONSULTANT in the event of any default or breach by CITY, or for any amount which may become due to CONSULTANT.
6. Non-Discrimination. CONSULTANT covenants there shall be no discrimination against any person or group due to race, color, creed, religion, sex, marital status, age, handicap, national origin, or ancestry, in any activity pursuant to this Agreement.
7. Independent Contractor. It is agreed to that CONSULTANT shall act and be an independent contractor and not an agent or employee of the CITY, and shall obtain no rights to any benefits which accrue to CITY'S employees.
8. Compliance with Law . CONTRACTOR shall comply with all applicable laws, ordinances, codes, and regulations of the federal, state, and local government.
CONTRACTOR shall comply with, and shall be responsible for causing all contractors and subcontractors performing any of the work pursuant to this Agreement to comply with, all applicable federal and state labor standards, including, to the extent applicable, the prevailing wage requirements promulgated by the Director of Industrial Relations of the State of California Department of Labor. The City makes no warranty or representation concerning whether any of the work performed pursuant to this Agreement constitutes public works subject to the prevailing wage requirements
9. Disclosure of Documents . All documents or other information developed or received by CONSULTANT are confidential and shall not be disclosed without authorization by the CITY.
10. Ownership of Work Product. All documents or other information developed or received by CONSULTANT shall be the property of the CITY. CONSULTANT shall provide CITY with copies of these items upon demand or upon termination of this Agreement.
11. Conflict of Interest and Reporting. CONSULTANT shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this Agreement.
12. Notices. All notices shall be personally delivered or mailed to the below listed address, or to such other addresses as may be designated by written notice.
These addresses shall be used for delivery of service of process.
a. (CONSULTANT)
Portola Systems, Inc.
Attention: Ryan Miller, President
327 O’ Hair Court, Suite B
Santa Rosa, CA 95407
(mailing address)
b. (Address of City Purchasing) (with a copy to):
City of Garden Grove Garden Grove City Attorney
11222 Acacia Parkway 11222 Acacia Parkway
Garden Grove, CA 92840 Garden Grove, CA 92840
13. CONSULTANT'S PROPOSAL . This Agreement shall inc lude CONSULTANT'S proposal or bid which shall be incorporated herein by reference. In the event of any inconsistency between the terms of the proposal and this Agreement, this Agreement shall govern.
14. Licenses, Permits, and Fees. At its sole expense, CONSULTANT shall obtain a Garden Grove Business License, all permits, and licenses as may be required by this Agreement.
15. Familiarity with Work. By executing this Agreement, CONSULTANT warrants that: (1) it has investigated the work to be performed; (2) it has investigated the site of the work and is aware of all conditions there; and (3) it understands the facilities, difficulties, and restricti ons of the work under this Agreement.
Should Consultant discover any latent or unknown conditions materially differing from those inherent in the work or as represented by CITY, it shall immediately inform CITY of this and shall not proceed, except at CONSULTANT'S risk, until written instructions are received from CITY.
16. Time of Essence. Time is of the essence in the performance of this Agreement.
17. Limitations Upon Subcontracting and Assignment . The experience, knowledge, capability, and reputati on of CONSULTANT, its principals and employees were a substantial inducement for CITY to enter into this Agreement.
CONSULTANT shall not contract with any other entity to perform the services required without written approval of the CITY. Except for the work to be performed by Nutanix, Inc., this Agreement may not be assigned voluntarily or by operation of law, without the prior written approval of CITY. If CONSULTANT is permitted to subcontract any part of this Agreement, CONSULTANT shall be responsible to CITY for the acts and omissions of its subcontractor as it is for persons directly employed. Nothing contained in this Agreement shall c reate any contractual relationship between any subcontractor and CITY. All persons engaged in the work will be considered employees of CONSULTANT. CITY will deal directly with and will make all payments to CONSULTANT.
18. Authority to Execute. The persons executing this Agreement on behalf of the parties warrant that they are duly authorized to execute this Agreement and that by executing this Agreement, the parties are formally bound.
19. Indemnification. To the fullest extent permitted by law, CONTRA CTOR defend, and hold harmless CITY and its elective or appointive boards, officers, agents, and employees from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damages of any nature, including interference with use of property, arising out of, or in any way connected with the negligence, recklessness and/or intentional wrongful conduct of CONTRACTOR, CONTRACTOR'S agents, officers, employees, subcontractors, or independent contractors hired by CONTRACTOR in the performance of the Agreement. The only exception to CONTRACTOR'S responsibility to protect, defend, and hold harmless CITY, is due to the negligence, recklessness and/or wrongful conduct of CITY, or any of its elective or appointive boards, officers, agents, or employees.
This hold harmless agreement shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnificatio n to be provided by the CONSULTANT.
20. Modification. This Agreement constitutes the entire agreement between the parties and supersedes any previous agreements, oral or written. This Agreement may be modified only by subsequent mutual agreements executed by the CITY and CONSULTANT.
21. Waiver. All waivers of the provisions of this Agreement must be in writing by the appropriate authorities of the CITY and CONSULTANT.
22. California Law. This Agreement shall be construed in accordance with the laws of the State of California. Any action commenced about this Agreement shall be filed in the central branch of the Orange County Superior Court.
23. Appropriations. This Agreement is subject to and contingent upon funds being appropriated therefor by the Garden Grove City Council for each fiscal year covered by the term of this Agreement. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the CITY.
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(Agreement Signature Block on Next Page)
IN WITNESS THEREOF, these parties have executed this Agreement on the day and year shown below.
Date: _____________ "CITY"
CITY OF GARDEN GROVE
By: ___________________________
City Manager
ATTESTED:
____________________________
City Clerk
Date: _______________________
"CONSULTANT"
Portola Systems, Inc.
By: ____________________________
Name: _________________________
Title: __________________________
Date: __________________________
Tax ID No. ______________________
If CONSULTANT is a corporation, a
Corporate Resolution and/or Corporate
Seal is required. If a partnership,
Statement of Partnership must be
submitted to CITY.
APPROVED AS TO FORM:
____________________________
Garden Grove City Attorney
________________________
Date
RFP No. S-1378
ATTACHMENT “A”
PROVIDE A VIRTUALIZATION SOLUTION
SCOPE OF SERVICES
(PAGE 1 of 4)
Proposal
The City seeks proposals for a comprehensive virtualization solution to replace our existing VMWare environment. The proposed solution must include hypervisor software, hardware, and storage infrastructure with complete migration services from our existing environment. All components require warranty, service, licensing, and support coverage until the contract’s termination date.
Our current VMware environment is over-provisioned and has more capacity than we need. The proposed solution should have 80% of our current capacity, which will better match our anticipated usage.
Hyper-converged infrastructure (HCI) solutions are preferred but will consider traditional 3-tier architectures.
The City is seeking proposals for both three (3) and five (5) yea r options. The City will determine which option best meets its needs.
Proposals should address all components as an integrated solution focused on delivering the best long-term value to the City.
Mandatory Zoom Pre-Proposal Meeting
All proposers must part icipate in a mandatory Zoom preproposal meeting.
Information on the mandatory Zoom meeting will be posted on the City’s Planet Bids portal, via an addendum, prior to the meeting date and time, to all prospective bidders. The Zoom meeting will be recorded a nd attendance for the entire duration of the meeting will be verified by the City since this is a mandatory meeting.
Current Environment
The following is a listing of our current technology environment:
1. VMWare Hypervisor
a. vSphere Client version 7.0.3.01900
b. Detailed virtual machine information available upon request
2. Cohesity On-Site Backup
3. Servers
a. 7 Cisco UCS C220 M5SX
b. Xeon Gold 5120 @ 2.20Ghz - 2 Sockets, 14 Cores
c. 384GB RAM
4. Virtual Servers
a. 90 VMs: 50 Windows, 40 Linux
b. 25 Database VMs
RFP No. S-1378
ATTACHMENT “A”
PROVIDE A VIRTUALIZATION SOLUTION
SCOPE OF SERVICES
(PAGE 2 of 4)
5. Nimble Storage
a. HF40 92TiB
6. Arista Switches
7. Elastic SIEM
Requirements
1. General
a. Three (3) year proposal must include three years of warranty, support and updates. Five (5) year proposal must include five years of warranty, support and updates.
b. Solution will avoid single points of failure
c. Two node failure tolerance. N+2
d. Solution should be sized at 80% of our current capacity:
i. No less than 300GB RAM
ii. No less than 73TB Storage
e. Must support RHEL and Windows VMs
f. Multi-factor authentication and role-based access control g. Strong isolation and reduced attack surface exposure to cyber threats h. Logging and auditing capabilities
2. Backups
a. The solution must be compatible with Cohesity for agentless backups or as a backup target
3. Hosts
a. Enterprise-grade multi -core x86 -64 server processors, such as Intel Xeon Scalable or AMD EPYC families.
b. High-performance ECC (Error -Correcting Code) memory, DDR4 or newer.
c. Support for virtualization features including VT-x/AMD-V, VT-d/IOMMU, and Secure Boot.
d. Compatibility with existing 10/25/40GbE infrastructure. e. Separate NICs for hypervisor, storage, and two or more LAN interfaces per node/host
f. HA Hardware
4. Storage
a. Redundant communication paths between eac h compute and storage node
RFP No. S-1378
ATTACHMENT “A”
PROVIDE A VIRTUALIZATION SOLUTION
SCOPE OF SERVICES
(PAGE 3 of 4)
b. High availability and data protection mechanisms (RAID, erasure coding, etc.)
5. Migration
a. Proposal must include the migration of virtual hosts from our existing VMWare infrastructure to proposer's solution
Desirable Features
1. Change Block Tracking compatibility with Cohesity
2. We prefer a hyper-converged infrastructure
Optional Features
Proposers may optionally include the following f eatures that are not required in the base solution proposal. Please price these features in the appropriate pricing form.
Please note that the proposal pricing scores will not be based on the optional features but on the base proposal. The City reserves the right to accept or reject any and all optional features at its discretion and based on available funds in the current fiscal year budget.
1. DR Cluster: Able to support approximately one-third (33.3%) of the workload of the base system at a separate location.
2. GPU Support: Minimal GPU support for AI/ML or transcoding workloads.
3. Hybrid Cloud Support: Integration and migration of workloads across the proposed on premise infrastructure and cloud environments
Proposal Pricing Requirements
● Pricing must be submitted for BOTH the three (3) and five (5) year proposal options.
● Pricing scores will be based on the Base Bid items only (as seen below).
● SLA requirements
RFP No. S-1378
ATTACHMENT “A”
PROVIDE A VIRTUALIZATION SOLUTION
SCOPE OF SERVICES
(PAGE 4 of 4)
Proposers Qualifications
Provide references from five (5) current local government or public sector agencies, preferably in California, for which the proposer has provided a similar project and brief description of their implementation.
The proposer must have a minimum of five (5) years of experience in the necessary services as described under the Scope of Services.
Provide information about the proposer’s qualifications and experience pertaining to the virtualization solution, specifically in government or public sector projects.