20220201_06_PubWorks_Agreement_LogMeIn — Laguna Niguel City Council, February 1, 2022 (part 1 of 2)

CITY OF LAGUNA NIGUEL

CITY COUNCIL AGENDA ITEM
To: Honorable Mayor and Council Members
FROM: Justin Martin, Deputy City Manager
Jacki Scott, Public Works Director/City Engineer
DATE: February 1, 2022
SUBJECT: Approval of Agreement for a Citywide VolP Phone System Replacement Project with LogMeln Communications, Inc.

RECOMMENDATION
Staff recommends that the City Council:

1. Approve the Agreement with LogMeln Communications, in the not-to-exceed amount of $306,272 for the procurement, installation, and servicing of a new Voice over Internet Protocol (VolP) phone system;

2. Approve a not-to-exceed 10% contingency of the total contract in the amount of $30,627 for additional work and authorize the Deputy City Manager to approve the additional work with LogMeln Communications, if needed, for a total not-to-exceed amount of $336,899; and,

3. Authorize the City Manager to execute the Agreement and future amendments to the agreement, subject to the City Attorney making non-substantive changes.

BACKGROUND
The City of Laguna Niguel requires a robust communication platform to provide excellent customer service to the public and achieve the City's goals. The City's phone system serves as the backbone of the communication platform. The current VolP phone system was installed in 2011 and uses on-premises hardware to transmit phone calls over the internet using AT&T's infrastructure and phone service.

In recent years, the City has found the current VolP phone system to be inflexible and lacking in the modern tools and features available in newer phone systems. Challenges with the system became increasingly exacerbated since the start of the pandemic. For example, the current VolP phone system requires a third-party vendor to configure the system in support of the unique needs for each City department. This requirement does not allow the City's IT Services team to address problems directly. Instead, IT Services is required to work with a third-party vendor to troubleshoot problems or configure the phone

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system. This results in a longer delay when trying to setup an automated attendant (phone tree), schedule an after-hours automated message, or diagnose other issues.

Phone systems on the market today offer modern tools that don't require the assistance of a third-party vendor. Phone systems today provide a robust administrative portal (to setup an automated attendant, schedule an after-hours automated message, or troubleshoot inactive voicemail boxes), offer integrated video conferencing, and provide access to a softphone application from any computer connected to the internet.

In order to improve the flexibility and reliability of the City's phone system and provide access to modern tools and features available in phone systems now, staff recommends the replacement of the current VolP phone system. The City Council approved this project as part of the Fiscal Year 2021-2022 adopted CIP budget.

ANALYSIS
In August 2021, staff published a Request for Proposals (RFP), shown in Attachment "A", for a replacement VolP phone system that is cloud-based, utilizes the newest technology, delivers state-of-the-art features, replaces all existing phone hardware at each City facility, and will integrate with the City's existing network infrastructure. Replacing the City's current VolP phone system supports City Council Goal 4 (Infrastructure and Technology) and City Council Goal 6 (Communication and Community Outreach) of the City's Strategic Plan.

The state-of-the-art features required in the RFP include a fully cloud hosted VolP phone system, an administrative portal (to allow IT Services staff to configure the phone system without a third-party vendor), the capability to set business hours and after-hours automated messages, line hold music, voicemail to email for all users, and a softphone application.

In response to the RFP, eighteen proposals were received. The RFP evaluation process included three rounds of review. In the first round, proposals were evaluated by a committee comprised of City staff and were ranked based on the following four criteria:
(1) Key Personnel; (2) Scope of Services; (3) Relevant Experience; and (4) Cost. In the second round, six firms were invited to participate in two rounds of interviews, focusing on questions about the submitted proposal and the technical capabilities of the proposed VolP phone system. In the third and final round, two firms were invited to participate in an in-person demonstration of their phone systems, attended by 21 staff members representing all City departments.

The RFP Evaluation Summary is found in Attachment "B". Below is a summary of the ranking and the proposed cost to install the new VolP phone system and provide four years of phone service. Copies of the submitted proposals are on file with the City Clerk's Office.

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Annual
Rank Firm Name Implementation Total Cost
License
(Year 1) (Years 2-5) (Years 1-5)
1 LogMeln Communications $147,208 $159,064 $306,272
(Sandler) - Recommended
ENA $177,683 $271,327 $449,010
3 LogMeln Communications $121,863 $159,064 $280,927
(World Net)
4 101 Voice $192,250 $112,487 $304,737
5 NEC (DTC) $174,694 $194,227 $368,921
Coeo $101,960 $290,393 $392,353
NEC $112,986 $168,042 $281,028
8 8x8 (Maverick) $103,111 $156,812 $259,923
9 Mitel (Intelesys) $78,662 $220,567 $299,229
NEC (Forerunner) $99,490 $177,838 $277,328
11 RingCentral (Blue Violet) $76,173 $162,771 $238,944
12 Windstream $103,570 $151,266 $254,836
13 FirstComm (Integration $98,784 $184,078 $282,862
Partners)
14 RingCentral (Global CTI) $92,673 $162,771 $255,444
15 Smpl $126,017 $200,640 $326,657
16 Cox $51,936 $181,745 $233,861
17 Nextiva $145,365 $233,743 $379,108
18 DialPad (T-Mobile) $130,932 $523,728 $654,660
Pursuant to Laguna Niguel Municipal Code Section 3-6-5, contracts for services that include supplies or equipment are not awarded solely on the basis of cost but on the service provider's professional qualifications, demonstrated competence, and reasonableness of the cost of the services to the City. After completing the RFP evaluation process, and based on all relevant factors, LogMeln Communications (Sandler) represents the best overall value to install and provide a new VolP phone system, replacing the current VolP phone system for the City of Laguna Niguel.

The new VolP phone system provided by LogMeln Communications was selected for its simple user interface, administrative portal that offers drag and drop functionality, and for providing all the state-of-the-art features required in the RFP including access to the video conferencing solution, GoToMeeting, that will be accessible by all staff with a phone extension. In addition, the experience of the LogMeln Communications (Sandler) project management team provided the most customer references from local governments agencies in the region, including implementations for the cities of Aliso Viejo, Dana Point, Palmdale, Paramount, Pico Rivera, and San Juan Capistrano. Reference respondents reported that LogMeln Communications work was completed accurately, thoroughly, and efficiently. In comparison, the 17 other proposals did not provide all the state-of-the-art features required in the RFP or the same level of experience implementing a VolP phone system for local government agencies in the region.

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The cost to implement the new VolP phone system is $147,208. This total includes the provision and configuration of new phone hardware (to replace existing phone hardware at all City facilities), project management, training, and post-implementation support. After implementation, the annual license cost is $39,766 per year; resulting in an annual savings of approximately $24,000 per year in comparison to the use of the current VolP phone system and video conferencing solution.

Staff recommends that the City Council approve the Agreement with LogMeln Communications (Attachment "C") in the not-to-exceed amount of $306,272 to complete the Citywide VolP Phone System Replacement project. The Agreement will also include a not-to-exceed 10% contingency of the total contract in the amount of $30,627 for additional work, if needed, for a total not-to-exceed amount of $336,899. If approved by the City Council, implementation will start in February 2022 and the new VolP phone system will be operational by June 30, 2022.

ALTERNATIVES CONSIDERED

1. One alternative to the recommended action is to select a different firm that responded to the RFP and negotiate a contract with that firm. Staff does not recommend this alternative since staff believes it is in the best interest of the City to contract with LogMeln Communications, due to their level of expertise.

2. The second alternative is to reject all proposals and rebid the RFP. Staff believes that re-advertising and rebidding the project will not result in a more qualified firm than LogMeln Communications with a fair and competitive cost to complete the Citywide VolP Phone System Replacement project.

FISCAL REVIEW
The adopted Fiscal Year 2021-2022 CIP budget for the project is $250,000. The cost to install the new VolP phone system in the first year is $147,208. After implementation and subject to City Council approval, the annual license cost of $39,766 per year will be budgeted in the Administration Department's operating budget. The following is a summary of the project costs:

Funding Sources Expenditures
CIP Fund (American
$250,000 Implementation (Year 1) $147,208
Rescue Plan)
Annual License (Years 2-5) $159,064
10% Contingency for Change
Orders $30,627
Total Cost (Years 1-5) $336,899

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LEGAL REVIEW
The City Attorney's Office has approved the Agreement and this staff report as to form.

CONCLUSION
Staff recommends that the City Council:

3. Authorize the City Manager to execute the Agreement and future amendments to the agreement, subject to the City Attorney making non-substantive changes.

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Samara SEetowneau. Never I Emis
Tamara S. Letourneau Kevin G. Ennis
City Manager City Attorney
Pees
ustin Mai
Deputy City Manager Public Works Director/City Engineer Russell Narahara
Senior Management Analyst
Attachments:

A. RFP for Citywide VolP Phone System Replacement
B. REP Evaluation Summary
C. Agreement with LogMeln Communications for the Citywide VolP Phone System Replacement Project

ATTACHMENT A
RFP for Citywide VolP Phone System Replacement
City of Laguna Niguel
Citywide VolP Phone System Upgrade
Request for Proposals (RFP)
Issued: August 20, 2021 / Due: September 28, 2021 by 2:00 p.m. PST The City of Laguna Niguel (City) is requesting proposals from firms to provide a new cloud hosted Voice over Internet Protocol (VolP) phone system for the City's four facilities. The City's four facilities are pictured above (top left to right): City Hall, Crown Valley Community Center, Skateboard and Soccer Park, and Sea Country Senior & Community Center.

RFP Overview
RFP Title: Citywide Voice over Internet Protocol (VolP) Phone System Upgrade
Scope of Work: See Section 1-4 (Scope of Work).

RFP Submittal Information: Interested vendors will submit:

1. An original plus five (5) printed copies of your proposal in a sealed envelope or box and marked with the RFP
title by the RFP Due Date.

2. A PDF copy of your proposal, emailed to the City
Contact or provided via cloud service (Dropbox,
Google Drive, OneDrive, etc.)
No faxed proposals. Late proposals will not be accepted. No exceptions.

RFP Submittal Location: Laguna Niguel City Hall, c/o Russell Narahara, 30111 Crown Valley Parkway, Laguna Niguel, CA 92677 and email of City Contact.

RFP Due Date: September 28, 2021 by 2:00 p.m. PST
RFP Submittal Requirements: Your proposal must include the information described in Section VI (Forms to be Submitted) of this RFP.

Vendor proposals will be considered non-responsive if the proposal does not provide all the information requested in Section VI.

Prior to Award of Contract: The successful vendor must submit a Certificate of insurance and related endorsements that meets the City's criteria as described in the draft Agreement (Attachment A of this RFP).

Pre-Proposal Meeting: None
REP Questions: Questions regarding this RFP must be submitted in the form of an email with the RFP title in the subject heading. The deadline to submit questions is September 2, 2021 by 10:00 a.m. PST. Questions should be addressed to the City Contact.

City Contact / Russell Narahara
Project Manager: Senior Management Analyst
Phone: (949) 362-4313
Email: [email protected]
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 2 of 60 Table of Contents
I-1. Purpose .. 5
I-2. Background Information 6
I-3. Project Goals and Project Deliverables. 7
I-4. Scope of Work 7
I-4-A. Implementation and Deployment Plan.. .. 8
I-4-B. Training Plan 8
Section II - Proposal Process ..10
II-1. RFP Timeline.. .. 10
II-2. RFP Questions and Responses.......... ........10
II-3. RFP Due Date and Opening 11
II-4. RFP Evaluation Process.. .11
II-5. Vendor Interviews .. ..12
1l-6. Vendor Demonstrations .. 12
II-7. Agreement Award ...12
II-7-A. Request for Council Action. ... 12
II-7-B. Execution of Agreement. 13
II-7-C. Acceptance of Agreement ...13
Section III - Proposal Form and Content.. ...14
III-1. General Information. 14
III-2. Proposal Submission Requirements and Response Format... 14 III-3. Letter of Transmittal.. .. 15
III-4. Statement of Qualifications.. .. 15
III-4-A. Qualifications of the Vendor. 15
III-4-B. Project Manager and Key Personnel Qualifications. .. 15 III-5. Certification Statement.... 16
III-6. Product Description and Functional Requirements. 16 III-7. Project approach, implementation, and training.. ..16 II1-8. support and maintenance .. ..16
III-9. Cost Schedule ..17
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 3 of 60 Section IV - Evaluation / Selection of Proposals ... 18 IV-1. Clarifications 18
IV-2. Proposal Evaluation and Selection ... 18
IV-3. Single or Multiple Contracts.. .. 18
V-4. Term. .. 18
IV-5. Compensation 18
Section V - General RFP Information......... .19
V-1. Public Records. 19
V-2. Cancellation 19
V-3. Late Proposals.... 19
V-4. Disputes .. 19
V-5. Proposer Certifications.. 20
V-6. Nondiscrimination... .. 21
V-7. Proposed Liability 21
V-8. City Requests for Clarification, Additional Research, and Revisions.. .. 21 V-9. Rejection of Proposals .. 22
V-10. Modification or Withdrawal of Proposal by Vendor. .. 22 V-11. Duration of Proposal .. .. 23
V-12. Local, State, and Federal Requirements .. 23
Section VI - Forms to be Submitted.... ...24
VI-1. Certification Statement (submit with proposal). .. 25 VI-2. Product Description and Functional Requirements (submit with proposal). ..26 VI-3. Project Approach, Implementation, and Training (submit with proposal) ..36 VI-4. Support and Maintenance (submit with proposal).. .. 38 VI-5. Cost Schedule (submit with proposal) ..39
Attachment A - City's Sample Professional Services Agreement ..43 City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 4 of 60

SECTION I - BACKGROUND AND SCOPE OF WORK
I-1. PURPOSE
The City of Laguna Niguel ('City") invites qualified vendors to submit proposals to provide the services described in this Request for Proposals (RFP). The City is seeking to replace the existing phone system with a new, cloud hosted Voice over Internet Protocol (VolP) system that blends system reliability, redundancy, and future scalability. An on-premise solution will not be considered.

The VolP system will support the following City facilities located in Laguna Niguel, CA:

No. Facility Description Address
1 City Hall 30111 Crown Valley Parkway
2 Crown Valley Community Center 29751 Crown Valley Parkway 3 Sea Country Senior & Community Center 24602 Aliso Creek Road 4 Skateboard and Soccer Park 27745 Alicia Parkway
The VolP system will support the following departments located in each City facility:

No. Facility Description Department
Administration (City Manager's Office,
City Clerk, HR, IT Services); Community
1 City Hall
Development (Building, Planning);
Finance; Police Services*; Public Works
2 Crown Valley Community Center Parks & Recreation
3 Sea Country Senior & Community Center Parks & Recreation 4 Skateboard and Soccer Park Parks & Recreation
* The VolP system will only support the non-emergency functions of Police Services.

This RFP is for products and services, including project management and implementation of a new VolP system, migration from the existing phone system, deployment of new devices, training, and three years of maintenance and customer support. The City is not soliciting proposals for consulting services only.

The City intends to contract with a single vendor and not with multiple vendors doing business as a joint venture. Any proposal submitted on behalf of any joint venture or partnership between two existing vendors may be considered collusive and may be rejected as non-responsive. Any City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 5 of 60 sub-contractors mentioned in the RFP and/or used for this project will have no formal relationship with the City.

I-2. BACKGROUND INFORMATION
The City of Laguna Niguel is a 14.72 square mile bedroom community with a population of 65,429 located in Orange County, California. The City was incorporated on December 1, 1989 as a master planned community. The City enjoys a strong retail and commercial environment and is known for its mild coastal climate, low crime rate, and its numerous parks and public trails. Over the course of the year, the temperature typically varies from 49°F to 78°F and is rarely below 43°F or above 86°F.

The City's current Mitel phone system was installed in 2011. The Mitel system is onsite (not cloud hosted) and the phones and hardware associated with the system are reaching the end of life and require replacement. The system is currently supported by a contracted Information Technology company and a Mitel reseller.

The decision to issue an RFP was made to allow the City to evaluate current telecommunication systems on the market so the City can find the system that best fits its needs. Those findings formed the basis for the RFP requirements. This RFP is not a reflection of the performance of the current vendors.

The current system has the following:

1. 315 Total Phone Numbers (DIDs):
a. Most users have a direct line and an extension
b. Some numbers are Department numbers and ring on multiple phones c. Some numbers have not been used or assigned to user but are forwarded to other numbers with assigned numbers/phones
d. 20 of the numbers are assigned to the Emergency Operation Center (EOC)

2. 209 phones including:
a. 170 regular desk phones
b. 15 Conference phones
c. 4 Receptionist phones with side car (able to see all BLF at once) d. 20 cordless phones (used outdoors such as on soccer fields)

3. Other Details:
a. 200 Active users/groups
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 6 of 60 b. 10 Auto attendants for Customer Service
1-3. PROJECT GOALS AND PROJECT DELIVERABLES
A new phone system for the City should be a cloud hosted VolP system that is a reliable and manageable system that will scale to meet the City's evolving communication needs and ensure system stability.

The system will meet security and compliance requirements as well as provide features to support the communication needs of the City. The awarded vendor will design, install, migrate from the old system to the new, and provide ongoing maintenance and customer support for a new, cloud hosted VolP system.

The project will be considered successful if the following project deliverables are met:

1. Placement of new system preferably by June 1, 2022, but must be completed by June 30, 2022. This includes decommissioning of old phone system hardware.

2. Awarded vendor will conduct a needs assessment with City departments to determine that the right system solutions and hardware are chosen based on each department's operational needs.

3. All current phone numbers have been moved from existing system to new system.

4. City departments have all resources to properly use the new system; system and hardware should be intuitive and self-service centric.

5. Ongoing support and maintenance are in place at the end of the deployment/system implementation phase.

6. The City's contracted Information Technology company is successfully trained by the vendor, and continued management of the system has been defined. 1-4. SCOPE OF WORK
The awarded vendor will provide and implement a cloud hosted VolP system for the City. That implementation should include the following:

1. Project kickoff

2. Information gathering to ensure the needs of City departments are met

3. IP-based voice capabilities

4. Reliability and system longevity
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 7 of 60

5. System redundancy

6. System administration

7. Support and service capabilities

8. Scalability

9. Training and usage plan

10. Migration plan from the existing phone system

11. Migration of existing incoming lines at the four City facilities

12. Implementation plan and support for all hardware

13. Removal and disposal of all unused legacy equipment from the existing phone system See below for additional details on a selection of anticipated work products (work products not limited to items described).
1-4-A. IMPLEMENTATION AND DEPLOYMENT PLAN
The vendor shall work with City staff to develop an implementation plan and schedule for successful implementation of the system, and deployment of new hardware. The plan shall cover the entire implementation process, including but not limited to detailed requirements, configuration, testing, documentation, training, and "going live." The City's intention is for the vendor's staff to complete the implementation and deployment plan using the vendor's staff and not a sub-contractor to the vendor. 1-4-B. TRAINING PLAN
The vendor shall be responsible for providing in-person training to ensure an understanding of system capabilities and hardware functionality before final implementation and deployment are scheduled and configuration activities are complete.

The City reserves the right to ask the vendor for detailed training information, such as the length of the courses offered, training format, recommended maximum number of attendees, agenda, intended audience, method and time required, and copies of all training materials necessary for the vendor conducted training.

The City reserves the right to reproduce training materials for internal training, refresher courses, or for sessions for new staff following implementation. This applies to the system at deployment as well as subsequent system updates that may require training on new capabilities.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 8 of 60 Further specifics of all above items shall be negotiated through the contracting process between the City and the selected vendor.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 9 of 60

SECTION II - PROPOSAL PROCESS
II-1. RFP TIMELINE
The following is the anticipated RFP Timeline. The timeline is subject to change as additional time is needed. Any timeline changes will be communicated via addendum.

Milestone Date
RFP Issued August 20, 2021
Due date for RFP Questions September 2, 2021 by 10:00 a.m. PST Responses Provided to RFP Questions September 10, 2021
RFP Submittal ("RFP Due Date") September 28, 2021 by 2:00 p.m. PST Vendor Interviews (Zoom) October 27-28, 2021
Finalist Demonstrations (In-person) November 17-18, 2021 City Council Award of Project January 18, 2022 (or, February 1, 2022) Kick-Off Meeting On or before February 28, 2022
Completion of Project On or before June 30, 2022
II-2. RFP QUESTIONS AND RESPONSES
Vendors interested in submitting a proposal are asked not to contact other City staff or City Council Members in connection with the RFP prior to the City Council Award of Project.

Please email all questions pertaining to the RFP to the City Contact on or before September 2, 2021 by 10:00 a.m. PST. No questions will be accepted via phone. Once all questions are received, the City will summarize all questions and their responses in an addendum to the RFP.

The addendum will be provided by September 10, 2021. The addendum will be posted to the City's website: www.cityoflagunaniguel.org/bids.

In case additional clarifications need to be provided after September 10, 2021 and before the RFP Due Date, the City will post additional addenda to the City's website.

Each vendor is responsible for obtaining all addenda prior to submitting a proposal and shall acknowledge in the proposal receipt of each addendum as part of the proposal. Failure to acknowledge receipt of all addenda as part of the proposal may result in rejection of the proposal.

City of Laguna Niguel, CA - RFP - Citywide VoIP Phone System Upgrade Page 10 of 60 II-3. RFP DUE DATE AND OPENING
Proposals are due on or before the RFP Due Date, September 21, 2021 by 2:00 p.m. PST.

Proposals will be addressed to the City Contact:

Laguna Niguel City Hall
c/o Russell Narahara
30111 Crown Valley Parkway
Laguna Niguel, CA 92677
Interested vendors will submit:

1. An original plus five (5) printed copies of your proposal in a sealed envelope or box and marked with the RFP title by the RFP Due Date.

2. A PDF copy of your proposal, emailed to the City Contact or provided via cloud service (Dropbox, Google Drive, OneDrive, etc.)
It is the responsibility of the vendor to ensure the proposal was received by the RFP Due Date.

Hand delivered proposals will be received at the front desk on the second floor of City Hall. No faxed proposals. Late proposals will not be accepted. No exceptions.

The City will not publicly open or read proposals aloud.

II-4. REP EVALUATION PROCESS
This RFP is not a formal bid process governed by formal bid rules typically associated with public works contracts. The evaluation and selection process is based upon consideration of a variety of factors as described below. Accordingly, the City reserves the right to waive technical errors, alter submission dates, issue subsequent requests for proposals, etc.

A citywide review team will be used to evaluate the proposals. The selection will be made based on the recommendation of the team and presented to the City Council for actual adoption and agreement execution. The individual rating and/or evaluation forms prepared by the team members will not be revealed but a summary of the evaluation results will be presented to the City Council.

Emphasis will be placed on the following factors to select the most qualified vendor:

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 11 of 60

1. Proposed solution

2. Project approach

3. Support and maintenance

4. Client references

5. Project cost
Selection by the City shall be based on demonstrated competence and on the professional qualifications necessary for the satisfactory performance of the services required and shall not be awarded solely based on project cost. Selection will be made to ensure that such services are engaged based on demonstrated competence and qualifications for the types of services to be performed and at fair and reasonable prices to the City.

The City shall consider the project cost after the City is satisfied that vendor has demonstrated the competence and professional qualifications necessary to support the project.

I1-5. VENDOR INTERVIEWS
The City will conduct vendor interviews as part of the RFP evaluation process via video conference. The City will provide as much advance notice as possible to selected vendors chosen to take part in the interview process.
1I-6. VENDOR DEMONSTRATIONS
Select vendor (s) will be requested, at no cost to the City, to demonstrate the proposed software and hardware systems during a morning and afternoon session on an agreed upon date between November 11-18, 2021. Demonstrations will be scheduled at City Hall (30111 Crown Valley Parkway, Laguna Niguel, CA).

I1-7. AGREEMENT AWARD
II-7-A. REQUEST FOR COUNCIL ACTION
Following evaluation and rating by the citywide review team, the Project Manager will recommend award to the City Council for consideration of an agreement to the vendor providing the best value to the City. The selected vendor shall enter into an agreement with the City based City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 12 of 60 upon the contents of the RFP and the vendor's proposal. Vendors not chosen will be informed after the City Council Meeting.

II-7-B. EXECUTION OF AGREEMENT
A sample Professional Services Agreement is attached herein as an Attachment "A". "Vendor" will hereinafter be referred to as "Consultant". The term of the Agreement will begin after the Agreement is fully executed and a certificate of insurance and related insurance endorsements that meet the City's standards have been received and approved.

II-7-C. ACCEPTANCE OF AGREEMENT
After the City Council awards the project, the City will work to fully execute the Professional Services Agreement (Attachment "A"). The term of the Professional Services Agreement will be until June 30, 2022 or, until the Project is completed. An amendment to the Professional Services Agreement will be executed in case the term is extended past June 30, 2022.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 13 of 60

SECTION III - PROPOSAL FORM AND CONTENT
III-1. GENERAL INFORMATION
The City reserves the right to retain all proposals submitted. Submission of a proposal indicates vendor's acceptance of the conditions contained in this RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the vendor selected.

The City reserves the right to reject any or all proposals, in whole or part, to waive any informality in any proposal, and to accept the proposal which, in its discretion, is in the best interest of the City. Any vendor may withdraw their proposal, without obligation, at any time prior to the RFP Due Date. A withdrawal will not be effective unless made personally to the City Contact prior to the RFP Due Date. Proposals may later be referred to the City Council for appropriate action.

Proposals must be valid for a minimum of 90 days.

I1I-2. PROPOSAL SUBMISSION REQUIREMENTS AND RESPONSE FORMAT Vendor is responsible for preparing an effective, clear, well-organized, and concise written proposal. Emphasis should be on completeness and clarity of content and cost effectiveness of the proposal.

To be considered for selection, vendors must submit a complete response to this RFP that includes the following mandatory information and/or requirements in the following format and order. Failure to provide any of the information requested below may be cause for the proposal to be considered non-responsive.

1. Letter of Transmittal

2. Statement of Qualifications

3. Certification Statement

4. Completed Product Description and Functional Requirements Section

5. Completed Project Approach, Implementation, and Training Section

6. Completed Support and Maintenance Section

7. Completed Cost Schedule
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 14 of 60 Additional guidelines for the mandatory information and/or requirements listed above are described in the next sections.

III -3. LETTER OF TRANSMITTAL
All proposals must include a cover letter addressed to the City's Project Manager and signed by a duly constituted official legally authorized to bind the vendor to both its proposal and cost schedule. The cover letter may briefly summarize the key provisions of the proposal and acknowledge receipt of all addenda. The cover letter must include the name, address, phone number, and email address of the vendor's main point of contact (to whom the City should direct correspondence). The main point of contact can be different that the vendor's Project Manager.

III-4. STATEMENT OF QUALIFICATIONS
Vendor shall make certain to demonstrate the qualifications and experience of the Project Manager who will work directly with the City rather than only describing the general experience and qualifications of the vendor. The Statement of Qualifications will include the information described below in Section III-4-A and III-4-B.

III-4-A. QUALIFICATIONS OF THE VENDOR

1. Describe the vendor's capabilities and experience.

2. List vendor's experience working with similar projects. The focus should be on recent and local project experience that is relevant to the Scope of Work outlined in this RFP.

III-4-B. PROJECT MANAGER AND KEY PERSONNEL QUALIFICATIONS The project manager is the person who will be assigned by the vendor to provide day-to-day management of this project.

1. List the qualifications of the project manager who will work on this project. Include a description of the relevant education and training, certificates and licenses, professional background, and years of experience with recent and local project experience that is relevant to the Scope of Work in this RFP.

2. Provide three (3) client references who have worked with the project manager.

3. Describe the experience of this project manager, particularly with similar projects for governmental entities in California. Identify the project manager's specific role in City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 15 of 60 relevant projects; do not include projects where the project manager had a minor role or no active role.

4. Provide information about the qualifications and experience of key personnel.

5. Describe the experience of the project manager working with the key personnel.

I1I-5. CERTIFICATION STATEMENT
All proposals must contain a signed certification statement (see Section VI-1).

III-6. PRODUCT DESCRIPTION AND FUNCTIONAL REQUIREMENTS
All proposals must include a completed Section VI-2 (Product Description and Functional Requirements). In case the tables in Section VI-2 do not include sufficient space for the vendor to provide a response to each requirement, the vendor can recreate the tables as required.

If the vendor recreates the tables, the vendor will include the same column headings. That way, the RFP Evaluation Team will be able to compare proposals submitted by different vendors in an efficient manner.

III-7. PROJECT APPROACH, IMPLEMENTATION, AND TRAINING
All proposals must include a completed Section VI-3 (Project Approach, Implementation, and Training). In case the tables in Section VI-3 do not include sufficient space for the vendor to provide a response to each requirement, the vendor can recreate the tables as required.

I1I-8. SUPPORT AND MAINTENANCE
All proposals must include a completed Section VI-4 (Support and Maintenance). In case the tables in Section VI-4 do not include sufficient space for the vendor to provide a response to each requirement, the vendor can recreate the tables as required.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 16 of 60 If the vendor recreates the tables, the vendor will include the same column headings. That way, the REP Evaluation Team will be able to compare proposals submitted by different vendors in an efficient manner.

III-9. COST SCHEDULE
All proposals must include a completed Section VI-5 (Cost Schedule). In case the tables in Section VI-5 do not include sufficient space for the vendor to provide a response to each requirement, the vendor can recreate the tables as required.

Section VI-5 shall be submitted with the proposal but in a separate sealed envelope and as a separate PDF file in the transmission of the proposal via email or cloud service (Dropbox, Google Drive, OneDrive, etc.) That way, Section VI-5 can be considered until after the initial rankings of all proposals.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 17 of 60

SECTION IV - EVALUATION / SELECTION OF PROPOSALS
IV-1. CLARIFICATIONS
•The City reserves the right to seek written clarification of each proposal submitted. The City also reserves the right to require other evidence of minimum qualifications, technical, managerial, financial, or other abilities prior to selection.

IV-2. PROPOSAL EVALUATION AND SELECTION
The City will make a selection based on the evaluation of the written proposals, interviews, and demonstrations. The City may elect to interview all vendors or only the highest ranked vendors).

The City intends to schedule in-person demonstrations with only the finalists (after the interview process). The City reserves the right to request a Best and Final Offer (BAFO) from the top ranked vendors. The City will recommend award of contract to the highest ranked and responsive vendor.

IV-3. SINGLE OR MULTIPLE CONTRACTS
The City will award only one vendor to provide all services described in this RFP.

IV-4. TERM
The contract will begin when the City Council awards the contract at the City Council Meeting on January 18, 2022 (or, February 1, 2022). The contract end date will be when the project is completed, ideally by June 30, 2022.

IV-5. COMPENSATION
The contract will be negotiated on a not-to-exceed price for goods and services.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 18 of 60

SECTION V - GENERAL REP INFORMATION
V-1. PUBLIC RECORDS
Responses to this RFP become the exclusive property of the City and are subject to the California Public Records Act. Those elements in each proposal which are trade secrets as that term is defined in California Civil Code section 3426.1(d) or otherwise exempt by law from disclosure and which are prominently marked as "TRADE SECRET", "CONFIDENTIAL", or "PROPRIETARY" may not be subject to disclosure. The City shall not in any way be liable or responsible for the disclosure of any such records including, without limitation, those so marked if disclosure is deemed to be required by law or by an order of the Court. Vendors which indiscriminately identify all or most of their proposal as exempt from disclosure without justification may be deemed non-responsive.

In the event the City is required to defend an action on a Public Records Act request for any of the contents of a proposal marked "confidential", "proprietary", or "trade secret", the vendor agrees, upon submission of its proposal for City's consideration, to defend and indemnify the City from all costs and expenses, including attorney's fees, if any action or liability arising under the.

Public Records Act.

V-2. CANCELLATION
The City reserves the right to cancel this RFP or the contract award, at any time before execution of the contract by both parties, if cancellation is deemed to be in the best interest of the City. In no event shall the City have any liability for the cancellation of a contract award.

V-3. LATE PROPOSALS
All proposals that are not received by the RFP Due Date will not be considered and will not be returned to the vendor. This includes proposals that are emailed. Delays due to mail and/or delivery handling, including but not limited to delays within the City's internal distribution systems, do not excuse the vendor's responsibility for submitting the proposal to the correct location by the RFP Due Date.

V-4. DISPUTES
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 19 of 60 In case of any doubt or differences of opinion as to the items or services to be furnished hereunder, or the interpretation of the provisions of this RFP, the decision of the City shall be final and binding upon all parties.

V-5. PROPOSER CERTIFICATIONS
By the act of submitting a Proposal in response to this RFP, the Proposer certifies that:

1. The vendor has carefully examined all RFP documents, including the draft Agreement (attached as Attachment "A"), and all addenda, and fully understands the intention of the RFP is to perform all tasks as described in the Scope of Work of this RFP, and the proposal is made in accordance therewith. Except as otherwise noted as part of the proposal, the vendor certifies that vendor is ready, willing, and able to comply with all terms of the attached Agreement.

2. The vendor is familiar with the local conditions under which the work will be performed.

3. The proposal is based upon the requirements described in the RFP, without exception, unless clearly stated in the response.

4. The vendor accepts all of the terms of the City's Agreement and warrants that vendor will fully meet all of the insurance requirements contained therein. If the vendor wishes to amend or modify any terms of the Agreement, such amendment or modification must be stated in particularity in the Proposal. Proposed changes to the Agreement not stated at the time of proposal submission will not be considered. Changes stated will be considered but may not be agreed upon by the City for contract award. If the City does not agree with such noted changes, the vendor may withdraw the proposed change, or the entire proposal and the City may elect to award the contract to the next highest ranked vendor.

5. The vendor certifies, and in the case of sole proprietorship, partnership, or corporation, each party thereto certifies as to its own organization, under penalty of perjury, that to the best of vendor's knowledge and belief, no elected official, employee, or person whose salary is payable, in whole or in part, by the City has a direct or indirect financial interest in the proposal or in the services to which it relates, or in any of the profits thereof, other than as fully described in the vendor's response to this RFP.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 20 of 60

6. The vendor has examined all parts of the RFP, including all requirements and contract terms and conditions thereof, and if its proposal is accepted, the vendor shall accept the contract documents thereto, unless substantive changes are made in same without the approval of the vendor.

7. The vendor, if an individual, is of lawful age; is the only one interested in this proposal; and no person, firm, or corporation, other than that named, has any interest in the proposal, or in the proposed Agreement.

8. The vendor has quality experience providing the types of services and duties as described within the Scope of Work of this RFP.

9. The vendor shall also certify vendor's state of residence.

V-6. NONDISCRIMINATION
By the act of submitting a proposal in response to this RFP, the vendor certifies, under penalty of perjury, that the vendor has not discriminated against minorities, women, or emerging small business enterprises, or a business enterprise that is owned or controlled by or that employs a disabled veteran, in obtaining any required subcontracts.

V-7. PROPOSED LIABILITY
Vendors responding to this RFP do so solely at their expense, and the City is not responsible for any vendor expenses associated with the RFP. By proposing, vendors agree that doing so is at their own risk and the City shall have no liability related thereto. Finalists invited to participate in interview evaluations are responsible for scheduling and paying for their own travel arrangements. The City is not liable for any cost incurred by a vendor in protesting any portion of the RFP documents or the City's selection decision.

V-8. CITY REQUESTS FOR CLARIFICATION, ADDITIONAL RESEARCH, AND REVISIONS The City reserves the right to obtain clarification of any portion of a proposal or to obtain additional information necessary to properly evaluate a particular proposal. Failure of a vendor to timely respond to such a request for additional information or clarification may result in a finding that the vendor is non-responsive and consequent rejection of the proposal.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 21 of 60 The City may obtain information from any legal source for clarification of any proposal. The City need not inform the vendor of any intent to perform additional research in this respect or of any information thereby received.

The City may perform, at its sole option, investigations of any vendor. Information may include, but shall not necessarily be limited to, current litigation and contracting references. All such documents, if requested by the City, become part of the public record and may be disclosed accordingly.

The City reserves the right to request revisions of any proposal after the date and time due and before award for the purpose of obtaining best and final offers.

V-9. REJECTION OF PROPOSALS
The City reserves the right to reject any or all irregularities or omissions in proposals submitted in response to this RFP to the extent it is determined to be in the best interest of the City to do so. Furthermore, the City reserves the right to reject any or all proposals or portions thereof submitted in response to this RFP. Proposals may be rejected for one or more of the following reasons, including but not limited to:

1. Failure of the vendor to adhere to one or more of the provisions established in the RFP.

2. Failure of the vendor to submit a proposal in the format specified herein.

3. Failure of the vendor to submit a proposal within the time requirements established herein.

4. Failure of the vendor to adhere to ethical and professional standards before, during, or following the proposal process.

The City may reject any proposal not in compliance with all prescribed public procurement procedures and requirements, and may reject for good cause any or all proposals upon a finding by the City that it is in the public interest to do so. Rejected proposals are considered to be non- responsive.

V-10. MODIFICATION OR WITHDRAWAL OF PROPOSAL BY VENDOR
A proposal may not be modified, withdrawn, or canceled by the vendor following the time and date the proposals are due (RFP Due Date). Proposals submitted early may be modified or withdrawn only by notice to the City at the proposal submittal location prior to the time and date City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 22 of 60 the proposals are due. Such notice shall be submitted to the Project Manager, by email, sent by a duly authorized representative of the vendor submitting the proposal. All such communication shall be worded so as not to reveal the contents of the original proposal. Withdrawn proposals may be resubmitted prior to the time and date the proposals are due, provided that they are then fully in conformance with the RFP.

V-11. DURATION OF PROPOSAL
Proposal prices, terms, and conditions shall be firm for a period of at least ninety (90) days from the time and date proposals are due. Proposals shall not be subject to future price escalation or changes of terms during the ninety (90) day period.

V-12. LOCAL, STATE, AND FEDERAL REQUIREMENTS
The City intends to select a vendor in accordance with California law and the City's municipal code. Selection of a vendor under this process is not a guarantee of a contract award, nor is the award of a contract for any portion of the project a guarantee of award of a contract for any subsequent work. All work is subject to budgetary and funding constraints of the City.

The selected vendor shall comply with all federal, state, and local laws, regulations, executive orders, and ordinances applicable to the work under the Agreement, including, without limitation, the provisions of: (i) Title VI of the Civil Rights Act of 1964; (ii) Section V of the Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990; (iv) all regulations and administrative rules established pursuant to the foregoing laws; and (v) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules, and regulations.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade . Page 23 of 60

SECTION VI - FORMS TO BE SUBMITTED
Please complete and submit the following forms as part of your proposal:

VI-1. Certification Statement
VI-2. Completed Product Description and Functional Requirements Section VI-3. Completed Project Approach, Implementation, and Training Section VI-4. Completed Support and Maintenance Section
VI-5. Completed Cost Schedule Section
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 24 of 60 VI-1. CERTIFICATION STATEMENT (SUBMIT WITH PROPOSAL)
This certification statement is provided in response to the City of Laguna Niguel's RFP titled:

Citywide VolP Phone System Upgrade
All proposals must include this certification statement, signed by a duly constituted official legally authorized to bind the vendor to both its proposal and cost schedule.

1. Proposal may be released in total as public information in accordance with the requirements of the laws covering the same. Any proprietary information has been clearly marked.

2. Proposal and cost schedule shall be valid and binding for ninety (90) days following the proposal due date or any revised proposal submission date, whichever is later, and will become part of the contract that is negotiated with the City.

3. The vendor has not and will not discriminate against a subcontractor in the awarding of a subcontract because the subcontractor is a minority, woman, or emerging small business enterprise.

4. The vendor certifies that this proposal has been arrived at independently and has been submitted without collusion designed to limit independent bidding or competition.

5. The vendor has not had any communication with a City Councilmember in relation to their proposal. If so, vendor will provide a copy of such communication for the public record.

6. The vendor has never been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or safety regulation.

Vendor's Signature Date
Print Name Title
Vendor's Federal Taxpayer Identification Number:

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 25 of 60 VI-2. PRODUCT DESCRIPTION AND FUNCTIONAL REQUIREMENTS (SUBMIT WITH

PROPOSAL)
The vendor's proposal must include the following items. If you are unable to provide any of the requested items, please identify which ones and why you are unable to provide them. If what you normally provide varies from what is requested, please explain how and why.

Please indicate the availability of the requested features using the acronyms below:

Acronym Description
Yes. The proposed system currently meets this requirement and is included with Y
the standard system at no additional cost.

Add-on. The proposed system currently meets this requirement with an add-on AO
module that is fully integrated. Provide the add-on cost in the comments section.

Under Development. The proposed system does not include this requirement, UD but the feature will be available in the future. Provide the timeline and cost in the comments section.

Customizable Service. The proposed system does not include this requirement, CS but the feature can be added through customizable services. Provide the not-to- exceed cost in the comments section.

The proposed system will include the following deliverables:

Table 1: Basic Features and Functionality
No. Feature Availability Comments
Proposed system shall fulfill a
complete replacement of existing
1 phone and communication
infrastructure with interconnectivity
to all facilities.

Proposed system shall include
2 adaptability to expand to additional
facilities.

Proposed system shall be a hosted
3 VolP cloud solution.

Proposed system shall have a single
4 reach number (voice, fax, SMS) for
each desktop phone.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 26 of 60 Proposed system shall have the
5 ability to manage system online
through a secure cloud portal.

Proposed system shall include mobile
6 phone integration.

Proposed system shall have a soft
phone app that will work on a mobile
7 phone and desktop. Shall work on
Windows, Mac, ios, and Android
platforms.

Proposed system shall be easily
configured and installed with minimal
8 disruption to existing phone call
capabilities.
9 Proposed system shall have limitless
concurrent call paths.

Proposed system shall have a chat
10 feature.

Proposed system shall integrate with
11 at least twelve dedicated fax
machines.

Proposed system is completely
12 customizable by City staff via an
online portal.
(Optional) Proposed system can send
13 SMS/text from assigned single reach
number.

Table 2: Phone Station Requirements
No. Feature Availability Comments
Proposed system shall provide
1 approximately 194 non-conference
phones and required connections.

Proposed system shall provide
2 approximately 15 conference phones
and required connections.

Proposed system shall be VolP/SIP
3 (Voice over Internet Protocol /
Session Initiated Protocol) based.

Proposed system shall be powered by
4 PoE (Power Over Ethernet).

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 27 of 60 Proposed system shall include long
5 distance service.

Proposed phone shall have 1 GbE
6 (Gigabit Ethernet Pass-Through) Pass
Through.

Proposed phone shall be multiple line
7 capable (minimum 4 lines).

Proposed phone shall be compatible
8 with Bluetooth headsets/earphones.

Proposed phone shall be headset
9 compatible (standard 3.5mm).
(Optional) Proposed phone is
10 cordless.
(Optional) Proposed phone offers
11 video conferencing capabilities.

Table 3: Phone Types and Descriptions
No. Feature Availability Comments
Vendor will provide documentation
and pricing for phone types available
that includes basic phones, phones
1 with advanced features, multiline
phones for reception areas, courtesy
phones*, conference phones, soft
phones.

Vendor will provide documentation
2 and pricing for conference room
phone options.

Vendor will provide documentation
and pricing for accessories such as
3 wired or wireless headsets and
wireless handsets.
* Courtesy phones are available to the general public and require the ability to block long distance calls, program auto dialing of a specific line when the handset is picked up or a button is pushed.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 28 of 60 Table 4: Conference Call Required Features
No. Feature Availability Comments
Proposed system shall include
multiple dedicated conference calling
1 lines (up to 50 people on a single line)
per phone.
(Optional) Proposed system can
2 include personal conference calling
lines dedicated for each user.

Table 5: Voicemail Required Features
No. Feature Availability Comments
Proposed system shall include
1 personal mailboxes.

Proposed system shall include group
2 mailboxes.

Proposed system shall be able to
3 forward voicemails to emails.
(Optional) Proposed system shall
4 transcribe voicemails to emails.

Table 6: Automated Attendant Required Features
No. Feature Availability Comments
Proposed system shall include day,
1 night and holiday modes.

Proposed system shall be compatible
2 with a call center environment.
(Optional) Proposed system can
3 include on-hold music and
messaging.

Table 7: System and Software Administration Required Features No. Feature Availability Comments
Proposed system shall include web-
based client tool for directory lookup,
1 phone call control and presence
indication.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 29 of 60 (Optional) Proposed system can
2 include third party software
integration.

Table 8: Network Requirements
No. Feature Availability Comments
Proposed system shall be compatible
1 with Cox and AT&T internet service.

Proposed system shall include twelve
2 (12) dedicated fax lines.

Proposed system shall include a fax
3 server with fax routing via email for
all users.

Table 9: System Monitoring and Diagnostics
No. Feature Availability Comments
Proposed system shall include
1 reporting tools such as analytics.
(Optional) Proposed system shall
2 include call recording.

Table 10: System Reliability and Availability
No. Feature Availability Comments
Proposed system shall include
backup, failover, and disaster
1 recovery capabilities to ensure
system functionality.

Proposed system shall include crash
reporting for both the web-based
2 client and the mobile integration
solution.

Proposed system shall include 24/7
3 support and maintenance.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 30 of 60 Table 11: Training
No. Feature Availability Comments
Proposed system shall include up to
1 24 hours of in person and/or
recorded webinar trainings.

Proposed system shall include
2 manuals and materials associated
with the phones and software.

Table 12: Security Features
No. Feature Availability Comments
Proposed system shall have over
several layers of security including
1 physical, network, host, data,
application, business process and
enterprise organization.

Proposed system shall offer
2 transmission security to prevent
interception of communications.

Proposed system shall offer
infrastructure security including
3 network and applications,
administrative functions, technology,
and operational functions.

Proposed system shall offer physical
4 and environmental security.

Proposed system shall offer proactive
5 fraud mitigation.

Table 13: System Reporting and Call Detail Reporting
No. Feature Availability Comments
Ability to use one centralized call
accounting system to track calls out
of all locations on the network. The
call accounting system must be able
1 to distinguish which phone originated
the call regardless of the phone's
physical location on the network. The
system should also be able to track an
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 31 of 60 outside call through its destination,
including any internal transfers.

Call Detail Reporting (CDR) records
must be in an exportable format for
2 external analysis. Acceptable formats
include Microsoft Excel, Open Office
Spreadsheet, etc.

Offerors must indicate whether
additional hardware, ie. call
3 reporting server, is necessary for
implementation.

To implement and support the proposed system, the City desires the level of service described in the tables below. Please indicate the availability of the requested level of service using the acronyms below:

Acronym Description
Yes. The vendor will provide the desired level of service as part of the proposed Y
cost.

N No. The vendor will not provide the desired level of service as part of the proposed cost.

Can Provide. The vendor can provide the desired level of service for an additional CP
cost as detailed in the vendor's proposal.

Project Management
No. Level of Service Availability Comments
It is important for the selected vendor
to provide support for an organized
transition from the existing system to
the new system; ensuring internal
1 and external communications are
maintained and the ease of use
through the transition is emphasized
to staff and clients.

The City ultimately desires a turn-key
solution with regard to the full cloud
2 hosted VoIP phone system solution
and will own the hardware.

Vendor will provide project plan or
3 timeline down to task details as well
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 32 of 60 as weekly check-ins with City's
project team.

Vendor will perform validation of
existing environment outlined within
4 RFP which includes discovery and
interviews with City departments.

Vendor will perform all work to get
the phones working and have staff
onsite the City's facilities to
5 troubleshoot and ensure all phones
are operational pursuant to the
standards established in this RFP.

Vendor shall assign a project manager
6 to the project to work with the City's
project team.

Vendor is required to submit a
complete description of the key
7 activities and responsibilities
required for the implementation of
the proposed system.

Vendor will provide a master project
schedule, including a detailed
timeline, that will identify the tasks
the vendor will perform and the tasks
8 the City is expected to perform to
successfully implement the new
system (assuming the contract is fully
executed in February 2022).

Vendor shall be involved in the
deployment of the system while
working with the City's contracted
9 Information Technology vendor. The
proposed system should be plug and
play.

Vendor shall be required to work with
AT&T and Cox to coordinate the
ordering and installation of all WAN
10 (wide area network), PRI (primary
rate interface) and other
communication services related to
this project.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 33 of 60 Vendor should include any additional
11 routers, POE switches, servers and
circuits required
The City reserves the option to seek
its own pricing for equipment that
12 meets or exceeds the vendor's
specifications.

Vendor will coordinate with the City's
contracted Information Technology
13 vendor to install and configure IP
management software as necessary.

Vendor shall configure call routing
14 and hunt groups for each City facility.

Vendor will install and configure IP
client software on all workstations or
provide a mechanism to 'push' client
15 software to each workstation.

Configuration includes successful
integration with locally installed
Microsoft Outlook client.

Vendor will coordinate the seamless
port of phone numbers with existing
16 carriers. These numbers will be
provided at time of award.

Vendor will provide porting
procedures and any reason existing
17 numbers would not be eligible for
porting.

System Warranty
No. Level of Service Availability Comments
Vendor will provide a complete
maintenance and warranty
agreement as part of the proposal,
1 including all options available for
extended coverage and full pricing
details for each level of coverage.

During the warranty period and any
2 subsequent maintenance agreement,
any defective components shall be
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 34 of 60 repaired or replaced at no cost to the
City.

All system maintenance during the
warranty period and under any
maintenance agreements shall be
performed by the successful bidding
3 organization using personnel
employed by the vendor and at no
additional cost to the City other than
those charges stipulated to maintain
the warranty.

Support
No. Level of Service Availability Comments
During the warranty period, the
successful vendor must be available
1 24 hours a day, 7 days a week to
resolve issues.

Vendor will describe their definitions
2 of major and minor problems.

The successful vendor must include in
its pricing software assurance and
3 other regular software upgrades for
the warranty period.

Vendors should estimate the cost of
future software upgrades on an
annualized basis beyond the term of
the warranty.

Vendors should estimate the cost of
future support services on an
5 annualized basis beyond the term of
the warranty.

Vendors shall provide the availability
6 of spare parts in the area for critical
hardware.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 35 of 60 VI-3. PROJECT APPROACH, IMPLEMENTATION, AND TRAINING (SUBMIT WITH

PROPOSAL
Project approach is very important to the City as the chosen vendor will need to be a partner that will work with the City not only through project planning and implementation, but also ongoing support and maintenance. On additional pieces of paper, please answer the following questions in the order listed below.

1. Project Approach and Implementation
a. Describe how you would implement a new, cloud hosted VolP system for the City. i. Include what system would be deployed and why.
ii. Provide a detailed explanation of the approach to work, techniques you would expect to use, and the responsibilities of each person on your project team.
ili. Please specifically address the milestones and work products described in Background and Scope of Work (Section I) of this RFP. Your response should include an explanation of any modification of the work items and the scope of work.
iv. Provide a detailed explanation how you will update the City on the progress of the project and any issues, needs, etc. that arise during the project.
b. Describe how your solution will address the goals and desired outcomes outlined in the Background and Scope of Work (Section I).
c. Describe your approach to the overall management and integration of all activities required by the Background and Scope of Work (Section I), including quality assurance, responsibility, and cost control.
d. Provide a list and proposed timeline of all major implementation milestones/events as outlined in the Background and Scope of Work (Section I) and any other milestones/events needed to complete the work.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 36 of 60 e. Explain whether the ongoing pandemic has affected your supply chain and ability to procure an inventory of phones in support of this project. In case delays are evident, ensure the proposed timeline factors in the delays and clearly communicate these details in your proposal.
f. Describe your approach to information/requirements gathering from the City. g. Describe how you will approach required customizations to the proposed system. h. Describe your plan to minimize system outages during working hours, Monday - Friday, 8am to 5pm, regarding the removal of the existing system and implementation of the new system.

2. Training
As part of the project, the awarded vendor will recommend and work with the City to develop and provide training. The vendor will allow the City to review training materials prior to training and all the City to customize the training materials as required. a. Describe training provided for end users for base phone functions. b. Describe training provided for users on advanced features. c. Describe training provided for users and the City's contracted Information Technology providers who will administer the system.
d. Describe any training options available after implementation for new employees. e. Describe system documentation provided to users and technical staff who will administer and maintain the system.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 37 of 60 VI-4. SUPPORT AND MAINTENANCE (SUBMIT WITH PROPOSAL)
The City prefers that the vendor and the proposed system incorporate ongoing support and maintenance into their proposal. On additional pieces of paper, please answer the following questions in the order listed below.

1. Describe your approach to ongoing system support and maintenance.

2. Describe the support and maintenance model included within this proposal.

3. Describe whether the proposed system includes onsite or remote support.

4. Describe how you will typically provide remote support for the system.

5. Describe your definition of emergency support and the corresponding service level agreement (SLA).

6. Describe how you assign Technical Area Manager/Account Managers.

7. Describe the software upgrade and/or patch release cycle.

8. Describe the process for adding locations for new service within the City.

9. Describe the process to replace an extension with a new or upgraded phone.

10. Describe how the system can grow with the City as new technology is integrated.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 38 of 60 VI-5. COST SCHEDULE (SUBMIT WITH PROPOSAL)
Please submit the cost schedule as a stand-alone document submitted in a separate envelope and as a separate PDF file that's emailed to the City Contact or provided via cloud service (Dropbox, Google Drive, OneDrive, etc.)
In the following sections, please provide your estimate for each line item. Add lines as needed.

If the response form does not exactly fit your pricing method, please submit a cost schedule that attempts to incorporate the example cost schedule below.

Estimated level of effort and hours is used for comparison purposes and does not limit the actual level of effort by the selected vendor to complete all work under a not-to-exceed amount or maximum price contract.

Project Summary Costs
#of Cost Total
# Description Comment
Hours per Hour Cost
1 Project management
2 Product consulting and needs assessment
3 Programming and product customization
4 General configuration support
5 Migration and deployment of hardware
6 Training
7 Removal and disposal of old equipment
8 Other (Insert Description)
License Costs - 1s* year and Ongoing
Cost Basis (e.g. flat Total Comment
Year Description
fee, # of users) Cost
1 2
3 4
5 City of Laguna Niguel, CA - RFP - Citywide VoIP Phone System Upgrade Page 39 of 60 Maintenance Costs - 1 year and Ongoing
Cost Basis (e.g. flat Total
Year Description Comment
fee, # of users) Cost
1 2
3 4
5 Phone Costs - add additional items
Cost Basis (e.g. flat Total Comment
# Description Quantity
fee, # of users) Cost
1 Standard IP desk phone
2 IP switchboard phone
3 Advanced IP desk phone
4 Courtesy phone
5 Conference phone
6 Auto attendant system
7 Other (Insert Description)
Infrastructure Hardware Costs - please list any anticipated hardware needs and associated costs Cost Basis (e.g. flat Total
# Description Quantity Comment
fee, # of users) Cost
1 Standard IP desk phone
2 IP switchboard phone
3 Advanced IP desk phone
4 Courtesy phone
5 Conference phone
6 Auto attendant system
7 Other (Insert Description)
Travel
Cost per Total Comment
# Expense Purpose # of Trips #of Staff
Staff Cost
Transportation
Lodging
Meals
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 40 of 60 Local
Transportation
Other/Misc.

System Customization Costs
Cost per Total Comment
# Description # of Hours Cost
Hour
1 2
3 Special Requests or Broadening Scope of Work
Additionally, please describe the method used to charge for any special requests, reports, or broadening of the scope of work beyond that described in this RFP.

Other Anticipated Costs (not listed above)
Unit of Cost per Total Comment
Description Units
Measure Unit Cost
Total cost of the Project, including all items above:

Optional hardware or service costs as called out in the RFP requirements (costs of optional items will not be weighted in the review of the cost schedule) Cost Basis (e.g., flat Ongoing Cost Total
# Description Comment
fee, # of users) (if applicable) Cost
1 Electronic faxing
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 41 of 60 2 Headsets - wireless
and corded
3 Call recording
system
4 Wireless handsets
or IP desk phones
5 Other
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 42 of 60

ATTACHMENT A - CITY'S SAMPLE PROFESSIONAL SERVICES AGREEMENT

AGREEMENT FOR PROFESSIONAL SERVICES
(PUBLIC WORKS DEPARTMENT)
THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made by and between the City of Lagun
Viguel, a municipal corporation, hereinafter the "City", and [Company Namel. , hereinafter the "Consultant".

RECIIALS:

The City desires to contract with selected professional consultants to provide professional [architectural/engineering/special inspection & testing services to support the Public Works Department in the following categories: 1) Design Engineering, 2) Plan Checking; 3) Project and Program Management and 4) Construction Management and/or Inspection Services.]
B. The City circulated a Request for Proposals for the above-described professional services on ,20_
Consultant submitted a proposal to City to provide the above-described professional services dated _20
D. City Staff has reviewed all the proposals and after considering the demonstrated competence of Consultant, the professional qualifications of Consultant, and the fairness and reasonableness of Consultant's proposed cost, staff has determined that an agreement to provide the required services should be awarded to Consultant.

The City desires to enter into an agreement with Consultant for the above- described professional services.

AGREEMENI:

NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual promises and covenants herein contained, the parties hereto agree as follows:

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 43 of 60

1. Services to be Performed by Consultant. Consultant agrees to perform the professional services for City and to prepare and deliver the work products to City, in a manner satistactory to City, as described in the Scope of Services (Scope of Services") which is attached hereto as Exhibit "A."

2. Additional or Different Services. Any proposed changes in the Scope of Services which are the subject of this Agreement shall be made only by written amendment to this Agreement.

3. Term. This Agreement shall become effective on the date stated above and will continue in effect [for a period of _) days thereafter] [or until the work required by this Agreement is completed] subject to termination as provided in paragraph 27, except the indemnification provisions contained in paragraph 18 shall remain in full force and effect after the Agreement is terminated. The parties may mutually agree in writing to extend the Term of the Agreement.

4. Payment.

A. Payment for Services. City agrees to pay Consultant for providing the professional services which are described in the Scope of Services, and to pay for those services in the amount and in the manner and at the times set forth in Exhibit "B" (Compensation) for the not to exceed sum of $xxxx.

B. Invoices. Upon submission of each invoice, if the City is satisfied that the Consultant has performed the services described therein, the City shall promptly approve the invoice, in which event, payment shall be made within 30 days of receipt of the invoice by the City. Such approval shall not be unreasonably withheld.

5. Ownership of Documents and Drawings. All original drawings, plans, designs, reports, notes, calculations, maps, and other documents developed during the course of Consultant providing the professional services required by the Scope of Services shall be the property of the City and shall be provided by Consultant to City upon their completion and payment of relevant invoices, or in the event the Agreement is terminated prior to completion, Consultant shall provide all work in progress, subject to payment of relevant invoices. Further, even if this Agreement is terminated, said documents shall be the property of the City and may be used by City as it determines appropriate. Reuse or modification of any such documents by the City for purposes outside of the Scope of Services set forth in this Agreement, without Consultant's written permission, shall be at City's sole risk, and City agrees to indemnify and hold Consultant harmless from all claims, damages, and expenses, including attorney's fees, arising out of such reuse by City or others acting through City; however City shall not be liable for any unauthorized use by third parties.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 44 of 60 Time is of the Essence. Consultant agrees to perform the services and deliver the work products provided for herein in strict accordance with any schedules set forth in the attached Exhibit "C" (Schedule of Performance). Notwithstanding any other provisions of this Agreement, the Consultant shall not have liability for, or be deemed in breach of delays caused by, any factor outside of its reasonable control, including but not limited to natural disasters, adverse weather, or acts of the City, third parties, or other governmental agencies.

Consultant to • Supply Instrumentalities. Consultant shall supply all instrumentalities required to perform the services under this Agreement.

8. Licenses; Standard of Care.

Qualifications. Consultant represents and agrees that all personnel engaged by Consultant in performing services are and shall be fully qualified and are authorized or permitted under state and local law to perform such services. Consultant represents and warrants to City that it has all licenses, permits, qualifications, and approvals required of its profession to provide the services and work required to be performed by this Agreement. Consultant further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this Agreement.

B. Standard of Care. Consultant shall perform the services under this Agreement in a skillful and competent manner. The Consultant shall be responsible to City for any errors or omissions in the performance of work pursuant to this Agreement.

Should any errors caused by Consultant be found in such services or products, Consultant shall correct the errors at no additional charge to City by redoing the professional work and/or revising the work products) called for in the Scope of Services to eliminate the errors.

9. Legal Responsibilities. Consultant shall keep itself informed of all State and Federal laws and regulations which may, in any manner, affect those employed by it or in any way affect the performance of its services pursuant to this Agreement. Consultant shall, at all times, observe and comply with all such laws and regulations. City, and its officers and employees, shall not be liable at law or in equity by reason of the failure of the Consultant to comply with this paragraph.

10. Prevailing Wages.

A. Public Works. This Agreement calls for services that, in whole or in part, constitute "public works" as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Consultant acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 45 of 60 regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those services that are "public works", Consultant shall comply with and be bound by all the terms, rules and regulations described in Chapter 1 and the rules and regulations established by the DIR implementing such statutes as though set forth in full herein.

B. Contracts. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of paragraph A of this Section.

C. Registration with DIR. Consultant shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement.

Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If the Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City.

D. Compliance Monitoring. Pursuant to Labor Code Section 1771.4, Consultant's Services are subject to compliance monitoring and enforcement by DIR.

Consultant shall post job site notices, as prescribed by DIR regulations.

E. Copies of Per Diem Wages. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement.

Penalties. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Consultant shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor.

Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 46 of 60 subcontractor to: (1) keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; (2) certify and make such payroll records available for inspection as provided by Section 1776; and (3) inform City of the location of the records.

H. Apprentices. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement.

1. Debarment or Suspension. The Consultant shall not perform work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. The Consultant and Subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If the Consultant or any subcontractor becomes debarred or suspended during the duration of the project, the Consultant shall immediately notify City.

J. Overtime. Consultant acknowledges that eight hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay.

K. Workers' Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 47 of 60 compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract."
Subcontractors. For every subcontractor who will perform work on the project, Consultant shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions.

Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any failure.

M. Indemnification. To the maximum extent permitted by law, Consultant shall indemnify, hold harmless and defend (at Consultant's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions arising out of the payment of prevailing wages by any person or entity (including Consultant, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Consultant under this Section shall survive the termination of the Agreement.

11. Non-Assignability. Neither this Agreement nor any rights, title, interest, duties or obligations under this Agreement may be assigned, transferred, conveyed or otherwise disposed of by Consultant without the prior written consent of City.

12. Subcontracting Subject to Approval. Consultant may not subcontract any portion of the work required by this Agreement to other persons or firms unless Consultant first obtains the written consent of City to engage in such subcontracting.

13. Independent Consultant. Consultant is and shall at all times remain as to City a wholly independent contractor. Neither the City nor any of its officers, employees, or agents, shall have control over the conduct of the Consultant or any of the Consultant's officers, employees, or agents. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents, are officers, employees, or agents, of the City. Except as specified in writing by City, Consultant shall have no authority, expressed or implied, to act on behalf of City, and Consultant shall have no authority, expressed or implied, to incur any obligation or liability against the City.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 48 of 60 Consultant shall be responsible for and pay all taxes and other payments for Consultant and its employees for Federal and State income taxes, including withholding of taxes, Social Security, worker's compensation insurance, State disability insurance, unemployment insurance, and all other similar items.

14. Administration. This Agreement will be administered by the Public Works Department. The Public Works Director or his or her designee shall be considered the Project Manager and shall have the authority to act for the City under this Agreement.

The Project Manager shall represent the City in all matters pertaining to the services to be rendered pursuant to this Agreement.

15. Progress. Consultant is responsible to keep the Project Manager informed on a regular basis regarding the status and progress of the work being performed pursuant to this Agreement.

16. Cooperation of City. City agrees to comply with all reasonable requests of Consultant and provide access to all documents reasonably necessary for the performance of Consultant's duties under this Agreement.

17. Confidentiality. No news releases, including photographs, public announcements, or confirmations of the same, of any part of the work being performed pursuant to this Agreement shall be made without prior written approval of the City. The information which results from performing the services required by this Agreement is to be kept confidential unless the release of information is authorized by the City.

18. Conflicts of Interest. Consultant represents that it is not currently engaged in and has not contracted to perform work on the behalf of any party or parties whose interests are or would reasonably appear to be adverse to those of City. In the event that Consultant should discover that it has represented, is representing or is being requested to perform work for a party or parties with interests adverse to those of City, Consultant shall immediately notify City in writing of such situation. Said notification requirement shall apply to all work performed by Consultant for another party or parties, with interests adverse to those of City, on a subcontract as well as on a contract or other basis. Further, the Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall comply with all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by the City. Consultant agrees not to provide services within the City boundaries for any other public or private entities without prior written approval from City.

19. Indemnification.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 49 of 60 A. General Indemnity. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent consultant in the role of City officials (collectively "Indemnitees"), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.

Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.

For Design Professional Services. If Consultant's services hereunder include the performance of professional services by a "design professional," as the term is defined under California Civil Code § 2782.8(c), then to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, indemnify and hold harmless the Indemnitees, and each of them, from and against any and all Liabilities, including fees of accountants and other professionals, and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense, whether actual, alleged or threatened, to the extent arising out of, pertaining to, or relating to, in whole or in part, the negligence, recklessness or willful misconduct of the Consultant, and/or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual for whom the Consultant shall bear legal liability) in the performance of design professional services under this Agreement.

Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant, exceed Consultant's proportionate percentage of fault.

C. Subconsultants. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement.

D. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 50 of 60 the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.

E. Survival and Offset. The provisions of this Section 19 shall survive the termination of this Agreement. City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph.

20. Liability Insurance.

A. Insurance Policies. Without limiting Consultant's indemnification of City as described in paragraph 19, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement policy or policies of liability insurance of the type and amounts described below and satisfactory to the City Attorney. Such policies shall be signed by a person authorized by that insurer to bind coverage on its behalf and must be filed with the City prior to exercising any right or performing any work pursuant to this Agreement.

B. Named Additional Insured. The City of Laguna Niguel and its Council members, officers, officials, employees, agents, and volunteers shall be named as additional insureds under the policies required by subparagraphs General and Auto Insurances for all liability arising from Consultant's performance of services pursuant to this Agreement. This insurance shall be primary to any insurance maintained by the City. City insurance shall not contribute to any judgment rendered against the City.

C. Insurance Coverage. Prior to the commencement of any services hereunder, Consultant shall provide to City certificates of insurance with original endorsements, and copies of policies, if requested by City, of the following insurance coverage:
1) General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. 2) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 51 of 60 Professional Liability (errors & omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this agreement.

Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
5) Cyberliability Insurance. Consultant shall maintain cyberliability insurance in the amount of $5,000,000.00 per occurrence providing protection against claims and liabilities arising from: (i) errors and omissions in connection with maintaining security of City Data; (ii) data breach including theft, destruction, and/or unauthorized use of City Data; (iii) identity theft; and (iv) violation of privacy rights due to a breach of City Data.

D. Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultant.

E. Duration of coverage. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subcontractors.

F. Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 52 of 60 G. City's rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City Will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.

H. Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager.

1. Enforcement of contract provisions (non estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of noncompliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.

J. Requirements not limiting. Requirements of specific coverage features, or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.

L. Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 53 of 60 M. Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.

N. Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions.

O. Pass Through Clause. Consultant agrees to ensure that its subcontractor, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subconsultant, and others engaged in the project will be submitted to City for review.

P. City's right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation.

Q. Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.

R. Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.

S. Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.

21. Nondiscrimination by Consultant. Consultant represents and agrees that Consultant, its affiliates, subsidiaries, or holding companies do not and will not discriminate against any subcontractor,. consultant, employee, or applicant for City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 54 of 60 employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or any protected class or basis prohibited by law. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.

22. City's Rights to Employ Other Consultants. City reserves the right to employ other consultants in connection with the subject matter of the Scope of Services.

23. Consultant's Records. Consultant shall keep records and invoices in connection with it work performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records.

Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

24. Notices. Every notice, demand or request (hereinafter described in this Section as a "Notice") that is given by either party to the other under or in connection with this Agreement shall be in writing, and shall be given: (i) by email, to the applicable email address specified below; or (ii) by United States certified mail, postage prepaid, return receipt requested, or by same-day or overnight reputable private courier, addressed to the party to be served at its address below. Either party may change its email address for Notices, or its address for Notices, by a Notice given in accordance with this Section. Notices shall be deemed to have been delivered: (i) if sent by email, on the next business day, provided the sender's email system confirms has been delivered or does not indicate that delivery did not occur, as applicable; (i) if sent by certified mail, three (3) days after deposit into the U.S. mail; and (iii) if sent by private courier, one business day after deposit with the courier for overnight delivery (unless the delivery service indicates to the sender that delivery has not occurred, in which case delivery shall be deemed to occur when the delivery service indicates to the sender that it has actually occurred).

CITY: City of Laguna Niguel
Attn: Public Works Director
30111 Crown Valley Parkway
Laguna Niguel, CA 92677
Email:

CONSULTANT: Company Name
Attn: Name
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 55 of 60 Business Mailing Address
City, State, Zip Code
Email:

25. Entire Agreement. This Agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the rendering of services described in Scope of Services hereto by Consultant for City and contains all of the covenants and agreements between the parties with respect to the rendering of such services. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made with regard to such services by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise regarding such services not contained in this Agreement shall be valid or binding. Any modification or amendment of this Agreement will be effective only if it is in writing and signed by both parties to this Agreement.

26. Exhibits. The Exhibits referenced in this Agreement are attached hereto and incorporated herein by this reference as though set forth in full in the Agreement.

27. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of California. Any legal action in which enforcement of the terms and conditions of this Agreement is requested, or in which it is alleged that a breach of this Agreement has taken place, shall be filed and prosecuted in the County of Orange, California.

28. Termination. City may terminate this Agreement, without cause or penalty, by providing written notice to the Consultant that the Agreement is terminated. Said written notice shall be provided at least fifteen (15) days in advance of the termination date.

Unless terminated as provided herein, this Agreement shall continue in effect for the period set forth in Section 3.

29. Breach of Agreement. If Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance.

In the event that Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity, or under this Agreement. The failure of City to object to any default in the performance of the terms and conditions of this Agreement shall not constitute a waiver of either that term or condition or any other term or condition of this Agreement.

30. Attorney Fees. If any legal proceeding, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 56 of 60 be entitled to reasonable attorney's fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled.

Severability. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.

32. Successors and Assigns. The terms and conditions of this Agreement shall be binding on the successors and assigns of the parties to this Agreement.

33. Authority to Sign. The person(s) executing this Agreement on behalf of the Consultant warrants and represents that they the authority to execute this Agreement on behalf of the Consultant and have the authority to bind the Consultant to the performance of the obligations hereunder.

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 57 of 60 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
"CITY"

CITY OF LAGUNA NIGUEL
By: _
Tamara S. Letourneau
City Manager
ATTEST:

Eileen C. Gomez,
City Clerk

APPROVED AS TO FORM BY THE

CITY ATTORNEY FOR THE

CITY OF LAGUNA NIGUEL,

CALIFORNIA
Kevin G. Ennis
City Attorney
"CONSULTANT"

COMPANY NAME
By: _
Print Name:

Title:

By: _
Print Name:

Title:

City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 58 of 60 EXHIBIT "A"

SCOPE OF SERVICES
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 59 of 60 EXHIBIT "B"

COMPENSATION
[The method of compensation may include: (i) a lump sum payment upon completion of the services, (i) payment in accordance with specified tasks or the percentage of completion of the services, (iii) payment for time and materials based upon Consultant's rates, provided that time estimates are provided for the performance of sub tasks, but not exceeding the not-to-exceed sum or (iv) such other methods as may be agreed upon between the parties.]
City of Laguna Niguel, CA - RFP - Citywide VolP Phone System Upgrade Page 60 of 60

ATTACHMENT B
RFP Evaluation Summary
City of Laguna Niguel
Public Works Department
30111 Crown Valley Parkway, Laguna Niguel, CA 92677
(949) 362-4337 - www.cityoflagunaniguel.org/pw
RFP Name: Citywide VolP Phone System Upgrade
RFP Issue Date: August 20, 2021
RFP Due Date: October 6, 2021
No. of Bidders: 18
Evaluation Summary
Firm Name Evaluation Average Evaluation Ranking
LogMeln (Sandler) 85 1
ENA 76 2
LogMeln (World Net) 55 3
101Voice 52 4
NEC (DTC) 49 5
Coeo 38 6
NEC 28 7
8x8 (Maverick) 27 8
Mitel (Intelesys) 27 9
NEC (Forerunner) 27 10
RingCentral (Blueviolet) 11
Windstream 23 12
FirstComm (Integration Partners) 22 13
RingCentral (Global CTI) 21 14
Smpl 21 15
Cox 16 16
Nextiva 16 17
DialPad (T-Mobile) 12 18

ATTACHMENT C
Agreement with LogMeln Communications for the
Citywide VolP Phone System Replacement Project
LogMeln TERMS OF SERVICE
This is a legal agreement between the City of Laguna Niguel, a California municipal corporation ("Customer" or "you") agreeing to these Terms of Service ("Terms") and LogMeln Communications Inc., a Delaware corporation or such other applicable legal entity (depending on the Services purchased) as set forth at https://www.logmein.com/legal/contracting- entities ("LogMeln," "us," or "we"). By accepting these Terms or using the Services, you represent that you have the authority to bind the Customer to this Agreement which consists of: (i) the Order; (i) these Terms of Service; (i) the "Service Descriptions" available at https://www.logmein.com/legal/service-descriptions, a copy of which is attached as Exhibit A hereto; (iv) the country-specific "Regional Supplement" available at https://www.logmein.com/legal/regional-supplement, if any; (v) the Professional Services Terms and Conditions available at https://www.logmein.com/legal/professional-services- terms, a copy of which is attached as Exhibit B hereto; and (vi) Statement of Work, a copy of which is attached as Exhibit E hereto (in each case, as applicable), all of which are incorporated herein by reference and collectively referred to as the "Agreement." This Agreement is made and entered into as of the date last signed below.

1. ACCESS AND USE OF THE SERVICES.

1.1. Right to Use Services. You agree to use the Services in accordance with the use levels by which we measure, price, and offer our Services as posted on our websites, your Order, or the Service Descriptions (Use Levels"). You may use our Services only as permitted in these Terms, and you acknowledge our Privacy Policy at https://www.logmeininc.com/legal/privacy, a copy of which is attached as Exhibit C hereto and which is incorporated by reference. We grant you a limited right to use our Services only for business and professional purposes.

Technical support for the Services is described in the Service Descriptions. If your affiliates use our Services, you the Agreement. "Service(s)" means our software-as-a-service offerings and our audio services (including any Group LLC, or LogMeln Communications, Inc., or their subsidiaries, our telecommunications providers responsible for the rates and terms relating to the respective audio services). The Service Descriptions are incorporated into these Terms. You understand that your personal data may be processed in connection with your use of our Services, software, and websites which are provided via equipment and resources located in the United States and other locations throughout the world.

1.2. Limitations on Use. By using our Services, you agree on behalf of yourself, your users and your attendees, not to (i) modify, prepare derivative works of, or reverse engineer, our Services; (i) knowingly or negligently use our Services in a way that abuses or disrupts our networks, user accounts, or the Services; (iii) transmit through the Services any harassing, indecent, obscene, or unlawful material; (iv) market, or resell the Services to any third party; (v) use the Services in violation of applicable laws, or regulations; (vi) use the Services to send unauthorized advertising, or spam; (vii) harvest, collect, or gather user data without their consent; (viii) transmit through the Services any material that may infringe the intellectual property, privacy, or other rights of third parties; or (ix) use the Services to commit fraud or impersonate any person or entity.

1.3. Changes to Services. We reserve the right to enhance, upgrade, improve, or modify features of our Services as we deem appropriate and in our discretion. We will not materially reduce the core functionality (as set forth in the Service Descriptions) or discontinue any Services unless we provide you with prior written notice. We may offer additional functionality to our standard Services or premium feature improvements for an additional cost.

1.4. Proprietary Rights and Marks. You acknowledge that we or our licensors retain all proprietary right, title and interest in the Services, our name, logo or other marks (together, the "LogMeln Marks"), and any related intellectual property rights, including, without limitation, all modifications, enhancements, derivative works, and upgrades thereto. You agree that you will not use or register any trademark, service mark, business name, domain name or social media account name or handle which incorporates in whole or in part the LogMeln Marks or is similar to any of these. You agree tocomply
https://www.loqmein.com/legal/trademark, a copy of which is attached as Exhibit D hereto, which are incorporated into this Agreement by reference. LogMeln shall not utilize any Customer logo, seal, or mark, for any purpose, or use Customer's name in any promotional material, without Customer's prior written consent.

2. ORDERS, FEES AND PAYMENT.

2.1. Orders. You may order Services using our then-current ordering processes ("Order"). All Orders are effective on the earlier of (i) the date you submit your Order, or (i) the date on the signature block of the Order ("Effective Date"). Acceptance of your Order may be subject to our verification and credit approval process. Each Order shall be treated as a separate and independent Order. A Purchase Order is required for noncredit card 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 1 of 39 Proprietary transactions over 25,000 USD, or equivalent, unless Customer does not require a Purchase Order as part of its purchasing process.

2.1.1 COVID-19 Emergency Kit Services. Any subscriptions to Services labeled as "COVID-19 Emergency Kit" are for use across your organization during the contract term listed in the Order for such subscriptions and will automatically terminate thereafter or, if you have active subscriptions for the Services being purchased, on the earlier of the contract term set forth in the Order or the expiration of your underlying paid subscription term. If you have active subscriptions for the Services being purchased, the COVID-19 Emergency Kit subscriptions are subject to your existing contract with LogMeln and do not change the terms of any previously purchased services. You may choose to purchase any of the COVID- 19 Emergency Kit subscriptions under a separate order, but you are under no obligation to do so.

2.2. Fees and Payment. You agree to pay all applicable, undisputed fees for the Services within thirty (30) days of the invoice date. Except as set forth in Sections 3.4 and 6 below, or in the Service Descriptions, any and all payments you make to us for access to the Services are final and non-refundable. You are responsible for all fees and charges you incur to your other service providers (e.g. your broadband and internet provider) in connection with your use of the Services. You are responsible for providing accurate and current billing, contact and payment information to us or any reseller. You agree that we may charge your payment card or bill you for all amounts due for your use of the Services, and we may take steps to update your payment card information (where permitted) to ensure that payment can be processed. You agree that your credit card information and related personal data may be provided to third parties for payment processing and fraud prevention purposes. We may, where permitted by applicable law, suspend or terminate your Services if at any time we determine that your payment information is inaccurate or not current, and you are responsible for fees and overdraft charges that we may incur when we charge your card for payment. We will not agree to submit invoices via any customer procure-to-pay online portal or Electronic Data Interchange (EDI) portals. We reserve the right to update the price for Services at any time after your Initial Term, and price changes will be effective as of your next billing cycle. In accordance with applicable law, we will notify you in a timely manner of any price changes by emailing, quoting, or invoicing you.

2.3. Sales, Promotional Offers, Coupons and Pricing. Sales, promotions and other special discounted pricing offers are temporary and, upon the renewal of your subscription, any such discounted pricing offers may expire. We reserve the right to discontinue or modify any coupons, credits, sales, and special promotional offers in our sole discretion.

2.4. Disputes; Delinquent Accounts. You must notify us of any fee dispute within 15 days of the invoice date, and once resolved, you agree to pay those fees within 15 days. We may, on notice to you, suspend or terminate your Services if you do not pay undisputed fees, and you agree to reimburse us for all reasonable costs and expenses incurred in collecting undisputed delinquent amounts.

2.5. Taxes and Withholding. You are responsible for all applicable sales, services, value-added, goods and services, withholding, tariffs, Universal Services Fund (USF) fees or any other similar fees as may be applicable in the location in which the Services are being provided (if applicable to the Audio Services only) and similar taxes or fees (collectively, "Taxes and Fees") imposed by any government entity or collecting agency based on the Services, except those Taxes and Fees based on our net income, or Taxes and Fees for which you have provided an exemption certificate. In all cases, you will pay the amounts due under this Agreement to us in full without any right of set-off or deduction.
3 TERM AND TERMINATION.

3.1. Term. The initial term commitment for your purchase of Services will be as specified on an Order ("initial Term") and begins on the Effective Date. After the Initial Term, the Services will, unless otherwise specified in the Service Description for a particular Service, automatically renew for additional 12-month periods ("Renewal Terms"), unless either party provides notice of non-renewal at least 30 days before the current term expires. You may provide notice of non-renewal for each Service you do not wish to renew at https://support.logmeininc.com/contactus. We may agree to align the invoicing under multiple Orders, but this will not reduce the term of any Order. Terminating specific Services does not affect the term of any other Services still in effect. If we permit you to reinstate Services at any time after termination, you agree that you will be bound by the then current Terms and the renewal date that was in effect as of the effective termination date.

3.2. Termination for Cause. Either party may terminate the Agreement (i) if the other party breaches its material obligations and fails to cure within 30 days of receipt of written notice, or (i) where permitted by applicable law, if the other party becomes insolvent or bankrupt, liquidated or is dissolved, or ceases substantially all of its business, and we may suspend access or terminate immediately if you breach Section 1.2, 4.1, 4.3, or 5.

3.3. Termination for Non-Appropriation. Notwithstanding any other provision of this Agreement, during any fiscal year of Customer following the first year of the Initial Term, Customer may terminate this Agreement without 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 2 of 39 Proprietary penalty in the event its governing body fails to appropriate sufficient funding to pay all otherwise payable fees for the following fiscal year of Services. In the event of such non-appropriation, Customer shall provide LogMein with not less than thirty (30) days' prior, written notice of termination and shall pay any fees then due and owing for the period up to the date of termination. Customer understands and agrees that in the event of such a termination for non-appropriation, Customer shall not be entitled to receive any refund for any amounts paid to LogMeln in advance.

3.4. Effect of Termination. If the Agreement or any Services are terminated, your account may be converted to a "free" or "basic" version of the Service, if available, at our discretion. Otherwise, you will immediately discontinue all use of the terminated Services, except that upon request, we will provide you with limited, no cost access to the Services for a period not to exceed 30 days, solely to enable you to retrieve your Content from the Services. We have no obligation to maintain your Content after that period. To the extent permitted by applicable law, neither party will be liable for any damages resulting from termination of the Agreement, and termination will not affect any claim arising prior to the effective termination date. If we discontinue Services or materially reduce the core functionality in accordance with Section 1.3 above, the related Order will be terminated, and we will provide you with a pro rata refund of any prepaid, unused fees. You agree to pay for any use of the Services past the date of expiration or termination which have not been converted to a free version of the Service.

3.5. Survival. The provisions of Sections 2 (Orders, Fees and Payment), 3.3 (Effect of Termination), 4 (Your Content and Accounts), Z (Indemnification and Insurance), 8 (Limitation on Liability), 9.5 (No Class Actions), 9.10 (Notices), and 9.14 (Contracting Party, Choice of Law and Location for Resolving Disputes) survive any termination of the Agreement.

4. YOUR CONTENT AND ACCOUNTS.

4.1. Your Content. You retain all rights to your Content (defined below) and we do not own or license your Content. We may use, modify, reproduce, and distribute your Content in order to provide and operate the Services.

You warrant that (i) you have the right to upload or otherwise share Content with us, and (i) your uploading or processing of your Content in the context of our Services does not infringe on any rights of any third party. Each party agrees to apply reasonable technical, organizational, and administrative security measures to keep Content protected in accordance with industry standards. We will not view, access or process any of your Content, except:
(x) as authorized or instructed by you or your users in this Agreement or in any other agreement between the parties, or (y) as required to comply with our policies, applicable law, or governmental request. "Content" means any files, documents, recordings, chat logs, transcripts, and similar data that we maintain on your or your users' behalf, as well as any other information you or your users may upload to your Service account in connection with the Services.

4.2. Your Privacy and Security. We maintain a global privacy and security program designed to protect your Content and any associated personal data we may collect and/or process on your behalf. You can visit our Trust & Privacy Center (https://www.logmein.com/trust) to review applicable data processing locations and Sub-Processor Disclosures, as well as Service-specific information about our technical and organizational security measures (located in the Security and Privacy Operational Controls or "SPOC" documentation). When providing our Services, we act as a data processor, service provider, or the equivalent construct. To review and execute our Data Processing Addendum ("DPA"), please visit www.logmein.com/legal.

4.3. Your Accounts. You are solely responsible for (1) all use of the services by you and your users, (li) maintaining lawful basis for the collection, use, processing and transfer of Content, and (iii) providing notices or obtaining consent as legally required in connection with the Services. We do not send emails asking for your usernames or passwords, and to keep your accounts secure, you should keep all usernames and passwords confidential. We are not liable for any loss that you may incur if a third party uses your password or account. We may suspend the Services or terminate the Agreement if you, your users, or attendees are using the Services in a manner that is likely to cause harm to us or if we have reasonable grounds for suspecting any illegal, fraudulent, or abusive activity on your part. You agree to notify us immediately and terminate any unauthorized access to the Services or other security breach.

5. COMPLIANCE WITH LAWS. In connection with the performance, access and use of the Services under the Agreement, each party agrees to comply with all applicable laws, rules and regulations including, but not limited to export, privacy, and data protection laws and regulations. Each party represents that it is not named on any U.S. government denied-party list. Further, Customer shall not permit its users to access or use any Service or Content in a U.S. embargoed country or in violation of any U.S. export law or regulation. If necessary and in accordance with applicable law, we will cooperate with local, state, federal and international government authorities with respect to the Services. Notwithstanding any other provision in these Terms, we may immediately terminate the Agreement for noncompliance with applicable laws.

6. WARRANTIES. WE WARRANT THAT THE SERVICES WILL CONFORM TO THE SERVICE DESCRIPTIONS UNDER NORMAL USE. WE DO NOT REPRESENT OR WARRANT THAT (i) THE USE OF OUR SERVICES 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 3 of 39 Proprietary

WILL BE TIMELY, UNINTERRUPTED OR ERROR FREE, OR OPERATE IN COMBINATION WITH ANY SPECIFIC HARDWARE, SOFTWARE, SYSTEM OR DATA, (i) OUR SERVICES WILL MEET YOUR REQUIREMENTS, OR (iii) ALL ERRORS OR DEFECTS WILL BE CORRECTED. USE OF THE SERVICES IS AT YOUR SOLE RISK. OUR ENTIRE

LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER THIS WARRANTY WILL BE, AT OUR SOLE OPTION AND

SUBJECT TO APPLICABLE LAW, TO PROVIDE CONFORMING SERVICES, OR TO TERMINATE THE NON-

CONFORMING SERVICES OR THE APPLICABLE ORDER, AND PROVIDE A PRO-RATED REFUND OF ANY

PREPAID FEES FROM THE DATE YOU NOTIFY US OF THE NON-CONFORMANCE THROUGH THE END OF THE REMAINING TERM. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL OTHER

WARRANTIES AND

CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY EXPRESS

OR IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE

EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO CUSTOMERS LOCATED IN THOSE JURISDICTIONS.

7. INDEMNIFICATION AND INSURANCE.

Indemnification by You. You will indemnify and defend us against any third party claim resulting from a breach of Section 1.2. 4.1 or 4.3, or alleging that any of your Content infringes upon any patent or copyright, or violates a trade secret of any party, and you agree to pay reasonable attorney's fees, court costs, damages finally awarded, or reasonable settlement costs with respect to any such claim.

Indemnification by Us. We will defend, indemnify, and hold you harmless from and against all third-party claims, suits, costs and expenses (including reasonable attorneys' fees) finally awarded by a court of competent jurisdiction, arising from any actual third-party claim brought against you alleging that the Services infringe or misappropriate any registered copyright, registered trademark, patent, or other intellectual property right of any third party during the Term. We will not be liable for consequential damages connected to such claims or suits. If your use of the Services is, or in our reasonable opinion is likely to become, enjoined or materially diminished as a result of an infringement proceeding, then we may either, at its sole option: (1) procure your continuing right to use the Services; (2) replace or modify the Services in a functionally equivalent manner so that they no longer infringe; or (3) terminate the licenses with respect to the Services subject to the infringement claim (in which case we shall refund the pro-rata pre-paid fees paid by you for the Services as soon as commercially practical and you shall pay any fees that may have been owed to us prior to termination, if any). We will have no obligation under this Section for any infringement if the claim arises from: (a) the combination or use of the Services with other products, services, or intellectual property and such infringement would have been avoided but for such combination or use; (b) designs, requirements, modifications, configurations or specifications for the Services required by or provided by you, if the alleged infringement would not have occurred but for such designs, requirements, configurations or specifications; (c) Content, a third-party application, or your use of the Services in violation of this Agreement; or (d) your failure to use suitable modified or replacement Services provided by us to avoid infringement or the latest release of the Services made available by us free of charge or to comply with reasonable instructions provided by us. Further, we shall not have liability for damages incurred hereunder based on your sale of your own products and services. We shall have no obligation under this section for any infringement to the extent that you had actual knowledge of infringement prior to the closing of the contract regardless of contrary language in this section. This section states our sole and exclusive liability, and your sole and exclusive remedy, for the actual or alleged infringement of any third party intellectual property rights.

7.3. Indemnification Procedures. Neither party shall be obligated to indemnify the other party under this section unless the indemnified party: (i) promptly notifies the indemnifying party of any claim that has resulted in or is reasonably anticipated to result in damages and cooperates with the indemnifying party in defending the claim (provided that any failure or delay in providing notice shall not relieve a party's obligation to indemnify unless such failure or delay materially prejudices the indemnifying party's ability to defend the claim); (i) reasonably cooperates, at the indemnifying party's expense, in the defense or settlement of the claim; (iii) provides the indemnifying party with full control and authority over the defense, including selection and retention of counsel, and settlement of the claim, except that: (x) any settlement requiring the indemnified party to admit liability requires prior written consent from the indemnified party, not to be unreasonably withheld or delayed, and (y) the indemnified party may join in the defense with its own counsel at its expense. The indemnified party shall provide the indemnifying party's counsel with such information as they have regarding the claim (including copies of any summons, complaint or other pleading and any written claim, demand, invoice, billing or other document evidencing or asserting the same) and shall otherwise cooperate with and assist the indemnifying party with defending the claim. 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 4 of 39 Proprietary Indemnity for Bodily Injury, Personal Injury, Death, and Property Damage. To the maximum extent permitted by law, LogMeln agrees to indemnify, defend, and hold harmless Customer and its elected officials, officers, directors, agents, attorneys and employees (each, an "Indemnitee") from and against any and all liabilities, damages, losses, expenses, claims, demands, stop notices, liens, suits, fines, or judgments arising out of or relating to: (a) bodily injury (including death) or damage to tangible personal or real property while performing services required hereunder on Customer's premises; or (b) any payment required to be paid to subcontractors or suppliers, if any, of LogMeln for which LogMeln has already charged to Customer (each, a "Claim," and collectively, the "Claims") including reasonable attorneys' fees, costs, and expenses incidental thereto, which may be suffered by, incurred by, accrued against, charged to, or recoverable from any Indemnitee, by reason of any Claim arising out of or relating to any negligent or willful act, error or omission of LogMeln, its officers, directors, agents, and/or employees, and/or subcontractors, during the performance of this Agreement; provided, however, that the foregoing indemnity shall not apply to the extent the applicable Claim resulted from the negligent acts or omissions, or willful misconduct, of an Indemnitee.

7.5. Insurance. Prior to commencing the Services, including Professional Services, LogMeln shall procure the policies of insurance generally described in this section, and as more specifically set forth in Exhibit G attached hereto. LogMeln shall, at its own expense, procure and maintain in full force and effect during the term of this Agreement, policies of insurance, of the types and in the minimum amounts as follows, with responsible insurance carriers duly admitted and qualified in California, covering the operations of LogMeln pursuant to this Agreement:
(a) commercial general liability ($1,000,000 per occurrence, $2,000,000 aggregate); (b) auto liability ($1,000,000 per accident); (C) workers compensation (statutory limits); (d) cyber liability ($2,000,000 per occurrence) providing protection against claims and liabilities arising from the loss or disclosure of data that would encompass Content; and (e) professional liability ($1,000,000 per occurrence, $1,000,000 aggregate). The Customer's risk manager must review and approve all required insurance certificates and original endorsements prior to commencement of the Services and Professional Services.

8. LIMITATION ON LIABILITY.

8.1. LIMITATION ON INDIRECT LIABILITY. EXCEPT FOR EACH PARTY'S INDEMNIFICATION

OBLIGATIONS HEREIN, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY OR TO ANY OTHER

PERSON FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL LOSS, EXEMPLARY OR OTHER SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING OUT OF OR RELATING TO: (i) LOSS OF DATA, (i) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, OR (v) COSTS OF

RECOVERY, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, INCLUDING, BUT NOT

LIMITED TO, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR VIOLATION OF STATUTE, WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME

JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY.

8.2. LIMITATION ON AMOUNT OF LIABILITY. EXCEPT FOR YOUR BREACH OF SECTIONS 1.2 OR 4.1, or

4.3, AND EACH PARTY'S INDEMNIFICATION OBLIGATIONS HEREIN, AND TO THE EXTENT PERMITTED BY

APPLICABLE LAW, THE TOTAL CUMULATIVE LIABILITY OF EITHER PARTY AND THEIR RESPECTIVE

LICENSORS AND SUPPLIERS ARISING OUT OF THIS AGREEMENT IS LIMITED TO THE SUM OF THE AMOUNTS PAID FOR THE APPLICABLE SERVICE DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE INCIDENT GIVING RISE TO THE LIABILITY. THE FOREGOING DOES NOT LIMIT YOUR OBLIGATIONS

TO PAY ANY UNDISPUTED FEES AND OTHER AMOUNTS DUE UNDER ANY ORDER

9. ADDITIONAL TERMS.

9.1. Free Services and Trials. Your right to access and use any free Services is not guaranteed for any period of time and we reserve the right, in our sole discretion, to limit or terminate your use of any free versions of any Services by any individual or entity. If you are using the Services on a trial or promotional basis ("Trial Period"), your Trial Period and access to the Services will terminate (i) at the end of the Trial Period stated in your Order, or (ii) if no date is specified, 30 days after your initial access to the Services, (iii) or upon your conversion to a subscription. During the Trial Period, to the extent permitted by law, we provide the Services "AS IS" and without warranty or indemnity, and all other terms otherwise apply. We may modify or discontinue any trials or promotions at any time without notice.

9.2. Third Party Services.

9.2.1. Services may provide the capability for you to link to or integrate with third party sites or applications separately accessed by you and not purchased from us. We are not responsible for and do not endorse such services. You have sole discretion whether to purchase or connect to any third party services and your use is governed solely by the terms for those services.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 5 of 39 Proprietary

9.2.2. Any third party services we have sold to you are subject to this Agreement, including any additional terms specific to those services that may be set forth in the Service Descriptions. Unless otherwise specified in the Service Descriptions, we and our contractors, suppliers, and licensors disclaim all warranties, express or implied, and all liability for any third party services we have sold to you.

9.3. Beta Services. We may offer you access to beta services that are being provided prior to general release, but we do not make any guarantees that these services will be made generally available ("Beta Services"). You understand and agree that the Beta Services may contain bugs, errors, and other defects, and use of the Beta Services is at your sole risk. You acknowledge that your use of Beta Services is on a voluntary and optional basis, and we have no obligation to provide technical support and may discontinue provision of Beta Services at any time in our sole discretion and without prior notice to you. These Beta Services are offered "AS-IS", and to the extent permitted by applicable law, we disclaim any liability, warranties, indemnities, and conditions, whether express, implied, statutory, or otherwise. If you are using Beta Services, you agree to receive related correspondence and updates from us and acknowledge that opting out may result in cancellation of your access to the Beta Services. If you provide feedback ("Feedback") about the Beta Service, you agree that we own any Feedback that you share with us. For the Beta Services only, these Terms supersede any conflicting terms and conditions in the Agreement, but only to the extent necessary to resolve conflict.

9.4. Copyright. If you believe that our Services have been used in a way that constitutes copyright infringement, you should follow the process outlined here: https://www.logmein.com/legal/dmca.

9.5. No Class Actions. You may only resolve disputes with us on an individual basis and you agree not to bring or participate in any class, consolidated, or representative action against us or any of our employees or affiliates.

9.6. Security Emergencies. If we reasonably determine that the security of our Services or infrastructure may be compromised due to hacking attempts, denial of service attacks, or other malicious activities, we may temporarily suspend the Services and we will take action to promptly resolve any security issues. We will notify you of any suspension or other action taken for security reasons.

9.7. High-Risk Use. You understand that the Services are not designed or intended for use during high-risk activities which include, but are not limited to use in hazardous environments requiring fail-safe controls, weapons systems, aircraft navigation, control, or communications systems, and/or life support systems.

9.8. Recording. Certain Services provide functionality that allows you to record audio and data shared during sessions. You are solely responsible for complying with all applicable laws in the relevant jurisdictions while using recording functionality. We disclaim all liability for your recording of audio or shared data, and you agree to hold us harmless from damages or liabilities related to the recording of any audio or data.

9.9. Assignment. Neither party may assign its rights or delegate its duties under the Agreement either in whole or in part without the other party's prior written consent, which shall not be unreasonably withheld, except that either party may assign the Agreement to an affiliated entity, or as part of a corporate reorganization, consolidation, merger, acquisition, or sale of all or substantially all of its business or assets to which this Agreement relates. Any attempted assignment without consent will be void. The Agreement will bind and inure to the benefit of each party's successors or assigns.

Notices. Legal notices required under this Agreement must be sent by personal delivery, overnight courier or registered or certified mail. We may also provide Service-related notices to the email last designated on your account, electronically via postings on our website, in-product notices, or our self-service portal or Do your el i sa and me i send note to the bores as
given (a) upon personal delivery; (b) for overnight courier, on the second business day after notice is sent, (c) for registered or certified mail, on the fifth business day after notice is sent, (d) for email, when the email is sent, or (e) if posted electronically, upon posting.

Regional Terms. If you are located in regions outside the United States and are purchasing our GoToConnect Services, additional terms specific to your region (as set forth in our Regional Supplement at https://www.logmein.com/legal/regional-supplement) shall apply to your use of the Services and shall be considered part of these Terms.

Entire Agreement: Order of Precedence. The Agreement, including any applicable DPA, sets forth the entire agreement between you and LogMeln relating to the Services and supersedes all prior and contemporaneous oral and written agreements, except as otherwise permitted. If there is a conflict between an executed Order, a country-specific Regional Supplement, these Terms, the DPA, and the Service Descriptions, in each case, as applicable, the conflict will be resolved in that order, but only for the specific Services described in 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 6 of 39 Proprietary the applicable Order. Nothing contained in any document submitted by you will add to or otherwise modify the General Terms. If any term of this Agreement is not enforceable, this will not affect any other terms. Both parties are independent contractors and nothing in this Agreement creates a partnership, agency, fiduciary or employment relationship between the parties. No person or entity not a party to the Agreement will be a third party beneficiary. Our authorized distributors do not have the right to modify the Agreement or to make commitments binding on us. Failure to enforce any right under the Agreement will not waive that right. Unless otherwise specified, remedies are cumulative. The Agreement may be agreed to online or executed by electronic signature and in one or more counterparts. No party will be responsible for any delay or failure to perform under the Agreement due to a Force Majeure Event (defined below) and acts beyond a party's reasonable control, but only for so long as those conditions persist. Nothing in this Section will require Customer to pay for Services not actually received due to a Force Majeure Event. For the purposes of this Agreement, a "Force Majeure Event" as to a party means any occurrence, nonoccurrence or set of circumstances that is beyond the reasonable control of such Party and is not caused by such party's fault, negligence or lack of due diligence, including, without limitation, flood, ice. lightning, earthquake, windstorm or eruption; fire; explosion; invasion, war, civil disturbance, commotion or insurrection; sabotage or vandalism; military or usurped power; or act of God or of a public enemy; provided however, in no event shall a site specific strike, walkout, lockout or other labor dispute constitute a Force Majeure Contracting Party, Choice of Law and Location for Resolving Disputes. The LogMeln contracting entity and contact information for your use of the Services will depend on where you are and the specific Services you have ordered, as set forth at https://www.logmein.com/legal/contracting-entities. This Agreement shal be governed by the laws of the State of California, without regard to its conflict of laws principles. Venue for an legal action arising out of this Agreement shall be appropriate the State or federal court in County of Orange, Attorneys' Fees. The prevailing party in any action brought for breach or to enforce any provision of this Agreement shall be entitled to recover its reasonable attorneys' fees and court costs. (remainder of page intentionally left blank)
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 7 of 39 Proprietar IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date last signed below. "Customer"

CITY OF LAGUNA NIGUEL
By:

Tamara S. Letourneau
City Manager
Date:

ATTEST:

Thy M. Merritt,
Acting City Clerk

APPROVED AS TO FORM BY THE

CITY ATTORNEY FOR THE

CITY OF LAGUNA NIGUEL,

CALIFORNIA
Kevin G. Ennis, Esq.

City Attorney
"LogMeln"
LogMeln Communications Inc.

By:

Print Name:

Title:

Date:
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 8 of 39 Proprietary

EXHIBIT A

SERVICE DESCRIPTIONS
These Service Descriptions, together with the applicable Order, the Terms of Service available at:
https://www.logmein.com/legal/terms-and-conditions, and, if applicable, the Regional Supplement available at https://www.logmein.com/leqal/regional-supplement, form the "Agreement" applicable to the Services to which you have subscribed. Unless prohibited by applicable law, we reserve the right to update these Service Descriptions from time to time without notice to you. Except as otherwise set forth in the Terms of Service or the Regional Supplement, your continued access to and use of the Services will indicate your acceptance of the then-current Terms of Service.

LogMeln Services are provided by the appropriate LogMeln Contracting Entities as set forth here:
https://www.logmein.com/legal/contracting-entities.

Collaboration & Customer Engagement & Identity & Access Management Communications Support
GoToMeeting GoToAssist LastPass Business
join.me GoToAssist Corporate LastPass SSO
Messenger GoToAssist Remote Support LastPass MFA
GoToRoom GoToAssist Service Desk LastPass Teams
GoToWebinar LogMeln Rescue LastPass Premium and LastPass GoToStage Rescue Live Lens Families
GoToWebcast Rescue Live Guide LogMeln Central
Event Services RescueAssist LogMeln Pro
GoToTraining GoToMyPC
Enhanced Audio
OpenVoice
OpenVoice Integrated
OpenVoice Integrated
Unlimited
OpenVoice Integrated Flat
Rate
Call Me
Grasshopper
GoToConnect
Last Updated: July, 2021
(2021.v3)
General Information & Definitions
Use Levels. Use Levels means the model by which we measure, price and offer the Services as set forth on the applicable price list, Order, and/or Service Description. You are responsible for designating and managing your Users and their use of the Services in accordance with the Agreement and the Use Levels set forth in the Order and/or the Service Descriptions.

Each User must have a unique Named User ID that may not be shared among Users. The Customer Administrator may reassign a reasonable number of Users, NACs, or Concurrent Seats, from time to time, and following any reassignment the previously designated User, NACs, or Concurrent Seat shall no longer be entitled to access the Service without incurring additional Fees. We reserve the right to review your usage, in our sole discretion, determine if you are exceeding the appropriate Use Levels, and, subject to applicable law: (i) suspend your access to the Services; (i) terminate the Service; and/or (iii) invoice you for actual usage. Should we suspect that any User information is not accurate, current or complete, we reserve the right to suspend or terminate your or your User's usage of the Services.

Definitions. All terms not otherwise defined herein shall have the meanings set forth in the Agreement. For any conflict between these Service Descriptions and the terms in any other component of the Agreement, the terms below control for the applicable Service only.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 9 of 39 Proprietary • Administrator means an individual you designate (or by default, the authorized signatory of the Agreement) who manages the Administration Center including, but not limited to, designating any NAU. • Administration Center means a portal for Administrators that provides end-user and account-management tools, and a centralized control for administration and deployment of the Service. • Content means any files, documents, recordings, and other information belonging to you, users or others as may be uploaded to your account for storage and/or as used, presented or shared with third parties in connection with the • Named Authorized User, NAU, Named Authorized Audio User, NAAU means those designated individuals who may access and use the Services in accordance with the Agreement. Each NAU or NAAU must have a Named User ID.

Designated individuals may include, by way of example, employees, contractors, consultants and agents or third parties with whom you transact business as designated by an Administrator.

Named Authorized Computers, or NACs means designated host computers, whether physical or virtual machines, that may be accessed in accordance with the GoToMyPC Service. • Named User ID means the unique identifier of each designated individual or NAC authorized to use the Services. A Named User ID must be unique and may not be of a generic nature (e.g., [email protected] is a unique Named User ID; whereas [email protected], or [email protected], are examples of generic user identifiers). • User or Unit means, individually or collectively, NAU, NAAU, and/or NAC.

Alternative Subscription Models. Alternative subscription models describe non-standard ways that Services may be used, provisioned or billed.
• Concurrent Seat means a subscription model for certain Services under which multiple Named User IDs are permitted to log in consecutively to an active Concurrent Seat.
• Bundle Subscription means the method by which you subscribe to multiple Services for a specific number of Universal Users. Bundle Subscriptions are predefined and priced.
• Universal User means those designated individuals who may access and use multiple Services in accordance with the Agreement. Each Universal User must have a Named User ID, and the total number of Universal Users may not exceed the aggregate number of Bundle subscriptions.
• Flexible Use Models refer to a variety of alternative billing models intended to allow customers with variable or seasonal usage patterns to maintain an active account with us without committing themselves to monthly or annual expenses that exceed their need. The currently available models are set forth below and may not be available for all Services.

Subscription-based Flex Subscription (fka "Active Rolling Host (ARH)"): You may purchase a minimum number of NAU subscriptions for applicable Services as set forth on an Order ("Minimum") for which you will be billed on a monthly basis and will have access to a total number of NAU subscriptions equal to 7 times the Minimum ("Maximum"). In any month that your usage exceeds the Minimum, you will be invoiced per subscription used at a rate equal to either: (i) 20% above the monthly subscription fee in your Order; or (i) the pre-defined flat rate per NAU above the Minimum set forth in your Order. For the first two (2) billing cycles of the Initial Term, you will pay only for the Minimum during that period ("Flex Ramp Up Period"). • Event-based Flex Subscription: For available Services, you may maintain an active account with us by paying a reduced monthly subscription fee and making purchases on a per-event basis. • Site License means the purchase of a single subscription to the applicable Service that provides you with use of the Service for every employee within one or more defined company domains at a flat fee. The Site License pricing and any associated fees are calculated based on the number of employees within the domain(s), not the number of those employees who actually use the Service. Upon renewal of the Service, we may adjust the Site License fee to reflect a change in the number of employees within the domain(s). Your initial maximum employee count will be as set forth in the "Services and Fee Summary" section of the applicable Order.

Customer and Technical Support. Support is available at https://support.logmeininc.com/.

Training. We may make available to you online training sessions for individuals who are Named Authorized Users or authorized by you to access the Services. Additional fees may apply.

Privacy Policy. Unless otherwise noted in the applicable Service Description, the Privacy Policy located at https://www.logmein.com/legal/privacy applies.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 10 of 39 Proprietary Additional Services. For Services no longer available for purchase, the Service Description last applicable to such Service shall apply.

Communications & Collaboration
Communications & Collaboration Services are online communication services that enable individuals and organizations to easily, securely and cost-effectively interact using a rich set of features which varies by Service offering and may include:
desktop screen sharing, HDFaces video conferencing, and integrated audio. The Services are delivered via web browser, mobile application, or client executable, through a globally distributed network of proprietary hardware and software, hosted and operated by LogMeln, its affiliates, and partners. For purposes of these Services an Organizer is an authorized user of the Services who can initiate Services and invite Attendees (each Organizer must have an associated Named User ID) and an Attendee is an individual who is invited by the Organizer to attend a meeting or Event. • Emergency Services. Except for GoToConnect (defined below), you understand that the Services: (a) do not offer "dial-tone" functionality; and (b) cannot be used for calls to emergency service numbers (which may include 911, 999, and 112). In the event of an emergency, you should utilize the telephone service provided by your local telephone carrier to make an emergency call.

GoToMeeting enables users to schedule, convene and moderate meetings using the GoToMeeting web site, mobile application, or executable customer software.
• join.me enables users to schedule, convene and moderate meetings using the join.me website, mobile application, or executable customer software.
• GoToMeeting Messenger enables GoToMeeting customers to initiate out-of-meeting chat sessions and engage in one-on-one or group chat sessions. Users can invite non-GoToMeeting customers to use Messenger and such users must create an identity with LogMeln prior to using Messenger. • GoToRoom
• Overview. GoToRoom allows you to configure a video conferencing solution in your physical conference room. The Service includes: (i) a hardware kit; (ii) a seat of GoToRoom which allows for "Meet Now" functionality or subject to the Terms of Service located at
https://www.logmein.com/legal/terms-and-conditions; and (iii) limited technical support. Each conference room is a Named User ID for purposes of the NAU definition and is not considered a generic user. The hardware kit consists of third-party manufactured, off-the-shelf components including an audio device, video camera, computing device, input device (e.g., touch panel or keyboard and mouse), and an instruction sheet for installation (the "Kit"). LogMeln orders the Kit on your behalf and you consent to the sharing of your required information for this purpose. A distributor of LogMeln's choosing will configure and deliver the Kit to you. LogMeln will process your order and generate a tracking number within seven business days from order placement, however actual delivery times may vary depending on the delivery location. The Kit will be delivered with GoToRoom preloaded for immediate use.

Kit Warranties. You take delivery of and title to the Kit directly from the distributor and any licenses or warranties from the manufacturer of the components passes directly to you. You must inform LoqMeln of any missing or incorrect Kit components within 48 hours of delivery. During the 12-month period following the purchase date, if all, not issue refunds for them. However, in the event that you are unsatisfied with the performance of the Kit, LogMeln may, at its sole option, approve return on the Kit and may charge a reasonable restocking fee.

Dolby Hardware. If you are purchasing or leasing any Dolby equipment as part of your GoToRoom purchase, the of the user license agreement for Dolby Voice Client software, available at end
https://www.logmein.com/legal/dvc-eula, are incorporated by reference. In addition, if you entered into any lease or Room-as-a-Service ("RaaS") purchase of Dolby equipment as part of your GoToRoom purchase on or before August 3, 2020, whether separately listed on the Order or bundled with Services, the lease terms at https://www.logmein.com/legal/dolby-lease apply to such lease and are incorporated by reference. • LogMeln Room-as-a-Service Purchases. If you are purchasing any GoToRoom Kit as part of a GoToRoom RaaS offering, the LogMeln Room-as-a-Service (RaaS) Terms, available at https://www.logmein.com/legal/lmi-raas, apply to such purchase.

Technical Support. LogMeln will provide standard customer and technical support consistent with the support level for GoToMeeting Plus, and Level 1 support for the Kit. Support is available at the Product Support Portal located at https://support.logmeininc.com.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 11 of 39 Proprietary • GoToWebinar enables organizations to conduct do-it-yourself, one-to-many information presentation events reaching local and global Attendees over the Internet. Webinars are scheduled, convened and moderated using the GoToWebinar web site and/or executable customer software.

GoToStage is an online video hosting platform designed to enable individuals and organizations to manage and share the Content they create, as well as view Content created by others. By posting or sharing Content on GoToStage, you agree that such Content may be hosted, distributed or broadcast by LogMeln, and consent to it being archived by LogMeln until removed by you, even after you cease to be a customer. As a viewer, you will be required to create an identity to access relevant and recommended content and you agree to share your viewing history and preferences with LogMeln and content creators, subject to LogMeln's Privacy Policy. • GoToWebcast
Overview. GoToWebcast is an online self-service, webcasting service that enables organizations or individuals to broadcast or stream video and audio live or on-demand to a maximum of 5,000 online Attendees of an Event.

Webcasts are scheduled and convened using the GoToWebcast website. Each NAU may run only 1 GoToWebcast Event at any particular time, with a maximum duration of 8 hours and an Attendee limit as set forth in the Order.

Fees; Overages. During each Event, you may exceed the contracted Attendee quantity by not more than 10% ("Attendee Buffer"), at no additional Fee. Overages in excess of the Attendee Buffer are subject to additional Fees. • Customer Content. We reserve the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove Content that violates the Terms of Service, or any applicable policies, laws, or regulations. You acknowledge and agree that: (i) you are solely responsible for all Content created, transmitted or displayed while using the GoToWebcast Service, and for any loss or damage suffered by us or any third party relating to the Content; and ii) we have no responsibility or liability for deletion or failure to store the Content and other communications maintained or transmitted through use of the GoToWebcast Service.

Technical Support. GoToWebcast includes Event support through the Attendee Resource Portal and Presenter Resource Portal, webbased searchable knowledge bases; and FAQs, Live Chat, and Interactive Voice Response for Attendees and presenters. You can access these support options through your GoToWebcast account. • Event Services is a consulting and support service that assists with planning and delivery of webinars or trainings.

Event Services includes assignment of an event producer and may be purchased at a specific Service level. Event Services shall be invoiced upon ordering, are not eligible for refunds and shall expire if not fully used within 12 months of date of the Order. Additional fees may apply for orders placed and/or cancelled within 72 business hours of scheduled event. You agree that all Event Services provided by us are for your benefit only, and you are solely responsible for all content of your webinars and trainings. You are not permitted to resell, share, distribute or otherwise disclose any advice or instruction provided by us in connection with the Event Services.

GoToTraining enables users to schedule, convene and moderate training sessions using the GoToTraining web site or executable customer software.

Enhanced Audio Services
• General Information
Fee Commitment. You will be billed monthly in arrears for the greater of: (i) the monthly minimum periodic Fees as set forth in the Order; or (ii) your actual usage at the price per minute per line rates as set forth in the Order. Current regional standard rates for Enhanced Audio Services are available in the administration center and/or My Account page of the Customer portal. Standard rates are subject to change without notice.

Ramp Up Period means the first 2 billing cycles of the Initial Term during which the Audio Fee Commitment will be waived and you will pay only for actual minutes used during that period.

Use of Service. We reserve the right to review your usage of the Enhanced Audio Services to determine abnormal usage, or any usage that violates the Agreement. We may determine abnormal usage through comparison with overall customer usage patterns, including minutes used, number of unique numbers connected, usage patterns, and other factors. If we determine that you are engaging in abnormal use or use that otherwise violates the Agreement, we may, in our sole discretion, transfer you to a more appropriate Service plan, charge applicable rates. suspend, and/or terminate your Enhanced Audio Services with or without notice. If we believe that you have used the Enhanced Audio Services for unlawful purposes, we may immediately terminate your Agreement with or without notice and forward the relevant communication and other information to the appropriate authorities for investigation and prosecution.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 12 of 39 Proprietary • Termination of Enhanced Audio Services in Conjunction with Services. In the event Customer terminates its subscription of GoToMeeting, join.me, GoToWebinar or GoToTraining in accordance with the terms of the Agreement, your Enhanced Audio Services shall also terminate, and we will refund to you any prepaid but unused • Enhanced Audio provides U.S. and international toll free numbers solely for use as an integrated, additional audio option with GoToMeeting, join.me, GoToWebinar and GoToTraining (and requires a corresponding subscription for those services that must remain active for Enhanced Audio to be used). Fees are charged on a per-minute, per-line usage basis at the rates set forth in the Order.
• Enhanced Audio Flat Rate is available for integrated use with GoToMeeting (may not be available for all GoToMeeting tiers), subject to certain restrictions as set forth on the Order. Enhanced Audio Flat Rate is provisioned with toll free and Call Me numbers solely for use as an additional audio option for your online meetings. You pay a set monthly fee for uncapped usage (up to the Monthly Fair Use Limit) by GoToMeeting organizers or attendees who dial in using the toll- free or dial out using the Call Me numbers. You must separately subscribe to GoToMeeting in order to use this Service.

The number of Named Authorized Audio Users must equal the number of Named Authorized Users of GoToMeeting.

Enhanced Audio Flat Rate is available for purchase only in designated countries. • Named Authorized Audio User or NAAU. The number of NAAUs for your Enhanced Audio Flat Rate account shall be issued on a 1:1 ratio to the number of Named Authorized Users for the GoToMeeting Service, and shall be increased automatically upon the purchase of additional Named Authorized Users of GoToMeeting and invoiced on your next regularly scheduled invoice.

Subscription Fees and Monthly Fair Use. You will be billed annually in advance for the Enhanced Audio Flat Rate Fees set forth in the Order. The Monthly Fair Use Limit means the monthly aggregate total of 3,000 minutes per NAAU multiplied by the total number of NAAUs authorized for your account and is determined based on minutes used with GoToMeeting only. Usage of: (1) toll free numbers in GoToWebinar or GoToTraining; and/or (2) toll-free and Call Me (GoToMeeting only) usage outside of the countries specified in the Order, will be billed under the standard Enhanced Audio toll-free service described above, and is not counted in the Monthly Fair Use Limit calculation.

Use of Service. We reserve the right to review your usage of the Enhanced Audio Flat Rate Service to determine if such usage exceeds the Monthly Fair Use Limit or violates the Agreement. We may determine abnormal usage through comparison with overall customer usage patterns, including minutes used, number of unique numbers connected, usage patterns, and other factors. If we determine that you have exceeded the Monthly Fair Use Limit, or you are engaging in use that otherwise violates the Agreement, we may, in its sole discretion, transfer you to a more appropriate Service plan, charge applicable rates, or suspend or terminate your Enhanced Audio Flat Rate Service with or without notice. If we believe that Customer has used the Audio Service for an unlawful purpose, we may immediately terminate your Agreement with or without notice and/or forward the relevant communication and other information to the appropriate authorities for investigation and prosecution. • Call Me is a feature available for use with GoToMeeting that allows meeting organizers to give attendees of a meeting or conference call the option to enter a phone number and receive a call from the GoToMeeting service to that number at the time the meeting starts. Fees are either: (1) charged on a per-minute, per-line usage basis at the same rates set forth in the Order for Enhanced Audio toll-free; or (2) at a flat rate (up to the Monthly Fair Use Limit) as set forth in the Order, when Call Me is provided as a feature of Enhanced Audio Flat Rate. Attendee is responsible for the accuracy of the phone number entered, and Organizers are responsible for verifying the identity of Attendees joining using Call Me, and any charges arising from the use, even if an attendee enters an inaccurate phone number.

OpenVoice Services (Telecommunications)
• General Information
Fee Commitment. You will be billed monthly in arrears for the greater of: (i) the monthly minimum periodic Fees payable to LogMeln Audio as set forth in the Order; or (i) your actual usage at the price per minute per line rates as set forth in the Order. Current regional standard rates for Audio Services are available in the administration center and/or My Account page of the Customer portal. Standard rates are subject to change without notice.

Ramp Up Period means the first 2 billing cycles of the Initial Term during which the Audio Fee Commitment will be waived and you will pay only for actual minutes used during that period.

Use of Service. LogMeln Audio reserves the right to review your usage of the Audio Services to determine abnormal usage, or any usage that violates the Agreement. LogMeln Audio may determine abnormal usage through comparison with overall customer usage patterns, including minutes used, number of unique numbers connected, 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 13 of 39 Proprietary usage patterns, and other factors. If LogMeln Audio determines that you are engaging in abnormal use or use that otherwise violates the Agreement, LogMeln Audio may, in its sole discretion, transfer you to a more appropriate Service plan, charge applicable rates, suspend, and/or terminate your OpenVoice Services with or without notice.

If LogMeln Audio believes that you have used the OpenVoice Services for unlawful purposes, LogMeln Audio may immediately terminate your Agreement with or without notice and forward the relevant communication and other information to the appropriate authorities for investigation and prosecution.

Termination of OpenVoice Services in Conjunction with Services. In the event Customer terminates its subscription of GoToMeeting, join.me, GoToWebinar or GoToTraining in accordance with the terms of the Agreement, your OpenVoice Services shall also terminate, and LogMeln Audio will refund to you any prepaid but unused Fees.
• OpenVoice is a stand-alone audio conferencing solution, accessed via touchtone telephone, and supports both g ane managemen we paral Openlace changed on a permite, perthe us ag basis at the rates set forth in the Order. You can provision unlimited Organizer accounts, and each Organizer will receive a unique conference room number, Organizer PIN and access to the Organizer's meeting management web portal.

OpenVoice Integrated provides U.S. and international toll free numbers solely for use as an integrated, additional audio option with GoToMeeting, join.me, GoToWebinar and GoToTraining (and requires a corresponding subscription for those services that must remain active for OVI to be used). Fees are charged on a per-minute, per-line usage basis at the rates set forth in the Order. If you cancel the corresponding subscription to GoToMeeting, join.me, GoToWebinar or GoToTraining, your OVI subscription will be automatically transferred to OpenVoice effective as of the date of cancellation of the Service.

OpenVoice Integrated Unlimited ("OVIU") is available for integrated use with GoToMeeting, subject to certain restrictions as set forth on the Order. OVIU also includes a separate concurrent subscription to OpenVoice as described above. You are provisioned with toll free numbers solely for use as an additional audio option for your online meetings.

You pay a set monthly fee for uncapped usage by GoToMeeting organizers or attendees who dial in using the toll-free subscribe to GoToMeeting in order to use this Service. The number of Named Authorized Audio Users must equal the number of Named Authorized Users of GoToMeeting. OpenVoice Integrated Unlimited is available for purchase only in designated countries.

Named Authorized Audio User or NAAU. The number of NAAUs for your OVIU account shall be issued on a 1:1 ratio for use with the GoToMeeting Service, and shall be increased automatically upon the purchase of additional Named Authorized Users of GoToMeeting and invoiced on your next regularly scheduled invoice.

Subscription Fees and Monthly Fair Use. You will be billed monthly in advance for the OVIU Fees set forth in the Order. The Monthly Fair Use Limit means the monthly aggregate total of 3,000 minutes per NAAU multiplied by the total number of NAAUs authorized for your account and is determined based on minutes used with GoToMeeting only. Usage of toll free numbers in GoToWebinar or GoToTraining is billed under the standard OpenVoice Integrated toll-free service described above, and is not counted in the Monthly Fair Use Limit calculation. o Use of Service.

LogMeln Audio reserves the right to review your usage of the OVIU Service to determine if such usage exceeds the Monthly Fair Use Limit or violates the Agreement. LogMeln Audio may determine abnormal usage through comparison with overall customer usage patterns, including minutes used, number of unique numbers connected usage patterns, and other factors. If LogMeln Audio determines that you have exceeded the Monthly Fair Use Limit, or you are engaging in use that otherwise violates the Agreement, LogMeln Audio may, in its sole discretion, transfer you to a more appropriate Service plan, charge applicable rates, or suspend or terminate your OVIU Service with or without notice. If LogMeln Audio believes that Customer has used the Audio Service for an unlawful purpose, LogMeln Audio may immediately terminate your Agreement with or without notice and/or forward the relevant communication and other information to the appropriate authorities for investigation and prosecution. • OpenVoice Integrated Flat Rate (OVIFR) is available for integrated use with GoToMeeting (Starter, Pro, Plus, and/or when utilizing a Flex Subscription), subject to certain restrictions as set forth on the Order. OVIR also includes a separate concurrent subscription to OpenVoice as described above and is provisioned with toll free and Call Me numbers solely for use as an additional audio option for your online meetings. You pay a set monthly fee for uncapped usage (up to the Monthly Fair Use Limit) by GoToMeeting organizers or attendees who dial in using the tollfree or dial out using the Call Me numbers. You must separately subscribe to GoToMeeting in order to use this Service. The number of Named Authorized Audio Users must equal the number of Named Authorized Users of GoToMeeting. OVIFR is available for purchase only in designated countries.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 14 of 39 Proprietary Named Authorized Audio User or NAAU. The number of NAAUs for your OVIFR account shall be issued on a 1:1 ratio to the number of Named Authorized Users for the GoToMeeting Service, and shall be increased automatically upon the purchase of additional Named Authorized Users of GoToMeeting and invoiced on your next regularly scheduled invoice.

Subscription Fees and Monthly Fair Use. You will be billed annually in advance for the OVIFR Fees set forth in the Order. The Monthly Fair Use Limit means the monthly aggregate total of 3,000 minutes per NAAU multiplied by the total number of NAAUs authorized for your account and is determined based on minutes used with GoToMeeting only. Usage of: (1) toll free numbers in GoToWebinar or GoToTraining; and/or (2) toll-free and Call Me usage outside of the countries specified in the Order, will be billed under the standard OpenVoice Integrated toll-free service described above, and is not counted in the Monthly Fair Use Limit calculation.

Use of Service. LogMeln Audio reserves the right to review your usage of the OVIFR Service to determine if such usage exceeds the Monthly Fair Use Limit or violates the Agreement. LogMeln Audio may determine abnormal usage through comparison with overall customer usage patterns, including minutes used, number of unique numbers connected, usage patterns, and other factors. If LogMeln Audio determines that you have exceeded the Monthly Fair Use Limit, or you are engaging in use that otherwise violates the Agreement, LogMeln Audio may, in its sole discretion, transfer you to a more appropriate Service plan, charge applicable rates, or suspend or terminate your
OVIFR Service with or without notice. If LogMeln Audio believes that Customer has used the Audio Service for an unlawful purpose, LogMeln Audio may immediately terminate your Agreement with or without notice and/or forward the relevant communication and other information to the appropriate authorities for investigation and prosecution. • Call Me is a feature available for use with GoToMeeting that allows meeting organizers to give attendees of a meeting or conference call the option to enter a phone number and receive a call from the GoToMeeting service to that number at the time the meeting starts. Fees are either: (1) charged on a per-minute, per-line usage basis at the same rates set forth in the Order for OpenVoice Integrated toll-free; or (2) at a flat rate (up to the Monthly Fair Use Limit) as set forth in the Order, when Call Me is provided as a feature of OVIR. Attendee is responsible for the accuracy of the phone number entered, and Organizers are responsible for verifying the identity of Attendees joining using Call Me, and any charges arising from the use, even if an attendee enters an inaccurate phone number.

Grasshopper Services are provided by Grasshopper Group LLC ("Grasshopper"), the communications provider responsible for the rates, terms and conditions relating to all Grasshopper Services. • Overview. Grasshopper is a Virtual PBX (private branch exchange) telecommunication service that provides you with toll free or local numbers. You own provisioned numbers and may port those numbers to any other provider prior to termination of your account. Details about transferring numbers are available at www.grasshopper.com/numberporting.

Additional telecommunication and non-telecommunication features, services, and applicable pricing are available at www.grasshopper.com/featurepricing.

Grasshopper Connect Services are a communications solution which uses the same technology as Grasshopper to provide a second phone number to a user's cell phone, however, it also utilizes an app to combine phone calls, text messages, and emails into one unified inbox. The app allows users to see all of their conversations together and adds email integration. Each conversation is sorted by contact, allowing all the communications from one contact in a single timeline view. The goal is for users to increase visibility into their business communications and reply faster to their customers.

Ruby Receptionists Services. If you are purchasing any Ruby Receptionists Services as part of your Grasshopper purchase, the additional terms listed at https://www.logmein.com/legal/ruby-terms apply to such purchase and are incorporated by reference.
• Emergency Service. GRASSHOPPER IS NOT A "DIAL-TONE" PROVIDER. GRASSHOPPER CANNOT BE USED FOR EMERGENCY SERVICES. IN THE EVENT OF AN EMERGENCY WHILE USING THE SERVICES, YOU MUST

HANG UP AND DIAL A LOCAL EMERGENCY NUMBER USING THE TELEPHONE SERVICE PROVIDED BY YOUR • Reasonable Use Policy. Grasshopper Services plans are offered on an "unlimited use" and/or "unlimited minutes" basis and: (i) may only be used for normal business use; (i) are provided only for live dialog between two individuals; and (iii) exclude international calling, which is available for an additional fee. Grasshopper Services may not be used for any of the following prohibited uses:
• Trunking or forwarding your Grasshopper number to another phone number capable of handling multiple simultaneous calls, or to a PBX or a key system;
Spamming or blasting (e.g., sending 100 or more bulk and/or junk voicemail or faxes simultaneously). Bulk call-in lines (e.g., customer support or sales call centers, "hotlines", 900 numbers, sports-line numbers, etc.); 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 15 of 39 Proprietary • Text message blasting (any volume of text messages sent by you, which interferes with the use of Grasshopper's network or systems or the network of any other provider, as determined by Grasshopper); • Auto-dialing or "predictive" dialing (i.e., non-manual dialing or using a software program or other means to continuously dial or place out-bound calls).

Grasshopper reserves the right without prior notice to: (i) disconnect or suspend your Service if Grasshopper determines that your use of the Service violates this Reasonable Use Policy, or if you consistently exceed 50,000 minutes per month or 50 concurrent calls at any time; and (ii) to terminate voice calls exceeding a 6 hour duration and fax calls exceeding a 3 hour duration. This Reasonable Use Policy also applies to "unlimited" extensions that are limited to 1,000 extensions to each account. Additional extensions may require an additional Grasshopper account. Unlimited Voice Studio enables you to record an "unlimited" number of greetings and messages of up to 750 words each. Greetings or messages in excess of 750 words will be subject to an additional Fee of 75.00 USD for every 750 words. Grasshopper may add to, modify or amend the Reasonable Use Policy at any time for any reason in its sole discretion.

Account Changes and CN/ Compliance. You may request changes to Service features or Service plans (changes to a Service plan, may not take effect until your next Term) by notifying Grasshopper in writing or by telephone and when contacting Grasshopper, must provide: name, address, account number, and administrative PIN, or be submitted from the original email address on file. Grasshopper protects your Proprietary Network Information (CPNI) by using this pin. Telecommunications providers are subject to the FCC's rules protecting CPNI. Additional information about CPNI is available on the FCC website at http://apps.fcc.gov/eb/CPNl/index.cfm. • Term. The Initial Term for the Grasshopper Services may be either monthly or annual, based on the period associated with the Services purchased when you place your order. The Initial Term begins on the date Grasshopper activates Services for your Account and will renew for a period equal to the Initial Term thereafter until terminated by either party pursuant to the terms below.

Fees. Fees will be charged either in advance or in arrears, as set forth herein. Fees charged in advance include recurring charges such as Service plan charges (including any related taxes or fees that are permitted to be charged in advance), add-ons and upgrades, and non-recurring charges (e.g. one-time charge(s) or fees). Fees charged in arrears include usage charges (e.g. overages), international,, long distance and directory assistance charges, and taxes and surcharges (e.g. Telecommunications Sales Tax, FCC Regulatory Fee, Regulatory Recovery Fees, and Federal Universal Service Fund (USF)) .

Services plans for toll-free and local numbers include: (i) a flat monthly Service Fee which is the basic charge associated with the Service that includes the calling charges defined by your Service plan; (i) the number of included plan minutes ("Threshold Amount"); and (iii) an additional minute rate (for use in excess of number of calling minutes on their Service plan, Grasshopper will bill you for the minutes used above the allowance), in each case for use in the continental United States (excluding Alaska and Hawaii and United States territories) and Canada. Service Plans and Fees are available on the Grasshopper website at https://signup.grasshopper.com/plans.

International calls (not including calls to Canada) and calls to areas outside the continental United States (including, but not limited to, Alaska and Hawaii and United States territories), including calls forwarded from the continental United States and Canada to such international areas, are charged based on the international outbound rates posted on the Grasshopper website at https://grasshopper.com/internationalrates/.

Grasshopper may charge initiation and additional fees for optional features, add-ons, and additional products and Services. Such Fees are posted on the Grasshopper website at https://signup.grasshopper.com/plans.

Grasshopper reserves the right to change its pricing and/or billing practices in its sole discretion. Grasshopper bills usage charges in six (6) second increments with an eighteen (18) second minimum, or as otherwise set forth in the applicable Service plan. IN ORDER TO ENABLE INTERNATIONAL CALLING ON AN ACCOUNT YOU MUST PAY AN INITIAL DEPOSIT OF 500.00 USD. THIS DEPOSIT WILL BE USED TO PAY CHARGES AS THEY ARE

INCURRED ON YOUR
ACCOUNT. Usage charges are billed in arrears. Excess use charges for additional minutes are billed on the sooner of the month following such usage, or when the usage results in a charge that exceeds your Threshold Amount.

Credit or debit cards will automatically be billed on the sooner of: monthly or upon reaching the Threshold Amount, and no additional notice or consent will be required for billings to that credit or debit card or account. Billing cycle end dates may change from time to time. When a billing cycle covers less than or more than a full month, Grasshopper may make reasonable adjustments and pro-rations. Service plans are charged where applicable, annually, monthly or upon the accrual of usage-based fees which result in charges that exceed the Threshold Amount for your account, whichever comes first. The Threshold Amount is set by Grasshopper and may vary based on your plan of Service, usage and account history.

Except where prohibited by applicable law, Grasshopper may charge a monthly Regulatory Recovery Fee in connection with any telephony services provided to Customers within the United States to offset costs incurred by 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 16 of 39 Proprietary Grasshopper in complying with inquiries and obligations imposed on Grasshopper by federal, state, municipal and/or other regulatory bodies and government agencies. This fee is not a tax or charge required or assessed by any government. Regulatory Recovery Fees are presented as separate line-item on invoices, and the initial rates will be set forth in any quote for Services. Grasshopper may increase or decrease the regulatory recovery fee without notice.

Default and Termination. You may terminate the Grasshopper Service in accordance with the Terms of Service and by providing notice of termination Grasshopper's Billing Department at http://support.grasshopper.com, and upon receipt of ticket, Grasshopper will generate a cancellation ticket to cancel your Account and will email you a cancellation ticket number to confirm Grasshopper's receipt of your termination notice.

Termination requests will be fulfilled within 1 business day. If you do not receive a cancellation ticket number, termination notice may not have been received by Grasshopper, and you should contact Customer Support at 1-800-820-8210 or 1-617-395-5700 to verify the generation of a cancellation ticket number. Because minutes are paid in arrears, a final payment for minute usage will be processed on your next billing date after termination. Following termination of the Grasshopper Services, you shall have no right to receive, and Grasshopper will have no obligation to forward any unread or unsent messages to you or any third party. Grasshopper may require reactivation charges to renew Services after termination or suspension. Upon termination, you are responsible for paying all undisputed amounts and charges owing under this Agreement. Past due balance on previous or multiple accounts will be charged the full balance due upon opening a new account or updating your credit or debit card on file. • Blacklisted Destinations. Grasshopper reserves the right, in its sole discretion, to block access to certain international countries and locations that are frequently implicated in fraudulent calls ("Blacklisted Destinations"). At your request and subject to specific conditions, Grasshopper may provide you access to Blacklisted Destinations. • Privacy and Recording. You authorize Grasshopper to: (i) monitor and record calls to Customer Service regarding your account or the Services; and (ii) contact you from time to time by means of (a) phone calls, voice mail, push notifications or text messages to phone numbers provided by Grasshopper or other phone numbers you provide to Grasshopper for contact purposes, which may be sent using automatic dialing equipment, or (b) your Grasshopper voicemail box. Grasshopper may also monitor or record calls passing through Grasshopper's networks and systems solely for troubleshooting and/or Service quality control checks required for the provision of Services. This recording may be done with or without additional notice and such recordings will only be used for quality and training purposes.

GoToConnect Services.

GoToConnect (formerly Jive) is a cloud-based VolP service which combines audio, video, and screensharing capabilities with cloud-based telephony and messaging services, including contact center services and associated enabling hardware, to provide a fully integrated application that allows users to connect and communicate internally and externally via a web browser or downloadable application. Additionally, certain packages for GoToConnect may incorporate other LogMeln Services referenced in these Service Descriptions, and which shall be subject to the terms applicable to such Services. All non-PBX based audio conferencing is provided in accordance with the OpenVoice Services set forth above.

GoToConnect - Teams Edition. GoToConnect - Teams Edition, is a voice-only version of GoToConnect bundled with the Connector (defined below), enabling you to make and receive calls within your Microsoft Teams account.

GoToConnect Teams Connector. GoToConnect Teams Connector (or "Connector") is a third-party add-on service (a "Third Party Service" under the Terms of Service) for your existing GoToConnect account which enables your GoToConnect users to make and receive calls within their Microsoft Teams account using the GoToConnect platform. • Technical Sufficiency Criteria. GoToConnect requires a properly-configured, high performance, enterprise-grade broadband IP network and connection. Use of GoToConnect with any network, services, or connection not compatible with GoToConnect may result in partial or complete unavailability, interruption, or underperformance of GoToConnect or other services utilizing the same network, services, or connection. Customer will provide and maintain, at its own cost, an IP network, services, and connection meeting the foregoing standard and all equipment necessary for GoToConnect to connect to and use such network, services, and connection. • Adding or Removing Services. You may add users to your account at any time, and we will prorate the associated Service Charges for the first month. To reduce the number of users, or to terminate this agreement, you must notify us no less than 10 days before the end of the Term, and the reduction or termination will take effect after the end of the then-current Term. For the purposes of this Addendum, "Service Charges" means fixed monthly charges for the Services on your account.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 17 of 39 Proprietary • Rates. GoToConnect includes (subject to fair usage) in-country calling to the applicable landline and mobile phone number (excluding information service/special number prefixing). Out of country (international calling) would adhere to the applicable GoToConnect international calling plan with rates defined by country and call type (i.e., landline or mobile). In some instances, international calls to landlines would incur no charge to the Customer (subject to fair usage).

All other calls will be billed based on the current regional standard rates set forth in the applicable GoToConnect calling plan.
• Rate Adjustment. Standard rates are subject to change without notice. We reserve the right to revise rates once per year at any time after the Initial Term and upon thirty (30) days' prior written notice. Pricing may also change due to regulatory requirements, market conditions, or other pass through charges. The preceding provisions on rate adjustment shall not apply if the Regional Supplement (see below) contains a different process for rate adjustment in your country.
• Regional Supplement. If you are purchasing GoToConnect from outside of North America, the Regional Supplement at https://www.logmeininc.com/legal/regional-supplement shall apply to you. • Emergency Services in North America.
• Availability and Use of Emergency Services. You acknowledge: (1) that you have read and understood our 911 Service Availability Policy, which is available at https://www.logmeininc.com/legal/911-service-availability-policy:
and (2) that the 911 dialing service we offer ("GoToConnect 911 Dialing") differs from 911 dialing service offered by traditional telephone carriers in the ways described in the 911 Service Availability Policy, including that GoToConnect 911 Dialing will not function if you lose electrical power or broadband internet connection or if anything on your wide area network or local area network blocks your connection to our platform. Also, GoToConnect 911 Dialing will not function if we have deactivated the Services for any reason, including your non-payment.

Physical Location Information. You must provide us the physical location of each device used to make or receive calls, and we will not activate a device until we have received this information. If you relocate any device, you must promptly notify our Fulfillment Department of the device's new location either by phone at (801) 717-1556 or by e- mail at [email protected] and you must pay any fees associated with updating the location database. For the purposes of this Addendum, a "device" is a physical phone, soft phone, fax machine, analog telephone adapter, or other device used to make or receive calls using the Service.

Callback Information, Location and callback information associated with a device will normally be automatically forwarded to an "emergency dispatch center," defined as any local or national answering point for 911 calls, when using GoToConnect 911 Dialing. Because some emergency dispatch centers are not equipped to receive such location and callback information, you acknowledge that you may need to provide location and callback information verbally. Automatic forwarding of location and callback information is not activated for any device until we notify you by e-mail that it has been activated.

Emergency Services Outside North America. If you are purchasing GoToConnect outside of North America, consult the Regional Supplement for information on your use of emergency services. • Regulatory Recovery Fees. Except where prohibited by applicable law, we may charge a monthly regulatory recovery fee in connection with any telephony services provided to you within the United States, to offset costs we incur in complying with inquiries and obligations imposed on us by federal, state, municipal, and/or other regulatory bodies and government agencies. This fee is not a tax or charge required or assessed by any government. We may increase or decrease the regulatory recovery fee without notice.
• Reasonable Use.
• "Unlimited" Usage. You acknowledge that: (a) any reference we have made to "unlimited" minutes or features refers to our practice not to charge for the Services on a per-minute or per-use basis when use is reasonable; and (b) that we do not offer "unlimited" plans for call center operations, fax spamming, or other activities that use an extraordinary amount of connectivity to the public switched telephone network (the "PSTN"). Unless otherwise stated (e.g. in your Order or in the Regional Supplement), we may limit PSTN connectivity, impose per-minute charges for excessive use, or terminate this agreement if we determine that your average per-user PSTN connectivity exceeds the monthly aggregate total of 2,500 minutes per month multiplied by the total number of users authorized for your account.
• Use Limits. We may block calls or call destinations we believe are associated with toll fraud or traffic pumping and may suspend or terminate Services we believe were obtained by subscription fraud. • Equipment and Additional Products.
• Purchase and Cancellation. You acknowledge that except as set forth below, all equipment purchases are final and non-refundable. Cancelling an equipment purchase does not terminate the Agreement or any Services you 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 18 of 39 Proprietary have purchased. You may cancel an equipment order you have previously placed: (a) by notifying us no later than 24 hours after submitting the Order; or (b) if, after more than 24 hours from Order submission, you deliver written notice to us no more than 30 days after submitting the Order and pay a 25% restocking fee for all cancelled or rejected equipment purchases. We will not issue a refund until the equipment is returned to us. Returned equipment must be in like-new condition in original packaging. In addition to the restocking fee, you must pay all costs to replace damaged equipment or missing components or packaging.

Shipment. All equipment is sold FOB our shipping point unless otherwise noted. Delivery of equipment to our or another loading point will constitute delivery to you, and regardless of shipping terms, you will bear all risk of loss or damage in transit.

Manufacturer's Warranty. We assign you any and all rights we have under any manufacturer's warranty for equipment you purchase from us. We may, in our discretion, assist you in obtaining replacement equipment or equipment service under the manufacturer's warranty. o Equipment Rental. If you are renting any equipment from us, whether the rental is separately listed on the Order or is bundled with Services, the terms of the equipment rental agreement, available at https://www.logmeininc.com/legal/equipment-rental-agreement, are hereby incorporated by reference.
inContact. If you are purchasing a subscription to the inContact contact center service ("Contact Center Pro"), the terms of the Contact Center Pro agreement, available at https://www.logmeininc.com/legal/contact-center-pro- agreement, are hereby incorporated by reference.

Jive Business Continuity. If you are purchasing a subscription to the Jive Business Continuity service, the terms of the network services agreement, available at https://www.logmeininc.com/legal/network-services-agreement, are hereby incorporated by reference.

SD-WAN Purchase. If you are purchasing SD-WAN services, the terms of the SD-WAN purchase agreement, available at https://www.logmeininc.com/legal/sd-wan-purchase-agreement, are hereby incorporated by reference.

Informacast. If you are purchasing Informacast mass notification service (available in the United States only), you must not use it to send communications (i) for which the receiving party will incur a charge unless you have first obtained the receiving party's permission or unless responding to an emergency; (ii) to individuals who are not your employees, are not using a device you have provided, or who have not given you affirmative consent; or iiii) to emergency numbers or patient rooms. You also accept Singlewire, Inc. (the owner of Informacast) as a third-party beneficiary of this agreement for purposes of exercising any of our rights or demanding the performance of your obligations related to the Informacast service.
• Term & Termination.
• Term. Notwithstanding anything to the contrary in the Terms of Service, the Initial Term begins on the Effective Date and will continue for the duration specified on the Order, measured from the first day of the month following the Effective Date. After the Initial Term, the Services will automatically renew on a month-to-month basis (each, a "Renewal Term").

Early Termination. If you terminate the Agreement or the Services purchased hereunder for any reason (except for our material breach), or if we terminate the Agreement or the Services purchased hereunder due to your breach, you will remain responsible for all applicable Service Charges through the end of the Term. • Technical and Organizational Measures. LogMeln has implemented measures designed to ensure appropriate privacy, security, availability, and confidentiality of GoToConnect. You may find out more about these measures by visiting the GoToConnect page in the "Product Resources" section of LogMeln's Trust & Privacy Center.

Customer Engagement & Support
GoToAssist is a hosted, web-based, Software-as-a-Service online remote support and access service that combines essential cloud-based support and IT management tools and is designed to help agents support computers, mobile devices, and network infrastructure located anywhere with internet access. You may subscribe to the GoToAssist Service on a per Named Authorized User or Concurrent Seat basis, as set forth in the Order. • GoToAssist Corporate enables individuals and support organizations to connect to customers and provide live remote assistance using twoway screen-sharing, integrated chat, and mouse and keyboard control to resolve technical issues. • GoToAssist Remote Support enables individuals and organizations to connect to customers using two-way screen- sharing, remote access, control, diagnostics, chat and more to resolve technical issues remotely with solutions tailored 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 19 of 39 Proprietary for a variety of departments including multi-agent call centers, help desks and IT departments. You may use the unattended support feature on up to one hundred (100) computers per the number of Named Authorized Users or Concurrent Seats set forth in the Order. Any Named Authorized User may access any of the computers at any time. • GoToAssist Mobile Support is an add-on to GoToAssist Remote Support service that allows agents to remotely view, and in certain cases control, select mobile devices through a web browser or application. • GoToAssist Service Desk enables individuals and organizations to manage service desk activities, including incidents, problems, changes, releases, knowledge articles and configuration items, for the purposes of supporting internal and external technology services.

LogMeln Rescue is a web-based remote support and customer care service, which is used by helpdesk professionals to provide remote support via the internet, without the need for pre-installed software. Using LogMeln Rescue, support and service professionals can communicate with end-users through an internet chat window in order to diagnose and repair IT issues. If given permission by the end-user, the support professional can access, view, or take control of the end-user's computer to take necessary support actions or to train the end-user on the use of software and operating system applications.
• LogMeln Rescue+Mobile is an add-on to LogMeln Rescue's web-based remote support service that allows call center technicians and IT professionals to remotely access and support iOS, Android and Blackberry smartphones and tablets.

Rescue Live Lens is a browser-based remote visual guidance service for use by agents to provide support for hardware or physical environments. The Service enables end-users to utilize the cameras on supported smartphones or tablets to stream live video back to support professionals who can utilize in-session support tools to assist.

Rescue Live Guide is a browser-based support tool for use by agents to provide remote visual guidance on a web page.

Rescue Live Guide allows an agent to co-browse a web page with the end-user in real time. RescueAssist (refer to GoToAssist Remote Support above)
Identity & Access Management
LastPass Business is a password management solution that empowers employees to generate, store, and share credentials, while providing insight and control to Admins. LastPass Business offers additional access and authentication features, including single sign-on for simplified access to a limited number of cloud applications and multi-factor authentication to secure the LastPass vault and single sign-on applications.

LastPass Advanced Single Sign-On Add-On ("LastPass SSO") enables users to access unlimited cloud applications through a single sign-on to deliver simplified employee access to key apps, while reducing the number of passwords employees must manage.

LastPass Advanced Multi-Factor Authentication Add-On ("LastPass MFA") leverages biometric and contextual factors to verify a user's identity and help ensure that only the correct users are accessing the right data at the right time. LastPass MFA offers an intuitive authentication experience that can be deployed across cloud and legacy apps, VPNs, workstations, and identity providers.

LastPass Teams is a password management solution that gives business teams the ability to securely store, create and access the user identity and login credentials for online applications and websites.

LastPass Premium and LastPass Families are password managers for consumers that manage, save, fill, and share login credentials for online applications and websites.

LogMeln Central is a web-based management console that enables IT professionals to access, manage and monitor remote computers, deploy software updates and patches, automate IT tasks and run hundreds of versions of antivirus software.

LoqMeln Pro provides secure access to a remote computer or other Internet-enabled device from any other Internet connected computer, as well as most smartphones and tablets. Once a host is installed on a device, a user can access that device's desktop, files, applications and network resources remotely from their other Internet-enabled devices.

GoToMyPC enables interactive, secure remote browser-based access to any desktop application on the host computer (even those that are not Webbased) to or from any Internet-connected Mac or PC, or supported mobile device. This product is accessible via a resizable viewer, launched from a browser with an Internet connection. GoToMyPC does not require installed software or network configuration changes. Account access is protected by dual passwords and end-to-end user authentication.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 20 of 39 Proprietary

EXHIBIT B

PROFESSIONAL SERVICES TERMS AND CONDITIONS
These Professional Services Terms and Conditions ("PS Terms") apply to the person or organization ("Customer" or "you") purchasing professional applicable LogMeln contracting at https://www.logmeininc.com/legal/contracting-entities ('LogMeln" or "us" or "we") pursuant to a mutually agreed to statement of work or similar document between the parties ("SOW"). These PS Terms are incorporated in and made a part of all SOWs. Each of Customer and LogMeln may be referred to herein individually as a "Party" and collectively as the "Parties." Except as otherwise expressly set forth herein, a SOW is governed by the terms and conditions referenced in the underlying ordering document ("Order"). Capitalized terms used herein and not otherwise defined shall have the meanings

1. Overview. In connection with an Order, you have requested that LogMeln provide certain configuration and implementation services related to LogMeln's software-as-a-service offerings, as well as onsite installation and training services, as more fully described in the applicable SOW (the "Professional Services" or "PS"). Any Professional Services not expressly described in the SOW are deemed out of scope and subject to a separate scoping exercise and mutually agreed to statement of work between the Parties, including additional charges as set forth therein.

Customer Materials. In order to perform the Professional Services, we require access to certain Customer owned or separately licensed materials, such as content libraries, logos, trademarks, information, facilities, software, hosted platforms, APls, personnel, systems and infrastructure ("Customer Materials"). Customer retains ownership of the Customer Materials and grants LogMeln a limited license for the term of this Agreement to access, use and modify the Customer Materials as reasonably necessary to enable LogMeln to provide the Professional Services. Customer represents and warrants that it has all rights and consents necessary to provide the foregoing license to LogMeln. Our obligation to provide the Professional Services shall be contingent upon your timely provision of the Customer Materials to us. Nothing herein shall authorize LogMeln to utilize any Customer logo, mark, or seal for any purpose other than provision of the Professional Services.

Project Management and Governance. As needed based on the scope of the SOW, we will assign a project manager to proactively manage and control the scope and budget of the project as well as direct the work of our resources.

We agree that all personnel who perform the Professional Services by or on behalf of LogMeln ("Personnel") are (and shall remain during the delivery of the PS) (i) either regular, full or part-time employees or subcontractors that have valid work authorizations to the extent required by applicable law; and (i) bound by agreements that contain obligations related to intellectual property and confidentiality no less restrictive than those set forth herein. We retain the exclusive right to select the Personnel that will provide the Professional Services and to make changes as required in our discretion. We are fully responsible for the performance of such Personnel who are providing Professional Services in connection with the SOW.

Deliverables. We will provide the Professional Services in a professional and workmanlike manner in accordance with our standard procedures and methodology as outlined in the SOW, and with recognized industry standards. Upon Customer's payment of all relevant fees due pursuant the SOW and for the term of this Agreement, LogMeln grants Customer a limited, non-exclusive, non-sublicensable, non-transferable, license to use the Deliverables (as defined below) provided to Customer by LogMeln solely in connection with Customer's access to and use of the relevant LogMeln software- as-a-service offerings to which the Deliverables relate for Customer's internal business purposes during the applicable subscription term set forth in the relevant Order. Subject to the foregoing license right, (i) LogMeln owns the Deliverables (excluding any Customer Materials contained therein) and all intellectual property used by or on behalf of LogMeln in providing the Professional Services, including without limitation, all processes, know-how, code, data, reports and related materials (and modifications or derivatives thereof); and (i) LogMeln reserves all rights not expressly granted herein to the Deliverables and all intellectual property rights described in subsection (i) above. Nothing contained herein limits LogMeln's right to develop, use, market, or sell services or products that are similar to the Deliverables or Professional Services provided pursuant to a SOW, or to use such Deliverables (excluding Customer Materials, as defined below) to perform similar services for any other purposes, including without limitation in connection with other projects and customers. "Deliverables" means any tangible or intangible work product that is created, conceived, developed or otherwise generated by or on behalf of LogMeln in its performance of the Professional Services, including any modifications or derivatives thereof, such as documents, reports, data, models, processes, software, scripts, analysis, specifications, integrations, APls, interfaces, programs, and other materials and results. Notwithstanding anything to the contrary above, LogMeln warrants that all Professional Services shall comply in all material respects with all technical specifications and other requirements of this Agreement, and shall be free of material defects in workmanship, for not less than one (1) year following acceptance of all Professional Services by Customer. Upon Customer providing written notice of any material defect or material deviation from any provision of this Agreement, LogMeln shall promptly re-perform the defective work so as to be non-defective and/or to otherwise comply with all applicable specifications and provisions herein. 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 21 of 39 Proprietary

5. Acceptance and Completion. Unless otherwise expressly stated in the applicable SOW, all PS will be deemed completed when we provide you notification of completion of Professional Services, which may be provided via email. All Professional Services require review and acceptance by Customer as may be set forth in further detail in the SOW.

Therefore, we will notify you at the time of completion and provide an acceptance form. You shall have no more than ten business days from the date that we provide such notification ("Notice Period") to either (i) sign and return the acceptance form to us, at which point all Professional Services will be deemed completed or (i) notify us of any material, bona fide issues or defects in the Deliverables that render them in material noncompliance with the specifications set forth in the SOW, provided that such notice shall contain reasonable detail and must be delivered to the LogMeln contact specified in the SOW in writing and must be received by us within the Notice Period, otherwise the acceptance form will be deemed approved and the Professional Services will be complete. You may only reject the Deliverables if they fail to materially conform to the agreed upon specifications set forth in the SOW. In the case of a notification of defect as set forth in (i) above, if we determine in our sole and reasonable discretion that such issue or defect is material and a result of our performance of the Professional Services, we will make reasonable efforts to correct and redeliver the Deliverables promptly upon receipt of such notice, and, following review and acceptance by Customer within ten business days, the Professional Services will be deemed completed and accepted.

Fees and Timeline. The fees for Professional Services will be set forth in the applicable SOW or Order (the "Fees").

Unless otherwise expressly stated in the SOW or Order, all Fees are non-refundable, non-cancellable and due following Customer's acceptance of the Professional Services or as may be otherwise set forth in the SOW. For the avoidance of doubt, license fees or other fees related to access and use of the LogMeln software-as-a-service offerings are outside of and in addition to the Fees due in payable in connection with the Professional Services. Any specific timeline for completion of the Professional Services shall be set forth in the SOW.

General Assumptions. Our obligation to perform the Professional Services is contingent upon the fulfillment of certain obligations and assumptions as follows:

Prior to commencement of the Professional Services, you will designate a person known as the Customer Project Manager who will have the authority to act on behalf of you in all matters regarding the SOW. This single point of contact will be responsible for facilitating all communications between you and us and for cooperating as to issue resolution, activity scheduling, interview scheduling, and information collection and dissemination. The timeliness of communications and other activities will directly affect our ability to meet agreed upon schedule deadlines;
b. You will ensure that we have access to the accounts) associated with the relevant LogMeln software-as-a- service offerings and all related infrastructure, networks and facilities; c. If onsite work is required and agreed upon in the SOW, you will provide us with a work area for Personnel while on site, which shall include access to any required network, servers, printers, internet connection (to support a Virtual Private Network connection), and a working telephone; d. Project delays resulting from Customer-owned (or licensed) software or hardware issues may result in additional fees should the timeline of the project be impacted by these delays; Professional Services are performed during our normal business hours (Monday through Friday, 8:00am to 5:00pm local time, excluding holidays). To the extent that you require PS to be provided outside of normal business hours, if acceptable to us in our reasonable discretion, we may issue a Change Order as described in the SOW, which may include an increase to the applicable Fees; f. The Fees are independent of any travel or other expenses incurred by us in relation to onsite work and related charges, which have been approved in writing by Customer in advance, and shall be separately invoiced by us, as applicable; and
g. Unless expressly included in a SOW, (i) the scope of Professional Services does not include system administration activities such as creating user accounts, adding users to groups, managing attribute lookup data and related activities; (i) we do not provide hosting or operational support of any middleware logic, applications or related assets.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 22 of 39 Proprietary

EXHIBIT C
U.S. PRIVACY POLICY
Last Updated on May 6, 2021
Contents
• Data Categories and Collection Purposes
How We Use Your Data
Analytics, Cookies and Other Web Site Technologies
Data Sharing
Security
Privacy Frameworks
Changes
• Children's Privacy
Access Requests
• Contact Us
Who We Are and Scope of this Privacy Policy
We are LogMeln USA, Inc., a U.S. company headquartered in Boston, Massachusetts, and our wholly-owned subsidiaries in the United States listed here, collectively referred to as "we" or "LogMeln" in this Privacy Policy.

Our Software-as-a-Service products ("Services") are used to simplify how people connect with each other and the world around them to drive meaningful interactions, deepen relationships, and create better outcomes for professionals and businesses.

In this Privacy Policy, we explain what personal data we collect from visitors to the LogMeln websites and/or properties that link to this Privacy Policy (including our digital properties listed here) and how we use such personal data.

It is important to note that this Privacy Policy does not apply to any other data, such as any personal data that may be included in the files, documents, recordings, chat logs, transcripts, and similar data that we maintain on our customers' behalf, as well as any other information our customers may upload to their LogMeln account(s) in connection with their use of our Services (which we refer to as "Content" in our Terms of Service) or information gathered from other channels, such as publicly available sources. For the avoidance of doubt, we process customer Content, including any personal data which may be included therein, solely for the purpose of providing and operating our Services to our customers and only in accordance with their written instructions, which typically take the form of our Terms of Service, a Data Processing Addendum and/or any similar written agreement between LogMeln and our customer. 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 23 of 39 Proprietary Protecting the
personal data of
our customers and
their end-users is
one of our top
priorities.

LogMeln and our international affiliates located outside the United States have posted additional privacy policies with different scopes, as required by law or where we believe appropriate for transparency purposes, including the Supplemental California Consumer Privacy Act Disclosures, as well as notices specific to the European Economic Area ("EEA") and Switzerland which may be found here.

Data Categories and Collection Purposes
When you visit our website(s) and/or use our Services, you provide the following categories of personal data to us:
• Customer Account and Registration Data is data you provide when you create your account with us, request support or technical assistance, or register for events, webinars, whitepapers and surveys, which typically include first and last name, billing data, and a valid email address. We need this data to provide the Services to you, to maintain and support your account, as well as to collect payment.

Service Data (including Session, Location and Usage data): When you visit our websites and use our Services, we receive data that you or others voluntarily enter, including on schedules and attendee lists, as well as data that is automatically logged by the website or Service - for example, duration of session, connections made, hardware, equipment and devices used, IP addresses, location, language settings, operating system used, unique device identifiers and other diagnostic data. We need this information to provide, operate, and improve our Services. We collect location-based data for the purpose of providing, operating, and supporting the Service and for fraud prevention and security monitoring; you can disable location data transmission on mobile devices at any time by disabling location services from the settings menu on your device.

We strive to limit the types and categories of personal data that is collected from, and processed on behalf of, our users to include only information which is necessary to achieve the purpose(s) for which it was collected and we do not use personal data for additional purposes) which are incompatible with their initial collection.

In other words, we have measures and policies in place designed to ensure that we only collect and process information from our users that we believe is necessary to operate and provide them with a world-class Service.

How We Use Your Data
We use the data we collect from visitors to our websites to: (a) provide and operate our Services; (b) address and respond to service, security, and customer support needs; (c) detect, prevent, or otherwise 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 24 of 39 Proprietary address fraud, security, unlawful, or technical issues; (d) comply with applicable laws and administrative requests, protect our rights, assert and defend against claims; (e) fulfill contracts; (f) maintain and improve our Services; (g) provide analysis or valuable data back to our customers and users; (h) assess the needs of your business to determine and promote other LogMeln products which we believe may be helpful to you; (i) provide product updates, marketing communications, and service data; (j) conduct research and analysis for business planning and product development; (k) display content based upon your interests; and (I) to the extent permitted by law, we may combine, correct, and enrich personal data that we receive from you with data about you from other sources, including publicly available databases or from third parties to update, expand, and analyze our records, identify new prospects for marketing, and provide products and Services that may be of interest to you.

Notwithstanding anything else in this Privacy Policy, if you link Google Services with your GoToConnect, GoToMeeting, GoToWebinar, GoToTraining (collectively, "GoTo") or Grasshopper account, our use of your Google data will be as follows:
• For GoTo Google Calendar access (where enabled), we will read the date, time, and title of calendar events and use this information to schedule corresponding web meetings. • For GoTo Google Contacts access (where enabled), we will access names, phone numbers, and email addresses and make these available in GoTo.
• For Grasshopper Google Mail or "Gmail" access (where enabled), we will use that access to read, write, modify, delete, or control Gmail message bodies (including attachments), metadata, headers, and settings to provide web email client functionality that allows users to compose, send, read, and/or process emails. We will not transfer this Gmail data to others unless doing so is necessary to provide and improve these features; to comply with applicable law; or as part of a merger, acquisition, or sale of assets.

For all Google data, we will not use the data for serving advertisements and will not allow humans to read the data (i.e., by utilization of robust access controls, procedures, etc., inclusive of the principle of least privilege) unless: (i) we have your affirmative agreement for specific data; (ii) doing so is necessary for security purposes, such as investigating abuse; (iii) it is in response to requested support/troubleshooting; (iv) to comply with applicable law; and/or (v) if the data have been anonymized, for our internal operations related to the applicable LogMeln services noted above.

Analytics, Cookies and Other Web Site Technologies
We continuously improve our websites and Services through 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 25 of 39 Proprietary the use of first-and third-party cookies and other web analytics tools, which help us understand how our visitors use our websites, desktop tools, and mobile applications, what webpages, features and functions they like and dislike, and where they may have run into problems which need to be addressed.

Google Analytics and Adobe Marketing Cloud
We use Google Analytics as described in "How Google uses data when you use our partners' sites or apps." You can prevent your data from being used by Google Analytics on our websites by installing the Google Analytics opt-out browser add-on here. For enhanced privacy purposes, we also employ IP address masking, a technique used to truncate IP addresses collected by Google Analytics and store them in an abbreviated form to prevent them from being traced back to individual users. Portions of our website may also use Google Analytics for Display Advertisers including DoubleClick or Dynamic Remarketing which provide interest-based ads based on your visit to this or other websites. You can use Ads Settings to manage the Google ads you see and opt-out of interest-based ads. We also use Adobe Marketing Cloud as described here. You can similarly exercise your rights with respect to use of this data as described in the "Exercising Choice" section below.

Social Media: Many of our websites include social media features, such as Facebook, Google, and Twitter "share" buttons. If you use these features they may collect your IP address, which page you are visiting on our site, and may set a cookie to enable the feature to function properly - you can exercise your rights with respect to the use of this data as specified in the "Exercising Choice" section below. These services will also authenticate your identity and provide you the option to share certain personal data with us such as your name and email address to pre-populate our sign-up form or provide feedback. Your interactions with these features are governed by the Privacy Policy of the third-party company providing them.

Exercising Choice
We do not currently respond to web browser "do not track" signals or similar mechanisms, but instead offer visitors to our websites more information, choices, and control over cookies and other web analytics tools via LogMein's Cookie Consent Manager (available via the "Cookie Preferences" hyperlink at the bottom of this page) and/or as specified below. LogMeln's Cookie Consent Manager provides visitors with information about the types and categories of cookies we utilize and you may also exercise your rights as follows. • If you wish to not have the information these technologies collect used for the purpose of serving you targeted ads, you may opt-out here.
• The Help Menu on the menu bar of most browsers will tell you how to prevent your browser from accepting new cookies, how to have the browser notify you when you receive a new cookie, and how to disable cookies altogether.
• To manage Flash Cookies, please click here.

You can still view our websites if you choose to set your browser to refuse all cookies; however, you will need to keep certain cookies enabled to establish an account or to install the Services.

Data Sharing
We share your personal data: (a) with our affiliated companies and subsidiaries which are directly or indirectly owned by our parent company, LogMeln, Inc.; (b) at your direction, with separate, specific notice to you, or with your consent; (c) with third-party service providers under appropriate confidentiality and data privacy obligations (only for the purposes identified in Section 3, "How We Use Your Data"); (d) in connection with a 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 26 of 39 Proprietary merger, divestiture, acquisition, reorganization, restructuring, financing transaction or sale of assets pertaining to a business line; and (e) as required by law or administrative order, to assert claims or rights, or to defend against legal claims.

To the extent LogMeln uses its affiliates or third-party providers in the provision and operation of its Services and processing of any Content, including any personal data therein, it discloses those parties in the applicable Affiliate and/or Sub-processor Disclosure in its Trust & Privacy Center (see the "Product Resources" Section).

Security
LogMeln has implemented a comprehensive data privacy and security program which includes appropriate technical and organizational measures designed to safeguard and protect the personal, identifiable, and/or confidential information we collect or you share with us. LogMeln's operations, on a product and/or suite-specific basis, have been assessed by independent third-party auditors against recognized security standards and controls, including SOC2 Type II, BSI C5, SOC3, and ISO 27001.

To learn about LogMeln's Service-specific security and privacy measures and certifications, please visit the Trust & Privacy Center (see the "Product Resources" section).

Privacy Frameworks
LogMeln is headquartered in the United States of America, has international affiliates and subsidiaries, and maintains a global infrastructure. Information that we collect and maintain may be transferred to, or controlled and processed in, the United States and/or other countries around the world.

When LogMeln transfers personal data, it will do so in compliance with the following frameworks:

Standard Contractual Clauses
LogMeln offers a Data Processing Addendum ("DPA") which incorporates Standard Contractual Clauses ("SCCs") for data transfers outside the European Union and European Economic Area. For more information about LogMeln's program, as well as supplementary documentation to use in conjunction with its DPA and SCCs, please visit our Privacy Program page.

APEC Cross Border Privacy Rules System
LogMeln's global privacy program, described in this Privacy Policy, complies with the Asia Pacific Economic Cooperation ("APEC") Cross-Border Privacy Rules System (CBPRs"). The APEC CBPR system provides a framework for organizations to ensure protection of personal data transferred among participating APEC economies. More information about the APEC Privacy Framework and CBPRs can be found here. Our certification applies to our business processes across our global operations that process and transfer personal data to/from our affiliates around the world. To view our certification, please visit the validation page here.

To learn more about how LogMeln protects personal data, review and execute appropriate data processing addendums (where relevant), as well as review locations where LogMeln may process your personal data through its affiliated companies or third-party subprocessors (when LogMeln acts as a data processor, service 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 27 of 39 Proprietary provider, and/or the applicable legal equivalent), please visit the Product Resources section of the LogMeln Trust & Privacy Center.

Changes
We update this Privacy Policy from time-to-time to reflect changes to our personal data handling practices or respond to new legal requirements and will post updates here. However, if we make any material changes that have a substantive and adverse impact on your privacy, we will provide notice on this website and additionally notify you by email (sent to the e-mail address specified in your account) for your approval prior to the change becoming effective. We encourage you to periodically review this page for the latest information on our privacy practices.

Children's Privacy
LogMeln's webpages are intended for general audiences - we do not seek through our sites to gather personal data from or about persons that are sixteen (16) years of age or younger. If you inform us or we otherwise become aware that we have unintentionally received personal data from an individual under the age of sixteen (16), we will delete this information from our records.

Access Requests
LogMeln respects your control over your information and, upon request, we will confirm whether we hold or are processing information that we have collected from you. You also have the right to amend or update inaccurate or incomplete personal data, request deletion of your personal data, or request that we no longer use it. Under certain circumstances we will not be able to fulfill your request, such as if it interferes with our regulatory obligations, affects legal matters, we cannot verify your identity, or it involves disproportionate cost or effort, but in any event we will respond to your request within thirty (30) days and provide you an explanation.

Please note that for personal data about you that we have obtained or received for processing on behalf of a separate, unaffiliated entity - which determined the means and purposes of processing, all such requests should be made to that entity directly. We will honor and support any instructions they provide us with respect to your personal data.

Contact Us
If you have questions or requests relating to personal data or privacy, please contact us at https://support.logmeininc.com/contactus which allows you to make a request online or through a phone call, and/or via e-mail at [email protected].

If you wish to no longer receive marketing communications from us, you can opt-out of marketing by clicking on the unsubscribe link on any marketing email you receive, or at https://Ip.logmeininc.com/unsubscribe.

If you have any other questions about this policy please contact the LogMeln Privacy Team or write to us via postal mail at: Attn: Legal Team, LogMeln, 320 Summer Street, Boston, MA 02210. To reach our Global Customer Support department, you may contact us here.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 28 of 39 Proprietary If you have an unresolved privacy or data use concern that we have not addressed satisfactorily, please contact our U.S.-based third party dispute resolution provider (free of charge at https://feedbackform.truste.com/watchdog/request. Supplemental Privacy Policies California Residents: Please click here to view our disclosures pursuant to the California Consumer Privacy Act ("CCPA").
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 29 of 39 Proprietan

EXHIBIT D

BRANDING GUIDELINES
Welcome.

At LogMeIn, we're on a mission to unlock the world's potential. And we can't do it alone. We partner with best-in-class people to bring our technology, solutions and knowledge to our customers around the globe.

As we collaborate with like-minded agencies, technology partners, individuals and organizations, we frequently produce joint or co-branded communications and campaigns.

Co-branding with LogMeln
We really care about our brand, so we ask our LogMein community - from our employees to customers and technology and business partners alike - to take the extra steps to ensure that the brand is well cared for. After all, brand building is a shared endeavor, and it's in our best interest to protect the LogMeIn brand from misuse, dilution, misappropriation or confusion out there in the world.

We engage in a host of co-branding initiatives around the world from press releases and research to events, endorsements, case studies and marketing campaigns, to name a few. We're proud of the company we keep, and our brand represents the seal of approval that we're working with good, smart people.

We built LogMeIn Brand Guidelines with empowerment and care in mind. We've tapped our LogMeIn Corporate Communications, Global Brand & Creative and Legal teams to set criteria for joint and co- branded communications and campaigns. They're the gatekeepers for LogMein - our stewards of good judgment as we consider the brand's use.

Have a request? It's best to read this first.

You're likely here because you'd like to leverage or partner with LogMeIn. We've seen all types of requests, but here are a few that commonly appear in our inboxes:
• Co-branded logo lockups
• Sponsorship
Case studies & testimonials
Press releases
Research
• Vendor web placement
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 30 of 39 Proprietary If your request has received approval via an email from LogMeIn already, please consult the abridged LogMeIn Brand Guidelines below to confirm proper use of the brand marks and name. We are available with additional information ([email protected]), including more detailed brand guidelines, as needed.

Please keep in mind that our team considers the following questions (and precedents) when providing guidance or when making final decisions on co-branding. • What is the intended use case?
• What is the mission of the company and/or objective of the communication or event? • Does your company and/or event have a political affiliation? • Is this a public endorsement for something that might be considered a competitive advantage or otherwise sensitive information?
• Has there been any past or present negative media coverage for the company and/or event? • Is there a dual benefit?
• Is the company providing a service or product for LogMeIn? What is the tenure of that relationship, and was co-branding a part of our contract?
• Are there any business metrics that can be used explicitly or implicitly to evaluate company performance? (E.g., revenue, conversion rates, retention rates, average order size) • In what channels and markets will this communication appear? For how long? Ready to submit your request? Head on over to logmeininc.com/cobranding to fill out the short form that'll be routed to the Co-Branding team.
2613460 RWG-Terms of Service 2021.2 (w/ Exh.) Page 31 of 39 Proprietary Abridged LogMeln Brand Guidelines:

Applicability
These Brand Guidelines will help us properly collaborate with you to use our brand, logos, content, trademarks and service marks, all of which are considered LogMeIn intellectual property. These Guidelines will help us ensure that these marks are not used by third parties in a way that might inadvertently confuse consumers into believing there is a liaison with or endorsement by us, if in fact there is none.

These Guidelines apply to LogMein employees, customers, licensees, consultants, outside vendors and other third parties. If you have signed an agreement with us that contains any different or additional usage guidelines, follow those guidelines. If not, please consult these Guidelines and reach out with any questions - we are here for consultation and collaboration! Please follow these Guidelines for using our marks and brands in any products, services, communications, documents or websites to create awesome and inspired co-branded campaigns.

Use of marks and logos
Please refer to our products and services by their associated trademarks and service marks, so long as such references: (a) are truthful, fair and not misleading; (b) do not suggest sponsorship or endorsement by LogMeIn; and (c) comply with these Guidelines, which we may modify from time to time and post on this webpage and in our master LogMeIn Brand Guidelines Book.

In particular:
• Please use the appropriate trademark symbol and trademark acknowledgement of our ownership of the marks and/or logos in question.
• Do not alter our trademarks in any manner, including, but not limited to, changing proportion, color or shape of our trademarks or adding or removing any elements from the trademarks. • Do not incorporate our trademarks or logos into your products or product names, services or service names, trademarks, service marks, logos or company names, and do not adopt marks or logos that are confusingly similar to ours.
• Do not use our trademarks in any manner that implies sponsorship or endorsement by us without an express written permission and license from LogMeIn.

Do not register a domain containing any of our marks or logos, or any similar variations of them, if it could make people think that we provide or support anything covered from that domain. • Do not make unlicensed use of our licensed logos. Third-party use of our marks or logos requires a license or written permission from us. If you are interested in obtaining a license to use any of our marks or logos, please contact one of our marketing or sales representatives. 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 32 of 39 Proprietary Logo use
At LogMein, we like to present our relationship with partners through logo lockups - a key element of our identity system. As a valued partner, your brand will share equal prominence with our logo and appear in a primary position or on the front cover of any co-produced collateral.

Please adhere to clear space and minimum-size standards while giving ample real estate to partner logos. Follow the guidelines on this page to ensure that partners and LogMeIn or LogMeIn products are adequately represented when used together.

LogMeIn
Be Limitless.

When using the black logo, white or light grey Use the reversed version when placing the logo over is the preferred background color. black or dark backgrounds.

LogMe In
LogMein
Be Limitless.

Be Limitless.

The logo may be used over any color within the LogMeIn or product color palette. Choose the appropriate version of the logo to ensure adequate contrast. The background should never impair the logo's legibility or impact.

LogMeIn LogMeln
Be Limitless. Be Limitless.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 33 of 39 Proprietary The logo may be used over calm areas of photography, provided there is adequate contrast. Be judicious about where and when this is used, and email [email protected] for guidance when necessary.

LogMein LogMein
Be Limitless. Be Limitless.

Sometimes, we object.

LogMeIn reserves the right to object to unauthorized, unfair, improper and/or infringing use of our trademarks, logos, product names, service names and/or products whether or not it has been expressly stated in this document. Reach out to [email protected] for approval and guidance on logo and branding issues.
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 34 of 39 Proprietary Exhibit E
Statement of Work and Compensation
Term. This Agreement shall become effective as of the last date of signature and will continue in effect until March 31, 2025, subject to renewal administratively by two one-year periods. If LogMeln has fully complied with the Agreement requirements and that it is in the best interest of the City to continue the Agreement, the Agreement may be extended administratively by City Manager, subject to termination as provided in section 3 of the Terms of Service, except the indemnification provisions contained in section 7 therein shall remain in full force and effect after the Agreement is terminated. The parties may mutually agree in writing to extend the Term of the Agreement.

B. Payment for Services. City agrees to pay Consultant for providing the professional installation and related services which are described herein, and to pay for those services on a time and materials basis for the not-to-exceed sum of Eighteen Thousand Six Hundred Dollars ($18,600.00). Utilizing the prices as specified in LogMeln's cost proposal dated December 15, 2021 and once a delivery date has been established then payment for phone equipment items will be invoiced. Payment for ongoing phone service licensing will be paid monthly following receipt of the services.

Taxes. LogMeln shall calculate payment for all sales other taxes imposed by local, State and federal law. These payments are included in the total amounts as shown in the Order and included in the not-to-exceed sums above.

In no event shall the total compensation to LogMeln exceed One Hundred Sixty-One Thousand Nine Hundred Twenty- Nine Dollars ($161,929.00) for implementation, phone equipment and phone system license in Year 1, and not-to- exceed Forty-Three Thousand Seven Hundred Forty-Two Dollars ($43,742) in each of the Years 2 through 5.

Invoices. Invoiced amounts shall be due and payable within 30 days of the invoice date. Acceptance of any professional services shall be as set forth in Exhibit B above.

D. Statement of Work.

The professional installation and related services shall include the following tasks at a minimum:
a. Project Management
b. On-Site Kickoff and System/Network Assessment
C. Product Consulting and Needs Assessment
d. Programming and Product Customization
e. General Configuration Support
f. Porting of Phone Numbers
g. On-Site Staging of Phone Hardware and After Hours Migration and Deployment of Hardware h. On-Site Softphone software installation support
i. On-Site Testing with documentation of meeting exit criteria j. On-Site After installation support
k. On-Site Training (up to 2 people, with 80 hours of support each)

1. Additional Professional Services support
m. Removal & Disposal of existing/old phone hardware
n. Maintenance Support & After-Hours maintenance support Additional descriptions of professional and support services are provided in the attached pages. 2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 35 of 39 Proprietary VI-2. PRODUCT DESCRIPTION AND FUNCTIONAL REQUIREMENTS
(SUBMIT WITH PROPOSAL)
The vendor's proposal must include the following items. If you are unable to provide any of therequested items, please identify which ones and why you are unable to provide them. If what you normally provide varies from what is requested, please explain how and why.

Please indicate the availability of the requested features using the acronyms below:

Acronym Description
Y Yes. The proposed system currently meets this requirement and is included withthe standard system at no additional cost.

AO Add-on. The proposed system currently meets this requirement with an add-on
module that is fully integrated. Provide the add-on cost in the comments section.

Under Development. The proposed system does not include this UD requirement, but the feature will be available in the future. Provide the timeline and cost in the
comments section.

Customizable Service. The proposed system does not include this CS requirement, but the feature can be added through customizable services.

Provide the not-to-exceed cost in the comments section.

The proposed system will include the following deliverables:

Table 1: Basic Features and Functionality
No. Feature Availability Comments
Proposed system shall fulfill a LogMeln is proposing a complete, complete replacement of existing turnkey solution. This includes 1 phone and communication installation, maintenance, training, infrastructure with interconnectivity and all aspects of a Hosted VolP to all facilities. system, such as unlimited auto
attendants, voicemail boxes, call
configuration, and online
administration. Such features are a
standard part of GoToConnect.

LogMen
Proposed system shall include Y LogMeln's Hosted VolP platform, 2 adaptability to expand to additional Jive Cloud, was designed as a true facilities. Cloud-based architecture. Jive Cloud
was built to scale gracefully to
hundreds of thousands of users on a
single virtual cluster. LogMeln's
services are particularly scalable
from the standpoint of adding
services to an existing account.

Individual capacity can be added as
needed to accommodate growth,
including both new handsets and
additional Broadband Internet.

LogMeln also has many of the largest
purely Hosted VolP installations ever
deployed.

Adding services to your account is
accomplished without any
downtime. Because of the hosted
delivery model, services can be
remotely provisioned and activated
on the Customer account in a way
that is completely unobtrusive to
existing users, and that causes zero
service disruption. In most cases,
new endpoints are programmed by
LogMeln and sent to the Customer,
where they merely need to be
connected to the LAN and WAN.

Jive Cloud, the platform over which
the hosted services are delivered,
scales linearly to accommodate
subscriber growth. LogMeln delivers
our solutions using a true Cloud-
based architecture, which allows for
rapid deployment of additional
resources as required.

Proposed system shall be a hosted LogMeln is proposing a fully hosted 3 VolP cloud solution. VOIP cloud solution.

LogMen
Proposed system shall have a single Y
4 reach number (voice, fax, SMS) for
each desktop phone.

Proposed system shall have the ability Y GoToConnect's administrator portal is 5 to manage system online browser-based and offers easy, intuitive access and control over all
through a secure cloud portal.
system features and functions. These
password-protected controls are
available online and can be used
anywhere the administrator has
Internet access. Administrators can
view, configure, and modify all system
user information, devices,
lines/extensions, and services. Within
the portal, administrators use drag-
and-drop functionality and wizard tools
to quickly and easily create user
groups, manage policies and
permissions, modify dial plans and
schedules, and upload prompts and
hold music, and much more. User
administrators have virtually the same
level of account access as LogMeln
support engineers. Customers
therefore have the ability to self-serve
in almost every aspect of the hosted
services. The administrator portal is an
integrated part of the GoToConnect,
included at no additional cost.
6 Proposed system shall include mobile Y LogMeln supports a softphone phone integration. (GoToConnect, which runs in a browser window or desktop app, GoToConnect
desktop, which runs on the desktop)
which provides the same basic features
as a physical device. A smartphone app
is also available for both the iPhone
and Android, providing softphone
capability on mobile devices. In many
cases, this is an excellent solution for
bridging the gap between desktop and
mobile. LogMeln supports softphone
only user deployments as well as the
option to deploy physical phones.

LogMen
Users can access the softphone if
desired in addition to their physical
phone for no additional charge.

Proposed system shall have a soft Y See response above. phone app that will work on a mobile
7 phone and desktop. Shall work on
Windows, Mac, iOS, and Android
platforms.

Proposed system shall be easily Y In most implementations, the new configured and installed with minimal GoToConnect solution is set up, 8 configured, and tested in parallel with
disruption to existing phone call the existing phone system. The actual capabilities.
switch-over happens at the point when
your phone numbers port to LogMeln.

The timing is known and managed by
your implementation team and
coordinated with you to ensure
minimal disruption.
9 Proposed system shall have limitless Y GoToConnect has been designed to concurrent call paths. deploy OTT (over the top) of the customer's existing network
infrastructure and broadband internet
connection. This can significantly save
on costs - both OPEX and CAPEX - as it
allows your new voice system to utilize
equipment and connectivity already in
place. Often, it requires only minimal
configuration for your network.

Each GoToConnect call requires
approximately 85 kbps of synchronous
upstream and downstream bandwidth.

If secure calling is enabled, each call
requires approximately 120 kbps of
synchronous upstream and
downstream bandwidth.

With GoToConnect - Bandwidth
required for video is approximately 2
Mbps. Bandwidth required for audio,
video, and screenshare is
approximately 5-6 Mbps
The main constraint on concurrent calls
is bandwidth on the customer side.

LogMen
10 Proposed system shall have a chat Y The GoToConnect unified client allows users to exchange SMS text messages
feature. using their business phone number. In
addition, chat functionality (ie instant
messaging) is built-in to the solution.

Collaboration is accomplished through
the meetings and chat functionality
that is part of GoToConnect.

Proposed system shall integrate with Y GoToConnect can support traditional at least twelve dedicated fax and virtual faxing. To support 11 machines. traditional fax, LogMeln provisions an
ATA that, when connected to the LAN,
outputs an FXS (analog) line delivering
dial tone to a fax machine. This device
is placed next to the fax machine;
inbound and outbound faxing occurs as
normal.

Please note that the Cloud-based
solution provides a simpler fax
functionality in that all users
automatically have the ability to
virtually send and receive faxes using
their GoToConnect account. This
feature is provided at no additional
charge. Incoming faxes are converted
to. PDF files and are received by the
user in his or her email inbox. The same
users can send faxes by attaching any
of a number of supported file types to
an email message and sending it to the
destination fax number via
GoToConnect's email-to-fax feature.

When sending a fax, a user will be
prompted to enter a PIN for
authentication purposes. This PIN will
have been supplied to each user by the
system administrator.

LogMen
Proposed system is completely See response to 5.
12 customizable by City staff via an
online portal.
(Optional) Proposed system can send Y See response to 10. 13 SMS/text from assigned single reach
number.

Table 2: Phone Station Requirements
No. Feature Availability Comments
Proposed system shall provide Y LogMeln has read, understands and 1 approximately 194 non-conference complies with this requirement. phones and required connections.

Proposed system shall provide LogMeln has read, understands and approximately 15 conference phones complies with this requirement. 2 and required connections.

Proposed system shall be VolP/SIP Y GoToConnect supports industry- 3 (Voice over Internet Protocol / standard Session Initiation Protocol Session Initiated Protocol) based. (SIP) as defined in IETF RFC 3261.

Supported SIP handset endpoints
include hardware from enterprise
vendors including Cisco, Polycom,
Yealink, and many others.

Proposed system shall be powered by Y Our tier one phones by Polycom, 4 Cisco, and Yealink all support PoE.

PoE (Power Over Ethernet).

Upon bid award we will work with
you to determine the phone model
that is best suited to your needs.

Proposed system shall include long Y GoToConnect offers unlimited local 5 distance service. and long distance calling at the
standard seat price, without add-ons
or service upgrades. LogMeln's
solution also has some of the most
competitive international calling
rates in the industry; these rates can
be viewed at
https://www.goto.com/connect/inte
LogMen
rational-calling.

Proposed phone shall have 1 GbE Y LogMeln has read, understands and (Gigabit Ethernet Pass-Through) Pass complies with this requirement. 6 Through.

Proposed phone shall be multiple line Y LogMeln has read, understands and 7 complies with this requirement.
capable (minimum 4 lines).

Proposed phone shall be compatible Y We have several headset options 8 with Bluetooth headsets/earphones. meeting these requirements that are available to you. Upon bid award we
will work with you to ensure you are
fit into a compatible headset.

Proposed phone shall be headset See response above.
9 compatible (standard 3.5mm).
(Optional) Proposed phone is We have several phones that meet 10 cordless. this requirement.
(Optional) Proposed phone offers Y We offer several phones with this 11 capability.
video conferencing capabilities.

In addition, with GoToConnect you
combine the power and reliability of
LogMeln's cloud VolP phone system
with GoToMeeting's web, audio, and
video conferencing into one simple,
reliable, and flexible solution.

GoToConnect conference rooms
support up to 250 participants and
25 HD Video webcams. These
conference rooms offer dial-in
options as well as the option to have
the meeting conveniently call you.

Each user will have their own
personal meeting room URL, the
ability to schedule meetings, and
record their meetings. All call
participants are notified when new
members enter or exit the call. Calls
can be initiated and participants
added with or without reservations.

LogMeln
Table 3: Phone Types and Descriptions
No. Feature Availability Comments
Vendor will provide documentation Y Please see quote provided with this and pricing for phone types available response.
that includes basic phones, phones
with advanced features, multiline
1 phones for reception areas, courtesy
phones*, conference phones, soft
phones.

Vendor will provide documentation Y Please see quote provided with this 2 and pricing for conference room response.
phone options.

Vendor will provide documentation Y Please see quote provided with this and pricing for accessories such as response.
3 wired or wireless headsets and
wireless handsets.
* Courtesy phones are available to the general public and require the ability to block long distancecalls, program auto dialing of a specific line when the handset is picked up or a button is pushed.

LogMen
Table 4: Conference Call Required Features
No. Feature Availability Comments
Proposed system shall include Y Audio Only:
1 multiple dedicated conference calling Every GoToConnect user is provided with an unlimited number of
lines (up to 50 people on a single line)
per phone. complimentary dial-in audio
conference bridges. Each bridge is
accessible with either a 10-digit
telephone number or an extension.

GoToConnect conference bridges
can host up to 25 simultaneous
users. All call participants are
notified when new members enter
or exit the call. Calls can be initiated
and participants added with or
without reservations. Parties may
continue after the originating party
has hung up (if using a conference
bridge, as opposed to three-way
calling). There are two ways for
callers to get into a conference
room: 1. When a user calls in, you
can transfer them to the conference
room extension. 2. The caller can
navigate to the conference room via
your dial plan. When the caller
reaches an auto attendant, they can
dial the conference room extension.

Video & Audio:

With GoToConnect you combine the
power and reliability of LogMeln's
cloud VolP phone system with
GoToMeeting's web, audio, and
video conferencing into one simple,
reliable, and flexible solution.

GoToConnect conference rooms
support up to 250 participants and
25 HD Video webcams. These
conference rooms offer dial-in
options as well as the option to have
the meeting conveniently call you.

Each user will have their own
LogMen
personal meeting room URL, the
ability to schedule meetings, and
record their meetings. All call
participants are notified when new
members enter or exit the call. Calls
can be initiated and participants
added with or without reservations.
(Optional) Proposed system can Y See response above.
2 include personal conference calling
lines dedicated for each user.

Table 5: Voicemail Required Features
No. Feature Availability Comments
Proposed system shall include Y Voicemail, like all other components 1 personal mailboxes. of GoToConnect's services, is
delivered on a hosted basis. There is
no practical limit to the number of
voicemail boxes that can be
supported on any given account and
no additional charge. No additional
equipment, software, or licensing is
required for this feature.
• Unlimited Mailboxes. All
GoToConnect users can have
one or more voicemail boxes,
as the solution supports
unlimited individual and
group voicemail boxes.
• Anywhere Access. Voicemail
can be accessed from any
location or telephone.
• Voicemail-to-Email. With
GoToConnect, users can
designate an email address to
which a copy of the
voicemails should be sent.

The voicemail messages are
attached as a wav or a
.wav49 file, and the email
contains call information
such as caller ID, duration,
etc. This is an extremely
popular feature, as it allows
end-users to listen to their
voicemail anywhere they
have email access.
• Visual Voicemail. Through
GoToConnect and the mobile
app users can visually
manage and listen to their
voicemails without needing
to dial into the voicemail IVR.

Users can listen to a
voicemail, delete, mark as
listened to, scrub through the
voicemail, and see the length
of the message.

Proposed system shall include group Y See response above. 2 mailboxes.

Proposed system shall be able to Y With GoToConnect, users can 3 designate an email address to which
forward voicemails to emails.
a copy of the voicemails should be
sent. The voicemail messages are
attached as a wav. .wav49, or a mp3
file. The email contains call
information such as caller ID,
duration, etc. This is an extremely
popular feature, as it allows end-
users to listen to their voicemail
anywhere they have email access.
| (Optional) Proposed system shall This is supported and can be enabled 4 per user.
transcribe voicemails to emails.

Table 6: Automated Attendant Required Features
No. Feature Availability Comments
LogMen
Proposed system shall include day, Y Advanced time-of-day routing is 1 night and holiday modes. supported with GoToConnect. Using a simple calendar-type interface,
administrators are able to configure
the solution to route calls based on
the time of day. This scheduling
solution allows unique scheduling for
each day of the week, and provides
maximum administrative flexibility.

Administrators are also able to
override the schedule, forcing the
system to route calls based on either
the open or closed schedule (often
used for holidays, etc.

Proposed system shall be compatible Y LogMeln has read, understands, and 2 complies with this requirement.
with a call center environment.
(Optional) Proposed system can GoToConnect offers call hold as a 3 include on-hold music and basic feature for all its clients. messaging. Administrators choose whether
callers listen to a customized hold
music playlist or a an uploaded
sound clip until the call is picked up
again.

Table 7: System and Software Administration Required Features No. Feature Availability Comments
Proposed system shall include web- Y The GoToConnect softphone (web or based client tool for directory lookup, desktop) is the tool that provides 1 phone call control and presence this functionality.
indication.
(Optional) Proposed system can GoToConnect has integrations with a 2 include third party software number of popular CRM packages integration. including Salesforce.com and Clio.

GoToConnect also integrates with
Microsoft365 for contacts, among
other things.

LogMeln provides open standards-
LogMen
based APls for deeper integration
with client CRM, portal, or other
web-based systems. No additional
hardware is required for CTI
integration with GoToConnect.

Specifics on the currently available
APls can be found here:
https://goto-
developer.logmeininc.com.

Table 8: Network Requirements
No. Feature Availability Comments
Proposed system shall be compatible As noted earlier, GoToConnect has 1 been designed to deploy OTT (over
with Cox and AT&T internet service.
the top) of the customer's existing
network infrastructure and
broadband internet connection.

GoToConnect is agnostic as far as
customer's internet connection.

Proposed system shall include twelve GoToConnect can support traditional 2 and virtual faxing. To support
(12) dedicated fax lines.
traditional fax, LogMeln provisions
an ATA that, when connected to the
LAN, outputs an FXS (analog) line
delivering dial tone to a fax machine.

This device is placed next to the fax
machine; inbound and outbound
faxing occurs as normal.

Please note that the Cloud-based
solution provides a simpler fax
functionality in that all users
automatically have the ability to
virtually send and receive faxes using
their GoToConnect account. This
feature is provided at no additional
charge. Incoming faxes are
converted to.PDF files and are
LogMen
received by the user in his or her
email inbox. The same users can
send faxes by attaching any of a
number of supported file types to an
email message and sending it to the
destination fax number via
GoToConnect's email-to-fax feature.

When sending a fax, a user will be
prompted to enter a PIN for
authentication purposes. This PIN
will have been supplied to each user
by the system administrator.

Proposed system shall include a fax Y See response above. 3 server with fax routing via email for
all users.

Table 9: System Monitoring and Diagnostics
No. Feature Availability Comments
Proposed system shall include Y Within the Administration Portal, 1 there is a System Health dashboard
reporting tools such as analytics.
which allows client administrators to
monitor the following areas:
• Audio Quality and Call
Volume - Total number of call
legs and audio quality over 24
hours. This shows the hourly
call volume with Mean
Opinion Score (MOS), which
measures audio quality based
on how a listener would rate
a call's clarity.
• Average Audio Quality -
Mean Opinion Score. The
Mean Opinion Score is a
measure of quality based on
how a listener would rate a
call's clarity from 1-5. This is a
useful benchmark for the
overall audio quality of your
phone system.

LogMelp
• Audio Delay - Average latency
in milliseconds. This is how
long it takes for your system
to send and receive voice
data over the internet. Delays
longer than 100 ms can cause
audio to lag in conversations.

Audio Connection - Percent
of packets lost. This measures
the percentage of voice data
packets lost out of all of
those sent from a phone to
your system. Too many
packets lost (above 1%) may
cause the audio to noticeably
drop in and out. Higher
numbers may cause the call
to drop completely.
• Device Statistics - Number of
devices online and offline. A
device is "online" when it can
readily communicate with
other devices and is "offline"
when not turned on or
connected to other devices.
(Optional) Proposed system shall Y GoToConnect's call recording 2 include call recording. application allows users to record some or all of the calls to and from
their account. Administrators can
enable system-wide recording or set
up recording only on specific phone
numbers and extensions. These
settings can also be adjusted on an
on-demand basis but must be in
place before call recording can be
initiated. Additionally, users may
pause and resume call recording
during a call. The user simply dials *7
to pause recording and, when ready,
dials *7 again to resume call
recording.

Call recordings are stored in the
LogMen
Cloud, so they can be accessed from
virtually anywhere. The customer
has a choice regarding where the
recordings are stored - They can set
up their own AWS S3 storage bucket
and provide credentials to the
GoToConnect admin portal or they
can opt to have call recordings
hosted by LogMeln. With the first
option, the customer has full control
of retention and access policies. In
the second option, LogMeln will
keep the recordings for 20 weeks,
then they will be deleted. It is
possible, however, for the customer
to download the recordings prior to
that time.

Recordings are stored as MP3 files if
stored by LogMeln. Users opting to
store recordings in their own AWS S3
bucket can choose between MP3,
WAV and WAV49 formats.

GoToConnect automatically creates
and organizes stored files by year,
month, and day, respectively.

Recordings can be accessed through
Call Detail Reports where there is a
link to play a particular recording as
well as the button to download the
recording.

Table 10: System Reliability and Availability
No. Feature Availability Comments
Proposed system shall include From the host side:
backup, failover, and disaster Every level of Jive Cloud is 1 recovery capabilities to ensuresystem engineered for redundancy and functionality. provides high availability and fault
tolerance, achieving industry-leading
uptime and reliability. At a basic
level, LogMeln's collocation facilities
LogMein
are best-in-breed and offer
extremely high resilience to and
redundancy against natural and
man-made disasters. Within Jive
Cloud, redundant equipment and
network paths are maintained and
deliver a highly available computing
environment. Redundancy is even
greater within this computing
environment, as virtualization and
true Cloud architecture provide
complete software- and process-
level redundancy.

All core call-processing intelligence is
clustered and housed in
geographically separated, fault
tolerant co-location facilities with
automatic failure-over. This allows
us to guarantee an uptime of 99.99%
in any calendar year.

The system also detects if a specific
location is down and automatically
re-routes calls/messages to a pre-
determined location. For example, a
call may be forwarded to a cell or
home phone, emailed as a voice
message, or a variety of other
customizable scenarios. With
GoToConnect, no matter the severity
of a local situation, your
communications are safe,
redundant, and accessible via
multiple devices.

From the client side:

GoToConnect's solution is well-
equipped to deal with your Business
Continuity and Disaster Recovery
(BCDR). In the event that a major
disaster closes a customer site,
GoToConnect's Standalone VolP
solution provides a number of
advantages over traditional analog
telephone service.

First, our Standalone VolP handsets
are configured such that they will
work from virtually any high-speed
Broadband Internet connection. This
means that staff can take their
handsets to another site (such as
another office location, or even to
their home), plug them into the
Internet, and be up and running
exactly as if they were at the office -
with the same access to voicemail,
extension dialing, transferring, and
all other features.

Second, if the magnitude of the
disaster is such that handsets are
inaccessible, replacement handsets
can be ordered from LogMeln. These
handsets will be pre-programmed
for plug-and-play installation, and
can be shipped overnight for next-
day delivery.

Finally, in response to an adverse
event, incoming calls can be
rerouted to other locations, or
even to a group of cellular
phones.

The Support SLA response time for
GoToConnect's services is noted
below:
• Priority 1 - Total loss of
service. Voice quality deemed
unusable. (Response time
occurs within 2-10 minutes.)
• Priority 2 - Degraded service
performance. Isolated call
incidents. Impaired feature
functionality. (Response time
occurs within 5-10 minutes.)
Priority 3 - Service change
requests. Issues impact a
single phone/user. (Standard
response times are 15
minutes for initial response,
with Best Endeavor
LogMelp
Resolution within 2 hours.)
Proposed system shall include crash CS GoToConnect technical support reporting for both the web-based services are available as needed for 2 client and the mobile integration roubleshooting issues with the solution. client / mobile app
Proposed system shall include 24/7 Y LogMeln Customer Experience brings 3 together the expertise of the
support and maintenance.

LogMein Service Account
Management, Technical Support,
and Customer Service teams to
deliver world-class, personalized
service and support. All LogMeln
Customer Experience teams are
Americas-based and available 24/7,
through multiple channels, including
toll free telephone and email. All
access is unlimited and included in
your monthly service fees. No
additional contracts are required or
fees apply.

LogMein
Table 11: Training
No. Feature Availability Comments
Proposed system shall include up to Administrator Training 1 LogMeln follows a "train the trainer"
24 hours of in person and/or recorded
webinar trainings. methodology in its administrator
trainings, providing participants with
the ability to train other members of
the organization upon completion.

All trainings, with the exception of
on-site classes, are provided for no
additional cost. The following
administrator training options are
available:
• Customer On-Boarding
Training. LogMeln provides
on-boarding administrator
trainings provided by
specialized LogMeln
customer service
personnel. These one-hour
trainings, done over the
phone with screen-sharing,
are tailored to customer
needs and provide an
overview of how to configure
and use GoToConnect
specifically for their
organization. Customers may
schedule additional follow-up
sessions as required at any
time.
• Online Video Tutorials.

LogMeln has created a series
of training videos
demonstrating the
configuration and utilization
of GoToConnect. The videos
are located here:
http://jive.com/videos.
• Administrator Guide.

LogMeln has detailed written
guides that provide
LogMelp
instructions on how to use all
features included with
GoToConnect. Guides are
available online and can also
be provided in printed
format.
• Ad Hoc Training. LogMeln
Customer Service
Representatives are available
for phone-based trainings on
an ad hoc basis. Customers
may either schedule a time
with a Customer Service
Representative to attend a
personalized training or they
may simply call LogMeln
customer service with any
questions they have. Ad hoc
training is provided to all
customers at no additional
cost.
• On-Site Administrator
Training Classes. On-site
classes include training on
the web-based PBX controls
(administrator software), Dial
Plan Editor, and Call
Reporting
applications. Classes are
administered on the
customer site; additional
charges may apply.

End-User Training
LogMeln also offers several training
options for end-users, all for no
additional cost. Training topics range
from actual handset utilization (e.g.
"how do I transfer") to voicemail
settings. The following options are
available:
• Self-Guided
Training. LogMeln provides
LogMen
online video tutorials, quick-
start and quick reference
guides, and interactive user
manuals similar to those
provided for administrators
for end users. These training
references are available
online at any time and are
provided at no additional
cost.
• Administrator-Led
Training. LogMein will
provide customers with
access to training support
materials to enable
administrators who have
completed LogMeln
administrator training to train
other members of their
organization. Materials are
available online at any time.
• Ad Hoc Training. LogMeln
Customer Service
Representatives are available
for phone-based user training
on an ad hoc
basis. Customers may either
schedule a time with a
Representative to attend a
personalized user training or
they simply call LogMeln
customer service with any
questions they have.

Proposed system shall include LogMeln provides online video 2 manuals and materials associatedwith tutorials, quick-start and quick the phones and software. ference guides, and interactiv ser manuals. These trainin
eferences are available online a
ny time and are provided at n
LogMelp
Table 12: Security Features
No. Feature Availability Comments
Proposed system shall have over LogMeln contracts with datacenters several layers of security including to provide physical security and physical, network, host, data, environmental controls for server 1 application, business process and rooms that house production enterprise organization. servers. These controls include:
• Video surveillance and
recording
• Multi-factor authentication
to highly sensitive areas
• Heating ventilation and air
conditioning temperature
control
• Fire suppression and smoke
detectors
• Uninterruptible power supply
(UPS)
• Raised floors or
comprehensive cable
management
• Continuous monitoring and
alerting
• Protections again common
natural and man-made
disasters, as required by the
geography and location of
the relevant datacenter
• Scheduled maintenance and
validation of all critical
security and environmental
controls
LogMeln limits physical access to
production datacenters to
authorized individuals only. Access
to an on-premises server room or
third party hosting facility requires
the submission of a request through
the relevant ticketing system and
approval by the appropriate
manager, as well as review and
approval by Technical Operations.

LogMeln management reviews
physical access togs to datacenters
and server rooms on at least a
quarterly basis. Additionally, physical
access to datacenters is removed
upon termination of previously
authorized personnel.

LogMeln employs industry standard
perimeter protection tools,
techniques and services that are
designed to prevent unauthorized
network traffic from entering its
product infrastructure. The LogMeln
network features externally facing
firewalls and internal network
segmentation. Critical system files
are protected against malicious and
unintended infection or destruction.

The Service leverages a multi-tenant
(and multi-BX) architecture,
logically separated at the database
level, based on a user's or
organization's Service account. Only
authenticated parties are granted
access to relevant accounts.

Logical access controls are in place,
designed to prevent or mitigate the
threat of unauthorized application
access and data loss in corporate
and production environments.

Employees are granted minimum (or
"least privilege") access to specified
LogMeln systems, applications,
networks, and devices as needed.

Further, user privileges are
segregated based on functional role
and environment. The GoToConnect
integrated Service offering utilizes
LogMeln's proprietary identity
management platform for customer
LogMelp
provisioning, offers Single sign-on
(SSO) using Security Assertion
Markup Language (SAML), and
integrates directly with LogMeln's
GoToMeeting platform via API. This
permits robust administrative
controls, including allowing
Customer account administrators to
configure password policies, force
password resets, and require
utilization of SAML for login. Service
PBX administrators (Super
Administrators) can grant or deny
specific permissions in the PBX
Administration Portal. These group
permissions include the ability to
configure the PBX, edit E911
addresses/locations, view reports,
view and pay invoices, as well as
create, update, and delete settings
and accounts for:
• Users;
• User Groups;
• Extensions;
• Devices;
• Hardware;
• Sites; and
• Phone Numbers (delete and
create managed through
number ordering).

User level permissions are not
directly configured as they are
derived from the user, device, and
line relationships.

Proposed system shall offer Y This is fully supported. All data is 2 transmission security to prevent encrypted in transit. The Service interception of communications. provides end-to-end data security measures. The Service is designed to
ensure that communication data is
not exposed in unencrypted form
with communication servers or
LogMelp
during transmission across public or
private networks. Internet
Engineering Task Force (IETF)
standard Transport Layer Security
(TLS) protocols are used to protect
communication between endpoints.

All network traffic flowing in and out
of LogMeln datacenters, including all
Customer Content, is encrypted in
transit. For their own protection,
LogMeln recommends that
customers configure their browsers
to use strong cryptography by
default whenever possible and to
ensure that operating system and
browser security patches are kept
up-to-date. When TLS connections
are established LogMeln servers
authenticate themselves to clients
using public key certificates. TLS is
also supported for signaling between
physical phones and the Service
infrastructure to secure the traffic
and communication when supported
by Customer equipment. Media is
transmitted using Secure Real-time
Transport Protocol (sRTP) utilizing
shared keys transmitted over Session
Initiation Protocol Secure (SIPS) to
secure audio traffic. Provisioning
information containing the physical
phones credentials from the
Service's infrastructure to the
phones are also secured using TLS.

Proposed system shall offer This is fully supported. This is infrastructure security including outlined in detail in our Security and network and applications, Privacy Operational Controls
3 document available at:
administrative functions, technology,
and operational functions. https://logmeincdn.azureedge.net/le gal/Jive-GoToConnect-SPOC.pdf
LogMein
Proposed system shall offer physical LogMeln contracts with datacenters 4 and environmental security. to provide physical security and environmental controls for server
rooms that house production
servers. These controls include:
• Video surveillance and
recording
• Multi-factor authentication
to highly sensitive areas
• Heating ventilation and air
conditioning temperature
control
• Fire suppression and smoke
detectors
• Uninterruptible power supply
(UPS)
• Raised floors or
comprehensive cable
management
• Continuous monitoring and
alerting
Protections again common
natural and man-made
disasters, as required by the
geography and location of
the relevant datacenter
• Scheduled maintenance and
validation of all critical
security and environmental
controls
LogMeln limits physical access to
production datacenters to
authorized individuals only. Access
to an on-premise server room or
third party hosting facility requires
the submission of a request through
the relevant ticketing system and
approval by the appropriate
manager, as well as review and
approval by Technical Operations.

LogMeln management reviews
physical access togs to datacenters
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and server rooms on at least a
quarterly basis. Additionally, physical
access to datacenters is removed
upon termination of previously
authorized personnel.

Proposed system shall offer proactive Y LogMeln is committed to protecting 5 fraud mitigation. its client accounts from fraudulent telecommunications activities and
other privacy invasions using proven
technologies and advanced security
measures. These fraudulent
activities include compromising PBX
functions like voicemail, or IP phone
equipment, with the intent of
placing or selling calls. LogMeln
covers 100 percent of all financial
charges for its customers, originating
from fraud-related activities
perpetrated by third parties. To
qualify for this coverage, clients
must adhere to the following
requirements:
• Not disclose any account
information, including
passwords, SIP usernames, or
other credentials to any non-
authorized or third-party
individuals or organizations.
• Not configure LogMeln IP
phones on public IP
addresses.
• Follow industry-standard best
practices with respect to
network security, including
the proper configuration and
use of firewalls.

Promptly report any incidents
of unauthorized account
access.

LogMeln monitors its network 24/7
for intrusion detection, DDOS
LogMeln
attacks, and other threats from
outside sources. LogMeln also
actively audits client usage activity to
quickly identify accounts that may
have been subject to fraudulent
activities. LogMeln clients who feel
they have been the victim of fraud
on their LogMeln account should
contact [email protected]
immediately.

Table 13: System Reporting and Call Detail Reporting
No. Feature Availability Comments
Ability to use one centralized call Y Call detail reports - GoToConnect includes interactive
accounting system to track calls out
reports accessible in real time within the
of all locations on the network. The
GoToConnect administrator portal,
1 call accounting system must be able many of which can be exported into a to distinguish which phone originated . csv file for data storage or the call regardless of the phone's manipulation. Reports may include the physical location on the network. The following data points:
system should also be able to track an • Calls: total/mean/min/max by outside call through its destination, type, per day, by day of the including all internal transfers. week, by time of day, by state, per number/extension;
abandoned calls
• Minutes: total/mean/min/max
by type, per day, by day of the
week, by time of day, by state,
per call, per number/extension
• Top Numbers / Extensions:
total/mean/min/max by calls,
by minutes
• Queue: statistics, scores, calls,
minutes
Call Reports can be accessed via the
GoToConnect administration portal.

Within call reports there are Visual
Summary Graphs that provide a quick
snapshot of the calling activity on your
system. This helps to identify trends,
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campaign effectiveness, calling spikes,
and staffing needs.

Three additional reports are available
for in-depth analytics:

User Activity - This provides call activity
for each user. These high-level, user-
specific numbers can serve as a good
starting point for determining employee
performance or training opportunities.

By default, results are sorted by total
duration, potentially putting your most
productive users at the top.

Phone Number Activity - This provides
call activity from the perspective of your
GoToConnect phone numbers. These
high-level, number-specific details can
serve as a great resource for managers
needing to understand the call volume
routing through their phone numbers to
various sales and support teams. By
default, results are sorted by total
duration, putting your most active
GoToConnect phone numbers at the
top.

Caller Activity - This provides the
activity for all the phone numbers that
are calling into your system. You can see
specific activity for each number, such
as every outgoing and incoming call,
date, and talk time.

Each of these reports can drill down to a
details page for the specific caller, user,
or phone number that has been
selected.

Any number of custom reports can also
be provided upon request. All CDR
capabilities (including report
customization) are provided at no
additional cost.

Note that cradle-to-grave reporting as is
requested in this sentence "The system
should also be able to track an outside
call through its destination, including
any internal transfers." is not currently
provided in GoToConnect, but is on the
roadmap.

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Call Detail Reporting (CDR) records Y Reports can be exported as . csv files. must be in an exportable format for
2 external analysis. Acceptable formats
include Microsoft Excel, Open Office
Spreadsheet, etc.

Offerors must indicate whether There is no additional hardware or software required for call reporting
3 additional hardware, i.e., call
reporting server, is necessary for
implementation.

Acronym Description
Yes. The vendor will provide the desired level of service as part of the proposed cost.

N No. The vendor will not provide the desired level of service as part of the proposed cost.

CP Can Provide. The vendor can provide the desired level of service for an additional cost as detailed in the vendor's proposal.

Project Management
No. Level of Service Availability Comments
LogMein
It is important for the selected vendor Y Your implementation team will consist to provide support for an organized of an Account Manager, Project Manager, Field Engineer, training
transition from the existing system to
resources, and others from LogMeln.
1 the new system; ensuring internal LogMeln resources will be assigned at and external communications are the time of contract acceptance to maintained and the ease of use ensure that they will
through the transition is emphasized have sufficient time to dedicate to your to staff and clients. project.

LogMeln uses proven best practices and
a proactive, high-touch approach to
manage the implementation of all new
LogMeln Voice and UC solutions.

Applied across the following phases of
the implementation life cycle, the
LogMeln approach delivers consistent,
high-quality results that minimize the
pain traditionally associated with
changing your telephone service
provider while at the same time
maximizing the impact of GoToConnect
across your entire organization.

The City ultimately desires a turn-key LogMeln is proposing a complete, solution with regard to the full cloud turnkey solution. This includes 2 hosted VoIp phone system solution installation, maintenance, training, and and will own the hardware. all aspects of a Hosted VolP system, such as unlimited auto attendants,
voicemail boxes, call configuration, and
online administration. Such features are
a standard part of GoToConnect.

Vendor will provide project plan or Y LogMeln uses proven best practices and 3 a proactive, high-touch approach to
timeline down to task details as well
manage the implementation of all new
as weekly check-ins with City's LogMeln Voice and UC solutions. project team. Applied across the following phases of
the implementation life cycle, the
LogMeln approach delivers consistent,
high-quality results that minimize the
pain traditionally associated with
changing your telephone service
provider while at the same time
maximizing the impact of GoToConnect
across your entire organization.

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Initiating: LogMeln Project Managers
(PMs) review expectations and gather
customer information and preferences
required for system configuration and
number porting. They clearly define
transition activities, timelines, and
responsibilities for the customer and the
LogMeln implementation
team. Detailed statement of work,
project plan (with schedule), and other
important content is shared with
customer for review and
feedback. LogMeln engineers assess
the current communications
environment and identify system needs.

They prepare a detailed assessment
report and network diagram(s) outlining
recommended network configuration.

Planning: LogMeln PMs can guide and
help to prepare system configuration
documentation to guide the building of
the new GoToConnect solution. They
will work with you to establish
communications plan, scheduling
regular status meetings with the
customer and LogMeln sales,
engineering, training, project
management, and deployment
teams. System testing and training
plans for the completed solution will
also be covered
Executing: LogMeln engineers are
available to help to configure
GoToConnect to your custom needs.

Resources are available to assist in
building dial plans and other features
according to customer-provided
specifications and
preferences. Engineers also can
complete any specialized integration
requirements upon further
scoping. Fulfillment specialists order
equipment and monitor the number
porting process. Regular status calls
ensure the transition process stays on-
track with established milestones and
timelines.

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Testing: LogMeln quality assurance
specialists test every feature to ensure it
is operating correctly and in accordance
with customer specifications. Engineers
test the network configuration and, if
applicable, test and turn up the
LogMeln broadband data
connection. Fulfillment specialists test
E911 configurations in compliance with
Federal regulations. All LogMeln
hardware - including handsets, routers,
and other equipment - arrives on the
customer location pre-provisioned and
ready for immediate plug-and-
play. LogMeln PMs and engineers work
with the customer to test and verify all
system teatures and
functions. Dedicated project system
trainers provide administrator and end
user training to familiarize the customer
with GoToConnect.

Project Completion: Numbers port from
the losing carrier to LogMeln, all system
features and hardware endpoints are
activated, and call processing (inward
and outward) is initiated. Once live, the
support of a Customer Success Manager
is available to support the system and
troubleshoot and resolve any service
issues, provide on-the-spot answers to
questions, and maximize the impact of
GoToConnect.

Vendor will perform validation of See response to 3 above. existing environment outlined within
4 RFP which includes discovery and
interviews with City departments.

Vendor will perform all work to get Y See response to 3 above. the phones working and have staff
5 onsite the City's facilities to
troubleshoot and ensure all phones
are operational pursuant to the
standards established in this RFP.

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Vendor shall assign a project manager Y LogMeln has read, understands and complies with this requirement.
6 to the project to work with the City's
project team.

Vendor is required to submit a Y See response to 3 above. complete description of the key
activities and responsibilities
7 required for the implementation of
the proposed system.

Vendor will provide a master project See response to 3 above. schedule, including a detailed
timeline, that will identify the tasks
the vendor will perform and the tasks
the City is expected to perform to
successfully implement the new
system (assuming the contract is fully
executed in February 2022).

Vendor shall be involved in the Y See response to 3 above. deployment of the system while
working with the City's contracted
9 Information Technology vendor. The
proposed system should be plug and
play.

Vendor shall be required to work with N LogMeln hosted services are run on Jive AT&T and Cox to coordinate the
ordering and installation of all WAN
(wide area network), PRI (primary
10 rate interface) and other
communication services related to
this project.

Internet-connected Ip telephones to
other users on the PSTN regardless of
how they are connected (e.g., cellular,
VoIP, analog, etc.).

Unlike traditional premises-based VolP
deployments that connect to the PSTN
on the premises via a dedicated voice
circuit (e.g., PRI, T1, ISDN) or SIP trunks,
with GoToConnect, all inbound and
outbound voice traffic travels via the
LogMelp
Internet (WAN connection) to Jive
Cloud.

GoToConnect has been designed to
deploy OTT (over the top) of the
customer's existing network
infrastructure and broadband internet
connection. This can significantly save
on costs - both OPEX and CAPEX - as it
allows your new voice system to utilize
equipment and connectivity already in
place. Often, it requires only minimal
configuration for your network.

Vendor should include any additional Y LogMeln has read, understands and 11 routers, POE switches, servers and complies with this requirement. circuits required.

The City reserves the option to seek LogMeln has read, understands and 12 its own pricing for equipment that complies with this requirement. meets or exceeds the vendor's
specifications.

Vendor will coordinate with the City's Y LogMeln has read, understands and 13 contracted Information Technology complies with this requirement. vendor to install and configure IP
management software as necessary.
14 Vendor shall configure call routing Y LogMeln has read, understands and complies with this requirement.
and hunt groups for each City facility.

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Vendor will install and configure IP Y LogMeln has read, understands and client software on all workstations or complies with this requirement. provide a mechanism to 'push' client
software to each workstation.
15 Configuration includes successful
integration with locally installed
Microsoft Outlook client.

Vendor will coordinate the seamless Existing numbers can be ported port of phone numbers with existing (transferred) over to GoToConnect 16 service. Upon receiving the bid award,
carriers. These numbers will be LogMeln will issue the port request provided at time of award. form. This form is to be filled out by the client with all the complete and
accurate information. When LogMeln
receives this request form, they will
send it to the losing carrier. The losing
carrier then has up to 72 hours to
respond to the request. The process of
porting existing numbers can take
anywhere from 5-20 business days-
depending on area and existing
telephone provider.

Incorrect/incomplete information may
cause the order to be rejected by the
existing telephone provider. If a port
request is rejected, the request will be
resubmitted and the porting timeline
will start over.

Vendor will provide porting Y See response above.
17 procedures and any reason existing
numbers would not be eligible for
porting.

System Warranty
No. Level of Service Availability Comments
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Vendor will provide a complete Y Hardware
maintenance and warranty All of the hardware endpoints that agreement as part of the proposal, are used for delivery of the hosted 1 services are covered under warranty.
including all options available for
extended coverage and full pricing In the case of the VolP handsets, the hardware has a one-year
details for each level of coverage.
manufacturer's warranty. Warranties
on any routers and switches sold
vary by manufacturer and model,
but are never less than five years
(and in some cases are lifetime).

LogMeln's services manufacture
warranties for products we sell. For
customers under contract who are
renting the phones, LogMeln
provides warranty support for the
duration of the contract. All other
maintenance and support services
(regardless of warranty agreement)
are available 24/7 at no additional
charge.

If a handset fails within the warranty
time window, LogMeln will send an
advance replacement handset to the
customer, pre-programmed to
replace the faulty device.

Alternatively, some clients maintain
a number of extra handsets-those
can be programmed via
GoToConnect's online administrator
portal controls to replace the faulty
device at any given moment,
minimizing any downtime. If the
handset is outside of warranty, a
replacement can be purchased from
LogMeln, programmed, and sent to
the customer site (next-day shipping
is available).

Platform
A primary advantage of the hosted
delivery model is the vendor is
completely responsible for all
LogMelp
software maintenance and updates.

LogMeln manages and maintains all
of the infrastructure, software, and
hardware involved in delivery the
solution, and makes sure that
everything is always up to date. Jive
Cloud, our service delivery platform,
is engineered in such a way that
updates and maintenance do not
typically require scheduled
downtime but can instead be rolled
out across the platform during
periods of low utilization.

During the warranty period and any Y See response above. 2 subsequent maintenance agreement,
any defective components shall be
repaired or replaced at no cost to the
City.

All system maintenance during the Y See response to 1 above. warranty period and under any
maintenance agreements shall be
performed by the successful bidding
organization using personnel
employed by the vendor and at no
additional cost to the City other than
those charges stipulated to maintain
the warranty.

Support
No. Level of Service Availability Comments
During the warranty period, the y LogMeln Customer Experience brings successful vendor must be available together the expertise of the LogMeln 1 Service Account Management, Technical
24 hours a day, 7 days a week to Support, and Customer Service teams to resolve issues. deliver world-class, personalized service and support. All LogMeln Customer
Experience teams are Americas-based
and available 24/7, through multiple
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channels, including toll free telephone
and email. All access is unlimited and
included in your monthly service
fees. No additional contracts are
required or fees apply.

Vendor will describe their definitions The SLA response time for GoToConnect is noted below:
of major and minor problems.

Priority 1 - Total loss of service.

Voice quality deemed unusable.
(Response time occurs within 2-10
minutes.)
Priority 2 - Degraded service
performance. Isolated call
incidents. Impaired feature
functionality. (Response time
occurs within 5-10 minutes.)
Priority 3 - Service change
requests. Issues impact a single
phone/user. (Standard response
times are 15 minutes for initial
response, with Best Endeavor
Resolution within 2 hours.)
The successful vendor must include in LogMeln's strategy for upgrades and its pricing software assurance and new releases of Jive Cloud is based on 3 other regular software upgrades for an Agile Methodology of continuous integration and rapid iteration. All
the warranty period. upgrades and new releases of Jive Cloud are free of charge to LogMeln Hosted
VolP customers.

Every enhancement, upgrade, new
feature, or software patch is introduced
seamlessly into Jive Cloud once ready
for release. In general, LogMeln releases
updates to Jive Cloud every two weeks,
based on the length of developer sprints
and milestones.

The integration of the new functionality
begins by following a beta-testing
process (with select beta customers)
before the feature is released to
mainline customers over a period of
time. The period is often defined by the
size of the enhancement, the service it
affects, or the number of clients utilizing
the feature. Jive Cloud is engineered in
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such a way that updates and
maintenance do not typically require
scheduled downtime but can instead be
rolled out across the platform during
periods of low utilization.

Vendors should estimate the cost of Y As noted above, all upgrades are future software upgrades on an included at no additional charge. 4 annualized basis beyond the term of
the warranty.

Vendors should estimate the cost of As noted above, all support services are future support services on an available at no additional charge. 5 annualized basis beyond the term of
the warranty.

Vendors shall provide the availability N No hardware is required at the of spare parts in the area for critical customer site except for physical 6 phones.
hardware.

LogMeln
VI-3. PROJECT APPROACH, IMPLEMENTATION, AND TRAINING
(SUBMIT WITHPROPOSAL)
Project approach is very important to the City as the chosen vendor will need to be a partner thatwill work with the City not only through project planning and implementation, but also ongoing support and maintenance. On additional pieces of paper, please answer the following questionsin the order listed below.

LogMeln uses proven best practices and a proactive, high-touch approach to manage the implementation of all new LogMeln Voice and UC solutions. Applied across the following phases of the implementation life cycle, the LogMeln approach delivers consistent, high-quality results that minimize the pain traditionally associated with changing your telephone service provider while at the same time maximizing the impact of GoToConnect across your entire organization.

Initiating: LogMeln Project Managers (PMs) review expectations and gather customer information and preferences required for system configuration and number porting. They clearly define transition activities, timelines, and responsibilities for the customer and the LogMeln implementation team.

Detailed statement of work, project plan (with schedule), and preliminary order paperwork are prepared and presented to the customer for review and approval.

LogMeln engineers assess the current communications environment and LogMen
identify system needs. They prepare a detailed assessment report and network diagram(s) outlining recommended network configuration.

Planning: The Project System Trainer or Field Engineer will hold a training with the customer and work together, with the customer, to build out the PBX. They establish a communications plan, scheduling regular status meetings with the customer and LogMeln sales, engineering, training, project management, and deployment teams. They will work with you through system testing and training plans for the completed solution most fit for your needs.

Executing: LogMeln engineers help to configure Go ToConnect, providing requested guidance with dial plans and other features according to customer- provided specifications and preferences. Engineers also complete any specialized integration requirements, upon further scoping. Fulfillment specialists order equipment and monitor the number porting process. Regular status calls ensure the transition process stays on-track with established milestones and timelines.

Testing: LogMeln quality assurance specialists test every feature to ensure it is operating correctly and in accordance with customer specifications. Engineers test the network configuration and, if applicable, test and turn up the LogMeln broadband data connection. Fulfillment specialists test E911 configurations in compliance with Federal regulations. All LogMeln hardware - including Nonet route and team nu.
handsets, routers, and other equipment - arrives on the customer location pre- provisioned and ready for immediate plug-and-play. LogMeln PMs and engineers work with the customer to test and verify all system features and functions. Dedicated project system trainers provide administrator and end user training to familiarize the customer with GoToConnect.

The project manager will arrange weekly update calls with all members of the team (LogMeln and Customer) at a time that is convenient for all. In addition, communication and progress tracking is managed through an GuideCX and all members of the team will have the ability to log in to GuideCX and see progress and action items assigned to various members of the team. b. Describe how your solution will address the goals and desired outcomes outlined in the Background and Scope of Work (Section I).

LogMeln is proposing a complete, turnkey solution. This includes installation, maintenance, training, and all aspects of a Hosted VolP system, such as unlimited auto attendants, voicemail boxes, call configuration, and online administration.

Such features are a standard part of the GoToConnect solution. LogMeln gives you the flexibility to manage your entire phone system on the go and monitor call LogMen
analytics using LogMeln's custom built applications. This enables you to spend less time making simple changes to your Hosted PBX and more time moving your organization forward.

As a cloud-based solution, GoToConnect addresses your goals and desired outcomes by providing IP-based voice capabilities, intuitive self-service centric administration and user interfaces in a solution that has built-in reliability through an SLA that guarantees 99.99% or better uptime, redundancy through LogMeln's 8 redundant meshed US datacenters, simple scalability that will grow with you (by simply adding additional users and phones), and an experienced team of project managers, field engineers, and trainers to provide a smooth onboarding experience.
c. Describe your approach to the overall management and integration of all activities required by the Background and Scope of Work (Section I), including quality assurance, responsibility, and cost control.

Detailed statement of work, project plan (with schedule), and preliminary order paperwork are prepared and presented to the customer for review and approval.

LogMeln engineers assess the current communications environment and identify system needs. They prepare a detailed assessment report and network diagrams) outlining recommended network configuration.

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Executing: LogMeln engineers help to configure GoToConnect, providing requested guidance with dial plans and other features according to customer- provided specifications and preferences. Engineers also complete any specialized integration requirements, upon further scoping. Fulfillment specialists order equipment and monitor the number porting process. Regular status calls ensure the transition process stays on-track with established milestones and timelines.

Testing: LogMeln quality assurance specialists test every feature to ensure it is operating correctly and in accordance with customer specifications. Engineers test the network configuration and, if applicable, test and turn up the LogMein broadband data connection. Fulfillment specialists test E911 configurations in compliance with Federal regulations. All LogMeln hardware - including handsets, routers, and other equipment - arrives on the customer location pre-provisioned and ready for immediate plug-and-play. LogMeln PMs and engineers work with the customer to test and verify all system features and functions. Dedicated project system trainers provide administrator and end user training to familiarize the customer with GoToConnect.

Project Completion: Numbers port from the losing carrier to LogMeln, all system features and hardware endpoints are activated, and call processing (inward and outward) is initiated. Once live, a dedicated LogMeln Customer Success Manager (SAM) is available to support the system and troubleshoot and resolve any service issues.
d. Provide a list and proposed timeline of all major implementation milestones/events as outlined in the Background and Scope of Work (Section I) and any other milestones/events needed to complete the work.

See response to a. above. Part of the initial phases of the project involves documenting all facets of a statement of work and making sure all stakeholders are onboard and in agreement.
e. Explain whether the ongoing pandemic has affected your supply chain and ability to procure an inventory of phones in support of this project. In case delays are evident, ensure the proposed timeline factors in the delays and clearly communicate these details in your proposal.

The ongoing pandemic has affected our supply chain for phones as it has for everyone in our industry. Unfortunately, it is impossible to know exactly how this will affect this project's timeline as the details are changing all the time. Your desired deadline for implementation by June 2022 gives plenty of time for LogMeln
acquisition of phones based on delays we have seen to this point. At the time phones are ordered for this project, your project manager will be able to provide ETAs for the specific phones included in your solution and the project timeline can be adjusted accordingly.

Your desired deadline for implementation by June 2022 gives plenty of time for acquisition of phones based on delays we have seen to this point. We would not expect longer than usual lead times to affect completion of this project. f. Describe your approach to information/requirements gathering from the City.

Please see response to c. above.
g. Describe how you will approach required customizations to the proposed system.

Customer feedback is one of the primary factors that feeds into decisions on what features and capabilities are added to the roadmap and how they are prioritized for development.
h. Describe your plan to minimize system outages during working hours, Monday - Friday, 8am to 5pm, regarding the removal of the existing system and implementation of the new system.

LogMeln's deployment team works closely with customers to establish timelines and schedules to fit individual needs. LogMeln's general installation timeline varies based on client requests and complexity of the overall project (generally between 3 and 45 days). The details of each location and the overall project will be discussed and agreed upon at the initiation of the implementation phase. In general the initial phases of the installation schedule have multiple tasks being managed at a single time. Each task is assigned to specific members on the project team and will include telephone number ordering and porting, fax number ordering and porting, data circuit provisioning if needed, hardware procurement, system specification and design, telecom legal authorization, and approval documentation. The entire project management and implementation plan is online via the administrator portal. This provides real-time project management and feedback on status.

All of the steps above will be completed in parallel to your existing system, with no disruption. Once there is a Firm Order Commit date and time when your phone numbers will port to the new system, the final steps can be completed.

Note that it is also possible to assign temporary numbers to your new system and forward your existing numbers over. This would give you complete control over the LogMein
timing of the transition and make the porting of the numbers transparent to your users.

2. Training
As part of the project, the awarded vendor will recommend and work with the City to develop and provide training. The vendor will allow the City to review training materialsprior to training and all the City to customize the training materials as required. a. Describe training provided for end users for base phone functions. b. Describe training provided for users on advanced features. c. Describe training provided for users and the City's contracted Information Technology providers who will administer the system.
d. Describe any training options available after implementation for new employees. e. Describe system documentation provided to users and technical staff who will administer and maintain the system.

Administrator Training
LogMeln follows a "train the trainer" methodology in its administrator trainings, providing participants with the ability to train other members of the organization upon completion. All trainings, with the exception of on-site classes, are provided for no additional cost. The following administrator training options are available:
• Customer On-Boarding Training. LogMeln provides on-boarding administrator trainings provided by specialized LogMeln customer service personnel. These one-hour trainings, done over the phone with screen-sharing, are tailored to customer needs and provide an overview of how to configure and use GoToConnect specifically for their organization. Customers may schedule additional follow-up sessions as required at any time.
• Online Video Tutorials. LogMeln has created a series of training videos demonstrating the configuration and utilization of GoToConnect. The videos are located here:
http://jive.com/videos.
• Administrator Guide. LogMeln has detailed written guides that provide instructions on how to use all features included with GoToConnect. Guides are available online and can also be provided in printed format.

LogMeln
• Ad Hoc Training. LogMeln Customer Service Representatives are available for phone- based trainings on an ad hoc basis. Customers may either schedule a time with a Customer Service Representative to attend a personalized training or they may simply call LogMeln customer service with any questions they have. Ad hoc training is provided to all customers at no additional cost.
• On-Site Administrator Training Classes. On-site classes include training on the web- based PBX controls (administrator software), Dial Plan Editor, and Call Reporting applications. Classes are administered on the customer site; additional charges may apply.

The following options are available:
• Self-Guided Training. LogMeln provides online video tutorials, quick-start and quick reference guides, and interactive user manuals similar to those provided for administrators for end users. These training references are available online at any time and are provided at no additional cost.
• Administrator-Led Training. LogMeln will provide customers with access to training support materials to enable administrators who have completed LogMeln administrator training to train other members of their organization. Materials are available online at any time.
• Ad Hoc Training. LogMeln Customer Service Representatives are available for phone- based user training on an ad hoc basis. Customers may either schedule a time with a Representative to attend a personalized user training or they simply call LogMeln customer service with any questions they have.

LogMeln will provide all system documentation, including: naming standards/schema, system diagrams, and IP numbers. LogMeln will also provide additional voice documentation, including: standard templates for all handsets, numbering plan design, dialing plan diagram, user tables.

LogMeln
Jive Project Management Jive
JIVE
Customer and Jive
Onboarding Installation - Enterprise
Phase 1 Phase 2 Phase 3 Phase 4 Phase 5
Internal Kick-off Extemal Kick-off Preparation & Implementation Testing & Submission Finalization
Project Project Customer/ Project Engineer Customer/ Engineer Project Customer/ Project Service Customer/ Manager Manager Partner Manager Partner Trainer Partner Manager Account Partner Manager

L L L L
12 Days 1-2 Days 10-14 Days 4-6Weeks® 2 Weeks
Onsite Phone
Review Project External Kick-off call Complete & Return Go Live Placement (if purchased)
Requirements Paperwork
Provide Training on Test Network Equipment/
Assist Engineer in Platform and Phones Failover (if applicable) Assign * Revlew & Sign
Project Resources Statement of Work network assessment Onsite Network Implementation *El Test Calls to 911
Prepare Statement Order Equipment (If purchased)
Outline
of Work and Implementation Plan • Test Phones
Project Plan | Configure Networ
Submil Number pport Phor
Transfer Request (solve Al
Schedule External H5 Paperwork utstanding Issue
Kick Off Call with Orlentation
Customer risition Account
Schedule Onsite Transfer Numbers to Jive
E3 Project Risk Work (if purchased) ormal Operatic
Assessment Route Numbers to
Destinations in Bulk •Timelines may vary based on
implementation requirements
Pre Go-Live Check
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VI-4. SUPPORT AND MAINTENANCE (SUBMIT WITH PROPOSAL)
The City prefers that the vendor and the proposed system incorporate ongoing support and maintenance into their proposal. On additional pieces of paper, please answer the following questions in the order listed below.

1. Describe your approach to ongoing system support and maintenance.

LogMeln Customer Experience brings together the expertise of the LogMeln Service Account Management, Technical Support, and Customer Service teams to deliver world-class, personalized service and support. All LogMeln Customer Experience teams are Americas-based and available 24/7, through multiple channels, including toll free telephone and email. All access is unlimited and included in your monthly service fees. No additional contracts are required or fees apply.

2. Describe the support and maintenance model included within this proposal.

A primary advantage of the hosted delivery model discussed in this proposal is that the vendor is completely responsible for all software maintenance and updates. LogMein manages and maintains all of the infrastructure, software, and hardware involved in delivery the solution, and ensures that everything is up-to-date. Jive Cloud is engineered in such a way that updates and maintenance do not require scheduled downtime but can instead be rolled out across the platform during periods of low utilization. Also, our qualified maintenance and support team is available 24/7 to answer any questions or concerns. The Jive Cloud platform is deployed across multiple datacenters in the U.S.

Account activities such as moves, adds, and changes, as well as call-flow configuration, are all done via GoToConnect 's secure administrator portal. If assistance is needed, LogMein does not charge hourly rates for our customer and technical support services.

Maintenance is not required on-site for LogMeln's Hosted VolP installs. Phones are plug and play, and most customers opt to keep spares on hand. Phones can also be shipped from LogMeln overnight. With regards to Jive Cloud (LogMeln's service delivery platform), LogMeln has contract relationships with our datacenter providers to deliver remote hands -if physical changes are required to the Jive Cloud infrastructure, these remote hands are typically available within fifteen minutes.

LogMeln employs technical support professionals, NOC engineers, and Customer Care representatives dedicated to GoToConnect. These personnel, including organized network deployment and project management teams, are located in Lindon, UT. Both local and remote network engineers are frequently deployed to assess, install, and maintain LogMeln supplied LAN/WAN network equipment at client sites. We also have an extensive network of local partnerships that provide additional skilled headcount based on project size and need. These authorized partners perform a variety of tasks, including network equipment and IP handset installation, under the direction of network and field engineering managers.

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3. Describe whether the proposed system includes onsite or remote support.

Remote support is included for no additional cost.

4. Describe how you will typically provide remote support for the system.

As. noted in item 2, above, as a cloud-based solution, all hardware and software is located in LogMeln datacenters and all updates and new features are handled by LogMeln employee s. Customers have phone and online access to support teams for whatever support they need.

5. Describe your definition of emergency support and the corresponding service level agreement (SLA).

The SLA response time for GoToConnect is noted below:

Priority 1 - Total loss of service. Voice quality deemed unusable. (Response time occurs within 2-10 minutes.)
Priority 2 - Degraded service performance. Isolated call incidents. Impaired feature functionality. (Response time occurs within 5-10 minutes.) Priority 3 - Service change requests. Issues impact a single phone/user. (Standard response times are 15 minutes for initial response, with Best Endeavor Resolution within 2 hours.)

6. Describe how you assign Technical Area Manager/Account Managers.

Technical Area Managers/Account Managers are assigned based on their experience in the industry as well as the territory. We are happy to discuss further how your Account Manager is such an appropriate fit for the City and your Scope of Work.

7. Describe the software upgrade and/or patch release cycle.

LogMeln's strategy for upgrades and new releases of Jive Cloud is based on an Agile Methodology of continuous integration and rapid iteration. All upgrades and new releases of Jive Cloud are free of charge to LogMeln Hosted VolP customers.

Every enhancement, upgrade, new feature, or software patch is introduced seamlessly into Jive Cloud once ready for release. In general, LogMeln releases updates to Jive Cloud every two weeks, based on the length of developer sprints and milestones.

The integration of the new functionality begins by following a beta-testing process (with select beta customers) before the feature is released to mainline customers over a period LogMen
of time. The period is often defined by the size of the enhancement, the service it affects, or the number of clients utilizing the feature. Jive Cloud is engineered in such a way that updates and maintenance do not typically require scheduled downtime but can instead be rolled out across the platform during periods of low utilization.

8. Describe the process for adding locations for new service within the City.

Adding locations for new service within the City is very straightforward also. If adding to the existing GoToConnect pb, simply reach out to your LogMeln account manager for an add-on quote for the new users, devices, numbers, etc. Devices will be provisioned and shipped to the appropriate location. If your administrators) need assistance setting up new users at that time, they can engage your CSM (Customer Service Manager) or reach out to support for help.

9. Describe the process to replace an extension with a new or upgraded phone.

First of all, you will have 24x7x365 customer support, so you can call at any time for help with changes.

Most of the time, phones are pre-provisioned into your pbx before they are shipped to you.

This means that the hardware will already be known in your phone system. The remaining thing to do, then, is change the hardware selection for the particular user from the MAC address of the old phone to the MAC address of the new phone. This is very straightforward in the administration portal - select "People", select the specific user, add the new device and remove the old device. When adding the new device, you will select from a pulldown menu that provides the phone model and MAC address of the available devices.

10. Describe how the system can grow with the City as new technology is integrated.

LogMeln's Hosted VolP platform, Jive Cloud, was designed as a true Cloud-based architecture. Jive Cloud was built to scale gracefully to hundreds of thousands of users on a single virtual cluster. LogMeln's services are particularly scalable from the standpoint of adding services to an existing account. Individual capacity can be added as needed to accommodate growth, including both new handsets and additional Broadband Internet if desired. LogMeln also has many of the largest purely Hosted VolP installations ever deployed.

Adding services to your account is accomplished without any downtime. Because of the hosted delivery model, services can be remotely provisioned and activated on the Customer account in a way that is completely unobtrusive to existing users, and that causes zero service disruption. In most cases, new endpoints are programmed by LogMeln and sent to the Customer, where they merely need to be connected to the LAN and WAN.

Jive Cloud, the platform over which the hosted services are delivered, scales linearly to accommodate subscriber growth. LogMeln delivers our solutions using a true LogMein
Cloud-based architecture, which allows for rapid deployment of additional resources as required.

Every enhancement, upgrade, new feature, or software patch is introduced seamlessly into Jive Cloud once ready for release. In general, LogMeln releases updates to Jive Cloud every two weeks, based on the length of developer sprints and milestones.

The integration of the new functionality begins by following a beta-testing process (with select beta customers) before the feature is released to mainline customers over a period of time. The period is often defined by the size of the enhancement, the service it affects, or the number of clients utilizing the feature. Jive Cloud is engineered in such a way that updates and maintenance do not typically require scheduled downtime but can instead be rolled out across the platform during periods of low utilization.

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The licenses (shown in the Order) for the ongoing GoToConnect Standard+ phone services shall include (at no additional cost):
a. Phone/SMS/Chat/eFax from a single number
Voicemail to Email transcription
Call Logging/Tracing
Message Broadcasting
e. Unlimited number of Auto Attendants
f. Unlimited number of Multi-Line Hunt Groups
g. Operator Client (for main switchboard)
h. LastPass
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 36 of 39 Proprietary Exhibit F
Data Processing Addendum
2613460 RWG-Terms of Service 2021.v2 (w/ Exh.) Page 37 of 39 Proprietary LogMeln

DATA PROCESSING ADDENDUM
Revised: September 24, 2021
This Data Processing Addendum ("DPA") supplements and forms part of the Terms of Service or other written or electronic agreement between LogMeln and Customer for the purchase of online services from LogMeln (hereinafter defined as "Services") (the "Agreement").

The Processor for provision of the Services on behalf of the LogMeln Group shall be the applicable LogMeln contracting entity identified here and at https://www.logmeininc.com/legal/contracting-entities (in each case, referred to in this DPA as "LogMeln"). This DPA reflects the Parties' agreement with respect to LogMeln's Processing of Customer Content, including any Personal Data contained therein, on behalf of Customer while Customer makes use of the LogMeln Services. The Customer enters this DPA on behalf of itself, and to the extent required under Data Protection Laws and Regulations, on behalf of its Authorized Affiliates, to the extent such entities qualify as a Controller.

As used herein, any references to the: (a) "Customer" shall include Customer and its Authorized Affiliates; and (b) "Agreement" will be construed as including this DPA. All capitalized terms not defined herein shall have the meaning given to them in the Agreement. This DPA consists of distinct parts: the main body of the DPA, and, as applicable, Schedules 1, 2, 3, and 4. By executing this DPA, LogMeln and Customer agree to comply with the following provisions with respect to any Personal Data, each acting reasonably and in good faith.

HOW TO EXECUTE THIS DPA
To execute this DPA, Customer must:

1. Complete the information in the signature box and sign on Page 5; and

2. Send the completed and signed DPA to LogMeln by email to [email protected]. Such DPA shall become legally binding upon receipt (provided that the terms of the DPA have not been supplemented, overwritten, or otherwise modified).

Customer and LogMeln's signature on Page 5 of this DPA shall constitute signature and acceptance of the Standard Contractual Clauses and their Appendices (as populated by the information located in this DPA and its Schedules), to the extent that the Standard Contractual Clauses are applicable and required for the lawful transfer and Processing of Personal Data.

HOW THIS DPA APPLIES
This DPA is executed by and between the Parties. Customer's Authorized Affiliates will also be covered by this DPA, provided that Customer is responsible for the acts and omissions of its Authorized Affiliates. For the avoidance of doubt, the Customer entity that is the contracting party to the Agreement shall, on behalf of itself and its Authorized Affiliates: (a) remain responsible for coordinating, making, and receiving all communication with LogMeln under this DPA; and (b) exercise any rights herein in a combined manner with LogMeln under this DPA.

DATA PROCESSING TERMS

1. DEFINITIONS
"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control," for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of "Authorized Affiliate" means any of Customer's Affiliate(s) which: (a) are subject to Data Protection Laws and Regulations; and (b) are authorized by Customer to use the Services pursuant to the Agreement between Customer and LogMeln, but have not signed their own Order Form with LogMeln and are not otherwise a "Customer" as defined under the Agreement. "CCA" means the California Consumer Privacy Act, Cal. Civ. Code § 1798.100 et seq., and its implementing regulations. "Controller" means the entity which determines the purposes and means of the Processing of Personal Data. "Customer Content" means any files, documents, recordings, chat logs, transcripts, and similar data that LogMeln maintains on Customer and/or its end-users' behalf, as well as any other information Customer or its users may upload to Customer's Service account in connection with the Services.
"Data Protection Laws and Regulations" means all laws and regulations, including the laws and regulations of Brazil, the European Union, the European Economic Area and their member states, Switzerland, the United Kingdom, and the United States and its states, in each case, to the extent applicable to the Processing of Personal Data under the Agreement. "Data Subject" means, as applicable: (i) the identified or identifiable person to whom Personal Data relates as defined by Data Protection Laws and Regulations; and/or (ii) a "Consumer" as the term is defined in the CCPA. "Data Subject Request" means a request from a Data Subject to exercise their right: (i) of access; (il) of rectification; (i) of restriction of processing; (iv) of erasure (e.g., a "right to be forgotten"); (v) of data portability; (vi) to know any first- or third-party sharing activities; (vii) to know LogMeln's relevant processing activities; (viii) to review the consequences of any objections or consent withdrawals; (ix) to not be subject to automated individual decision making; and/or (x) to object to the processing. "GDPR" means the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).
"LGPD" means Brazil Law No. 13.709, the General Law on Protection of Personal Data, as amended

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Laguna Niguel City CouncilFebruary 1, 2022

Laguna Niguel City Council
February 1, 2022