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Recommendation on replacing SBS

I have a client with about 30 users who wants a new server (hardware and software) for whom I think Small Business Server would have been an excellent choice.  As it is not available with Server 2012, I need to find an appropriate solution.

The situation has some special characteristics.  It is a non-profit that can get the software through TechSoup, so Windows Server cost doesn't matter much.  My time is donated to them, so initial setup costs are not an issue.  I try to have them do the regular daily/weekly  maintenance, so simplicity there is of value.

My preferred configuration with SBS was to have email hosted elsewhere and use POP3 Connector to retrieve the mail.  This works well for my clients and avoids issues with email failures when the local internet goes down or the server is being rebooted.  This was a handy feature of SBS.

They are very interested in using Exchange for mail and calendars, both locally and remotely.  The cloud-based solutions work well for some clients, but this one wants to avoid the monthly cost.

I'm leaning toward using Server 2012 Core and running two VMs in it, Server 2012 Standard and Exchange Server.  The Standard would do all of the basic work (AD, DNS, DHCP, File Sharing) and the other would just run Exchange.  They have no need for additional server-based applications.

My questions are pretty simple: does this sound like a good approach?  If not, what would be preferable under these circumstances?

Are there any suggestions about using Exchange without it being THE email server?  I can go in that direction if needed, but I did like how POP3 Connector worked.

They are buying a new server (likely HP or Dell) at the same time.  I suspect they will end up with an E5-2404, 16 or 32G of RAM, and 2 or 4 SAS drives in RAID-1 arrays from a hardware RAID controller.

Thanks to all for your input!
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Mohammed Khawaja
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Get a server with Raid-6, virtualize and have 2 or possibly 3 VMs:
- DC
- exchange
- SharePoint and SQL (optional)

RAID-6 will help with performance and SharePoint could replace file server.
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ASKER

Thanks for the input but, of course, that raises more questions!

Why would you recommend RAID 6 over RAID 1?

Why would you put SharePoint on a third VM rather than letting it run on one of the others?

Do you have any suggestions about replacing POP3 Connector if we don't want to be the main email server?
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Mohammed Khawaja
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rick81

what is the budget for software and hardware?
 
you could simplify things and be more cost effective by installing windows 2012 server and run a VM of sbs2011.  (you can still purchase this from some retail outlets)  

for 30 basic users sbs2011 will be sufficient and will include all the s/ware you need.

you'd want minimum raid 5.  

i would set the server to host exchange or relay from your ISP.  you can always set it as the main host for email and setup a backup mx record to hold the mail if your sbs or internet ever is offline.
The budget is not fixed at this point, but I believe $4k for hardware and software should be about right.

As I mentioned, the software will come from TechSoup and the cost is minimal.  They don't offer SBS 2011.  This would have been my first choice.

I'm a bit unclear about the email recommendations.  When I've done SBS before I have an ISP host the email and use the SMTP Relay and the POP3 Connector to send and to receive the email into the Exchange Server.  This has worked very well.

The users only interact through the Exchange Server.  They can use Outlook (most common) or OWA.

The part that I am missing is how to get mail from the ISP to our Exchange Server when the MX records point to the ISP and we don't have the POP3 connector from SBS.  I'm not looking for a complete explanation here; a link to details would be more than adequate.
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Thanks to both of you for your responses.