Loading...
HomeMy WebLinkAboutRESPONSE - RFP - 7470 SALES TAX SOFTWARERequest for Proposal (RFP): 7470 Sales Tax Software To: City of Fort Collins, CO Submitted By: MS Govern a “Harris Computer Systems” Wholly Owned Subsidiary February 22, 2013 ELECTRONIC COPY Contact Information: Richard Beaini Vice President of Sales MS Govern 424 South Woods Mill Road, Suite 310 St. Louis, MO 63017 Tel: (800) 561‐8168 Extension: 5250 E‐Mail: rbeaini@msgovern.com City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 2 of 82 TABLE OF CONTENTS 1 METHODS AND APPROACH ................................................................................................................. 6 1.1 IMPLEMENTATION STRATEGY .......................................................................................................... 6 1.2 SAMPLE PROJECT SCHEDULE/PLAN ................................................................................................ 18 1.3 TECHNICAL ARCHITECTURE DESIGN ................................................................................................ 19 1.4 ENVIRONMENT INFORMATION ...................................................................................................... 21 1.5 INTERFACE CONSTRUCTION ........................................................................................................... 22 1.6 TESTING PROCESS........................................................................................................................ 23 1.7 LOGIN METHODOLOGY (SPECIFICALLY FOR PUBLIC‐FACING WEBS MODULE) .......................................... 26 1.8 MOBILE SOLUTION ...................................................................................................................... 28 2 DELIVERABLES .................................................................................................................................... 29 2.1 PLAN TO ACHIEVE DELIVERABLES ................................................................................................... 29 2.2 SALES TAX SOFTWARE DELIVERABLES SPREADSHEET ......................................................................... 31 3 QUALIFICATIONS AND EXPERIENCE ................................................................................................... 32 3.1 BRIEF COMPANY HISTORY ............................................................................................................ 32 3.2 REFERENCES ............................................................................................................................... 32 4 LIST OF PROJECT PERSONNEL ............................................................................................................ 34 4.1 PROPOSED MS GOVERN TEAM ..................................................................................................... 34 4.2 MS GOVERN PRIMARY AND SUPERVISORY CONTACTS ...................................................................... 34 4.3 PARTNERS OR SUB‐CONTRACTORS ................................................................................................. 34 4.4 RESUMES OF PROPOSED MS GOVERN PROJECT PERSONNEL .............................................................. 34 4.5 REFERENCES FROM PREVIOUS ASSIGNMENTS FOR MS GOVERN KEY PROJECT PERSONNEL ..................... 45 5 ORGANIZATION CHART/PROPOSED PROJECT TEAM ........................................................................ 47 5.1 ORGANIZATION CHART ................................................................................................................ 47 5.2 SPECIFIC TASKS ASSIGNED/ROLES AND RESPONSIBILITIES .................................................................. 47 6 AVAILABILITY ...................................................................................................................................... 51 7 ESTIMATED HOURS BY TASK .............................................................................................................. 52 7.1 PROJECTED PROJECT HOURS BY MAJOR TASK & DELIVERABLE ........................................................... 52 7.2 MS GOVERN SAMPLE STAFFING PLAN ........................................................................................... 53 7.3 CITY SAMPLE STAFFING PLAN........................................................................................................ 54 8 SCHEDULE OF RATES AND COST BY TASK .......................................................................................... 55 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 3 of 82 8.1 SUMMARY OF ALL COSTS ............................................................................................................. 55 8.2 SOFTWARE COSTS ....................................................................................................................... 56 8.3 IMPLEMENTATION SERVICES COSTS ................................................................................................ 57 8.4 5‐YEAR MAINTENANCE COSTS ...................................................................................................... 57 8.5 HOURLY RATE SCHEDULE.............................................................................................................. 58 8.6 ESTIMATED TRAVEL EXPENSES ...................................................................................................... 58 8.7 PROJECT ASSUMPTIONS ............................................................................................................... 58 9 APPENDIX ........................................................................................................................................... 65 9.1 HARRIS STANDARD CONTRACT ...................................................................................................... 65 9.2 SOFTWARE OVERVIEW ................................................................................................................. 65 9.2.1 Workflow Manager ...................................................................................................... 67 9.2.2 Business Licensing Module .......................................................................................... 68 9.2.3 Business Tax Suite ........................................................................................................ 69 9.2.4 Harris Payment Gateway ............................................................................................. 74 9.2.5 eGovern – Your Public Self Service Portal ................................................................... 75 9.2.6 GISExplorer .................................................................................................................. 76 9.2.7 Reporting & Querying Capabilities .............................................................................. 78 9.3 DEMONSTRATION PROCESS .......................................................................................................... 81 9.4 VENDOR STATEMENT ................................................................................................................... 81 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 4 of 82 February 22, 2013 Mr. Ed Bonnette City of Fort Collins 215 N Mason St., 2nd Floor Fort Collins, CO 80522 Dear Ed, MS Govern appreciates the opportunity to respond to the City of Fort Collins’ Request for Proposal 7470 Sales Tax Software. MS Govern is the leading provider of configurable, comprehensive, and integrated solutions, professional services, and ongoing support with respect to the next generation Business Tax and Licensing Software. We want to earn your business as we continue to build our growing Colorado presence and increase the Business Tax Customers across the United States. The City of Arvada has gone live with the Govern Software Sales Tax & eGovern Modules while we have added two new Business Tax Customers with the addition of the Borough of Kenai, AK and the City of Kodiak, AK. Unlike other solutions in the market, our software is not a customized solution designed to meet only one‐specific City’s requirements, or mandates of only a specific State. You will NOT receive pre‐ packaged, business tax models that have been adopted for other states and/or other customers instead; you will receive a City of Fort Collins‐configured solution. MS Govern wants to earn the City’s business and therefore has extended a $43,925 discount covering the following areas:  Business License – MS Govern has extended the Business License Module ($20,000 saving) at no extra cost to the City. When the City is ready to manage business licenses process then MS Govern will provide the necessary training services and implementation assistance which have not been included in this Proposal.  Enhancements – For those requirements marked as “Mandatory” or “Important” in the Sales Tax Software Deliverables Spreadsheet where MS Govern indicated as they are partially available, MS Govern will provide those enhancements at no cost to the City providing a further discount of $23,925. With its high degree of configurability and flexibility along with the proposed transfer of knowledge, City staff will be able to make changes to the system without further MS Govern intervention, while also enjoying a much lower Total‐Cost‐of‐Ownership over time. Successful deployment will entail close coordination between the City and an experienced integration‐ oriented team such as MS Govern. Our staff will work closely with yours each and every step of the way. The MS Govern solution has been created with a highly configurable enterprise data model and user interface. It has been specifically designed to facilitate Sales Tax, Business Licensing, Accounts Receivable record management, reporting, and workflow interaction common to government agencies. Because our product is inherently user configurable, modularly extensible, and scalable in size, it will serve the City’s needs well for years to come. Some important benefits that the City will derive from the implementation of our solution include:  Eliminates the need to enter the same data into more than one system while at the same time improves data quality and efficiencies;  Provides better and more timely information for decision makers; City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 5 of 82  Establishes consistent and modern business processes;  Improves access to information for users (employees, taxpayers, etc.);  Improves communication within and among departments and with external customers thus creating improved customer satisfaction (better responsiveness to taxpayers’ needs);  Improves efficiency, delivers better service, and increases revenue;  Streamlines and enhances business processes now and as they evolve over time;  Leverages key staff members and reduces staff time lost in researching payments, in researching property history, and in identifying current status;  Configures screens, business rules, workflow, reports, etc. to support how you choose to do business and not the other way around;  Gives users the ability to link to GIS maps (spatial data) for analysis and other purposes;  Allows users to attach files such as exemption applications, correspondence, digital and aerial photos to owner/property/etc. records;  Gives you the power to impose data entry standards to catch errors and eliminate inconsistency and enforce data integrity;  Increases the accuracy and consistency of information and makes it more accessible to internal and external users; and  Promotes efficiency and effectiveness with automated task tracking. The acquisition of a new system is an important decision for the City: one that needs to meet both your short and long term needs, and be financially viable. MS Govern is committed to becoming your long‐ term technology partner and to developing and nurturing a strong, mutually beneficial relationship. With our customer‐centric business models (Safe Passage and Software‐For‐Life), robust and flexible software solution, time‐tested implementation methodology and more, MS Govern proves to be the right choice for the City of Fort Collins. MS Govern is committed to the success of your organization and this endeavor. We understand what needs to be done and are committed to performing the work. You will have our best efforts and closest attention toward fulfilling the City’s requirements as part of the project implementation and for the life of our partnership through the flexibility and configurability of our solution. This Proposal will remain valid for ninety (90) calendar days from the date appearing on the cover page of this Proposal. Should you need clarifications about our response, please feel free to contact the undersigned. Thank you for the opportunity to respond to your RFP. We welcome the opportunity to meet your committee in person to further discuss and present our proposed solution. Sincerely, Richard Beaini VP, Sales & Marketing Office: (800) 561‐8168 Extension: 5250 Mobile: (514) 475‐6035 rbeaini@msgovern.com City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 6 of 82 1 METHODS AND APPROACH 1.1 IMPLEMENTATION STRATEGY MS Govern creates a collaborative environment between our resources and the City's resources in order to promote a close working relationship between both project team members. We will work closely with your team from the Onset of the project and not only until Go‐Live but beyond as we will provide you with On‐Site support services during the City’s processing cycles. You will not be alone as we will work hand‐in‐hand with your team throughout the different phases. Active participation from the City resources is a main key in achieving the project’s objectives and driving it towards a successful project implementation on time and within budget. Participation at a Steering Committee level by the City's executive management and especially the project sponsor(s) is a critical success factor to the City's project. This support will be the necessary key to enable the City's project team members to accomplish their mission. Our installation process is not just a Software install but rather we certify the MS Govern environments and the installation of all our proposed components. Professional expertise sets us apart from our competitors and ensures your project’s successful implementation. Our Consultants and Project Managers have spent years working with other local government agencies in identifying and satisfying their day‐to‐day operational needs. Consequently, they bring to your project, domain expertise as well as “best practice” knowledge from other jurisdictions. Our Team can provide the City extraordinary range and depth of experience related to the RACS requirements. By leveraging our combined in‐depth knowledge and experience in implementing similar projects, we can provide the expertise and guidance to ensure a successful implementation using a sustainable and verified solution. By leveraging our in‐depth knowledge and experience in implementing similar projects, we can provide the expertise and guidance to ensure a successful implementation using a sustainable and verified solution. The assigned MS Govern Project Manager is a PMP© Certified (Project Management Professional certifications through the PMI Institute) resource. We pride ourselves on the fact that MS Govern clients can have the peace of mind and the assurance that the implementation will be properly planned and executed through every stage of the project. Our Consultants along with the Project Manager will ensure that the quality, issues, risk, change and scope management associated with this Project are managed responsibly and responsively throughout the life cycle of the Project. During the implementation phases of the project, we: a) Hold regular status calls with the City’s Project Manager. Our Project Manager updates your Project Manager on the process to‐date. They candidly discuss issues, risks, personnel, workloads, responsibilities, training success, overall deliverables and overall satisfaction with the implementation’s progress. These calls provide an opportunity for both Project Managers to identify and discuss any obstacles that may affect the project timeline. b) Deliver progress reports. The Project Manager develops and distributes a written status report. This report documents accomplishments during the month, upcoming activities, and critical timelines that need to be met to keep the project on schedule. c) Deliver a Risk Management Board Report to the Project Sponsors. This informs the Project Sponsor of high impact risks that have a medium to high probability of becoming realized issues. The MS Govern Project Manager keeps management well informed of potential risks City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 7 of 82 of a severe nature and they address how they propose to mitigate the risk before it happens. d) And more. To lead the client successfully through the implementation process from beginning to end, the Project Manager serves as the primary point of contact and maintains the project schedule, obtains resources for each step in the process, tracks progress, and escalates issues to ensure timely resolution. Any phasing of project deliverables will be driven by the City and decided on by the City based on input and guidance from the MS Govern Project Manager. Both Project Managers, or as part of the PMO, would closely work on establishing the Project Scope and define all the project deliverables according to the project phasing and timeline. If you provide public access services today to your taxpayers then we need to consider implementing the public access modules along with the rest of the project as you do not want to impact the Taxpayers. If you do not provide such public access services then you might want to consider phasing this portion out but usually our eGovernment modules are Value‐Add to any project. Implementation Methodology The Project itself will take multiple phases and stages where we would go through: 1. Scope & Analysis 2. Implementation (Configuration) 3. Acceptance Testing & Roll‐Out In some projects, the phases could run in a waterfall (linear) approach while they could run a bit staggered on others in order to reduce the overall project timeline. Our implementation methodology might take a slightly different path depending on the City’s specific needs, requirements and constraints. We encourage an open dialog with the City regarding the pros and City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 8 of 82 cons of each implementation approach and we recognize that other phasing approaches might be favored by the City. Phase I – Scope and Analysis Phase I is composed of two stages: Project Scoping and Project Design. A. Project Scope During the scoping stage, a project kick‐off session is held and is attended by the Project Team, Steering Committee, Project Sponsors and any other City Officials who are impacted by the project. A high level project scope and timeline are discussed and Project Team members are introduced. The Project Team is also introduced and provided with the following project documents:  Communication Tools o Communication List o Management Report o Status Report  Issue Management Procedures and Tools  Risk management Procedures and Tools  Scope Change Procedures and Tools  Quality Management Procedures  Project Plan Sharing these documents with the Project Team at this stage enables The Team to input accordingly and work with MS Govern in order to prepare for their assignments. The project scoping session reviews the City’s requirements, defines and documents those requirements. Some new requirements could be discovered during this session and made part of the project while others might no longer be required. Together, we inventory current conditions, business requirements, key components and needs as related to the business activities. The scoping approach helps establish a clear and appropriate foundation for the design stage. Both Project Managers will develop a Scope Change, Risk, Issues and Quality Management plans that will address the needs of the project. Once the scope requirements are identified, both Project Managers and the Project Team finalize a high level Project Plan along with high level milestones and critical dates. Project facilities are booked and required infrastructure is setup and reserved for the duration of the project in order to ensure that project progress is not at all affected by any other priorities or resource commitments. The outcome of this session is a Scope Report that outlines the business and technical requirements along with a preliminary timeline, assumptions, etc. Project Team members are also identified and assigned a role in the project. An initial training plan is also finalized. The Project Team is also introduced to the Software through the Product Overview training session in preparation for the next stage. B. Design During the design stage, software and database for both a production and a testing/training environment are installed in order to provide the Project Team with Product Overview Training. This approach helps us maximize the Team’s exposure to the application and facilitate the requirements gathering. Also, our Business Analyst and the City’s Project Team perform a detailed analysis of the requirements outlined in the Scoping Document in order to address any or all of these requirements: City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 9 of 82  Business requirements: A detailed analysis of the City’s business activities is performed and all additional fields, etc. are defined.  Workflow: Workflows are defined for each business process as necessary.  New/Modified Entry Forms: Changes to existing entry forms as well the layouts of new forms are defined.  Variable Data: Variable data fields are defined.  Reports: Our Technical Specialist performs an analysis of all output forms that are required by the City. Layouts and variable data are analyzed and defined.  Data Conversion: Both Data Conversion Specialists perform an in‐depth review and analysis of the data conversion requirements. All data conversion sources are reviewed and data mapping of the source data sets to the target database is performed. A data conversion mapping document is completed along with any special data conversion rules.  Public Access: Some Clients require citizens, builders, contractors, external agencies to access data or request an inspection, check inspection status, file a complaint, etc. via the Internet. Therefore, the public access requirement is analyzed and defined.  Integration (Interfaces) with third party systems: Analysis and design of integrations with third party systems are done and specification requirements are documented and added to the Fit Report.  Software Modifications: During the Fit Analysis, enhancements to the software are identified and defined.  User Security and Rights: Since roles and security levels are security‐based configurations that determine access and provide privileges to the System, the City prepares a list of all users along with their rights and access levels based on their business requirements. The output from all the above activities is a formal Fit Report which will be approved by the City before any setup dollars are spent. Throughout the implementation life cycle, the Fit Report will be used as:  A way to control revisions to the business requirements, workflow and, in turn, the whole system;  An audit history of all setup details and changes;  A communication vehicle between the Team members;  A guide to be used during the design, approval, delivery, acceptance, day‐to‐day, etc. stages; and  Specifications repository used to setup and configure the application. The Project Team and the MS Govern Project Manager work together to also analyze and carefully plan for the major Go‐Live milestone by defining:  The Go‐Live requirements;  The end user support (help desk) requirements; and  The end user detailed training plan along with a clear training strategy, facilities preparation and training rooms bookings. During this phase, a comprehensive Project Plan with milestones is also finalized. This Project Plan will also identify any enhancements and integrations that might be required with third party technologies. While the business factors drive the scope of the project, there are other factors that are also taken into consideration:  Resource commitments;  Project timelines; City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 10 of 82  Process improvement levels;  Number of interfaces and their levels of complexity;  Data conversion sources and their levels of complexity; and  Organizational acceptance of change. At the end of this phase, assessments of overall deliverables of both Teams are performed and quality measures are put into place. Preparation for the next phase is also done. The whole Team also works on defining detailed testing plans and building test scenarios that will help verify that the configured system meets the day‐to‐day business requirements of the City. Through the design stage, the City’s requirements translate into a complete Fit Report that validates the business and technical requirements and data. During the Fit Report approval process, the Steering Committee will be involved in making decisions in areas which impact multiple departments and could re‐engineer the process flow. Phase II – Implementation Phase II itself breaks into two stages: Configuration and Unit Testing. Once the Fit Report is approved in its final version, we start with the configuration of the Software and we create a working environment within the System. For example, business rules and process automation are setup to satisfy all the business processes as outlined in the Fit Report. During this phase, a variety of tasks take place and the outcome is a fully configured system that is unit tested and ready for Acceptance Testing. Depending on the contracted requirements, the Project Plan, the roles and responsibilities and the assigned tasks, MS Govern and the City Team will configure the following:  Business Requirements;  Workflow;  Basic Components Configuration like: o Setup master table (Additional Fields, Fees, Accounts, Inspections, etc.) o Setup of all drop down fields o Setup of additional information  New Entry Forms (Data Windows)/Modify Existing Entry Forms;  Reports;  Preliminary Data Conversion;  Public Access;  Integration (Interfaces) with Third Party Systems;  Software Enhancements (if any); and  User Security and Rights. As the above components are setup, unit testing is performed by the individual resources assigned to those configuration tasks, and other tasks documented from the design phase, are setup in parallel:  Go‐Live cut over plans are developed and documented.  The City’s Project Team sets up the users, their rights and access privileges. It is critical for the privileges to support the business processes by providing only the necessary privileges needed to satisfy the business requirements in their area of business without assigning inappropriate access. For the data conversion, it is expected that the City will provide the exported data to MS Govern in a standard agreed to export format. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 11 of 82 Data setup could be a joint delivery solution as the City could participate in the configuration of the system. Knowledge transfer occurs throughout the stages of the project as City’s personnel learn about the product. They will build the necessary skills to be able to fully participate in the implementation and take ongoing responsibility and ownership for future changes after the project has been completed. MS Govern strongly believes in its Clients taking ownership of the system setup and the responsibility to validate all data that has been setup or converted into the system. The second stage of this phase is Unit Testing. This level of testing is conducted heavily during this phase as well by the individual resources assigned to those configuration tasks. The outcome of this stage is a configured and unit tested system ready for Acceptance Testing that meets the requirements outlined in the approved Fit Report. In preparation for the next phase, our trainers will provide the City’s testers and Project Team with an acceptance test training session in order to help them effectively test the configured system. During the training, students will learn:  To set their test objectives;  How to create test cases;  To setup test criteria, cases, plans and schedules;  To create checklists based on the Fit Report and any other requirements documents;  To select additional testers if and when required;  How to test the application and the different integrated modules;  How to test basic configuration tables;  How to test business rules and different configuration tables;  How to test Workflow;  How to test Public Access and all other configured system components;  How to report test results; and  Who should fix what and what constitute a configuration error vs. an application bug vs. a scope change (Scope Change Control). We will share with the training session attendees a sample error/bug form reporting template that they can use to report any problems they encounter while testing so that proper project auditing and tracking are established for future reference. To facilitate robust testing in the next phase, the City prepares a testing plan to identify the functionalities deployed and the steps that must be undertaken in order to thoroughly test its capabilities. The City’s Project Team and key business users develop additional business driven test cases in order to help them validate that the system will meet their day‐to‐day business processes. It is also vital at this stage that the Cut Over plan be clearly defined with responsibilities (Who should do What, Where and When?), and be ready to be tested in preparation for the Go‐Live stage since it will be comprised of many important tasks. This plan will include activities relating to communication to all stakeholders regarding the production move (end users, external impacted users, etc.), environment readiness (printers, scanners, network, desktops, etc.), training details, user access privileges, help desk requirements, configuration, data conversion, interfaces and other items that should be carefully and properly managed in the preparation for Go‐Live. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 12 of 82 Phase III – Rollout This phase is composed of an Acceptance stage and a Go‐Live stage. By testing the different components, users will be able to verify that:  The acquired Software works according to the provided documentation and is error free for the Go‐Live data and use in production by all end users.  The users’ security levels, rights and privileges have been properly defined and setup since testers will access every aspect of the System to test the different configured components.  Sufficient knowledge of the System has been transferred to enable them to operate on their own comfortably and confidently. Based on the acceptance test training provided, the testing plans that have been prepared during the last phase and the approved details outlined in the Fit Report itself, the City’s Project Team and testers begin the effort of testing the configured system and prepare it for acceptance. In general, the goal of the Acceptance Testing process is to validate that the following elements meet the signed off and approved specifications:  Business Requirements;  Configured Components;  Workflow;  New/Modified Entry Forms (Data Windows);  Converted Data;  Reports (including Cards, Licenses, Notices, Correspondence, etc.);  Public Access;  Interfaces/Integration with Third Party Systems; and  Any Software Modifications. Data Conversion and third party Integration testing will validate the new system’s compatibility with the existing production environments and the interactions with external (third party) systems. The outcome of the testing is the actual acceptance of the configured system and the verification that it meets the City’s business requirements. At the end of this stage, the City’s specific configured solution is ready for production (Go‐Live) use. After completing the tests, the City provides MS Govern with a list of issues and problems. MS Govern reviews the list, addresses them in order of priority, and then returns the revisions to the City for re‐verification. During this stage, our trainers will conduct various training sessions in order to ensure that those City resources attending the training sessions acquire the necessary skills to successfully administer and use the software, train the end users and support them in their day‐to‐day business activities. During the Transition phase, applied training begins. The End User training is delivered during this phase to provide the users with the “just in time” training they need for the transition to the new production environment. All training logistics including facility setup, notifications to attendees and technical support are finalized before training begins by the City’s Project Team. A few days before the Go‐Live date, the City exports the data in the same format as the preliminary cut data export so that we perform the final conversion process. Once received, we run the final data conversion scripts on the data and convert the data into a production database. The City’s Data Conversion Specialist imports the data into the production database and makes it ready for production use. Now the City “cuts over” to the new live system. Upon Go‐Live, we provide on‐ site assistance and coaching to assist the City in dealing with issues that might arise when going City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 13 of 82 live with a new system. Both MS Govern staff assigned to be on‐site during Go‐Live and the City’s Project Team, Trainers and all software knowledgeable personnel will be with the end users assisting them with their first transactions. Such hand holding and support is vital to ease the pressures of introducing a new system to the end users and help provide instant assistance on specific issues that might arise. Now that the System is in a production mode, it is time for both Project Managers and the Project Team to assess the overall project delivery. Consequently, their efforts are now shifted towards closing the project and evaluating the outcome by documenting lessons learned. Project Approach Deploying complex business solutions on time and within budget requires more than just a capable product. In order to overcome any obstacles that might be faced during the implementation, project services are delivered by experienced professionals using proven implementation and project management methodologies. The deployment of highly flexible systems for a project of this size requires an understanding of the overall cultural environment, business procedures, data migration and integration issues that make an organization function effectively and that are required for a successful new system deployment. We found that the approach to achieve a successful implementation combines People, Process and Product. As part of the project implementation, City personnel are provided with the necessary training to help them become self‐dependent in maintaining the daily operating routines. They will also be trained to independently make changes to the system in order to satisfy potential future business requirements. This approach empowers them to evolve business processes by easily making changes to entry forms (data windows), transaction attributes, rules, workflow, reports (including any correspondence), and even designing new entry forms with NO required MS Govern intervention or assistance. Our Proposal is to deliver a commercial‐off‐the‐shelf (COTS) software that can be easily customized to meet your specific needs. Our Software was designed with the client in mind and it offers full sustainability. We understand that business environments never stay static and therefore, we allow the user to define new data windows, change business rules, change reports, without relying on external staff. We empower the users to define and evolve their business processes when required by their day‐to‐day business needs. Our combined teams work from the outset of the Project to implement the Sustainability Model to address the business and technology requirements of the City. As part of this model, ongoing planning and review will be conducted to ensure that the sustainability strategy is responsive to the evolution of the System. This approach allows the new system to grow through its development phases, evolving into a fully operational City specific System. As planned, the City’s System will provide a return on its initial capital investment by way of productivity enhancements, operational efficiencies, process automation and greater communication among the City’s user base. Upon project completion, the City will have:  An operational and comprehensive government COTS system.  Trained personnel capable of:  Making changes to the acquired Software without MS Govern assistance.  Providing appropriate end user training sessions.  Easily using the system efficiently and effectively.  Reference materials to the overall System and to the City’s specific business processes. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 14 of 82  A local body in charge of information sharing, coordination of activities and making future business process enhancements and System changes. The Go‐Live approach will definitely be better understood, determined and finalized during the Project Planning phase as such important milestones are usually driven by many factors like:  Competing priorities.  Timeframes set by City.  Availability of resources (technical, administrators, business, project, etc.).  Successful completion of project deliverables and especially Acceptance Testing.  Readiness of IT resources (staff, servers, printers, network, etc.). During the project implementation, the knowledge transfer is achieved using different training sessions and hands‐on setup sessions which are targeted towards different City staff with different business and application needs and responsibilities. Through this knowledge transfer process, we enable the City’s personnel to independently make changes to the System so that the product can continue to evolve to meet future needs. At any stage, these Team Members act as a point of reference for new users. All training sessions are provided on‐site by qualified resources. As part of its knowledge transfer process and its implementation methodology, we provide the following training sessions:  Initial Training – Project Team and Administrator.  Overview Training – Project Team and Administrator.  Applied Training – Administrator and Technical Staff.  Final Training –Trainers or End Users. Our project implementation methodology provides clients with the following key benefits:  Detailed business review, approval and deployment.  Improvement of intended results through end user involvement in the Project.  End user buy‐in.  Better communication between stakeholders.  Clear and controlled path. Project Responsibilities MS Govern Project Responsibilities MS Govern general responsibilities include:  Provide a Project Manager as a primary point of contact.  Provide a project implementation team to implement the proposed solution.  Provide a preliminary project plan.  Prepare and maintain project progress and status report.  Provide assistance to the City in planning and deploying the Go‐Live plan  Coordinate and schedule the activities of our resources in this project.  Work with City's Project Manager on the resolution of project issues. City of Fort Collins Project Responsibilities The City shall be responsible for the performance of equipment and software provided by City for use by MS Govern in the performance of this Contract. The City's responsibilities on this project will be further defined in the Project. The City's general responsibilities include:  Provide a Project Manager as a primary point of contact.  Maintain overall project schedule including all responsibilities/activities as related to the project.  Provide support to the MS Govern project implementation team. This involves: City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 15 of 82 o Providing access to key personnel in a timely manner, o Providing access to facilities and equipment and, o Providing timely responses to MS Govern’s requests for information necessary for the performance of this contract.  Assign appropriate needed resources (Subject Matter Experts, Data Conversion Specialists, etc.).  Review and comment in a timely manner on project progress and status reports.  Ensure personnel are proficient in use of the system prior to Go‐Live.  Responsible for proper knowledge transfer and sustainability planning for post Go‐Live.  Support a safe work environment for all activities.  Work with the MS Govern Project Manager in the resolution of project issues.  Provide support for infrastructure (Hardware, OS, Network, Firewalls, Web, etc.) needs. We believe that a partnership implementation model with the client is a key success factor to the project implementation. For projects ranging from basic to more complex ones, the resources assigned to the project and their time dedication will drive its timeline and success. Active participation from the City resources is the main key to achieving the project’s objectives and driving it towards a successful project implementation on time and within budget. MS Govern creates a collaborative environment between our resources and the City's resources in order to promote a close working relationship between both project team members. Participation at a Steering Committee level by the City's executive management and especially the project sponsor(s) is a critical success factor to the City's project. This support by the City's Managers and Steering Committee members will be the necessary key to enable the City's project team members to accomplish their mission. Our trained professional staff will deliver a system to your specifications. With MS Govern, more than 1,550 professionals can support your organization. We have 70 production sites across North America that are satisfied clients. The Client base alone is a testimony in how MS Govern can repeatedly deliver consistently time after time to Clients across the continent. Our delivery systems allow for phased delivery breaking enterprise projects into manageable components. This delivery in modular components accommodates the learning factor for our Clients. Breaking things down into smaller pieces enables the software functionality to be more easily grasped by the end user. This approach also reduces implementation risk as well. Sample Work Plan At MS Govern, our Work Plans are structured to map to our deliverables and a general Work Plan Framework is shown below: Work Plan Framework Activity Description 1. Scope and Requirement Analysis Phase (BPS) Business Process Survey Typically, the BPS is a questionnaire (or on‐site visit depending on Statement of Work) that is sent to the customer for review and response. Each module within the Govern Software has a corresponding questionnaire. In this case, this step will involve a review of the documents already prepared by the City. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 16 of 82 Activity Description Software installation Technical Resources proceed with the installation of the latest version of the Govern Software. This installation can be done using a blank database or a sample database. (RRM) Requirement Review Matrix In most cases each contract has a preliminary list of requirements. This step aims to establish a consensus on the meaning of each requirement. It is against these requirements that the deployed solution's success can be measured. Preliminary Scope Analysis Session The (PSAS) Preliminary Scope Analysis Sessions are conducted on‐site with representatives of each of the business groups involved in the project. The number of participant in each session should be kept as small as possible. The main objective of these sessions is to identify ALL of the deliverables for each of the modules being deployed, and to clarify our understanding of any unclear requirement. (PSAP) Preliminary Scope Analysis The (PSAPPR) Preliminary Scope Analysis and Project Plan Report (Scope Report) is the end result of the Scope and Requirement Analysis Phase. The document contains a high level description of each deliverable in the project. For each module being deployed the document contains: 1) High level description of each business process to be managed in the Govern Software 2) High level description of all data conversion 3) High level description of all interfaces to outside systems 4) High level description of all software enhancements that may be required to support business processes 5) List and high level description of each report (print out) that the system will be required to generate. The Report will also make a determination as to the in‐ scope\out‐of‐scope status of all items. 2. Fit/Gap Analysis Detailed Fit\Gap Analysis Session (DSAP) Detailed Scope Analysis The DSAPPR (Fit Report) is completed on the basis of the same template as the PSAPPR. Additional details are added to the latter (file layout, sample reports, detailed design, etc.). In some cases the preliminary and the detailed report can be done simultaneously. This report is presented to the customer and signed off. Determine proposed configuration Based on the requirement detailed in the PSAPPR the business Analyst and Project Manager determine the best approach to configure the system. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 17 of 82 Activity Description 3. Construction Planning configuration A startup database is prepared for use. License keys are prepared. Configure system Using the configuration document the business analyst performs preliminary configuration of the startup database to the customer specification. Data conversion and migration Using the DSAPPR (Fit Report), the technical specialists design, develop and test the conversion and migration scripts. Interfaces Using the DSAPPR (Fit Report), the developer designs, develops and tests the interfaces. Reports Development Using the DSAPPR (Fit Report), the developer designs, develops and tests the custom reports. Configuration review The Business Analyst reviews with the City, going through each of the processes identified in the DSAPPR (Fit Report). This is an iterative process that concludes when the customer is satisfied that the configuration is complete enough to go through user acceptance testing. 4. Acceptance User Acceptance Testing Scripts User Acceptance Testing Scripts are developed by the customer. User Acceptance Training A group of core users are trained so they can test the application. User Acceptance Testing The group of core users goes through each scenario in the testing script reporting any issues encountered. The issues are addressed and retested. This is an iterative process designed to align the system configuration to the accepted DSAPPR. 5. Go‐Live Admin Training The administrative group is trained. This is done in a "Train‐The‐Trainer" approach. End User training The end users are trained. This should be done as close to the expected Go‐Live as possible. Final Cut Data conversion The final export is generated from the legacy system and converted into the Govern database. Data Reconciliation The data exported from the legacy system is compared to the data migrated to the Govern Database. Go‐Live The Business Analyst remains on‐site when the system goes on‐line to resolve any issues that may arise and support the implementation team during this critical project phase. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 18 of 82 Activity Description 6. Close Hand‐off to support During a meeting the project manager hands‐off the delivered project to the customer support staff. Lessons Learned Lessons learned are discussed among team members so we learn from positives and negatives that occurred during the project implementation. Archive project documents All of the documents on the project SharePoint are moved to a server and the Project site is taken down. 1.2 SAMPLE PROJECT SCHEDULE/PLAN MS Govern is provisioning an estimated 7 month timeline for this project as outlined in the sample project schedule found below. This sample project schedule makes some basic assumptions that we will have a starting date of May 6, 2013 (Scope start) with an estimated project completion date of January 14, 2014. Such timeline is driven by assumptions that the City will allocate the necessary resources required for the delivery of the project and commit such resources as needed and as outlined in the preliminary project plan that will be finalized in the scope stage. MS Govern and the City’s Project Managers will work closely to create the Project Plan and Work Breakdown Structure based on in depth analysis performed during the Scope and Fit sessions. These sessions, coupled with mutually accepted dates based on City and MS Govern resources, will determine the holistic implementation timeline. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 19 of 82 1.3 TECHNICAL ARCHITECTURE DESIGN A Sample Platform Configuration is shown below. Govern OpenForms is based on n‐tier architecture and utilize the Microsoft ClickOnce technology for deployment. A file/application server provides serves as the deployment location as well as the location for any internal interface web services that are needed. An external browser server provides public and external agency access, and the database server provides the Relational Database Management System (RDBMS) functionality. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 20 of 82 The third party software that needs to be acquired directly by you from the 3rd party software manufacturers or resellers unless otherwise noted includes:  Windows Server Operating System. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 21 of 82  MS‐SQL 2005/2008 or Oracle 10g/11i  Desktop Operating System (XP, Vista, or 7) with latest security patches installed.  Acrobat Reader to view PDF files.  Microsoft Office 2007 or 2010 (depending on your needs and standards).  Crystal Reports 2008 (for report developers only).  PDF Writers where needed. 1.4 ENVIRONMENT INFORMATION Servers and Operating System As shown in the Preliminary Platform Diagram above, a database server (with optional clustered server) serves as the RDBMS for the system with client devices accessing the database via the network. A separate test server may be desired to support testing/simulation of updates and configurations. Windows and web services are utilized to send/receive data from the database to some of the client devices. A file/application server acts as the central point for application administration and updates. An optional report server can be utilized if needed for bulk and automated reports. A growing number of our Customers are running in virtualized environments using VMware, and we utilize this same technology in our own internal platform as well. The configuration options available in a virtualized environment are naturally different from a conventional server environment and we will work with your team to develop a suitable configuration. Relational DataBase Management System (RDBMS) The Govern Software will operate with either Microsoft SQL Server or Oracle as the RDBMS. However, we are a Microsoft Gold Partner. Both providers deliver extensive flexibility and scalability. Client Workstations Please find below minimum recommended configurations for Desktop Workstations. The Govern software will not conflict with the suite of software described above. CLIENTS MINIMUM RECOMMENDED HARDWARE Desktop Workstations Software Platform Windows Operating System Windows XP or 7 Hardware CPU 1.0 GHz processor RAM 1.0 GB Disk Space 60 GB hard drive Network 100 MBIT NIC Other 17" display City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 22 of 82 Storage and Backup System The data within the database does not have to be archived. Modern RDBMS systems allow for keeping all historic data on the server indefinitely. Most clients simply allocate disk capacity for the server as needed since historical transactions often need to be referenced. For the overall system, we recommend utilizing the back‐up tools inherent in the RDBMS unless you have other established standards/tools. We will work with the IT staff to implement an effective database maintenance plan. While popular in the past, partial archiving of data is generally not desired with the system due to the relative low cost of disk storage and increasing database engine efficiencies. 1.5 INTERFACE CONSTRUCTION Our .NET Open Forms technology allows our more advance customers to build their own integration by allowing “intelligent linking” from our menu system or by allowing external data to be mapped directly within our application’s configured screens. The Govern Software fits into the Service Oriented Architecture (SOA) model. The SOA model we incorporate into our software is a design framework for realizing rapid and low‐cost system development and improving total system quality. We use web services standards and technologies since it offers a standard approach for enterprise information systems. The SOA could be defined simply as a group of services which communicate with each other. The process of communication involves either simple data passing or it could involve two or more services coordinating some activity in real‐time. SOA relies on services exposing their functionality via interfaces which other applications, layers and services read to understand how the service can be utilized. A major focus of Web services is to make functional building blocks accessible over standard Internet protocols that are independent from platforms and programming languages. These services can be new applications, or just wrapped around existing legacy systems to make them network‐enabled. The Govern’s interface layer between business rules and graphical user interface is achieved using Windows Services and/or Web Services. The data access components are installed on the same applications server(s), but could be installed on different servers as well. A set of web services are installed to interface between users and the local area network. Also, desktops will interact through an OpenForms host application on the workstations. Web users would pass through our web portal and partners could interact with the system through a special business entity controller web service. This N‐tier deployment will allow scaling‐out in different layers. If a bottleneck occurs in data access, additional data access blocks could be instantiated or physical upgrades (processors, memory) could be performed on the Server. If the bottleneck is at the business rules level, the number of Windows services can be increased to meet functionality needs. If the load is coming from additional users, the number of web services could be increased. Each building block can play one or more roles (Service Provider, Service Requester, etc.). A number of third party interfaces are required and are within the scope of the implementation. Now, recognizing that each implementation is unique, our interface methodology provides a guideline to define and refine an approach that will be adapted to your specific needs and the Project. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 23 of 82 Our interface methodology defines an approach that addresses the following logical steps:  Definition and revalidation of interface requirements  Definition of the interface model (covering permanent and possibly interim interfaces)  Standardization of the interface environment; synchronization with any pre‐defined standards  Specifications for interface design including interface logic  Execution of interface system testing and acceptance testing  Implementation and production cutover of the defined interfaces The following list provides a set of high‐level guidelines that we follow within our interface methodology:  Develop an interface approach document via discovery with your project team and external entities  Refine/enhance the Interface inventory as provided by your team  Prototype early to validate adopted technical approaches  Establish and publish interface standards to affected entities 1.6 TESTING PROCESS MS Govern performs unit testing and quality assurance on its deliverables before they are sent to the City. This level of testing is conducted heavily during the implementation phase by the MS Govern resources assigned to those configuration tasks and our Quality Assurance Team. This approach will provide a configured and unit tested system ready for Acceptance Testing that meets the requirements outlined in the approved Fit Report. The MS Govern Trainers will provide the City’s Testers and Project Team with an acceptance test training session in order to help them effectively test the configured system. During the training, students will learn how to:  Set their test objectives  Create test cases  Setup test criteria, cases, plans and schedules  Create checklists based on the Fit Report and any other requirements documents  Select additional testers if and when required  Test the application and the different integrated modules  Test basic configuration tables  Test business rules and different configuration tables  Test Workflow  Test Public Access and all other configured system components  Report test results We will share with the training session attendees a sample error/bug form reporting template that they could use to report any problems they encounter while testing so that proper project auditing and tracking are established for future reference. To facilitate robust Acceptance Testing and supported by the MS Govern Project Manager, the City prepares a testing plan to identify the functionalities deployed and the steps that must be undertaken in order to thoroughly test its capabilities. The City’s Project Team and key business users develop additional business driven test cases in order to help them validate that the system will meet their day‐to‐day business processes. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 24 of 82 By testing the different components and by using the software to test these configured components, users will be able to verify that:  The acquired MS Govern Software works according to the provided documentation and is error free for the Go‐Live data and use in production by all end users.  The users’ security levels, rights and privileges have been properly defined and setup since testers will access every aspect of the System to test the different configured components.  Sufficient knowledge of the System has been transferred to enable them to operate on their own comfortably and confidently. Based on the acceptance test training provided, the testing plans that have been prepared during the last phase and the approved details outlined in the Fit Report itself, the City’s Project Team and testers begin the effort of testing the configured system and prepare it for acceptance. In general, the goal of the Acceptance Testing process is to validate that the following elements meet the signed off and approved specifications:  Business Requirements  Configured Components  Workflow  New/Modified Entry Forms (Data Windows)  Converted Data  Reports (including Cards, Licenses, Notices, Correspondence, etc.)  Public Access  Interfaces/Integration with Third Party Systems  Any Software Modifications Data Conversion and third party Integration testing will validate the new system’s compatibility with the existing production environments and the interactions with external (third party) systems. The outcome of the acceptance testing is the actual acceptance of the configured system and the verification that it meets the City’s business requirements. At the end of testing, the City’s specific configured solution is ready for production (Go‐Live) use. After completing the tests, the City provides MS Govern with a list of issues and problems. MS Govern reviews the list, addresses them in order of priority, and then returns the revisions to the City for re‐verification. Software Test With each software installation MS Govern performs a series of standard tests to ensure that the software is operational, co‐exists with City‐provided infrastructure and is performing to MS Govern published specifications. Testing will occur at any time the software is patched or upgraded during the project lifecycle. Installation Testing/Platform/Configuration Testing  Ensure functionality operates as required on different hardware and software configurations  Versions of operating systems (Windows NT/Windows 2000/Windows XP)  Versions of internet browsers (Internet Explorer/Firefox/Opera)  Version database server (Microsoft SQL/Oracle)  Version integrated of third party software  Verify that the application under test can be correctly installed on the target platform fresh install City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 25 of 82 Performance Testing  Verify and assess performance  Response time  Operational characteristics  Often automated! Unit Testing MS Govern will perform unit testing on all software deliverables (conversion/migration programs, interfaces, custom modifications, bills, letters and custom reports). Unit tests are conducted by the MS Govern developer using sample data to ensure that the program code performs as defined in the specification. Acceptance Testing During this process, every element and all deliverables are tested. Configuration Testing Our Business Analyst will work with the City Core Team to validate the control table, rate table, reports and other table set‐ups. Data Conversion Testing Once data is converted and data conversion loading scripts are verified, MS Govern starts a data reconciliation and validation process. MS Govern takes the converted data through a very thorough reconciliation and validation process whereby its DCS identifies all discrepancies and provides the City with a detailed report of the discoveries and the problem areas. Discovered discrepancies are addressed by the City in preparation for the Go‐Live. Please refer to the screenshots provided below for a view of a sample report that is usually provided by MS Govern during the converted data reconciliation and validation process. Interfaces Testing We will work with the City’s Team to validate that interfaces transfer data between systems accurately based on the approved design documents, the control table, rate table and other table set‐ups. Cycle Testing The MS Govern BA will work with the City Core Team to perform end‐to‐end testing of the system functions. The cycle test will demonstrate that the configured, MS Govern solution meets the City’s requirements. Cycle testing will be performed with MS Govern properly configured; all developed software components and converted data in place. The City will continue cycle testing with remote support from the MS Govern BA and Implementation Support Analysts until satisfied that the solution meets the stated requirements. Parallel Testing Our Business Analyst will work with the City Core Team and end users to operate the new solution in parallel with the existing MS Govern system. Due to the (potential) change in account structure, normal parallel testing will not be applicable, however parallel testing of processes will be necessary and results will need to be analyzed by the City Core Team. The objective of parallel testing is to establish confidence that the solution is operating as expected and the solution can be cut‐over to Production (Go‐Live). Parallel testing will be performed with all procedures, software and converted data in place. The City will continue parallel testing with remote support from the Business Analyst and Implementation Support Analysts until satisfied with that the solution meets the requirements. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 26 of 82 Parallel Processing The parallel process allows the City to gauge the success of each component of the implementation and to work in a live environment before the final cut‐over. The length of the Parallel process will depend on a number of factors. This includes the end‐users ability to comfortably use the software. The quality of the training and the system testing that is completed and delivered in advance of the Parallel process will have a significant impact on the success of this phase. This can be an extremely stressful stage of the implementation for all involved as two systems are being run at the same time, which ultimately requires extra effort on the resources of both organizations. 1.7 LOGIN METHODOLOGY (SPECIFICALLY FOR PUBLIC‐FACING WEBS MODULE) The Govern Public Portal is an eGovern application that contains a set of modules that provide citizens and professionals public access via the Internet in order to apply, query, request and view information. The ability to make online transactions brings a new level of efficiency to managing your vital information and creating better staff efficiencies since most data entry will be performed by Businesses. Two types of web access are provided through eGovern:  Secure: User accessing the secure site must have an account with a user name and a password where secure data are presented only to them. Govern uses cryptographic 3DES algorithm to encrypt data (3DES is acronym for Triple Data Encryption Algorithm).  Open: using another component of the eAccess, the City can enable unsecure options and access point to Taxpayers and Constituents alike. Sample of presented data could range anywhere from basic details to anonymous complaint filing, to other services provided by the City using Govern. Our web portal technology is a web site running under IIS. We recommend running it all under SSL and HTTPS but a customer could choose to protect only some pages, directories and/or any combination of these that make senses and that IIS allows. SQL Injection SQL injection is well‐known type of attack that exploits applications that use unfiltered user input to form database commands. If the application directly uses what the user types in a form field to create a SQL command string, it exposes the system to the risk that a malicious user may simply access the page and enter fraudulent parameters to modify the nature of the query. There are many methods that Govern uses to thwart a SQL injection attack. Here are some of them:  We ensure that any user input is of the proper types and follows the expected pattern (zip code, SSN, e‐mail address). If we expect a number from a textbox, we block the request if the user enters something that cannot be converted to a number.  We ensure that all user input data controls have a fixed length.  95% of the time we use stored procedures and for the other 5% we use parameterized queries. In using stored procedures, we significantly reduce the attack surface. With stored procedures, in fact, we don’t need to compose SQL strings dynamically. In addition, any parameters are validated in the database server against the specified stored procedure types. While this alone isn't a 100‐percent secure technique, combined with validation, it makes our application quite secure.  Since we are using encrypted connection strings created by system administrators, the database user’s part of these strings get limited database server permissions and are limited City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 27 of 82 to what is needed for our application to run. More importantly we ensure that only authorized users perform potentially devastating operations like dropping tables.  We test the content of all user input string variables and accept only expected values. We reject entries that contain binary data, escape sequences, and comment characters. This helps prevent script injection and can protect against some buffer overrun exploits.  No code contains calls to EXECUTE, EXEC, or sp_executesql. Suite of Solutions The winning advantage of Govern's Public Portal is the enhancement of services offered to your community through quick, efficient communications to businesses, citizens, professionals and contractors. Personnel are provided a complete working environment to better maintain and support constituents effectively, economically, instantly and securely. The Govern Public Portal application suite lets you offer as much, or as little online information as you choose. This inherent flexibility gives you room to grow when you choose to. Modules include:  eAccess – Manages access points to eGovern services  ePay – Collects any Govern receivables online  eFile – Allows businesses to file their tax returns online without the need to print, mail, etc. Filing periods could vary by Tax Type or Business.  eApply– Allows businesses to apply for, and check the status of permits, licenses and pay license application fees via ePay.  eAppeal – Provides business with the ability to file appeals.  eRenew – Allows businesses to renew their license online and pay for the renewal fee, if any, using the ePay module.  eInfo – Citizens can view all the active and historical transactions that have been processed on a particular property.  eRequest (For Services & Information) – Businesses can: o Request information or services via eRequest ‐tasks are automatically assigned to your staff members for follow up. o File complaints. With a focus on the proposed module, we will outline the following eGovern Modules: eAccess The eAccess provides access to eGovern information, such as property and billing information and to our eServices such as ePay, eFile, eApply, eComplain, eAppeal, eInfo and eRequest for Services. Citizens and local business professionals log into the eAccess using an account ID and password that can be automatically generated or created by the user, as determined by the City. The City has the flexibility to customize the eAccess by adding their own logos and messages; changing the background and foreground colors; naming and organizing the menus and menu options; adding search styles and groups; and by granting and restricted access to the menu options, eServices on a user‐by‐user basis or by User Type. The City can provide different levels of access to different type of users. ePay Designed for State and Local government, our ePay solution increases the efficiency of bill payment and collection. It provides the client, or taxpayer, with a secure, fast and convenient method of paying bills, while providing the City with a fast and effective method of tracking payments and maintaining up‐to‐the‐minute account information. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 28 of 82 Our ePay solution can be integrated with any Govern Software subsystem and used to calculate and process any type of bill or fee, such as, real property tax, special assessment fees, permit and license fees or utility bills, to name just a few. The client can then make a payment by credit card, electronic check, or both. As with an Automatic Teller Machine (ATM) payment, this is processed in real time and the account is updated immediately. The account summary displays the updated balance as soon as the payment is finalized. Late charges are instantly calculated. If a call is made to the DOS’s offices, the personnel will immediately see the new updated balance. Our ePay module stamps PAID for the particular transaction and deposits the amount in the City’s bank account. It is designed to increase the efficiency of processing economic transactions as it provides a fast and effective method of processing and tracking payments, facilitates data analysis and is a cost‐effective way to serve the needs of taxpayers and property owners. eFile Businesses can file online their tax returns regardless of the filing form layout and pay for any owed taxes. 1.8 MOBILE SOLUTION mGovern – Your Mobile Solution The Govern’s Field Data Collection System is a mobile government application that enables assessors, auditors, inspectors, code enforcement officers, etc. to extend processing capabilities into the field. Field personnel can add and update records, perform queries and more, instantly while in the field. The Mobile Auditor Module helps your field personnel manage their Audit functions activities in the field. Auditors can input results in real‐time and immediately updating the database. If working in a “disconnected” environment, field personnel have the option to “check in/check out” records for use on a laptop or tablet PC and sync up the information once connected to the Internet, preventing duplicate or outdated records in the database. The Mobile Auditor Module provides the same features and benefits as the “regular” Govern back office modules, including account search, drill‐down capabilities, GIS mapping, and much more. Key Benefits and/or Features:  Allows direct access from the field to the live Tax data (wireless).  Provides full Govern Software functionality in the field (wireless).  Downloads all related information on assigned accounts to an Auditor.  Provides the ability to input audit results directly in the field. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 29 of 82 2 DELIVERABLES 2.1 PLAN TO ACHIEVE DELIVERABLES MS Govern has reviewed the Required Services/Deliverables on pages 4 and 5 of the RFP. MS Govern will work with the City to further define the deliverables and the responsibilities of the deliverables. Typically, MS Govern provides the following Implementation Services:  On‐Site Services  Database & Software Installation  Environment Certification  Scope & Kick‐off  Fit Analysis (Business Processes, Reports & Customizations)  Implementation (Acceptance & Revisions)  Go‐Live Support  Post Go‐Live Support (Including Cycles Processing)  Data Conversion Analysis  Interface Analysis  Customizations Analysis  Project Management  Off‐Site Services  Data Conversion Mapping & Review  Interfaces Mapping & Review  Interfaces Development  Customizations Documentation & Review  Enhancements Development  Scope Report  GIS Configuration Implementation  QueryTool & Workload Configuration  Fit Analysis Report (Detailed Project Planning)  Implementation (Configuration)  Project Management Training Services  Train‐The‐Trainer Training  Project Team Training  Acceptance Test Training  Property Central System Administration  Assessment System Administration  Security Manager Administration  GISExplorer Administration  Govern System Administration (GSA)  Workflow & Activities Administration  Hands‐on Configuration Training  Data Model & Integrating Crystal Reports City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 30 of 82 We believe that a partnership implementation model with the client is a key success factor to the project implementation. For projects ranging from basic to more complex ones, the resources assigned to the project and their time dedication will drive its timeline and success. Active participation from the City resources is the main key to achieving the project’s objectives and driving it towards a successful project implementation on time and within budget. MS Govern creates a collaborative environment between our resources and the City's resources in order to promote a close working relationship between both project team members. Participation at a Steering Committee level by the City's executive management and especially the project sponsor(s) is a critical success factor to the City's project. This support by the City's Managers and Steering Committee members will be the necessary key to enable the City's project team members to accomplish their mission. Our delivery systems allow for phased delivery breaking enterprise projects into manageable components. This delivery in modular components accommodates the learning factor for our Clients. Breaking things down into smaller pieces enables the software functionality to be more easily grasped by the end user. This approach also reduces implementation risk as well. Project Responsibilities MS Govern Project Responsibilities MS Govern general responsibilities include:  Provide a Project Manager as a primary point of contact.  Provide a project implementation team to implement the proposed solution.  Provide a preliminary project plan.  Prepare and maintain project progress and status report.  Provide assistance to the City in planning and deploying the Go‐Live plan  Coordinate and schedule the activities of our resources in this project.  Work with City's Project Manager on the resolution of project issues. City of Fort Collins Project Responsibilities The City shall be responsible for the performance of equipment and software provided by City for use by MS Govern in the performance of this Contract. The City's responsibilities on this project will be further defined in the Project. The City's general responsibilities include:  Provide a Project Manager as a primary point of contact.  Maintain overall project schedule including all responsibilities/activities as related to the project.  Provide support to the MS Govern project implementation team. This involves: o Providing access to key personnel in a timely manner, o Providing access to facilities and equipment and, o Providing timely responses to MS Govern’s requests for information necessary for the performance of this contract.  Assign appropriate needed resources (Subject Matter Experts, Data Conversion Specialists, etc.).  Review and comment in a timely manner on project progress and status reports.  Ensure personnel are proficient in use of the system prior to Go‐Live.  Responsible for proper knowledge transfer and sustainability planning for post Go‐Live.  Support a safe work environment for all activities.  Work with the MS Govern Project Manager in the resolution of project issues.  Provide support for infrastructure (Hardware, OS, Network, Firewalls, Web, etc.) needs. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 31 of 82 2.2 SALES TAX SOFTWARE DELIVERABLES SPREADSHEET MS Govern has provided responses to the City’s Sales Tax Software Deliverables Spreadsheet in Excel format. The completed excel file is a separate document and is titled “Sales Tax Software Deliverables Spreadsheet_MS Govern.xlsx”. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 32 of 82 3 QUALIFICATIONS AND EXPERIENCE 3.1 BRIEF COMPANY HISTORY MS Govern provides end‐to‐end software solutions and professional services to Local Government agencies for the management of government related information throughout its lifecycle. Since 1975, industry needs and customer requirements, as well as workflow automation, GIS integration and document management, have guided the Govern Software development for Business Tax, Licensing, CAMA, Tax Billing & Collection, Community Management, Mobile and eGovern Services. The Govern Software is comprised of highly integrated software solutions. MS Govern has the following Colorado Business Tax customers:  City of Durango, CO  City of Arvada, CO MS Govern’s U.S. Headquarters is in St. Louis, MO with a Regional office in Omaha, NE and a Canadian Headquarters in Montreal, QC. MS Govern brings 49 employees, operating as a fully owned subsidiary of Harris Computer Systems which also provides end to end solutions to the Schools, CIS and Municipal Government sectors, employing over 1,550 industry experts throughout North America supporting over 10,000 customers and business partners. MS Govern has 37 years working specifically in the public sector. We design our products and services to meet the unique needs of public sector organizations. We focus our research and development efforts exclusively on the public sector. 100% of our customers are public sector organizations including Provinces, Counties, Cities, Towns, Villages, etc. We focus our research and development efforts exclusively on our Customers’ and industry needs. A few of our other Business Tax customers include:  Matanuska‐Susitna Borough, AK (MATSU)  City of Jeffersontown, KY  City of Brentwood, TN  City and Borough of Juneau, AK  City of Savannah, GA  City of Kenai, AK (in implementation)  City of Kodiak, AK (in implementation ) Our Commitment Our greatest strength is always being at the forefront of leading edge technologies. Our approach is to incorporate a growth strategy enabling our clients to gradually incorporate new technology and functions into their work environment. No clients will be left behind in the process of change and evolution. We provide means for transitioning through change, so that it makes business sense to remain with us. We will continue investing in our products and customers with this philosophy in mind. 3.2 REFERENCES For many years now, the City of Jeffersontown, KY used the Govern Business Tax Suite to manage Occupational License Tax which is based on earned income for people working within the City limits. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 33 of 82 As part of an integrated project implementation, the City and Borough of Juneau (CBJ), AK has gone line with Business Tax Suite on Monday February 18th. CBJ uses Govern Business Tax, encompassing the Business License Module, to manage, collect and audit Sales Tax, Liquor Tax and Lodging Tax along with Business License. The City of Kodiak, AK is in implementation mode with projected Go‐Live of May 2013. The project involves the management, collection and audit of Sales Tax and Bed (Lodging) Tax. The Borough of Kenai, AK is in implementation mode with projected Go‐Live of August 2013. The project involves the management, collection and audit of Sales Tax for the Borough and six (6) municipalities within the Borough. Also, we will integrate with the Borough’s Document Management System to provide imaging & scanning integration along with OCR scanning for monthly filing. Customer Name: Matanuska‐Susitna Borough, AK (MATSU) Customer Address 350 East Dahlia Avenue, Palmer, AK 99645 Customer Contact Name Idris VanSant, Assessment Records Supervisor Customer Telephone 907.745.9654 (Idris) Customer E‐mail Idris.VanSant@matsugov.ustclayton@matsugov.us Customer Name: City of Durango, CO Customer Address 949 E. 2nd Avenue, Durango, CO 81301 Customer Contact Name Julie Brown, Finance Director Customer Telephone 970.375.5039 Customer E‐mail brownjl@ci.durango.co.us Customer Name: City of Arvada, CO Customer Address 8101 Ralston Road, Arvada, CO 80002 Customer Contact Name Joe Holtz, Project Manager Customer Telephone 303.435.4441 Customer E‐mail JHOLTZ@arvada.org City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 34 of 82 4 LIST OF PROJECT PERSONNEL 4.1 PROPOSED MS GOVERN TEAM The resources listed below are key personnel that may be assigned to the City’s project. Such assignment is subject to change based on contract signing completion, implementation timing, their availability and other factors. As we are progressing through the contract negotiation milestone, the MS Govern resource commitment will be made to the City’s project as such timing will be important to select the right and available resources. Resource requirements for every project depend on many factors like availability of resources, timeline for Go‐Live, multitasking resources, etc. Project Roles Identification of Persons Project Director William Koperski (VP of Professional Services) Project Manager Jeff Hohenstein, PMP Business Analyst/Trainer Bonnie Brown‐Holmes Data Conversion Specialist Daniel Patenaude Technical Specialist Mark Piller Developers Multiple Resources Configuration Specialist Multiple Resources R&D Cyril Viron (Team Lead), Benoît Lauzon (Team Lead), George Mirea (Director of R&D) QA Lead M’Hammed Kettani 4.2 MS GOVERN PRIMARY AND SUPERVISORY CONTACTS The MS Govern primary contact for this project would be the Project Manager, Jeff Hohenstein. The MS Govern supervisory contact for this project would be the Project Director, William Koperski. 4.3 PARTNERS OR SUB‐CONTRACTORS MS Govern is the prime and only vendor for this project. MS Govern is not partnering or sub‐ contracting any work for this project. 4.4 RESUMES OF PROPOSED MS GOVERN PROJECT PERSONNEL Please see resumes beginning on the following page, of the proposed MS Govern project personnel who may be involved in the City’s project. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 35 of 82 William (Bill) D. Koperski, P.E. (emeritus) VP – Professional Services Professional Qualifications With MS Govern Since Nov. 1986 With Other Firms: 8 Years before 1986  Extensive Business, Financial, and Operations Management Experience  Extensive Business and GIS/LIS Consulting/Applications Development Experience  Extensive Multi‐Platform/Database/Network Communications Expertise  Extensive VB.NET, VB‐VBA, ASP, C++, SQL‐RDBMS, ESRI ArcEngine Design/Prog. Expertise Mr. Koperski serves as the Vice President of Professional Services, with oversight responsibility for all aspects of project implementations including technical services, business analysis and project management. Mr. Koperski is also a specialist in database programming and systems integration. This acquired experience and expertise encompasses the DOS, VMS, UNIX, Novell, Windows NT/XP/Vista,7, and Windows Server operating and network systems. He also serves as a lead systems design, configuration, and installation consultant for our clients. As an extension of these consulting activities, Mr. Koperski oversees the administration of the data/software/hardware aspects of the extensive application, database and web server platform (for replicating client production and test environments). Project Experience Projects where Bill has served in various capacities:  City of Winnipeg, MB  Assessor Information and Mass Appraisal System  St. John’s, NL  Enterprise Sys. (Tax, Appraisal, Permits, Util. Billing)  Prince Edward Island, PE  Assessor Info., Mass Appraisal, and Tax System  Glynn County, GA  Assessor Info., Mass Appraisal, and Tax System  Forsyth County, GA  Community Management & Business License Sys  Matanuska‐Susitna Borough, AK  Enterprise Sys. (Tax, Appraisal, Permits, Util. Billing)  Saskatchewan Assmt Mgmt Agency (SAMA)  Assessor Information and Mass Appraisal System  City of Minneapolis Dept. of Assessor, MN  Assessor Information and Mass Appraisal System  Yavapai County MIS, AZ  System Workflow Auto. ‐ Automated Permits Sys.  Imperial Irrigation Dist, Imperial, CA  Real Estate Property Management System Other Experience With his vast experience, Bill has also worked on the below projects:  American Title Insurance, Omaha, NE  Order Entry/Processing and Web Integration  Federal Reserve Bank, Chicago, IL  DEC VAX/Oracle to NT/SQL Server System Migration  City of Portsmouth Dept. Public Utilities, VA  Cadaster/Utilities Infras. Database Mapping Sys. Education  M.B.A., 1991, Business Administration, Univ. Nebraska Omaha  B.S., 1981, Mechanical Engineering, Columbia Univ., NY, NY  Spatial Database Engine, 1996, ESRI, Redlands, CA Professional Affiliates/Activities  1986, Professional Mechanical Engineer, State of Nebraska  1993‐1995, ASHRAE Director Regional Chair, 1996‐1997, ASHRAE Nominating City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 36 of 82 Jeff Hohenstein, PMP Senior Project Manager Professional Qualifications MS Govern/Harris Since 2006 IT Manager, City of Plymouth MN 19 Years Mr. Hohenstein has over twenty years of progressively increased responsibility for all aspects of information technology management. Senior manager and high‐level practitioner responsible for all aspects of information technology management. As a member of the Harris/MS Govern Implementation Team Mr. Hohenstein enthusiastically manages all aspects of large scale enterprise Govern software implementations (including but not limited to: Defining High Level and Detailed Scope/Fit Report, project planning/execution, risk management, issue management, coordination of both internal and external resources, third party contract negotiations, coaching and mentoring Harris/MS Govern Implementation Team members). Project Experience Representative System Implementations where Mr. Hohenstein served as Project Manager and or Lead Consultant/Analyst:  City of Janesville, WI – Phase I  CAMA, Assessment Administration, Personal Property, GovView, Query Tool, Wisconsin Real Estate Assessment Manual Reports.  City of Janesville, WI – Phase II  Enterprise Land Management (Community Management) plus eGovern to include ePortal (eAccess), eProfile (eAccess), ePermits (eApply), eComplain and ePay.  City of Janesville, WI – Phase III  Utility Billing, Miscellaneous Billing with iNovah integration plus eGovern.  Town of Addison, TX  Land Management( Community Management) plus eGovern to include ePortal (eAccess), eProfile (eAccess), ePermits (eApply), eComplain and ePay.  City of Durango, CO  Self Reported Sales Tax (Business Tax), Business Licensing, Land Management, GIS Integration, Sire Document Management Interface, iNovah, ePortal (eAccess), eProfile (eAccess), eRemittance, (eFile) eRenew, ePermits (eApply), eComplain, ePay and Mobile Inspector.  City of Minneapolis, MN  Special Assessments  City of Winnipeg, MB  CAMA, Business Occupancy, Tax Title, Query Tool  City of Kodiak AK  Business Tax, eFile Education  University of Minnesota ‐ BS, Business Administration. Concentration in Management Information Systems  PMP Certification  University of St. Thomas – Mini Master of Project Management  University of St. Thomas – Mini Master for Nonprofit Organizations Professional Affiliates/Activities  2006 to Present Project Management Institute  2006 to Present Current Member of the Minnesota Chapter of Project Management Institute City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 37 of 82 Bonnie Brown‐Holmes Business Analyst/Trainer Professional Qualifications MS Govern (With Systems Design Inc.) Since 2009 With Other Firms 6 Years As a Business and Application Analyst, Bonnie's business and technical specialties focus upon integration of workflow activity into the application, data field and screen forms setup, security and system administration configuration. With 6 years of Property Tax and governmental service, Bonnie brings several years of CAMA, Land Management, Business Licensing, and Self‐Reported Tax experience. Project Experience Projects where Bonnie has served in such various capacities as technical lead, business analyst, and/or trainer include:  Matanuska‐Susitna Borough, AK  CAMA drawing program training  City of Savannah, GA  Business Licensing and Self‐Reported Tax configuration  City of Durango, CO  Building Permitting configuration; Business Licensing and Self‐ Reported Tax enhancements  City of Arvada, CO  Business Licensing and Self‐Reported Tax implementation  City/Borough of Juneau, AK  Self‐Reported Tax configuration  City of Winnipeg, Canada  CAMA configuration  City of Kodiak, AK  Self‐Reported Tax configuration Other Experience With her vast experience in Property Tax, Bonnie also brings the following experience:  Glynn County, GA  Appraisal Data Systems Supervisor, Appraiser III Designation with GA Dept. of Revenue Education  Fulton Montgomery CC – Johnstown, NY ‐ AAS Degree, Accounting  Various appraisal and property tax related courses Professional Affiliates/Activities  International Association of Assessing Officers (former) City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 38 of 82 Mark Piller Technical Project Lead/Specialist Professional Qualifications MS Govern March 2005 ‐ current TerraScan Inc. (Tax and CAMA) May 1998 – March 2005  Extensive knowledge Govern Software Modules  Extensive Process, Workflow and Reporting Analysis and Integration Experience  Extensive Legacy Database Migration Analysis, Mapping and Processing Experience  Extensive business process experience based on working with customers As a Technical Support Specialist, Mark's business and technical specialties focus upon integrating configuration, reports, and data migration into the application, database reporting via Crystal Reports, data field and screen forms setup, security and system administration configuration, web service installation, and relational database linkages. Mark brings over 14 years of CAMA, Tax, Community Management, Accounts Receivable and Cash Collection Modules experience. Project Experience Projects where Mark has served in such various capacities as technical lead, business analyst, conversion specialist, Crystal Reports developer, and/or trainer include:  City and Borough of Juneau, AK  Enterprise System (Tax, Appraisal, Utility Billing, Permitting, Sales Tax, Miscellaneous Billing, Workflows)  City of Durango, CO  Community Management, Sales Tax, Workflows  City of Janesville, WI  Enterprise Sys. (Permit, Util. Billing, Misc. Billing, eGovern)  City of Winnipeg, MB, CA  CAMA  Town of Addison, TX  Community Management, Permitting, and eGovern  City of St. John’s, NL, CA  Enterprise System (Tax, Appraisal, Miscellaneous Billing)  City of O’Fallon, IL  Community Management and Permitting  City of Jeffersontown, KY  Community Management  City of Franklin, WI  Special Assessments Other Experience As the financial application product manager Mark was in charge of all aspects of working with customers with the end result of providing the best solution for them. This involved analyzing business process, development of new features in applications, implementation at new clients and releases, and managing the customer support team.  Implementation  Lead implementer in over 10 tax implementations and manager of implementation at over 5 sites.  Business Analyst  Responsible for analyzing business process reviews through user group meetings, customer interactions, and other various methods for over 30 tax customers and in various roles for over 60 CAMA customers. Application Development  Responsible for application and report development and support of tax, payroll, claims, and budget software. Also involved with application and report development for CAMA software. Education  Master’s in Business Administration, University of Nebraska ‐ Lincoln  B.S. in Business Administration ‐ majors in Finance and Management, Univ. of Nebraska ‐ Lincoln City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 39 of 82 Daniel Patenaude Data Conversion Specialist Professional Qualifications With MS Govern Since 2006 Mr. Patenaude has been with the company since October of 2006. He has been hired to do the maintenance of the Govern software, to set the new conversion routines, and to perform some Crystal Reports. Since May 2008, his main job is to do conversions and his mind is to do the most quality conversion as possible. Mr. Patenaude came to MS Govern with over 9 years’ experience in developing training software for office computers products (such as Word, Excel, PowerPoint, Lotus Notes, etc.).  In previous jobs, Daniel participated to develop a complete training software project which contains complete functionalities for training purposes.  In MS Govern, Daniel developed new functionalities (maintenance) for the Govern software.  Daniel developed new Crystal Reports for customers.  The main task is to perform conversions. Daniel always thinks of new functionalities to always improve quick quality conversion products. This includes:  Setting Data Mapping and rules  Programming the conversion  Perform maintenance of conversion. Project Experience Projects that Daniel has been involved with Software Installation, Data Conversion, Crystal Reports and SSRS Reports include:  Allegheny County, PA  Software Installation and Data Conversion  City of Arvada, CO  Data Conversion and Crystal Reports  City of Brentwood, TN  Data Conversion and Crystal Reports  City and Borough of Juneau, AK  Crystal Reports  Town of Hempstead, NY  Software Installation, Data Conversion and SSRS Reports  City of Janesville, WI  Crystal Reports  City of Lawton, OK  Data Conversion and Crystal Reports  City of Savannah, GA  Data Conversion  City of St. John’s, Newfoundland  Data Conversion  City of Tifton, GA  Data Conversion and Crystal Reports  City of Winnipeg, MB, Canada  Data Conversion and Crystal Reports Education  Actually studying in computers at Université du Québec à Montréal since January 2006.  College degree obtained as analyst‐programmer in 1997. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 40 of 82 Cyril Viron Open Forms – Technical Team Lead Professional Qualifications MS Govern (With Systems Design Inc.) Since 2011 With Other Firms 4 Years  In charge of Govern Software for .NET’s solution:  Mobile  Scheduler  OpenForms Designer Mr. Viron has a telecommunication and automated production degree, oriented in signal and image processing, and more than 5 years of experience in software development. He was the R&D Team Leader of Cegitel Inc., a consulting company from 2009 to 2011, Framework Team Leader at Pixman Nomadic Media in 2009 and was an analyst‐programmer for Genetec Inc. from 2007 to 2009. In addition to his management experience, Mr. Viron has acquired expertise in designing architecture, packaging framework, and development in Microsoft.NET. Mr. Viron is now in charge of the Techno team which is responsible for, not only, the design and development of the core Govern Software OpenForms features, based on the Microsoft.NET development platform; but also, Mobile module and OpenForms Designer and Scheduler applications. Project Experience Projects where Mr. Viron has served in such various capacities as technical lead, programmer analyst, architect, and application/database programmer include:  City of Winnipeg, MB, Canada  Integrated Mass Appraisal for the Department of Treasury (Techno team leader)‐ ongoing  City of Minneapolis, MN, USA  In charge of Govern Software for .NET’s Mobile solution Other Experience With his vast experience, Cyril Viron also brings:  Team Leader R&D Framework  Design and writing in .NET of packaging core functionalities like inter‐process communications, logging, settings, user interfaces, …  Established methodology to manage code, source control and integration processes  Analyst Programmer  Design and writing in .NET of client‐server communications, mapping system, touch screen, … Education  École de Technologie Supérieure, Master of Engineering, Automated Production, 2006  Telecom Bretagne, Bachelor in Telecommunications, France, 2003 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 41 of 82 Benoît Lauzon .Net Application – Team Leader Professional Qualifications With MS Govern Since 1999 Mr. Lauzon has more than 12 years of experience in software development industry. Hired in 1999, Mr. Lauzon worked two years as a programmer assigned to the customer service department. In 2001 he was transferred in the professional service team in order to write conversions and custom code for new implementations. In 2003 Mr. Lauzon was transferred in the R&D team and has actively participated in the design and the development of the Govern Software. In 2010, Mr. Lauzon was promoted as a Team leader for the .NET team.  Mr. Lauzon has participated in the design and development of Govern OpenForms.  Mr. Lauzon has participated in the design and development of portal technology of the Govern Software. Project Experience Projects where Mr. Lauzon has served in such various capacities as technical lead, programmer analyst, architect, and application/database programmer include:  City of Winnipeg, MB, Canada  OpenForms  City of Minneapolis, MN, USA  Mobile solution  City of Waltham, MA  eGovern  Town of Oxford, MA  eGovern  City & Borough of Juneau, AK  GIS  City of Janesville, WI  GIS  City of Plymouth, MN  .Net  Town of Southampton, NY  .Net  Allegheny County, PA  OpenForms Education  CDI College, A.E.C. in Object Oriented Programmer/Analyst City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 42 of 82 Fabrice Olivier VP of R&D Professional Qualifications MS Govern Since 1975 In addition to his management experience, Mr. Olivier has acquired expertise in local & state/provincial government vertical applications and leads the Govern architecture platform committee. Mr. Olivier is responsible for the design and development of all of MS Govern new development. His data modeling skills, as well as his vision of new technologies, ensure that the Govern Suite is always one step ahead in the market. Fabrice’s talent has been behind driving the Govern Software for many years and his intimate knowledge of local & state/provincial governments bring skills like:  Computer Assisted Mass Appraisal (CAMA) (Real & Personal Property and Business Occupancy)  Property Tax Assessment, Billing & Collection (Real & Personal Property, Business Occupancy, Excise, Business Tax)  Accounts Receivable & Cash Collection  Permits, Inspections, Planning & Zoning, Code Enforcement & Licenses  Utility Billing & Customer Management  Microsoft WPF & .NET Architecture  eGovern Public Self Service Portal and associated eComponents  Object Oriented System Design  MS‐QL Server and Oracle Project Experience Projects’ experience where Mr. Olivier has served in such various capacities include:  Town of Southampton, NY  Enterprise System (Tax, Appraisal, Utility Billing, Permitting, Code Enforcement …)  City of Waltham, MA  Property Taxation & Utility Billing System with the eGovern modules  Town of Huntington, NY  Town‐wide integrated Property Assessment, Taxation & Permitting system  Saskatchewan Assessment Management Agency (SAMA)  Province‐wide Assessment Solution Deployment and integrations  Province of Prince Edward Island  Integrated Assessment & Taxation System  City of Minneapolis, MN  Assessment System with a Mobile Appraiser deployment  City of St‐John’s, NL  Assessment Sys., Property Taxation & Utility Billing  City of Winnipeg, MB  Assessment System, interfaces to Property Taxation, Web site and Deed Registry  Town of Oxford, MA  Enterprise System (Tax, Appraisal, Permitting, Code Enforcement and eGovern modules …)  City of Plymouth, MN  Assessment System, Special Assessment, Utility Billing and Permits & Inspections Education  University of Montreal, H.E.C, Bachelor program, 33 credits  Old Montreal College. D.E.C. in computer science obtained City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 43 of 82 George Mirea Director of R&D Professional Qualifications With MS Govern 18 Years, since Nov. 1994 With Other Firms: 15 Years  Business, Financial, and Operations Experience  Extensive Project Planning and Managing Expertise  Extensive VB6, Cobol, VB.Net, ASP, Design/Prog. Expertise  Extensive Customization & Integration Experience  Extensive Property Assessment & Tax Billing Expertise  Accounts Receivable & Collection Expertise  Permits, Code Enforcement, Inspections & Licenses Expertise  Utility Billing & Customer Management Expertise Mr. Mirea has a computer science degree and more than 30 years of experience in the computer software business. He was senior analyst programmer for Energomontaj Company Inc. (a power plant), from 1979 to 1994, and senior analyst programmer for SFG Technologies and Govern Software, from 1994 to 2002, and has been the Director Development CMS at MS Govern since 2002. Mr. Mirea has acquired expertise in database programming and integration on multiple platforms including Windows, VMS and UNIX systems. Experience Mr. Mirea is coordinating the VB development team in charge of the new enhancements and he is actively participating to the design and the programming of the new features. Mr. Mirea is supervising the development for all the new project implementation and custom modification in the VB6 and .Net applications. Mr. Mirea specialized responsibilities includes - project planning and managing - development coordination - software programming Project Experience Mr. Mirea served as technical R&D lead in the following projects implementation:  Province of Prince Edward Island, Canada  Integrated Property Assessment and Taxation System for the Department of Treasury  Saskatchewan Assessment Management  Province‐wide Property Assessment Network Migration  City of Revere, MA  Enterprise System (Tax, Appraisal, Utility Billing, Permitting, Business Tax …)  Town of Hempstead, NY  Integrated Property Assessment and Taxation System Education  Bachelor of Science, Bi‐disciplinary in Computer Science & Cybernetics, 1983 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 44 of 82 M’Hammed Kettani VP of Client Services Professional Qualifications With MS Govern Since 1994 Mr. Kettani joined MS Govern in 1994 as a Quality Assurance Manager as well as Documentation Specialist and Lead Trainer. His planning and organization skills bring the highest level of quality into our new products. Mr. Kettani is currently participating in the development of MS Govern’s OpenForms based on the Microsoft.NET development platform.  Mr. Kettani is responsible of designing all the new forms for all modules using the OpenForms Technology developed by MS Govern.  As SQA Director, Mr. Kettani directly supervises the technical writers and software testers. o His responsibilities include setting accurate schedules and allocating resources to ensure that team members have the right tools to perform their jobs. o Preparation and delivery of performance evaluations and career development activities. o He provides effective communication to ensure everyone is informed and up‐to‐date on project schedules, issues, and software performance.  He ensures that plans and policies are established and maintained for documentation and software testing. He reviews documents and software deliverables before being released to end‐users and ensures that there is consistency across all screens, documents, and presentations.  M’Hammed developed the online help and tutorials for the new product line. He ensures that all new developments follow rigid guidelines as far as Graphical User Interface and Processes.  Database Normalization  Project Management  All Land‐related Modules  RoboHelp  Web Page Design  Tactic Course Design  M’Hammed completed the successful implementation of Thames Coromandel District Council where he performed Project Management, Fit Analysis Sessions and End User Training. He has built the online help system as well as the online tutorial and training courses. Project Experience Projects where Mr. Kettani has worked on include:  City of Winnipeg, MB, Canada  CAMA, Business Occupancy, Tax Delinquency, QueryTool  Town of Southampton, NY  Tax, Appraisal, Utility Billing, Permits, etc…)  Allegheny County, PA  CAMA, Tax, Permits, eGovern, etc..  Saskatchewan Assmt Mgmt Agency  Assessor Information and Mass Appraisal System  Town of Oxford, MA  Enterprise System (Tax, Appraisal, Permitting, Code Enforcement and eGovern modules …) Education  Bachelor in Management Systems Computer Oriented, Université du Québec à Montréal.  Institute of Higher Commercial Studies, Brussels, Belgium. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 45 of 82 4.5 REFERENCES FROM PREVIOUS ASSIGNMENTS FOR MS GOVERN KEY PROJECT PERSONNEL The following are three (3) references from previous assignments for MS Govern’s key project personnel to include our Project Manager, Business Analyst/Trainer, Data Conversion Specialist and Technical Specialist/Architect. Jeff Hohenstein, PMP, Senior Project Manager City of Kodiak, AK Mary Munk Finance Director (907) 486‐8659 mmunk@city.kodiak.ak.us City of Winnipeg, MB (Canada) JP Robert Application Solutions Coordinator/Project Manager (204) 986‐2350 JRobert@winnipeg.ca City of Janesville, WI Jay Winzenz Director of Administrative Services/Assistant City Manager (608) 755‐3067 winzenzj@ci.janesville.wi.us Bonnie Brown‐Holmes, Business Analyst/Trainer City of Kodiak, AK Mary Munk Finance Director (907) 486‐8659 mmunk@city.kodiak.ak.us City of Winnipeg, MB (Canada) Joanne Voelpel Valuation Officer (204) 926‐3498 jvoelpel@winnipeg.ca City of Savannah, GA Cam Mathis IT Director (912) 651‐6908 CMathis@Savannahga.Gov Mark Piller, Technical Specialist/Architect City and Borough of Juneau, AK Erin Russell Applications Specialist City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 46 of 82 (907) 586‐0254 erin_russell@ci.juneau.ak.us City of Kennesaw, GA Christy Huiel Property Tax Administrator (770) 424‐8274 ext. 3015 chuiel@kennesaw‐ga.gov City of Janesville, WI Dave Godek Deputy Clerk‐Treasurer (608) 755‐3072 godekd@ci.janesville.wi.us Daniel Patenaude, Data Conversion Specialist City of St. John’s, Newfoundland (Canada) Sean Bray Project Manager (709) 576‐7005 Sbray@stjohns.ca City of Arvada, CO Joe Holts Project Manager (720) 898‐7875 Jholtz@Arvada.org Allegheny County Elizabeth Dell Business Analyst (412) 350‐6059 Elizabeth.Dell@AlleghenyCounty.US City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 47 of 82 5 ORGANIZATION CHART/PROPOSED PROJECT TEAM 5.1 ORGANIZATION CHART Below sample Organization Chart. Both MS Govern and the City will finalize such a chart and will use the agreed to listed resources as part of the Project Plan. 5.2 SPECIFIC TASKS ASSIGNED/ROLES AND RESPONSIBILITIES The Project Manager manages the MS Govern resource requirements and ensures collaboration between MS Govern’s and the City's Project Managers. MS Govern will provide services throughout the project lifecycle to assist the City of Fort Collins the successful implementation of the Govern system based on the tasks and times allotted in the Project Plan. The roles and responsibilities for the proposed MS Govern project team members are described below: Project Director The Project Director is the MS Govern resource responsible for the high‐level direction and success of the project. This resource will be reviewing, on a weekly basis, the status of the project with the MS Govern Project Manager and act as an escalation level for any contractual and EXECUTIVE SPONSOR Bill Koperski STEERING COMMITTEE City Project Manager Business Process Leads/Owners Data Conversion Expert Technical Specialists Trainers Testers IT Services Application Administrator MS Govern Project Manager Jeff Hohenstein Business Analyst/Trainer Bonnie Brown-Holmes Developers Multiple Resources Configuration Specialists Multiple Resources Technical Analyst Mark Piller Data Conversion Specialist Daniel Patenaude City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 48 of 82 performance issues. Below is a list of responsibilities to be performed by the MS Govern Project Director:  Participate and guide the project kick off and planning session  Weekly internal review of project with MS Govern Project Manager and Off‐Site resources  Fully accountable for contractual issues and performance against contract  Accountable to MS Govern senior management for overall performance  Measure and manage the MS Govern resources’ project performance through internal quality measurements  Responsible for project resource identification, assignment and management  Review and authorize scope change and all contract changes  Responsible for resolution of contractual and performance issues  Act as an escalation point to all project (resource, contract, delivery, etc.) issues  Participate in Monthly On‐Site meeting Project Manager The MS Govern Project Manager is responsible for the MS Govern project deliverables and for day‐to‐day coordination of those tasks and deliverables. The MS Govern Project Manager is the primary point of contact with the City's Project Managers. The Project Manager will work with our team in order to meet the schedules outlined in the Project Plan. Below is a list of responsibilities to be performed by the MS Govern Project Manager:  Be the primary point of contact for the City's Project Managers  Ensure successful delivery of all MS Govern tasks  Participate, where necessary, in the gathering of the business process requirements  In coordination with the City's Project Managers, create a detailed baseline Project Plan  Manage the MS Govern project resources  Provide monthly status reports to the City's Project Managers  In coordination with the City's Project Managers, co‐conduct the project Kick‐off meeting  Participates in monthly Risk Management Board (RMB) meetings  Review and approve MS Govern project documents (scope, fit report, sign off, etc.)  Seek sign‐off on all MS Govern deliverables and approval documents from the City's Project Managers  Participate in quarterly on‐site project meetings for up‐to 8 2‐day meetings  Assist the City's Project Managers in defining the training and Go‐Live plans  Support City in the Go‐Live preparation steps  Hold review and status meetings with MS Govern’s resources Business Analysts Reporting to the MS Govern Project Manager, the Business Analyst/Specialist is responsible for taking a lead in the analysis of the business requirements. The Business Specialist will draw upon those best practices expertise drawn from previous similar implementations. The Business Analyst/Specialist will work closely with the Project Manager, City's project team and users to analyze and define the business requirements. Below is a list of responsibilities to be performed by the MS Govern Business Analyst/Specialist:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Perform the Fit Analysis and work with the City's Business Experts to analyze the business requirements  Perform the analysis and design of workflows City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 49 of 82  Perform the analysis and configuration of entry forms (data windows)  Perform the analysis and design of reports  Define all the requirements and create the Detailed Fit Report  Forward the Detailed Fit Report to the MS Govern Project Manager for review and approval  Provide on‐site acceptance testing support  Work with the City Business Experts and Testers to test the configured Govern system  Work with the City Business Experts and Testers to log all test results and correct configuration items while testing  Work closely with the MS Govern Configuration Specialists, Developers, Technical and Data Conversion Specialists to answer any business related question that might arise Trainer Reporting to the MS Govern Project Manager, the Trainer is responsible for the overall training of the City staff with respect to the integrated modules provided by MS Govern. Below is a list of responsibilities to be performed by the MS Govern Trainer:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Provide training to the different City groups as follows: o Application Administrator(s) o Technical Staff o Trainer o Project Team  Provide guidance to City Trainers  Provide electronic copies of training materials where applicable  Provide electronic copies of training sessions’ agendas Data Conversion Specialist Reporting to the MS Govern Project Manager, this resource will be responsible for the data conversion tasks of City's data sources into MS Govern. Below is a list of responsibilities to be performed by the MS Govern Data Conversion Specialist:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Evaluate sample data structure from which MS Govern will be converting the data  Provide data conversion analysis with the City's Data Conversion Expert  Provide recommendations on data conversion approaches  Provide data conversion mapping review and assistance  Identify conversion issues  Develop data conversion scripts according to the final mapping documents  Perform the preliminary cut data conversion  Unit testing the preliminary cut data conversion  Modify data conversion scripts based on test results if necessary  Perform any other intermediate cuts of data conversion  Setup the production ready cut and briefly unit test the production ready cut data conversion  Provide assistance to the City's Data Conversion Expert in loading the preliminary/intermediate cuts  Communicate directly with the City's Data Conversion Expert on any data conversion related issues/questions City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 50 of 82 Technical Specialist Reporting to the MS Govern Project Manager, the Technical Specialists will be responsible for analysis, design and testing of the interfaces between MS Govern and any 3rd party applications or databases. The Technical Specialists will also train the City Technical Experts on specialized training session’s system configuration. These resources might also be involved in web‐based deployment. Below is a list of responsibilities to be performed by the MS Govern Technical Specialist:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Evaluate interfaces functionality requirements  Provide recommendations on interfacing approaches  Identify Interfaces issues  Perform the analysis of the required interfaces  Evaluate a sample data structure provided by City to which MS Govern must create an interface  Create the design documentation of the required interfaces  Manage design documents and revise according to City's review and comments  Forward the design documents to the MS Govern Project Manager for review and approval  Unit test the interfaces to ensure they meet the specifications outlined in the design documentation  Work closely with the MS Govern Developers to answer any technical related question that might arise  Provide technical support to the City's Technical Experts Configuration Specialists Reporting to the MS Govern Project Manager, the Configuration Specialists will be responsible for the total system configuration based on the approved Detailed Fit Report by the City. Below is a list of responsibilities to be performed by the MS Govern Configuration Specialists:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Configure the system with all appraisal models, exemptions, tax classes, etc. based on the Detailed Fit Report  Unit test the system configuration  Provide configured system to MS Govern Project Manager and Business Analyst/Specialist for unit testing Developers Reporting to the MS Govern Project Manager, the Developers will be responsible for the development of customized reports and all 3rd party integration requirements that are required by the City. Below is a list of responsibilities to be performed by the MS Govern Developers:  Provide progress status to the MS Govern Project Manager  Provide services as outlined in this Contract  Development of interfaces with 3rd party applications and databases  Create the customized reports using Crystal Reports or custom extracts  Unit test the 3rd party interfaces and reports  Provide interfaces and customized reports to Project Manager, Technical Specialist, and occasionally Business Specialists, for unit testing City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 51 of 82 6 AVAILABILITY As a vendor of choice and during contract negotiations, the City and MS Govern will finalize the resources that will be committed to the project as part of the Statement of Work. With the start of the contract negotiation, MS Govern will begin its resource assignment and allocation to the project. We will commit the listed resources in Section 5 of this Proposal based on their role to the City’s project. Based on joint availability of City and MS Govern resources, we typically schedule the start the project and have the project kick‐off meeting scheduled within a month of contract full execution. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 52 of 82 7 ESTIMATED HOURS BY TASK 7.1 PROJECTED PROJECT HOURS BY MAJOR TASK & DELIVERABLE MS Govern will provide the necessary services to meet the City requirements outlined in the Required Services/Deliverables section of the RFP. Some of the tasks listed the under the “Required Services/Deliverables” section can be managed and delivered by one or more of the MS Govern services tasks listed below: IMPLEMENTATION SERVICES Project Task / Deliverable MS Govern Hours Project Management 180 Software Installation and Database Configuration 24 Project Scope Analysis and Documentation 16 Business Process Gap Analysis and Requirements Assessment 40 Fit Analysis Report 32 Data Conversion Analysis & Mapping 40 Customizations / Modifications Analysis and Documentation 24 Interfaces Analysis and Documentation 40 Reports Analysis and Documentation 16 Business Rules Configuration 72 Data Conversion Services 120 Reports Setup 32 Train the Trainer Training 56 Project Team Training 32 Application Administration Training 96 Technical Team Training 16 Acceptance Testing & Corrections 76 Go‐Live Support 24 Proj. Implementation Services Hours 936 * The City hours are just estimates at this stage. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 53 of 82 7.2 MS GOVERN SAMPLE STAFFING PLAN City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 54 of 82 7.3 CITY SAMPLE STAFFING PLAN City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 55 of 82 8 SCHEDULE OF RATES AND COST BY TASK MS Govern wants to earn the City’s business and therefore has extended a $43,925 discount covering the following areas:  Business License – MS Govern has extended the Business License Module ($20,000 saving) at no extra cost to the City. When the City is ready to manage business licenses process then MS Govern will provide additional training services and implementation assistance.  Enhancements – For those requirements marked as “Mandatory” or “Important” in the Sales Tax Software Deliverables Spreadsheet where MS Govern indicated as they are partially available, MS Govern will provide those enhancements at no cost to the City providing a further discount of $23,925.00. MS Govern will provide the necessary services to meet the City requirements outlined in the Required Services/Deliverables section of the RFP. Also, MS Govern will meet the requirements outlined by the City in the Sales Tax Software Deliverables Spreadsheet. Some of the tasks listed under the Required Services/Deliverables section can be managed and delivered through one or more of the MS Govern services tasks listed below. We are providing the costs of the Govern Software, the Implementation Services tasks along with the estimated hours and associated costs and annual maintenance. 8.1 SUMMARY OF ALL COSTS PRICE PROPOSAL SUMMARY Totals Govern Software Costs Software Licensing $141,240 Govern Software Total $141,240 Professional Services Costs Data Conversion Implementation Services Reports Training Project Management Professional Services Total $154,440 Software & Professional Services TOTAL $295,680 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 56 of 82 8.2 SOFTWARE COSTS PROPOSED SOFTWARE Module Quantity Unit Price Extended Price Govern Software $27,500 $27,500 Property & Name Central 1 Accounts Receivable 1 Cash Collection 1 Workflow Manager 1 Workload Manager 1 QueryTool 1 eAccess 1 System Administration Modules 1 System Configuration & Administration (SCA) 1 OpenForms Designer 1 Security Manager (GSM) 1 Theme Manager 1 5 Concurrent User Licenses 1 $9,400 $9,400 Business License 1 $20,000 $0 ePay 1 $3,000 $3,000 eFile 1 $3,000 $3,000 mGovern 1 $10,000 $10,000 Mobile Auditor 1 $3,500 $3,500 Business Tax 1 $20,000 $20,000 Number of Business Tax Types 2 Tax Delinquency 1 $7,500 $7,500 Cash Collection 1 $7,500 $7,500 GISExplorer 1 $15,000 $15,000 Interfaces & Enhancements $34,840 Software & License Total $141,240 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 57 of 82 8.3 IMPLEMENTATION SERVICES COSTS PROFESSIONAL SERVICES Implementation Services Hours Extended Cost Project Management 180 $29,700 Software Installation and Database Configuration 24 $3,960 Project Scope Analysis and Documentation 16 $2,640 Business Process Gap Analysis and Requirements Assessment 40 $6,600 Fit Analysis Report 32 $5,280 Data Conversion Analysis & Mapping 40 $6,600 Customizations / Modifications Analysis and Documentation 24 $3,960 Interfaces Analysis and Documentation 40 $6,600 Reports Analysis and Documentation 16 $2,640 Business Rules Configuration 72 $11,880 Data Conversion Services 120 $19,800 Reports Setup 32 $5,280 Train the Trainer Training 56 $9,240 Project Team Training 32 $5,280 Application Administration Training 96 $15,840 Technical Team Training 16 $2,640 Acceptance Testing & Corrections 76 $12,540 Go‐Live Support 24 $3,960 Professional Services Total 936 $154,440 8.4 5‐YEAR MAINTENANCE COSTS MAINTENANCE & SUPPORT COSTS Year 1 ‐ Support & Maintenance $37,033 Year 2 ‐ Support & Maintenance $39,255 Year 3 ‐ Support & Maintenance $41,610 Year 4 ‐ Support & Maintenance $44,107 Year 5 ‐ Support & Maintenance $46,753 City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 58 of 82 8.5 HOURLY RATE SCHEDULE For this project and within the validity of this Proposal, MS Govern’s hourly rates are as follows: Services vs. Hourly Rates Services Area Hourly Rate Training $165 Other Implementation Services $165 Software Development $165 Project Management $165 Managing Consulting ‐ Sr. Consultants $185 Senior Project Director $185 8.6 ESTIMATED TRAVEL EXPENSES The only direct cost not included in the above hourly rates and pricing are the estimated travel expenses. These expenses will vary based on properly managing the implementation schedule which impact flight costs. Furthermore, MS Govern will work with local hotel to establish government rates for the City’s project. No other costs beyond travel expenses are charged to the City of Fort Collins. Since travel expenses are driven by proper trips’ planning, advance scheduling and by delivering the services according to the project plan so trip bookings can be done well in advance of each trip. Adhering to the project plan timelines will be managed by both Project Managers. Based on the proposed services, we are projecting 20 trips to be made by our staff throughout the project implementation with an estimated cost of $1,500 per trip. 8.7 PROJECT ASSUMPTIONS In its pricing, MS Govern has made the following assumptions: GENERAL ASSUMPTIONS 1. MS Govern listed below any assumptions used to prepare the costs and has provided other assumptions within the individual Sections. 2. When future Govern Software and/or services are acquired and/or requested by the City, MS Govern will provide the associated details and assumptions. 3. This Proposal is inclusive of the costs of the Govern Software, installation, implementation, configuration, integration with the other identified systems in use at the City, training, maintenance and proposed hardware as described elsewhere in this Proposal. 4. Govern Software pricing is free on board (F.O.B.) City of Fort Collins. 5. The standard working day is 8 hours, Monday to Friday with the exception of City’s public holidays. FACILITIES AND ACCESS ASSUMPTIONS 6. At no charge to MS Govern, the City needs to establish a work environment (preferably close to City’s Project Manager and project Team) for the MS Govern project personnel while City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 59 of 82 providing their On‐Site assignments. This work environment usually includes accommodations and workspace, desks, telephone lines, internet and computer systems connectivity, access to conference rooms for project‐related meetings, and any hardware and/or software resources required for the project. MS Govern Team personnel will provide their own laptops with internet connectivity capability. 7. As per City’s coordinated security policies and procedures, the MS Govern Team will have access to City’s information system resources and designated work areas to support required operation, maintenance, and production activities throughout the project implementation. 8. As quickly as procedures permit, the City needs to provide the MS Govern Project Manager with technical details, excluding confidential information, of existing systems details: servers, hardware details, operating systems, mainframe, databases, LANs, Intranet, and other systems, as necessary in order to prepare for the MS Govern Environment Assessment deliverables. 9. The City’s project members will have access to the City’s current system(s), policies, and procedures. The lack of access to such resources may adversely affect the project schedule and costs. 10. The training facility (or facilities) should be equipped for the right number of training attendees plus an additional workstation for the instructor with proper access to the training database. 11. The training facility (or facilities) needs to have LCD Projector, Flip Chart, White Board and appropriate markers. RESOURCES ASSUMPTIONS 12. The City needs to provide project resources based on a preliminary project organizational chart that will further be defined during the project planning and initiation phase. 13. The City must provide the following resources based on the tasks identified in the project plan and/or as agreed to by both Project Managers: A. Project Manager B. Business Experts C. Business Managers which should be available to provide support to the project and project team and make the appropriate decisions in a timely manner especially during the Fit Analysis and Acceptance Testing sessions. D. Data Conversion Specialist to assist in the data conversion analysis and mapping. This resource(s) must have previous experience and working knowledge with the existing data sources from both the backend and the user interface perspectives. E. IT resources (database administrator, desktop and network resource, etc.) will be requested when required. F. Testers especially during the acceptance testing process but the business experts that participated in the Fit Analysis would perform the testing due to their gained knowledge of the application and their intimate knowledge of the business process that were defined during the Fit Analysis session. City resources could handle multiple functions listed above. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 60 of 82 14. Based on the Project Scope and Planning sessions and for any potential delays imposed by City, MS Govern might request additional City resources to help progress with the project according to the set schedule. HARDWARE, DATABASE, OPERATING SYSTEMS, DESKTOPS AND NETWORKING ASSUMPTIONS 15. Required Hardware (Desktops, Servers, Scanners, etc.) and Network components are supplied by the City and are properly operational prior to the start of the first project activity. 16. The City is responsible for providing any third party software (Operating System, RDBMS, WEB software, Microsoft Office Product, Melissa Data Mailer, etc.) that might be required to run any type of environment unless otherwise stated elsewhere our Proposal. 17. The City must follow the MS Govern’s recommended environments (operating system version, patches, RDBMS, hardware (servers and client) configuration, etc.) to run the Govern Software or request MS Govern’s written consent to changes to the proposed requirements made by the City. 18. Latest patches must be applied to all third party requirements (RDBMS, OS, etc.). 19. During the project implementation, the City is responsible for providing the following: A. System administration and housekeeping on hardware, operating systems and network for the new systems. B. Database services diagnosis, performance and resolution related to the Govern Software and other software during the project implementation. C. Database maintenance tasks as these include but not limited to, tasks associated with the creation, modification and problem resolution of table, view, index, space, and security within the different databases. D. Setup servers with recommended operating systems and backup software. E. Ongoing day‐to‐day operational requirements like backups, patches, reboots, etc. F. Network is accessible and operational. G. Servers are available for the necessary deliverables. 20. MS Govern assumes that prior to the start of every project activity; the Govern Software environment is made operational by the City for each of those activities as set by the project plan. SOFTWARE ASSUMPTIONS 21. Based on factors such as population, accounts, users, etc., MS Govern has priced its software and services. 22. MS Govern’s proposed Software includes Crystal Reports run‐time version. 23. If the City wishes to develop new reports and/or modify existing ones then Crystal Reports Professional Version is required. 24. As part of its Proposal, MS Govern has provided the costs to integrate with its Harris Gateway eCommerce Interface. If another eCommerce vendor is required by the City then the costs for such integration will be provided by MS Govern. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 61 of 82 IMPLEMENTATION SERVICES ASSUMPTIONS 25. MS Govern has not provisioned for the installation of Hardware, RDBMS and Operating System as we are expecting the City’s personnel to setup these components in the different required environments. 26. MS Govern will provide the necessary training so that City personnel become independent of MS Govern and can make configuration changes and additions as the City’s requirements change and grow. 27. MS Govern is assuming that business processes and workflows are clearly defined by the City prior to the start of the Fit Analysis session. 28. MS Govern, through its resource, will perform the Govern Software and Database installation tasks for the following environments: 1. Production 2. Training 3. Testing 4. Fail Over 29. Based on the knowledge transfer, the City’s resources can perform additional database setup and further workstations installations. MS Govern will provide the necessary scripts to create the database along with electronic copy of installation notes and setup procedures where applicable to the City staff. If additional MS Govern assistance is required, then a scope change needs to be initiated. 30. City team to setup any additional Tax Types beyond Sales & Use Tax. 31. As part of the Security & Users Setup training session, MS Govern will train the City personnel on the security aspects of the Govern Software and will take a hands‐on approach in taking sample users and set them up as part of this training. Based on this training, it is expected that the City will setup all users, profiles, departments and their security rights in the required environments. 32. The Govern OpenForms provides standard screens and as part of the implementation and based on training, the City could setup as many additional screens as needed. 33. The Govern OpenForms provides standard searches and as part of the implementation and based on training, the City could setup as many additional searches as needed. REPORTING ASSUMPTIONS 34. MS Govern is assuming that the City will use the Govern Software standard reports for running reports that might be required to process day‐to‐day business requirements. 35. The reporting writing tools are easy to use and configure for any type of report, from simple to complex. Over time, we have found that it is more cost effective for our Clients to have MS Govern develop a few complex reports (Tax Bills, Main Notices, etc. …) based on the City’s prioritization, train our Clients on our Data Model, and empower them to develop the remaining reports and make ongoing changes to the reports as needed. This helps to build the internal skills in our Client’s staff that is required to sustain and configure the system when needed. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 62 of 82 36. As such, we have included costs for a bucket of development hours instead of costs for developing every single report noted in the RFP. However, should the City require that we develop all the reports, we would be glad to then develop the identified reports – additional costs may apply. Conversely, please note that, if the City assumes the development responsibility for all the reports, then such bucket cost would be totally eliminated. 37. Additional reports may be identified during the scope session and assigned to either the City or MS Govern. Please note that any extra reports assigned to MS Govern are considered out of scope. Based on the Data Model training session, the City can modify any of these reports to meet the City’s further specific needs. 38. Modifications to the standard reports are to be done by the City. 39. City is responsible for maintaining, modifying and adjusting custom reports. 40. The City will configure the required reports in Govern based on the MS Govern training and the assumption that the City is already licensed for Crystal Reports or SQL Server Reporting Services (SSRS). 41. Although many third‐party reporting tools could be used to query data from the Govern database, it is highly recommended that the City utilize Crystal Reports or SQL Server Reporting Services (SSRS) as these are integrated with the application. 42. The eGovern suite includes template reports that may require modifications. MS Govern is assuming that the City will modify those Crystal Reports as needed. 43. Any additional required eGovern reports will be developed by the City as needed. INTERFACES ASSUMPTIONS 44. For the interface between the Govern Software and the City’s third party systems, MS Govern is assuming that: i) No Govern Software structural database or application changes are required to implement the interfaces. ii) The third party systems are very well documented and are bug free. iii) City personnel with expert knowledge of the third party systems are available and participate in the interfaces analysis and testing sessions. iv) The City is responsible for any third party software, database, environment, etc. changes required to successfully implement interfaces. 45. If a batch import data file is expected into the Govern Software for any of the interfaces then the City is responsible for importing the data files into the Govern Software and scheduling it using the Govern Scheduler. 46. MS Govern will interface with JD Edwards as outlined in the RFP. 47. For Document Management Integration and in order to keep costs manageable, MS Govern will provide the Standard SIRE interface to the City and changes to such standard integration will be subject to a scope change process. TESTING ASSUMPTIONS 48. MS Govern will prepare the Project Team for testing by providing an “Acceptance Test” training session. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 63 of 82 49. MS Govern has provisioned for 76 hours of On‐Site Acceptance Testing. 50. On the other hand and with the knowledge that is already built within the City’s Project Team, City personnel will gain the necessary skills to perform any further testing runs that might be required above and beyond the MS Govern proposed days. 51. City project team needs to prepare required business test cases in preparation for the Acceptance Testing process. TRAINING ASSUMPTIONS 52. MS Govern will be providing training sessions to the following City’s personnel: A. Application Administrators B. Technical Specialists C. Project Team D. Trainers 53. MS Govern and the City’s project team will define training resource requirements (facilities, bookings, calendar, etc.) in preparation for any end user and other City resource training. 54. MS Govern is proposing to adopt Train‐The‐Trainer approach and has priced the training accordingly. 55. MS Govern will setup the business process documentation required for the End User Training. 56. All training attendees must have a good working knowledge of the Microsoft Windows operating environment prior to taking any MS Govern training course. 57. It is assumed that a maximum of 8 to 10 users will attend all training sessions. TIMELINE ASSUMPTIONS 58. City staff must accept deliverables within a reasonable timeline of a written (to be defined during contract stage) request from the MS Govern Project Manager unless the acceptance of such deliverables is driven by the project plan or agreed to by both the City and MS Govern. 59. City staff must provide project related information and documentation within a reasonable timeline (to be defined during contract stage) of a written request from the MS Govern Project Manager. 60. City staff must provide project related information and documentation within a reasonable timeline (to be defined during contract stage) of a written request from the MS Govern Project Manager. DATA CONVERSION ASSUMPTIONS 61. MS Govern has provisioned for three (3) runs of Data Conversion (First Cut, Second Cut (Includes Revisions) and Final Cut). 62. The second cut data conversion will handle any first cut data conversion errors. 63. It is assumed that all data sources come from HMS within a single database. The data sources that will be converted are:  Sales Tax – Production – Active AR Balance City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 64 of 82  Sales Tax – Production – Sales Tax Licenses  Sales Tax – Production – 2012 Sales Tax Filing 64. The City needs to extract the data out of the existing data sources in a common flat file format as provided by MS Govern before the start of the data conversion. 65. The City and MS Govern’s Data Conversion Specialists will perform the data mapping while MS Govern’s Data Conversion Specialist will review the completed data mapping document(s) in order to verify that the appropriate MS Govern tables are utilized. 66. MS Govern is assuming that ALL data sources provided by the City are clean, meaning that data in the field matches the defined field type. 67. MS Govern is assuming that ALL data cleansing is to be done by the City and it is to be completed before the start of the preliminary cut data conversion. EXPENSES ASSUMPTIONS 68. The Per Diem Expenses will be billed at actual costs. Proper trips planning and advance scheduling will ensure such costs are managed appropriately by both Project Managers. 69. The assumed flight and hotel costs for all the travel trips are based on a 3‐week advance booking notice. BILLING AND PAYMENTS ASSUMPTIONS 70. Billing for software and services will be negotiated between MS Govern and the City. 71. MS Govern will bill for expenses as incurred and as agreed to with the City. 72. Maintenance costs will be billed 90 days from Software installation. 73. Applicable taxes are not included in MS Govern’s prices listed in this Proposal or anywhere else. 74. All prices listed in this Proposal are in US dollars. GO‐LIVE (PRODUCTION MOVE) AND POST GO‐LIVE SUPPORT ASSUMPTIONS 75. As defined by MS Govern in consultation with the City, MS Govern and the City will support the Go‐Live plan. During Go‐Live, the City project team will handle user calls and MS Govern will provide diagnosis and resolution of any application related errors. MS Govern will have appropriate resources, as defined by MS Govern, on‐site during the Go‐Live cut over period. 76. Beyond the proposed services, MS Govern could provide further Post Go‐Live Support Services if required by the City. 77. The City needs to develop the operational procedures relative to its environment. 78. The City Project Team needs to fully prepare for the Go‐Live transition. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 65 of 82 9 APPENDIX 9.1 HARRIS STANDARD CONTRACT In a separate electronic file called “Harris Standard Agreement.PDF”, you will find the Harris Software License, Implementation and Support and Maintenance Agreement. As a vendor of choice, MS Govern will work with the City on mutually agreeable Terms and Conditions based on the Harris Contract. 9.2 SOFTWARE OVERVIEW The Govern Modules have been developed as an enterprise‐wide, cohesive and integrated solution with particular emphasis on extremely flexible inquiry and report writing capabilities, built around a rock solid property central system that interfaces with ESRI’s GIS. The Govern Software is conceptually different from other packages on the market as it offers an open architecture that can help the City automate the daily business processes performed by the various users and departments within the City and it also helps improve efficiencies, standardize data entry/processes and enhance communication between different departments and between internal departments and external entities (officials, agencies, contractors, citizens, etc.). The core of the Govern Software suite of products is the Property & Name Information. It lets users see all current and past activities on any given parcel of land. With unlimited activities and user‐defined business rules at the second layer, the Workflow and Automation module is another powerful tool for deploying enterprise‐wide business solutions. It supports inter‐departmental activity driven processes that can easily be tracked at any stage. The proposed solution is integrated with ESRI’s GIS technology and/or offers embedded GIS tools built with ESRI technology. Additionally, Govern Software provides imaging and document linking capabilities (attachments) to its users. Being built around a non‐redundant Property (parcels, addresses) and People (business organizations) centric architecture with a flexible system, City users can create an unlimited number of Tax Types, Building, Tax, Exemptions, and License Types and link them to properties and people (business, owner, applicant, agent, contractor, etc.). These users can also create an unlimited number of variable fields that contain License/Property/People specific information (valuation, square footage, number of stories, date, etc.) with a very flexible and configurable system that is evolving around it. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 66 of 82 MAJOR GOVERN SOFTWARE BENEFITS Open Configurability  Allows Clients to configure assessment procedures themselves.  Allows Clients to make configuration changes without going back to MS Govern.  More flexibility to generate reports – easier to respond to requests for information.  Embedded industry standard Crystal Reports (run‐time version). Integrated & Modular System  Modules can be purchased separately.  Potential for long‐term growth.  As requirements change and grow, additional modules can be added to the existing solution.  Integrated software – each application is tightly integrated, transferring data from one to another eliminating redundant data entry. Flexible & Configurable  Reduce long‐run maintenance costs ‐ no programming needed.  Improve efficiency – reduce the amount of time needed to implement modifications. No need to wait for vendor’s availability to configure the software; it can be performed in‐ house with your own personnel.  Not hostage to your system.  Configurable workflow – ensures consistent application of regulations, increases personnel productivity and improves customer service.  Power to configure your own application.  Complete control. Increases Productivity  Many people can access the same document simultaneously.  No lost, misfiled, or misplaced documents. Documents are protected by on‐line security.  Rapid retrieval and distribution of documents accessible by different departments, they can be used without regard to the actual storage location of the document.  Documents can be efficiently archived encouraging a paperless environment. Centralized Information  Better data quality: comprehensive database of property information eliminating redundant or duplicate data entries while reducing reconciliation efforts.  Parcel data is centralized: increases efficiency of entering, maintaining, as well as accessing the data. Workflow Manager Module Benefits  Mimics/models your business processes, and not the other way around, through configuration and NOT customization.  Improve the quality of your business communications – activities’ status is known at all times.  Interdepartmental activity‐driven processes: Once business processes are defined and set, departments are encouraged to follow procedures which ensure consistency, enforce the policies required for process completion, and ultimately create more efficient processes.  Raise awareness of your business processes: When implementing Govern Software’s Workflow module, users have the opportunity to review their business processes. This City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 67 of 82 enables users to outline how certain tasks/processes are handled and find areas where improvements can be implemented.  Tracks activities: Users are able to keep track of processes to accomplish a task. This ensures that no steps will be overlooked when performing a task. The system will typically not allow a user to proceed to the next activity until the current one is accomplished. An audit trail provides details of activities.  Automatic Alerts: Automatically alerts users of the status of a process.  Automatic e‐mail notifications: Helps efficiently communicate back and forth with applicants regarding a status update on an appeal, grievance, request for information, request for service, etc.; e‐mails can be automatically sent from the workflow.  Validate business rules: Much time is saved as the system automatically verifies business rules and returns positive or negative feedback on requests. eGovern – Your Public Self Service Portal  Gives municipalities the ability to deliver 24/7 services to its citizens and enterprises as well as internal audiences via the Internet. Our secure eGovern capabilities process web payments quickly and safely.  Accessible to anyone, anytime, from anywhere.  ePay – payments on‐line are processed in real‐time allowing citizens to verify their transactions and account information on the spot.  And many more. Integration to GIS  Provides for a more visual overview of data stored in the system.  Facilitates the search for surrounding properties performed through the map display. The following section provides a detailed description of each of the relevant proposed components of the Govern System. FUNCTIONAL DETAILS 9.2.1 Workflow Manager The Workflow Manager Module manages the business process flow for the City’s operations. With its unlimited activities and City specific business rules definition capabilities, the Workflow manager Module is a powerful tool for deploying enterprise‐wide business processes. The Workflow Manager Module supports both intra‐ and inter‐departmental activities, processes and communications, all of which can easily be tracked at any stage of the workflow. By utilizing this Module, departments ensure consistency and enforce policies and procedures with optimal security. Key Features The Workflow Manager Module can be linked to several different Functions and can automate workflow activities related to business processes appeals, approvals, grievances, hearings, request for service, request for information, permits, inspections, investigations, reviews, complaints and offenses. Built‐in features include:  Automatic inter‐departmental messaging and third‐party (external stakeholders like Builders, Contractors, Citizens, etc.) emails.  Automatic report generation.  Automatic status notification.  Automatic fee generation. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 68 of 82 With its superior and flexible capabilities, the Workflow Manager Module can automatically schedule activities within and between departments, including all the necessary notifications. Activities Activities are steps that need to be taken in order to process a proposed development, appeal, permit, complaint, business license, tax sale or other business process that are automated by one or more of the Govern Software Modules. This function tracks the status of each defined Activity by recording the steps that have been completed and those that need to be completed in order to conclude the particular business process. Activities can trigger fee calculation, reviews, investigations, issuance, payments, inspection scheduling; or send emails to in‐house personnel or outside parties such as applicants and contractors. Workflow is an integral part of our system as it is the core for all integrated modules. Business processes can be composed of specific activities in a certain sequence, and with certain pre‐defined business rules. Key benefits and/or features include:  Supports City specific terminology and processes.  City specific activities and workflow processes.  City specific business rules.  Provides for consistent completion of built‐in processes.  Enhanced coordination and consistency of activities.  Status tracking Messaging This Tool can generate messages associated with an activity or send them across the network. Critical messages are displayed as soon as the user(s) logs onto the system. The message center is used for better communication between various departments, inspectors, assessors, etc. Users can send an email along with a system message to one or more users, or an email to an individual or contractor. Messages can be kept and tracked by user, department, parcel, etc. Users can also archive messages based on user‐defined criteria. Key Benefits and/or Features:  Better communication among departments.  Global warnings and messages on properties or names.  Dynamic modification of message recipients.  Automatic reminder messaging. E‐Mail Integration The Govern Software integrates with MS Outlook as it provides users with the ability to, automatically or manually or a combination of both, send e‐mails through every Activity steps of a Workflow to internal users and external stakeholders (Builders, Home Owners, Applicants, etc.) to inform them about missing information, readiness of permit to be issued, etc. The E‐Mail functionality also offers integration with Lotus Notes and GroupWise at no extra charge to our clients. 9.2.2 Business Licensing Module The Licenses functions (i.e., business licenses and licenses to individuals) enable users to generate numerous types of licenses such as business licenses, contractor licenses and licenses to individuals. The system tracks activities related to any application from the issuance of the license to the end of the process. Free form text allows users to enter unlimited information. With the Multimedia Function relationship, free form text and linkages to digital images, Word documents or spreadsheets can be tied to a license. Key benefits and/or features include:  Multiple types of licenses. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 69 of 82  Set of parameters for each license type.  User‐defined fee calculations.  License expiration tracking.  Correspondence tracking.  Global or departmental flags on a property.  Design your own license entry form.  Links any type of image. 9.2.3 Business Tax Suite The Govern Business Tax Suite is extremely flexible and easy to set up. First you create your sales tax categories such as “general,” “liquor” and “room,” and associate each with levy codes. Then you enter rates or fixed amounts for each category, and create reporting periods based on the City’s business rules. The system automatically calculates the sales tax for you, based on the account, reporting period, entry date and period number you select. It also automatically computes and applies discounts, penalties and interest when applicable. Sales tax remittance information is received and data‐entered from a remittance form or via the Govern web services eFile module from the retailer. The sales tax and associated fees are then calculated, and the information flows to the Accounts Receivable module so that payments can be collected (via the web, in person, check, etc.). Naturally, all AR transactions are fully integrated with the General Ledger. With the module’s advanced search functionality, you can easily find an account by account number, category type, entry date, reporting period, and/or period number. Or, you can retrieve information via user‐defined external queries, as long as the queries have been set up by your system administrator. Key Benefits and features:  Full integration with Accounts Receivable; information flows with one click.  Create an unlimited number of categories, levy codes and reporting periods.  Automatically calculate sales tax, minus any discounts, plus penalties and/or interest.  Easily recall accounts with advanced search functions and user‐defined queries.  Enter rates or apply fixed amounts, depending on your City’s business rules.  Full integration with the Govern eFile module for collection of sales tax remittance information directly from the retailer.  Searches could be predefined based on all captured data as represented in the figure below. Periods are created for all Business Tax Collections. If the tax is to be collected once only or on an infrequent basis the Number of Periods field is set to 0. Administrative Users could create Business Tax Categories, add penalties and discounts to the categories then setup Fields and Levies for each category. Occasionally, it may be necessary to apply exemptions to Business Tax records. The Exemptions feature allows the City to configure exemptions to each of the setup Sales Tax categories. In addition preferences can be set for calculations to be made before or after the tax calculations. Administrative users could add fields on the Screens to be used for City specific data elements. Computed fields could as well be added in order to follow custom computation rules on the Business Tax Data Entry function. Levies could be created for the Business Tax whereby levy type and computation method for each levy are defined. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 70 of 82 The Business Tax module offers the following batch processes: Business Tax Computation The Compute Levy and Exemption process is used to re‐compute the levies and/or the exemptions after a change in the tax rates, exemption amounts or percentages or after loading external files. This process is run prior to printing the tax bills. Business Tax Posting to A/R This process makes available the computed Business Tax values to the Govern Accounts Receivable module. Business Tax Import Files This process imports Business Tax declaration or payment files, validates and transfers the transactions to the appropriate Govern tables. Business Tax Purge Tables This process purges the processed records from certain Govern tables. Sales Tax Return – Input and Posting The Business Tax Suite is extremely flexible as it allows the City to create sales tax categories and associate each with levy codes. Rates or fixed amounts for each category are entered based on reporting periods based on the City’s business rules. This module automatically calculates the sales tax, based on the account, reporting period, entry date and period number you select and therefore the user does not need to enter data more than once. It also automatically computes and applies discounts, penalties and interest when applicable so the user does not need to perform any manual calculation, re‐entry or perform any other inefficient tasks. Furthermore and through the eFile module, sales tax remittance information could be received and data‐entered via the City’s web site directly by the businesses. The sales tax and associated fees are then calculated, and the information flows to the Accounts Receivable module so that payments can be collected (via the web, in person, check, etc.). Naturally, all AR transactions are fully integrated with the General Ledger. Drill down is one of the basic features offered by the Govern Software as users could access any data within the system based on query results. Through the Summary Record Card, users can retrieve all pertinent data for an address or selected record set. Users can define what data/information they want to retrieve and all business data could be viewed and drilled down to every detail including images, scanned documents, reviews, workflow activities, etc. Multimedia The Govern Software includes a built‐in multimedia management capability that can store objects within the database or in an external file structure or through integration with a Document Management System. The multimedia capability is built‐in within the Govern Software. The Multimedia Function keeps information linked to an account, person, field appraisal, inspection or a Workflow activity (business process). Through the Govern Software table relationships and account number, images are linked to the appropriate function. It provides the capability to store images and/or link to existing Document Management Systems (DMS) for images in order to enable these images to be accessed directly from the applicable record. Video or scanned images City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 71 of 82 can be linked to the parcel or any indexed records in the database (owner, subdivision, activity (inspection, appeal, and so forth). Users are able to view images together with the database records. Zooming to larger scale, rotate, flip, trim, cut and paste functions are just some of the many capabilities of this Tool. All imaging records can also be printed, or stored on standard or optical media. File types supported include: TIFF, JPEG, BMP, XIF, DOC and PDF. Users are able to associate scanned images of maps or other images to parcels, owners and any activities and/or processes, (e.g., inspections, re‐valuations, appeals, etc.). For example, development agreement documentation and other correspondence can be linked to a property or group or parcels; pictures, video or images can be linked to a building. In addition to the pictures and images, any OLE or ACTIVEX enabled documents such as a MS Word letter written to a taxpayer, an Excel spreadsheet, Corel Draw documents, etc. can also be linked to a record. The OLE (Object Linking and Embedding) will keep a link to any Word, Excel or any type of document that are OLE enabled. When users click on the free form information, the application from which the document was created will start automatically. You can also keep an unlimited number of text lines and each department can define its own multimedia codes. An image queue can be set up and fed automatically by each process (i.e., scan building footprint, signed document, etc.). As soon as the image is scanned, it can be directly linked to any indexed record. Users become aware of images by:  User‐defined business rules (i.e., stop processes/warning messages/etc.)  Through the Summary Record Card (contains all information on the property).  Through the activity, multimedia and other related functions.  Options to print/view the image or to display only name, location and type of the image.  Pictures (house, violation, inspection, driver, etc. pictures). Key Benefits and/or Features:  Unlimited information can be captured about an account  Images can be retrieved and distributed rapidly  Full imaging option  View all information pertaining to an account from a single point  Link multiple documents onto one operation  Efficiency of a paperless office can be achieved Collections The centralized Cash Collection Module is a comprehensive module that facilitates the collecting and recording of payments. It is designed for cashiers and accounting personnel who deal directly with the public and process payments for a variety of items. The system works by connecting the computer directly to the cash drawer and printer in order to register payments, print receipts, balance cash in the drawer, and endorse checks. Inquiry and interactive access to customer accounts and open invoices are provided for. Reports can be requested at any time with a selection of balancing, accounting, and management information. Built with flexibility in mind, this accounts receivable application reduces the amount of time spent when handling customer deposits. This module is customer‐centric, so it is possible to accept multiple types of payments during the same session. Additionally, a customer’s account can easily be transferred from one location to another: transferring balance information, deposits, etc. Each charge printed on a customer’s bill is tracked as a separate open item. When collections are made, particularly when receiving partial payments, there are no questions as to where the City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 72 of 82 money is deposited. In addition, since there is always a link to a property, it is possible to see all of the monies owed on a piece of property, either by owners or tenants. Multiple levels of payment priorities can be set‐up to expedite payment receipting. No data entry is necessary when entering payments; however, this can be overridden based on user security. Special notes, warnings or alerts can be set‐up to appear at collection time. Duplicate payment messages can also be displayed. The Cash Collection module can be stand‐alone or used in conjunction with other business applications. It is also possible to set‐up "auxiliary" processing areas to handle high volume workloads in temporary or satellite offices. The system is very versatile and can be integrated with an external General Ledger, as well as other billing modules such as Taxes, Special Assessments and Permits. Cash Registers, Receipt printers, OCR and BAR Code readers can also be used during cash collection. Lock box, Mortgage Companies and TSO processing is available. Centralized Cash Collection produces accounting transactions interfaced with the Financial Management System thereby eliminating the re‐entry and processing of cash receipts. A complete audit trail of all activities, (by session, cashier ID, work station, and application) is maintained throughout the system, transparent to the user. Purging of history is set by user‐ defined date limits. The Module is a fully functional collection, receipting, and reporting application that can be used in multiple departments at the same time with each operator or department processing independently or jointly. It provides the following benefits and features:  On‐Line interests computation.  On‐Line receipting of fees.  Parameters can be defined for different Classes.  Payments can be less than the late charges due.  Payment Plans can be implemented.  When inquiring about an account, the data is color‐coded as such: paid but not posted, overpayment, balance forward, or inactive.  A Miscellaneous Cash Receipt entry can be used.  Do cash collection for all years not just the current year.  Various G/L Interfaces are available for payment posting.  Postdated payments posting available.  A minimum amount can be entered for payment collection.  Proportional Distribution options allow for applying payments on selected balances, by percentage.  General Ledger Interface.  Aged list of accounts.  Full payment history.  Supports Electronic Fund Transfer (ACH) and Credit Cards.  Penalty and interest charges on delinquent Real Estate bills are separated into different class codes.  Interest and penalty charges can be calculated on a daily basis. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 73 of 82  A Holiday Calendar can be used to automatically exclude holidays from penalty and interest fee calculation and to define due dates. When a due date falls on a holiday it will be moved to the next applicable day. The above detail clearly identify that users enter data once and the system handles any computation, calculation, field auto‐filling and more. The Govern Software provides the City with the ability to improve business functions and efficiently handle day‐to‐day business activities. This will help the City serve its taxpayers in an efficient and effective manner. Consequently, all data (both spatial and tabular) and documents/images can be accessed from the same record for inquiry, reporting and/or analysis purposes. Audits The Business Tax Suite can accommodate much more of the following audit fields:  Auditor name  Business name  Contact name, address, and phone number  Audit number  Audit start and end date  Audit amount  Audit penalty  Audit interest  Audit log  Audit hours  Comments  Audit tax types  Travel (instate v. out of state)  Total paid  Waived amounts On the following page, is a screen shot sample for Business Tax Suite for sales tax returns. This sample displays a tab for the data entry of possible audit information and is configurable to accommodate your specific audit needs. Any field type (date, alphanumeric, text, combo box, etc.) can be added with your labels’ definition. Reports can easily be created to report on these fields to include in management summary reports. Forms/Notices The Business Tax Suite can print delinquent notices at the end of the month along with assessment notices from audits. Based on training and knowledge transfer provided during the project implementation, City personnel could modify any of these reports as your business requirements dictates. Also, City personnel could create an unlimited number of new forms/notices/reports, incorporate them within the Standard Reports list, attach to them various security levels and make them accessible to the end users. The Govern Software provides a series of standard reports with each module and a run‐time license of Crystal Reports. Standard reports are delivered in a Crystal Reports format and users have the ability to edit those or create their own reports. Once a report is set up in the Govern Software, users can add various selection or range parameters using any and all fields in the database as search criteria or output. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 74 of 82 Crystal Reports Professional Writer is a very flexible tool. It provides users with complete freedom in the preparation of any style of reports. Any reporting tool (MS Access, Cognos, etc.) can be used with the Govern Software; however, we typically recommend the use of Crystal Reports since it is considered the industry standard and is cost effective. The integration of Crystal Reports with the Govern Software allows users to add reports to the reports menu and attach various security levels to control their use. Some of the benefits inherited from incorporating Crystal Reports as our Standard Reporting Tool:  The user has complete control over the contents of the report by specifying ranges for comparison purposes, etc.  The report format can be selected from a supplied library of standard column headings, and by the user specifying the rounding factors, totaling, and page breaks for the report.  Allows user definition of various sub‐totals/totals while providing the ability to go down to the transaction level.  The report writer can be used to easily define reports specific to each user needs.  Provides for output to printers, PDF, spreadsheet, ASCII, word processing documents, e‐ mail and more. In addition, we have recently integrated SQL Reporting Services with the Govern Software in order to enable our Clients to utilize this Tool as an alternative to (or in conjunction with) Crystal Reports. 9.2.4 Harris Payment Gateway Harris Payment Gateway offers online payment systems and POS software for government entities including credit card, direct pay and eCheck transactions. It consolidates ALL of your organization’s payment methods, integrates them with your MS Govern software, and seamlessly updates your customer/citizen accounts – all while saving you and your staff time and money.  Offer up‐to‐date account information to your citizens  Provide your citizens a variety of ways to pay their bills.  Reduce your organization’s payment processing and costs and its carbon footprint. How does it work? The bill Payment Loop is shown in the diagram below. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 75 of 82 9.2.5 eGovern – Your Public Self Service Portal The Govern Public Portal is an eGovern application that contains a set of modules that provide citizens and professionals public access via the Internet in order to apply, query, request and view information. The ability to make online transactions brings a new level of efficiency to managing your vital information and creating better staff efficiencies since most data entry will be performed by Businesses. Suite of Solutions The winning advantage of Govern's Public Portal is the enhancement of services offered to your community through quick, efficient communications to businesses, citizens, professionals and contractors. Personnel are provided a complete working environment to better maintain and support constituents effectively, economically, instantly and securely. The Govern Public Portal application suite lets you offer as much, or as little online information as you choose. This inherent flexibility gives you room to grow when you choose to. Modules include:  eAccess – Manages access points to eGovern services  ePay – Collects any Govern receivables online  eFile – Allows businesses to file their tax returns online without the need to print, mail, etc. Filing periods could vary by Tax Type or Business.  eApply– Allows businesses to apply for, and check the status of licenses, permits, and pay license fees via ePay.  eAppeal – Provides business with the ability to file appeals.  eRenew – Allows businesses to renew their license online and pay for the renewal fee using the ePay module.  eInfo – Citizens can view all the active and historical transactions that have been processed on a particular property.  eRequest (For Services & Information) – Businesses can: o Request information or services via eRequest ‐tasks are automatically assigned to your staff members for follow up. o File complaints. eAccess The eAccess provides access to eGovern information, such as property and billing information and to our eServices such as ePay, eFile, eApply, eComplain, eAppeal, eInfo and eRequest for Services. Citizens and local business professionals log into the eAccess using an account ID and password that can be automatically generated or created by the user, as determined by the City. The City has the flexibility to customize the eAccess by adding their own logos and messages; changing the background and foreground colors; naming and organizing the menus and menu options; adding search styles and groups; and by granting and restricted access to the menu options, eServices on a user‐by‐user basis or by User Type. The City can provide different levels of access to different type of users. ePay Designed for State and Local government, our ePay solution increases the efficiency of bill payment and collection. It provides the client, or taxpayer, with a secure, fast and convenient method of paying bills, while providing the City with a fast and effective method of tracking payments and maintaining up‐to‐the‐minute account information. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 76 of 82 Our ePay solution can be integrated with any Govern Software subsystem and used to calculate and process any type of bill or fee, such as, real property tax, special assessment fees, permit and license fees or utility bills, to name just a few. The client can then make a payment by credit card, electronic check, or both. As with an Automatic Teller Machine (ATM) payment, this is processed in real time and the account is updated immediately. The account summary displays the updated balance as soon as the payment is finalized. Late charges are instantly calculated. If a call is made to the DOS’s offices, the personnel will immediately see the new updated balance. Our ePay module stamps PAID for the particular transaction and deposits the amount in the City’s bank account. It is designed to increase the efficiency of processing economic transactions as it provides a fast and effective method of processing and tracking payments, facilitates data analysis and is a cost‐effective way to serve the needs of taxpayers and property owners. eApply Businesses, Contractors, Agents, and Citizens can submit via the web permit and license applications and they can view the details and progress of such applications. eRequest eRequest for Services/Information Citizens or Businesses can log in at any time, from anywhere through the internet. The eRequest for Services Procedures, with all its activity steps, is summarized upon login in. Constituents could request information or file for a service through the web. This eGovern sub‐ module is fully integrated within the Govern Software and it shares all the functionality and key benefits of the standard module. eAppeal Businesses or Citizens can file an Audit Appeal application where the Appeal procedures, with all its activity steps and associated fees, are summarized upon login. If a filing fee is required, it is then immediately collected and processed via the Govern ePay module. eFile Businesses can file online their tax returns and pay for any owed taxes. 9.2.6 GISExplorer The Govern Software was specifically designed to integrate with ESRI’s software suites. This integration has been incorporated within our software for many years and numerous MS Govern Customers have leveraged this seamless integration. Data can be easily and bi‐directionally transferred between the Govern Software and GIS. Information such as districts, selected parcels, owner information and other data can be pulled into GIS from the Govern database. Selected properties in GIS can also be passed along to the Govern Software in order to derive a record set of parcels on which an action is to be taken. This capability is a standard feature within the Govern Property Central Module. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 77 of 82 From both a Govern and GISExplorer perspective, record sets of parcels can be generated via search queries. These record sets are then refreshed in the opposing application when requested by the user. When GISExplorer is accessed thru Govern, it zooms to and displays the parcel(s) selected within the Govern Software. In addition to tabular search queries, GISExplorer allows for a variety of spatial selections tools (point, rectangle, circle, polygon, etc.) in which to select or edit parcel record sets. A parcel can be selected in GIS and then made to be the current parcel in Govern. Both the tabular data from within the Govern Software and the spatial data from within the GIS can be combined for review and analysis and other purposes using the internal GIS capabilities from Govern and/or the external GIS capabilities using ESRI’s ArcGIS. This combination creates a powerful inventory of all vital information and allows the user to:  View any District, Area, Neighborhood  View Owner’s details and historical ownership  View Assessed Values  View Outstanding Tax Payments  Show all Permits, Complaints, Offenses and Violations  Any user‐defined query The GIS integration will also provide a visual overview of the data stored in the System while, at the same time, facilitating the search for spatially related properties. The Govern Software utilizes the full richness, features and capabilities of ArcGIS. Users can see the results of a query created within the System displayed on a GIS map and, while viewing the map, can make further queries within the GIS and then see the revised results within the Govern Software. There are many options to display not only account number but also many attributes as they relate to that account in particular, assessment values, building information, tax details, building permits, re‐zoning applications, etc.). Queries could be built by City personnel and users could run such queries based on their needs in GIS. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 78 of 82 We’ve also developed a database structure that allows complete linking between GIS objects and Govern parcels. Our approach is to leave the spatial coordinates information to be handled and maintained inside the GIS solution (ESRI) but our database is open and can receive and store the data. We’ve also developed a utility that allows the initial loading of GIS data into our database and linking this data with the parcels. Once the initial load has been done, the Govern web services check and synchronize the two databases (GIS and Govern). Selection of objects (parcels, tax lots …) inside one system is seamlessly reflected in the other and information from both systems is available for display in either one. We’ve also developed a search technology that is completely user configurable allowing each customer to search against their own proprietary data as they need to. Queries could be mixed between GIS data and Govern data easing greatly the selection of objects in both systems. 9.2.7 Reporting & Querying Capabilities The Govern Software offers multiple tools for querying and reporting some of which are built‐in and integrated within the proposed solution while others are third party reporting tools that have been integrated with the Govern Software. Reporting Tools Since we offer an open architecture that integrates with third party reporting tools, the City may use any third party Business Intelligence tool that might be required. Examples of BI tools used by other customers include: Crystal Reports, Microsoft Reporting Services and others. Our software provides a series of standard reports with each module and a run‐time license of Crystal Reports. Standard reports are delivered in a Crystal Reports format and users have the ability to edit those or create their own reports. Once a report is configured, users can add various selection or range parameters using any and all fields in the report as search criteria or output. Both Crystal Reports & SQL Server Reporting Services (SSRS) are integrated within the Govern Software therefore any reports setup using these reporting tools could be added to the reports menus within Govern and used as regular standard reports. Crystal Reports & SSRS are very flexible tools that provide users with complete freedom in the preparation of any style of reports. Any reporting tool can be used with the Govern Software; however, we typically recommend the City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 79 of 82 use of Crystal Reports or SSRS since they are considered industry standard and are cost effective. Key Benefits and/or Features:  The user has complete control of the content of the report by specifying ranges, etc.  The report format can be selected from a supplied library of standard column headings, and by the user specifying the rounding factors, totaling, and page breaks for the report.  Allows user definition of various sub‐totals/totals while providing drill capability.  The report writer can be used to easily define reports specific to each user needs.  Provides for output of extracted information to spreadsheet, ASCII, word processing and e‐ mail. Running reports could be audited as well so the City could audit as to which user ran which report. The new technology offers the ability not only to audit changes but also to audit access to certain fields (secured, encrypted, etc.). Not only changes are audited but also the City can audit read access to certain sensitive and important secured fields since such audit capability could be defined by field. Keep in mind that City personnel can define any type of search objects, styles, and groups and associate them with a profile. For each Search Style, you could associate an unlimited number of Search Objects (Fields). Coolbar Queries The Govern Software incorporates several user‐configurable features that can be utilized to provide dashboard functionality including 1) a query‐driven “coolbar” that constantly displays information relating to the current record (parcel, name, address, permit, etc.), 2) a navigation tree that provides summary data in the branches, 3) hot‐links that provide instant drill‐down navigation to related functions, and 4) report buttons that allow for launching Crystal Report or SQL Server Reporting Service dashboard reports. These search groups are defined using the administrative tools. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 80 of 82 QueryTool Queries The Govern QueryTool is an application that simplifies the process of building database queries by using a drag and drop user interface. It can be called from within Govern, used to build queries, and then have the results returned to Govern to perform customized searches. Using our QueryTool, querying has never been easier as users can easily access any field in the Govern database, link tables and create simple drag and drop queries where criteria, fields and conditions can be created on the fly and adjusted accordingly. Repetitive queries can be saved so they can be used any time by any user given the right to use such queries. Building external systems’ relationships within the QueryTool offer the users the ability to query external systems (City Databases, Financial Systems, GIS, etc.) if available. The results of any query can be exported to Excel or used to drill down into the data within the Govern Software. With appropriate access to a database, the QueryTool may also be used as a powerful standalone tool for building and querying SQL databases. End users can easily:  Access any field in the Govern database  Create simple drag and drop queries  Define criteria, fields and conditions on the fly and results are automatically adjusted  Drill down into the data within the Govern Software  Once external database relationships are setup by the application administrator, end users have the ability to query external databases (GIS, City Databases, Financial Systems, etc.)  Save and access these queries at any time Query Results could be sorted and columns could be moved as required by the end user. Results views by Group could as well be created using drag and drop routine. MS Govern is enhancing this module in order to provide our Customers with the ability to create Dashboard reports based on the results of these queries. Flexible Searching Capabilities Searching has never been easier with the Govern Software. Not only system tables and fields could be searched but any field, including City added fields, could be added to the search and available to the users based on their profile. Predefined searches are provided as part of the core product but the City can add additional search groups and link the appropriate fields as required. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 81 of 82 9.3 DEMONSTRATION PROCESS In the event MS Govern is selected to proceed to an oral interview/online demo phase, MS Govern is available the week of March 25th. 9.4 VENDOR STATEMENT MS Govern’s completed Vendor Statement can be found on the following page. City of Fort Collins, CO MS Govern ________________________________________________________________________________________________________________________________ Page 82 of 82 - 1 - SOFTWARE LICENSE, IMPLEMENTATION AND SUPPORT AND MAINTENANCE AGREEMENT BETWEEN [ ORGANIZATION] - and – N. HARRIS COMPUTER CORPORATION 1 ANTARES DRIVE, SUITE 400 OTTAWA, ONTARIO K2E 8C4 - 2 - TABLE OF CONTENTS ARTICLE I INTERPRETRATION ARTICLE II SOFTWARE LICENSES ARTICLE III CONSULTING SERVICES ARTICLE IV HARDWARE ARTICLE V SYSTEM SOFTWARE ARTICLE VI REPRESENTATIONS AND WARRANTIES ARTICLE VII FEES AND PAYMENTS ARTICLE VIII REMEDIES AND LIABILITY ARTICLE IX INDEMNITY ARTICLE X GENERAL - 3 - SOFTWARE LICENSE, IMPLEMENTATION AND SUPPORT AND MAINTENANCE AGREEMENT THIS AGREEMENT made as of the  day of , . BETWEEN: [ ] (“Organization”) - and – N. HARRIS COMPUTER CORPORATION (“Consultant”) RECITALS 1. The Consultant owns the Software (as defined below); 2. The Organization wishes to (a) acquire a license to utilize the Software, (b) retain the Consultant to perform the Services (as defined herein), and (c) enter into a support and maintenance contract (Schedule “D”). 3. The Consultant wishes to (a) grant the Organization a license to utilize the Software, and (b) provide the Services to the Organization, all upon the terms and conditions set out in this Agreement. NOW THEREFORE, in consideration of the mutual covenants set out in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties agree as follows: ARTICLE I INTERPRETATION 1.1 Definitions Throughout this Agreement, except as otherwise expressly provided, the following words and expressions shall have the following meanings: (a) “Agreement”, “this Agreement”, “the Agreement”, “hereof”, “herein”, “hereto”, “hereby”, “hereunder” and similar expressions mean this Software License, Implementation and Support and Maintenance Agreement, including all of its Schedules and all instruments supplementing, amending or confirming this Agreement. All references to “Articles” or “Sections” mean and refer to the specified Article or Section of this Agreement. - 4 - (b) “Change Order” means any written documentation between the Organization and Consultant evidencing their agreement to change particular aspects of this Agreement. (c) “Completion of Services” means that the Software is fully operational and performing in substantial conformity with the specifications set out herein. For purposes of this Agreement, Completion of Services will be deemed to have occurred on the date which the Organization commences using the Software as its predominate business system. (d) “Confidential Information” means, with respect to a Party hereto, all information or material which: is (A) marked "Confidential," "Restricted," or "Proprietary Information" or other similar marking, (B) known by the Parties to be considered confidential or proprietary, or (C) which should be known or understood to be confidential or proprietary by an individual exercising reasonable commercial judgment in the circumstances. Confidential Information does not include information to the extent that such information: (i) is or becomes generally known to the public by any means other than a breach of the obligations of a receiving Party hereunder; (ii) was previously known to the receiving Party as evidenced by its written records; (iii) is rightly received by the receiving Party from a third party who is not under an obligation of confidentiality; or (iv) is independently developed by the receiving Party without reference to or use of the other Party's Confidential Information. (e) “Designated Computer System” shall mean the Organization’s platform and operating system environment which is operating the Software. (f) “Documentation” means user guides, operating manuals, education materials, product descriptions and specifications, technical manuals, supporting materials, and other information relating to the Software or used in conjunction with the Services, whether distributed in print, magnetic, electronic, or video format, in effect as of the date (1) the Software is accepted by the Organization, or (2) the Service is provided to the Organization. (g) “Go-Live” means the event occurring when the Organization first uses the Software as the Organization’s predominant Software. (h) “Project Scope of Work” means the scope of work appended hereto as Schedule “E” delineating, among other things, the Services that will be provided by Consultant to Organization pursuant to this Agreement, as such schedule may be amended or modified by mutual specific written agreement of the parties’ respective representatives from time to time in accordance with the terms of this Agreement. (i) “Required Programs” has the meaning set out in Section 3.3(b) hereof. (j) “Services” has the meaning set out in Section 3.1 hereof. - 5 - (k) “Source Code” of the Software means the Software written in programming languages, including all comments and procedural code, such as job control language statements, in a form intelligible to trained programmers and capable of being translated into object code for operation on computer equipment through assembly or compiling, and accompanied by documentation, including flow charts, schematics, statements of principles of operations, and architecture standards, describing the data flows, data structures, and control logic of the Software in sufficient detail to enable a trained programmer through study of such documentation to maintain and/or modify the Software without undue experimentation. (l) “License” means the non-exclusive license granted to the Organization pursuant to Section 2.1 hereof, to configure and install the Software on the Organization’s server computers to enable users to access and use the Software. (m) “Software” means the program material in machine-readable or interpreted form, and may include, where appropriate, listings of either machine code or source code and related materials, including instructions and documentation provided by Consultant to Organization, including any such programs provided subsequent to this Agreement, and including all copies made by Organization. The Software to be provided by Consultant at the inception of this Agreement is identified on the attached Schedule A. (n) “Support and Maintenance Agreement” has the meaning set out in Section 3.4 hereof. (o) “Warranty Period” means a period of 90 days from the date of Software installation, during which time the Consultant shall correct any errors or malfunctions reported to the Consultant by the Organization in accordance with Section 6.3 of this Agreement. 1.2 Time of the Essence Time shall be of the essence in and of this Agreement and every part hereof. Any extension, waiver or variation of any provision of this Agreement shall not be deemed to affect this provision and there shall be no implied waiver of this provision. 1.3 Currency Unless otherwise specified, all references to amounts of money in this Agreement refer to U.S. currency. - 6 - 1.4 Headings The descriptive headings preceding Articles and Sections of this Agreement are inserted solely for convenience of reference and are not intended as complete or accurate descriptions of the content of such Articles or Sections. The division of this Agreement into Articles and Sections shall not affect the interpretation of this Agreement. 1.5 Plurals and Gender The use of words in the singular or plural, or referring to a particular gender, shall not limit the scope or exclude the application of any provision of this Agreement to such persons or circumstances as the context otherwise permits. 1.6 Schedules The Schedules described below and appended to this Agreement shall be deemed to be integral parts of this Agreement. Schedule “A” - Description of Software Schedule “B” - Implementation Process and Timetable Schedule “C” - Fee Structure and Payment Schedule Schedule “D” - Support and Maintenance Agreement Schedule “E” - Scope of Work – if applicable Schedule “F” - Sample Change Order Schedule “G” - RFP – Consultant response to Organization Schedule “H” - System Software – if applicable Schedule “I” - Hardware – if applicable Schedule “J” - Software not selected – if applicable In the event of any conflict or inconsistency between the terms and conditions in the main body of this Agreement and the terms and conditions in any Schedule, the terms and conditions of the main body of this Agreement shall control. ARTICLE II SOFTWARE LICENSES 2.1 Grant of Licenses Subject to the terms and conditions of this Agreement, the Consultant hereby grants to the Organization a personal, non-exclusive, non-transferable right and license to use the Software on the Designated Computer System (the “License”). Any Software furnished by Consultant in machine-readable form may be copied in whole or in part by Organization for use on the Designated Computer System. Organization agrees that the original copy of all Software furnished by Consultant and all copies thereof made by Organization are and at all times remain the sole property of Consultant. - 7 - Any License granted under this Agreement permits the Organization to: (i) use the Software for its municipal and corporate purposes including, but not limited to, performing testing, disaster recovery, disaster testing, training, archival and backup as the Organization deems necessary, and (ii) use, copy and modify the Documentation for the purpose of creating and using training materials relating to the Software, which training materials may include flow diagrams, system operation schematics, or screen prints from operation of the Software. Access to and use of the Software by independent contractors of the Organization shall be considered authorized use under this Section so long as any such independent contractors are bound by obligations of confidentiality. Within one (1) year after the date of this Agreement, Organization may optionally license from Consultant any of the Software identified in Schedule J for the corresponding prices listed in Schedule J. After the expiration of the one (1) year period, prices for the Software identified in Schedule J are subject to change in Consultant’s sole discretion. 2.2 Term of License The License granted herein commence on the date of this Agreement and is of indefinite duration unless terminated pursuant to the terms hereof. 2.3 Restrictions on Use Except as expressly provided herein, the Organization may not give away, rent, lease or otherwise sell, sublicense, distribute or transfer the License granted under this Agreement without the prior written consent of Consultant. Organization requires a separate License for each computer system or environment into which the Software or any portion thereof is read in machine-readable form for operation on such system or environment in a production environment. In addition each License permits the Organization to use the Software in (1) a test environment, (2) a training environment and (3) on a back-up or disaster recovery system. Within thirty (30) days after discontinuance or termination of the License for any reason, including termination resulting from a breach by the Organization beyond the applicable notice and cure periods as provided in this Agreement, Organization shall deliver to Consultant the Software and all copies thereof in whichever form, including partial copies which may have been modified by Organization or Consultant. Alternatively, the Software and other related materials may be disposed in accordance with written instructions from Consultant. Upon prior written authorization from Consultant, Organization may be permitted for a specific period after the termination of the License to retain one copy of certain materials for record purposes. The Software and related materials supplied by Consultant are protected by copyright and trademark laws. Title, ownership rights and intellectual property rights in the Software and related materials supplied by Consultant remain with Consultant. Use of the Software and related materials supplied by Consultant is subject to the applicable copyright laws and the express rights and restrictions of this Agreement. Any rights not expressly granted - 8 - herein are reserved. Organization may not remove any copyright, trademark or other proprietary notices from the Software and related materials supplied by Consultant. 2.4 Derivation, Modification and Copyright (a) The Organization agrees that it will not attempt to derive, or permit or help others to derive the Source Code relating to the Software or attempt to otherwise convert or alter the Software into human readable code. The Organization further agrees that it will not attempt to duplicate, or permit or help others to duplicate, the Source Code relating to the Software. (b) The Organization shall have no right to modify any of the Software supplied by the Consultant for Organization’s use under this Agreement without the prior written approval and direction of the Consultant. (c) The Organization agrees that it will not, except as otherwise expressly provided in this Agreement or except as dictated by Organization’s standard computer system’s backup procedures and/or test environments, make or allow others to make copies or reproductions of the Software or other proprietary information in any form. Any additional copies that are reasonably necessary for the use of the Software shall be provided to the Organization through the issuance of additional Licenses at the Consultant’s then current charges. (d) The Organization may duplicate Documentation, at no additional charge, for the Organization's use so long as all required proprietary markings are retained on all duplicated copies. 2.5 Ownership of Software and Confidential Information (a) The Organization acknowledges that the Software contains proprietary and confidential information of the Consultant which shall, at all times, remain the property of the Consultant. Through the grant of licenses pursuant to Section 2.1, the Organization is only entitled to use of the Software in accordance with the terms of this Agreement. (b) The Organization will ensure that the Universal Copyright Convention symbol and other copyright and proprietary notices of the Consultant will remain on the Software in machine-readable form. The Organization will take the same care to safeguard the Software as it takes to safeguard its own confidential information and such care shall not be any less than would be taken by a reasonable person to safeguard its own confidential information. (c) No third party, other than duly authorized agents or employees of the Organization authorized pursuant to the Licenses issued hereunder, shall have access to or use of the Software. - 9 - (d) In order to assist the Consultant with the protection of its proprietary rights with respect to the Software and to enable the Consultant to ensure that the Organization is complying with its obligations with respect to the proprietary nature and confidentiality of the Software, the Organization shall permit the Consultant to visit during normal business hours any premises at which the Software is used and shall provide the Consultant with access to such Software. 2.6 Provision of Source Code (a) The Organization’s ability to utilize the Software will be seriously jeopardized if the Consultant fails to maintain or support such Software unless complete Source Code for the Software and related Documentation is made available to the Organization for the Organization’s use in satisfying the Organization’s maintenance and support requirements. Therefore, the Consultant agrees that if an “Event of Default” occurs, then the Consultant shall promptly provide to the Organization one copy of the most current version of the Source Code for the affected Software and associated Documentation. (b) An Event of Default shall be deemed to have occurred if the Consultant: (1) ceases to market or make available maintenance or support Services for the Software during a period in which the Organization is entitled to receive or to purchase, or is receiving or purchasing, such maintenance and support and the Consultant has not promptly cured such failure despite the Organization’s demand that the Consultant make available or perform such maintenance and support, (2) becomes insolvent, executes an assignment for the benefit of creditors, or becomes subject to bankruptcy or receivership proceedings, (3) ceases business operations generally or (4) has transferred all or substantially all of its assets or obligations set forth in this Agreement to a third party which has not assumed all of the obligations of the Consultant set forth in this Agreement. (c) The Consultant will promptly and continuously update and supplement the Source Code as necessary with all corrections, improvements, updates, releases, or other changes developed for the Software and Documentation. Such Source Code shall be in a form suitable for reproduction and use by computer and photocopy equipment, and shall consist of a full source language statement of the program or programs comprising the Software and available program maintenance Documentation which comprise the pre-coding detail design specifications, and all other available material necessary to allow a reasonably skilled programmer or access the Software without the assistance of the Consultant. (d) The governing License for the Software includes the right to use Source Code received under this Section as necessary to modify, maintain, and update the Software. (e) The Consultant will deposit in escrow with its Escrow Agent a copy of the Source Code which corresponds to the most current version of the Software in use - 10 - by the Organization. The Organization shall pay the fees for new account set-up and annual fees of the Escrow Agent for services provided, including any fees to add the Organization as a beneficiary to such escrow and any verification and testing of the escrow deposit which may be undertaken by the Escrow Agent at the Organization's request. The Consultant's entry into, or failure to enter into, an agreement with an escrow agent or to deposit the described materials in escrow shall not relieve the Consultant of its obligations to the Organization described in this Section. 2.7 Ownership and Disposition of Documents The Organization shall be the exclusive owner of all materials and documents which were developed or prepared by the Consultant specifically for the Organization pursuant to this Agreement. All materials and documents which were developed or prepared by the Consultant for general use and which are not the copyright of any other party or publicly available, including educational materials, the Software (including all copies, modifications, and derivative works thereof, by whomever produced) and any other computer applications, shall continue to be the property of the Consultant. ARTICLE III CONSULTING SERVICES 3.1 The Consultant’s Services In order to achieve the Completion of Services, the Consultant agrees, subject to the terms and conditions of this Agreement, to perform the following services (the “Services”) for the Organization: (a) Oversee and implement the conversion from the Organization’s existing software applications to the Consultant’s Software substantially in accordance with the timetable attached hereto as Schedule “B”. (b) Install the Software, perform necessary set up and configuration operations, perform initial testing and parallel testing in accordance with the timetable attached hereto as Schedule ”B”. (c) Provide the training substantially in accordance with the timetable attached hereto as Schedule “B”. (i) Consultant recommends a maximum of eight (8) people in each training class for optimal training. In any training class exceeding eight (8) people, Organization may be assessed an additional charge for additional instructors. (ii) Organization is required to make copies of the training manuals required for the training classes either by photocopy or electronic duplication each of which is subject to the restrictions and obligations contained in this Agreement. - 11 - (iii) On-line reference documentation is delivered with each release. Organization may print this documentation solely for its internal use. (iv) Cancellation of any on-site Services by Organization is allowed for any reason if done in writing more than fourteen (14) days in advance of such Services. Cancellation by Organization with fourteen (14) days or less of scheduled on-site Services will be billed at fifty percent (50%) of the on-site fee, plus any non-recoverable costs incurred by Consultant due to advance scheduling of travel. Additionally, Organization hereby acknowledges that cancellation of on-site Services means that such on-site Services will be rescheduled as Consultant’s then current schedule permits. Consultant is not responsible for any delay in Organization’s project resulting from Organization’s cancellation of training. If upon Consultant arrival, the Organization is not adequately prepared or has not completed the assigned tasks for such visit by the Consultant, then the Organization will be billed 100% of the on-site fee and scheduled on-site services can be cancelled by the Consultant. If additional services are required because the Organization was not adequately prepared, Consultant will provide a Change Order to the Organization for the additional services. 3.2 Performance by Consultant (a) Manner of Performance -- The Consultant shall perform the Services in an efficient, competent and timely manner and exercise reasonable care, skill and diligence in the performance thereof. (b) Consultant’s Discretion -- The Consultant shall determine in its sole discretion the manner and means by which the Services shall be performed, with due consideration of adequate knowledge transfer to the Organization personnel. The Consultant will communicate openly with the Organization on its methodology, manner and means. (c) Conduct on Organization’s Premises -- The Services shall be performed with the Organization’s full co-operation, on the premises of the Organization or, if agreed to by both parties, at an alternative location. The Consultant agrees, while working on the Organization’s premises, to observe the Organization’s rules and policies relating to the security thereof, access to or use of all or part of the Organization’s premises and any of the Organization’s property, including proprietary or confidential information. (d) Inquiries by Organization -- The Consultant shall respond expeditiously to any inquiries pertaining to this Agreement from the Organization. - 12 - 3.3 Performance by Organization (a) Co-operation by Organization -- The Organization acknowledges that the success and timeliness of the implementation process shall require the active participation and collaboration of the Organization and its staff and agrees to act reasonably and co-operate fully with the Consultant to achieve the Completion of Services. (b) Required Programs. The Organization acknowledges that the use of the Software requires that the Organization obtain and install additional required software programs (the “Required Programs”), as detailed in the attached Schedule ”A”, and the Organization agrees that the acquisition of the Required Programs shall be at its sole cost and that the cost thereof is not included in the fees herein. (c) Hardware. The Organization acknowledges that the operation of the Software requires the Organization’s hardware to be of sufficient quality, condition and repair, and the Organization agrees to maintain its hardware in the appropriate quality, condition and repair at its sole cost and expense, in order to facilitate the achievement of Completion of Services. If Consultant determines that Organization’s hardware is not of sufficient quality, condition and repair, Consultant shall notify Organization in writing of the Hardware deficiencies. Organization will strive to remedy any hardware deficiencies within 30 days of notification. (d) Project Manager -- The Organization shall appoint a project manager (the “Project Manager”) who shall work closely with the Consultant to facilitate the successful completion of the implementation process and who shall be responsible for supervising the staff of the Organization and their co-operation with and participation in such process. (e) Additional Organization Obligations (i) Organization shall install all corrections and maintenance releases within a reasonable period of time of Organization’s notification of their availability. However, any fix or correction designated as “critical” by Consultant shall be implemented by Organization within thirty (30) days of notification to the Organization by Consultant of its availability. (ii) Organization shall notify Consultant of suspected defects in any of the Software supplied by Consultant. Organization shall provide, upon Consultant request, additional data deemed necessary or desirable by Consultant to reproduce the environment in which such defect occurred. (iii) Organization shall allow the use of online diagnostics on the Software supplied by Consultant to Organization, if required by Consultant during problem diagnosis. Organization shall provide to Consultant, at Organization’s expense, access to the Designated Computer System via the Organization’s firewall to communications software (e.g. PC Anywhere, WebEx, Web Demo). - 13 - (iv) Organization shall ensure that its personnel are, at relevant stages of the project, educated and trained in the proper use of the Software in accordance with applicable Consultant manuals and instructions. If Organization’s personnel are not properly trained as mutually determined by Consultant and Organization, Organization agrees that such personnel will be trained by Consultant or Organization within fifteen (15) days of determination. If Organization desires Consultant to perform the required training then Consultant shall be compensated in accordance with this Agreement. (v) Organization shall establish proper backup procedures necessary to replace critical Organizational data in the event of loss or damage to such data from any cause. Organization shall provide Consultant with access to qualified functional or technical personnel to aid in diagnosis and to assist in repair of the Software in the event of error, defect or malfunction. (vi) Organization shall have the sole responsibility for: (a) the performance of any tests it deems necessary prior to the use of the Software. (b) assuring proper Designated Computer System installation, configuration, verification, audit controls and operating methods. (c) implementing proper procedures to assure security and accuracy of input and output and restart and recovery in the event of malfunction. (d) timely upgrade and keeping current all third party license releases and/or Software products to meet the requirements of the Consultant Software. - 14 - (vii) Required Consent: Organization will obtain and provide to Consultant any Required Consents necessary for Consultant to provide the Support Services described in this Agreement. A Required Consent means any consent or approvals required to give Consultant and its subcontractors the right or license to access, use and/or modify (including creating derivative works) to the hardware, software, firmware and other products that the Organization uses, without infringing the ownership or license rights (including patent and copyright) of the providers or owners of such products. Organization will indemnify, defend and hold Consultant, its affiliates, and subcontractors, harmless from and against any and all claims, losses, liabilities and damages (including reasonable attorneys’ fees and cost) arising from or in connection with any claims (including patent and copyright infringement) made against Consultant, alleged to have occurred as a result of the Organization’s failure to provide any Required Consents provided that Consultant uses such third party products only as necessary to perform its obligations under this Agreement. Consultant will be relieved of the performance of any obligations that may be affected by the Organization’s failure to promptly obtain and provide any Required Consent to Consultant. 3.4 Allowance for Suspension or Delay due to Organization (a) The parties acknowledge and agree that the pricing quoted in this Agreement and incorporated herein as Exhibit “C,” Fee Schedule, is based on certain fundamental assumptions substantively affecting the Services, including but not limited to the Project Duration assumptions set forth in section 3.4(b) below (the “Resource Assumptions”). In the event that the Organization shall suspend the performance of Services, delay any deliverable date, or cause a delay in performance by failing to fulfill any of its obligations under Section 3.3, then the following shall apply: Any applicable delivery schedule shall be extended by a period of time equal to the time lost because of any such delay. The due date for any deliverable set forth in the Statement of Work that is dependent on such performance by the Organization shall be deemed adjusted equitably to allow for the effect of such delay on Consultant’s ability to supply or perform such deliverable, and Consultant shall be entitled to reimbursement for any costs that cannot reasonably be mitigated by temporary reassignments of personnel or other resources, including without limitation the hourly charges for any Consultant personnel necessarily idled by such delays but whose capacity is required to be maintained for timely future performance by Consultant. The parties further agree that any increase of more than 30 days to the total project duration may cause Consultant to incur additional costs that could not have been anticipated and would have been included in the Fee Schedule. In the event that such an increase in total project duration is attributable to the Organization, the parties will negotiate in good faith an equitable adjustment to the Fee Schedule which shall be memorialized in the form of a Change Order. - 15 - 3.5 Support and Maintenance Agreement Concurrently with the execution and delivery of this Agreement, the Consultant and the Organization have entered into a support and maintenance agreement (the “Support and Maintenance Agreement”) in the form of and on the terms set out in the attached Schedule ”D” which shall apply in respect of the maintenance and support services to be provided by the Consultant to the Organization.. Notwithstanding the ongoing application of the Support and Maintenance Agreement, the terms and conditions of this Agreement, insofar as they relate to the Software and the Documentation and the rights and obligations of the parties with respect thereto, shall continue to apply and the Support and Maintenance Agreement is not intended to, nor will it, apply to the exclusion of this Agreement. Consultant shall have no obligation under this Agreement to render any maintenance services or related services with respect to non- Consultant software, except as contracted for in writing with the Organization. ARTICLE IV HARDWARE 4.1 Hardware This Article IV shall only be applicable in the event any hardware is listed on Schedule I. (i) Organization agrees to purchase from Consultant and Consultant agrees to sell to Organization, the hardware listed on the attached Schedule I (collectively the “Hardware”), for the purchase prices listed in said Schedule. Consultant shall arrange for the delivery of the Hardware, and Organization shall pay for the transportation charges incurred by Consultant in connection with the delivery of the Hardware. Delivery of the Hardware shall be F.O.B. point of destination, provided that Organization shall pay for the shipping charges. All risk of loss and risk of damage to the Hardware will pass to Organization upon delivery to Organization’s specified location. (ii) Upon delivery of the Hardware to Organization, Consultant shall invoice Organization for the Hardware, and Organization shall pay for the same within thirty (30) days. Consultant hereby reserves a purchase money security interest in all Hardware delivered to Organization in accordance with this Agreement until payment in full is received for all Hardware delivered to Organization, and for that purpose, this Agreement shall be a security agreement. Organization authorizes Consultant or its agent to file the necessary financing statements to perfect Consultant’s interest. Additionally, Consultant may file this Agreement or a copy of this Agreement with such public filing offices as are necessary in Consultant’s discretion. (iii) Consultant and/or the Hardware manufacturer(s) will provide Organization with one copy of the then current user documentation for use with the Hardware ordered and the environmental specifications for the equipment, where applicable. (iv) Except as otherwise provided in this Agreement, Organization shall be responsible for the installation of the Hardware at Organization’s location. If Organization - 16 - desires Consultant to perform any installation not described in this Agreement, Consultant and Organization shall follow the procedures set out in this Agreement. (v) It is acknowledged by the parties hereto that the Hardware provided by Consultant to Organization pursuant to this Agreement was manufactured and delivered to Consultant by a third party manufacturer and Consultant is reselling it to Organization. As such, Consultant makes no warranties, express or implied, with respect to the Hardware, including, without limitation, their merchantability or fitness for a particular purpose. Any warranty Organization has with respect to the Hardware shall be solely provided by the manufacturer(s). Notwithstanding, except for manufacturer defects, Consultant warrants that the Hardware is capable of implementing the Software Licensed to Organization hereunder. (vi) The parties agree that although this Agreement may contain estimated prices for the maintenance of the Hardware, Hardware maintenance shall be provided solely by the respective Hardware manufacturer(s) through separate agreements between Organization and the Hardware manufacturer(s). In no event shall Consultant be responsible for such Hardware maintenance. - 17 - ARTICLE V SYSTEM SOFTWARE 5.1 System Software This Article V shall only be applicable in the event any System Software is listed on Schedule H. (i) Consultant shall distribute to Organization the System Software which is listed on Schedule H, and Organization shall pay Consultant for the System Software in the amount of the purchase price(s) listed on Schedule H. Upon delivery of the System Software to Organization, Consultant shall invoice Organization for the System Software, and Organization shall pay for the same within thirty (30) days. Delivery of the System Software shall be deemed to have occurred: (i) on the date for which Consultant delivers Hardware to Organization with the System Software installed thereon, F.O.B. point of destination, provided that Organization is shall pay the shipping charges, or (ii) the date on which Consultant installs the System Software on Organization’s Hardware. Consultant and/or the System Software manufacturer(s) will provide Organization with one copy of the then current user documentation for use with the System Software. (ii) Except as otherwise provided in this Agreement, Organization shall be responsible for the installation of the System Software at Organization’s location. If Organization desires Consultant to perform any installation which is not described in this Agreement, Consultant and Organization shall follow the procedures set forth in this Agreement. (iii) It is acknowledged by the parties hereto that the System Software provided by Consultant to Organization pursuant to this Agreement was developed and delivered to Consultant by one or more third party software companies and Consultant is distributing, sublicensing and/or reselling it to Organization. As such, Consultant makes no warranties, express or implied, with respect to the System Software, including, without limitation, their merchantability or fitness for a particular purpose. Any warranty Organization has with respect to the System Software shall be solely provided by the third party software companies. Additionally, Organization acknowledges that its interest in the System Software may be in the nature of a license or sublicense with one or more of the third party software companies which may: (i) require Organization to enter into one or more separate license agreements with such third party software companies, and/or (ii) place restrictions on Organization’s use of the System Software. Notwithstanding, except for third party software companies defects, Consultant warrants that the System Software is capable of implementing the Software Licensed to Organization hereunder. (iv) The parties agree that although this Agreement may contain estimated prices for the annual maintenance of the System Software, any maintenance of the System Software shall be provided solely by the third party software companies through separate agreements between Organization and such third party software companies. In no event shall Consultant be responsible for such System Software maintenance. - 18 - ARTICLE VI REPRESENTATIONS AND WARRANTIES 6.1 Warranty of Performance Consultant warrants to Organization that the software, material and services to be provided and/or rendered will be of the kind and quality referred to in the Consultant manuals and other documentation provided. Organization’s sole recourse in the event the Software does not conform to the applicable documentation is the repair and replacement of the Software. The Consultant warrants to the Organization that the Software will perform as described if the Software is properly used in accordance with the Consultant’s instructions. This warranty is void if the Organization or any other third party changes or modifies the Software. Examples of such changes or modifications include, but are not limited to, data modifications from third party software, the de-compiling and modifying of the source code, and tampering with the base set-up of the system. 6.2 Intellectual Property Rights The Consultant warrants: (a) that it has the full right, authority and power to enter into this Agreement and to grant to the Organization the Licenses and rights conveyed by this Agreement; and (b) that the Software is an original work of authorship and does not infringe the intellectual property rights of others. In the event there is a third party claim alleging that Organization’s use of the Software in accordance with this Agreement constitutes an infringement of a United States patent, copyright, or trade secret, Consultant shall, at its expense, defend Organization and pay any final judgment against Organization or settlement agreed to by Consultant on Organization’s behalf; provided that Organization promptly notifies Consultant of any such claim or proceeding and shall give Consultant full and complete authority, information, and assistance to defend such claim or proceeding. Consultant shall have sole control of the defense of any claim or proceeding and all negotiations for its compromise or settlement. In the event that the Organization’s use of the Software is finally held to be infringing or Consultant deems that it may be held to be infringing, Consultant shall, at Consultant's election: (1) procure for the Organization the right to continue use of the Application Software; or (2) modify or replace the Application Software so that it becomes non-infringing. Consultant shall have no liability hereunder if the Organization has modified the Application Software in any manner without the prior written consent of Consultant. The foregoing states Consultant's entire liability, and the Organization’s exclusive remedy, with respect to any claims of infringement of any copyright, patent, trade secret, or other property interest rights relating to the Software, or any part thereof, or use thereof. - 19 - 6.3 Corrections The Consultant covenants that it will make corrections of program malfunctions which are reported in writing to the Consultant during the Warranty Period and which are necessary for the Software to conform to this Agreement. The Organization agrees to allow the Consultant the opportunity to make repeated efforts within a reasonable time to correct programming errors or malfunctions as warranted in this Agreement. Consultant agrees that program malfunctions that result in an inoperable system resulting in a financial impact to the Organization, or inefficient work-around, will be given its highest priority with the problem corrected as soon as practicably possible using its most experienced and knowledgeable resources. 6.4 No Other Warranties The express warranties contained above are in lieu of all other representations, warranties and conditions, express or implied, whether arising by statute or otherwise in law or from a course of dealing, or usage of trade. Without limiting the generality of the foregoing, the Consultant does not represent or warrant and the Organization acknowledges that there are no further representations or warranties: (a) that the functions contained in the Software will operate in the combinations which may be selected for use by the Organization or will meet the Organization’s requirements and satisfy its intended results; or (b) that the operation of the Software will be error free or that: (i) any programming errors will be corrected after the Warranty Period, or (ii) any updates of, or modifications to, the Software will be made available to the Organization after the Warranty Period, in each case unless there is an effective Support Agreement in place after the Warranty Period in respect of the period of time during which any such programming errors require correction, or any updates of, or modifications to, the Software, are developed by the Consultant and made available to the other licensees of the Software. ARTICLE VII FEES AND PAYMENTS 7.1 Fees and Payments (a) The Organization agrees to pay the Consultant total fees per the fee structure and payment schedule is outlined in the attached Schedule ”C”. (b) During the term of this Agreement, Consultant shall, from time to time, deliver invoices to Organization. Each invoice delivered to Organization by Consultant shall be due and payable upon receipt thereof by Organization. - 20 - (c) The Organization shall reimburse the Consultant for its direct expenses, including, but not limited to courier services, photocopying, faxing and reproduction, all reasonable travel costs including a travel time rate of $50.00 per hour, meal expenses of not more than $50.00 per diem (no receipts provided) and a mileage charge based on the current Internal Revenue Service recommended rate per mile, long distance telephone calls, and all other reasonable expenses incurred in the performance of the Consultant's duties. (d) In addition to all other amounts payable under this Agreement, to the extent escrow fees are charged by the Escrow Agent to the Consultant on a per licensee basis or are otherwise charged in such a manner so as to be reasonably allocable to the Organization, the Organization shall pay such fees charged by the Escrow Agent for performing its obligations under Section 2.6. The Consultant shall use its commercially reasonable efforts to negotiate the best possible fee structure with the Escrow Agent. The Escrow Agent may charge a one-time annual fee or a fee based on the number of beneficiaries entitled to access the Source. In either case, the Consultant shall be entitled to pass on to the Organization any fees relating to the Escrow Agent reasonably attributable to the Organization, provided that the Organization remains entitled to access the Source pursuant to Section 2.6. Upon receiving any invoice from the Escrow Agent that requires payment by the Organization, the Consultant shall submit the relevant invoice to the Organization, together with background documentation confirming the amount attributable to the Organization. Within 30 days following receipt of such invoice, the Organization shall reimburse the Consultant for the amounts attributable to the Organization, as more particularly set out in the documentation submitted by the Consultant. The Consultant reserves the right to change the Escrow Agent from time to time in order to obtain the most appropriate package of fees and services, as determined by the Consultant, in its sole discretion. In the event that the Escrow Agent is replaced, prompt written notice of such replacement shall be provided to the Organization and the Organization shall execute any documentation reasonably required by the Escrow Agent in order to give effect to the provisions of this Agreement. (e) In the event Organization fails to pay all or any portion of an invoice on or before thirty (30) days after the date of the invoice, the invoice payment shall be considered past due. Organization further agrees, at the request of Consultant, to pay a late payment charge to Consultant at the rate of two percent (2%) per month, or at the maximum late payment charge permitted by applicable law, whichever is less, on any unpaid amount for each calendar month (or fraction thereof) that such payment is past due; provided, however, that Consultant shall not assess the foregoing late payment charge if Organization has been late in paying Consultant on less than three (3) previous occasions within the last calendar year. (f) In the event Organization fails to pay all or any portion of an invoice on or before ninety (90) days after the date it becomes due, in addition to all other remedies - 21 - Consultant has under this Agreement or otherwise, Consultant shall have the option to suspend or terminate all Services under this Agreement. Suspension or termination of any such Services shall not relieve the Organization of its obligation to pay its outstanding invoices, including any applicable late charges. (g) Consultant shall be responsible for paying all taxes, fees, assessments and premiums of any kind payable on its employees and operations. Any tax Consultant may be required to collect or pay upon the sale, use or delivery of the Software, Services or Support and Maintenance described in this Agreement shall be paid by Organization and such sums shall be due and payable to Consultant upon receipt of an invoice therefore. Any personal property taxes levied after delivery of the Software described in this Agreement shall be paid by Organization. 7.2 Change Orders With respect to any proposed changes to the Services defined by this Agreement that do not materially impact the scope of either party's work effort required under this Agreement, the parties will cooperate in good faith to execute Change Orders in respect thereof, and will not unreasonably withhold approval of such proposed changes. If either party causes or requests a change that, in the reasonable opinion of the other party, materially impacts the scope of the parties' work effort required under this Agreement, such as, but not limited to, changes in the allocation of the resources of the Organization and of the Consultant applied to a task, changes in completion schedules for individual tasks or for overall implementation, and changes in staffing that require a party to provide additional work hours, the other party may propose a change to cover the additional work effort required of it. Approval of any such proposed changes will not be unreasonably withheld (it being acknowledged that any such material changes may require modifications to the consideration paid, and timelines governing, the Services), and any disputes regarding changes shall be handled initially by discussions between the parties which will be convened in good faith by the parties to resolve any such matters in dispute. A sample change order is presented in Schedule “F”. ARTICLE VIII REMEDIES AND LIABILITY 8.1 Remedies and Liability (a) Termination of this Agreement shall not affect any right of action of either party arising from anything which was done or not done, as the case may be, prior to the termination taking effect. (b) The Organization and the Consultant recognize that circumstances may arise entitling the Organization to damages for breach or other fault on the part of the Consultant arising from this Agreement. The parties agree that in all such circumstances the Organization’s remedies and the Consultant’s liabilities will be limited as set forth below and that these provisions will survive notwithstanding - 22 - the termination or other discharge of the obligations of the parties under this Agreement. (i) EXCEPT FOR DAMAGES ARISING OUT OF (a) THE CONSULTANT’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS OR (b) THE CONSULTANT’S INTENTIONAL MISREPRESENTATION, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, BOTH PARTIES AGREE THAT THE CONSULTANT’S LIABILITY (UNDER BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), IF ANY, FOR ANY DAMAGES RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID TO CONSULTANT BY ORGANIZATION UNDER THIS AGREEMENT. (ii) IN ADDITION TO THE FOREGOING NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOST REVENUE OR LOSS OF PROFITS, EVEN IF SUCH OTHER PARTY HAS BEEN ADVISED OF THE LIKELIHOOD OF THE OCCURRENCE OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY . (iii) CLAUSES (i) AND (ii) SHALL APPLY IN RESPECT OF ANY CLAIM, DEMAND OR ACTION BY A PARTY IRRESPECTIVE OF THE NATURE OF THE CAUSE OF ACTION UNDERLYING SUCH CLAIM, DEMAND OR ACTION, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT. 8.2 Intent The parties hereby confirm that the waivers and disclaimers of liability, releases from liability, limitations and apportionments of liability, and exclusive remedy provisions expressed throughout this Agreement shall apply even in the event of default, negligence (in whole or in part), strict liability or breach of contract of the person released or whose liability is waived, disclaimed, limited, apportioned or fixed by such remedy provision, and shall extend to such person’s affiliates and to its shareholders, directors, officers, employees and affiliates. 8.3 Remedies Where remedies are expressly afforded by this Agreement, such remedies are intended by the parties to be the sole and exclusive remedies of the Organization for liabilities of the Consultant arising out of or in connection with this Agreement, notwithstanding any remedy otherwise available at law or in equity. - 23 - ARTICLE IX INDEMNITY 9.1 Indemnity The Organization shall indemnify and save harmless the Consultant, its successors and assigns together with its officers, directors, employees, agents and those for whom it is in law responsible, only from and against any and all liabilities, damages, costs, expenses, causes of action, claims, suits, proceedings and judgments (collectively “Claims”) which they may incur or suffer or be put to by reason of or in connection with or arising from any breach, violation or non-performance by the Organization of any obligation contained in this Agreement to be observed or performed by the Organization, or any wrongful act or negligence of the Organization or its agents or employees which relates to this Agreement, howsoever arising. The Organization acknowledges and agrees that this indemnity shall survive any termination of this Agreement. The Consultant shall indemnify and save harmless the Organization, its successors and assigns together with its officers, directors, employees, agents and those for whom it is in law responsible, from and against any and all liabilities, damages, costs, expenses, causes of action, claims, suits, proceedings and judgments (collectively “Claims”) which they may incur or suffer or be put to by reason of or in connection with or arising directly from any material breach or non performance by the Consultant of any obligation contained in this Agreement to be observed or performed by the Consultant, or any negligence of the Consultant or its agents or employees which relates to this Agreement, howsoever arising. Consultant shall not be responsible for any Claims resulting, in whole or in part, from the acts or omissions of Organization, its employees, consultants or agents or any third party. - 24 - ARTICLE X GENERAL 10.1 Force Majeure Neither party shall be liable for delay or failure in performance resulting from acts beyond the control of such party including, but not limited to, acts of God, acts of war or of the public enemy, riots, fire, flood, or other natural disaster, acts of government, strike, walkout, communication line or power failure, failure in operability or destruction of the Organization’s computer (unless by reason of the negligence of a party to this Agreement) or failure or inoperability of any software other than the Software. Any applicable delivery schedule shall be extended by a period of time equal to the time lost because of any such delay. 10.2 Confidentiality (a) Duty Owed to the Organization -- The Consultant acknowledges that it may receive information from the Organization or otherwise in connection with this Agreement or the performance of the Services. Except for information in the public domain, unless such information falls into the public domain by disclosure or other acts of the Organization or through the fault of the Organization, the Consultant agrees: (i) to maintain this information in confidence; (ii) not to use this information other than in the course of this Agreement; (iii) not to disclose or release such information except on a need-to-know only basis; (iv) not to disclose or release such information to any third person without the prior written consent of the Organization, except for authorized employees or agents of the Consultant; and (v) to take all appropriate action, whether by instruction, agreement or otherwise, to ensure that third persons with access to the information under the direction or control or in any contractual privity with the Consultant, do not disclose or use, directly or indirectly, for any purpose other than for performing the Services during or after the term of this Agreement, any material or information, including the information, without first obtaining the written consent of the Organization. (b) Duty Owed to the Consultant -- The parties agree that if the Organization shall breach any term of Section 2.5 of this Agreement entitled “Ownership of Software and Confidential Information”, then the Consultant shall have the right to terminate this Agreement and the grant of licenses herein forthwith without giving notice as set forth in Section 10.3(b). - 25 - 10.3 Termination (a) If the Consultant should neglect to perform the Services properly or otherwise fail to comply with the requirements of this Agreement, the Organization must notify the Consultant in writing of such default (a “Default Notice”). Upon receipt of a Default Notice, the Consultant must either correct the default at no additional cost to the Organization, or issue a written notice of its own disputing the alleged default, in either case within thirty (30) days immediately following receipt of a Default Notice. If the Consultant fails to correct the default, or issue a notice disputing the alleged default, in either case within thirty (30) days following receipt of the Default Notice, the Organization may terminate the entire Agreement or the part of this Agreement relating to the provision of Services subject to the default and in such case will be responsible for payment to the Consultant of only that part of the fee earned by the Consultant for those Services performed up to the time of communication of such notice of termination to the Consultant. (b) If the Organization should fail to comply with its obligations under this Agreement, the Consultant must notify the Organization in writing of such default (a “Default Notice”). Upon receipt of a Default Notice, the Organization must correct the default at no additional cost to the Consultant, or issue a written notice of its own disputing the alleged default, in either case within thirty (30) days immediately following receipt of a Default Notice. If the Organization fails to correct the default, or issue a notice disputing the alleged default, in either case within thirty (30) days following receipt of the Default Notice, the Consultant may terminate the whole of this Agreement including the grant of license to the Software and in such case the Organization will be responsible for payment to the Consultant of only that part of the fee earned by the Consultant for that part of the Services performed in accordance with this Agreement up to the time of communication of such notice of termination to the Organization. 10.4 Procedure on Termination If this Agreement is terminated prior to the Completion of Services, then within thirty (30) days following such termination, the Organization shall return the Software to the Consultant and shall certify, under the hand of a duly authorized officer of the Organization, that all copies of the Software or any part thereof, in any form, within the possession or control of the Organization have been returned to the Consultant. If this Agreement is terminated following the Completion of Services, then the Organization may retain the copy of the Software in its possession as of the Completion of Services but it shall not be entitled to any additional Licenses, nor will it receive updates of, or modifications to, the Software made by the Consultant. Finally, it will not be entitled to access the Source through exercise of the license granted pursuant to Section 2.6 of this Agreement. Notwithstanding the foregoing, the Organization will remain subject to the obligations imposed upon it pursuant to this Agreement with respect to the Software, including, but not limited to, such obligations relating to ownership of the Software and confidentiality. - 26 - 10.5 Mediation The parties agree to submit any claim, controversy or dispute arising out of or relating to this Agreement or the relationship created by this Agreement to non-binding mediation before bringing a claim, controversy or dispute in a court or before any other tribunal. The mediation is to be conducted by either an individual mediator or a mediator appointed by mediation services mutually agreeable to the parties. The mediation shall take place at a time and location which is also mutually agreeable; provided; however, in no event shall the mediation occur later than ninety (90) days after either party notifies the other of its desire to have a dispute be placed before a mediator. Such mediator shall be knowledgeable in software system agreements. The costs and expenses of mediation, including compensation and expenses of the mediator (and except for the attorneys fees incurred by either party), is to be shared by the parties equally. If the parties are unable to resolve the claim, controversy or dispute within ninety (90) days after the date either party provides the other notice of mediation, then either party may bring and initiate a legal proceeding to resolve the claim, controversy or dispute unless the time period is extended by a written agreement of the parties. 10.6 Accounts and Records The Consultant shall: (a) keep proper and detailed accounts in accordance with accepted accounting practices of all factors entering into the computation of the amounts payable pursuant to this Agreement; and (b) for a period of two years from the date of Completion of Services by the Consultant, preserve all accounts and other documentation relating to the Organization and keep them available for inspection by the Organization or its representative, at any time. The Consultant agrees that this obligation shall survive any termination of this Agreement. 10.7 Addresses for Notice Any notice required or permitted to be given to any party to this Agreement shall be given in writing and shall be delivered personally, mailed by prepaid registered post or sent by facsimile to the appropriate address or facsimile number set out below. Any such notice shall be conclusively deemed to have been given and received on the day on which it is delivered or transmitted (or on the next succeeding business day if delivered or received by facsimile after 5:00 p.m. local time on the date of delivery or receipt, or if delivered or received by facsimile on a day other than a business day), if personally delivered or sent by facsimile or, if mailed, on the third business day following the date of mailing, and addressed, in the case of the Consultant, to: - 27 - N. HARRIS COMPUTER CORPORATION 1 Antares Drive, Suite 400 Ottawa, Ontario K2E 8C4 Attention: CEO Telephone: 613-226-5511, extension 2149 and in the case of the Organization, to:  Address Postal Code Attention: Project Manager Telephone:  Fax:  Each party may change its particulars respecting notice, by issuing notice to the other party in the manner described in this Section 10.7. 10.8 Assignment Neither Party may assign any of its rights or duties under this Agreement without the prior written consent of the other Party, such consent not to be unreasonably withheld, except that either Party may assign to a successor entity in the event of its dissolution, acquisition, sale of substantially all of its assets, merger or other change in legal status. The Agreement shall inure to the benefit of and be binding upon the Parties to this Agreement and their respective successors and permitted assigns. 10.9 Reorganizations The Organization acknowledges that the License fee set out in this Agreement has been established on the basis of the structure of the Organization at the date of this Agreement. To the extent that the Organization amalgamates, consolidates or undergoes any similar form of corporate reorganization or transition (a “Reorganization”), and the resulting entity (whether or not the Organization is the resulting or continuing entity) requires additional Licenses to support the system, the Consultant shall be entitled to receive, and the Organization shall pay, an additional License fee based on the then prevailing License fee in effect. The provisions of this Section 10.9 shall apply mutatis mutandis to any subsequent Reorganizations occurring following the first Reorganization. The provisions of this Section 10.9 shall not apply where the Organization undergoes a Reorganization involving only other organizations that have already purchased a License from the Consultant. For purposes of this Agreement, any corporate changes undergone by the Organization will be characterized as either an assignment, in which case Section 10.8 will apply, or a Re-organization, in which case Section 10.9 will apply, but it is not intended that Sections 10.8 and 10.9 will apply to any single sequence of events, if such application would result in a duplication of the fees provided for in those provisions. - 28 - 10.10 Binding Agreement and Enurement This Agreement shall be binding upon the parties hereto and their respective successors and assigns. This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns. 10.11 Entire Agreement This Agreement shall constitute the entire agreement between the parties hereto with respect to the matters covered herein. No other agreements, representations, warranties or other matters, oral or written, purportedly agreed to or represented by or on behalf of Consultant by any of its employees or agents, or contained in any sales materials or brochures, shall be deemed to bind the parties hereto with respect to the subject matter hereof. Organization acknowledges that it is entering into this Agreement solely on the basis of the representations contained herein. 10.12 Independent Contractor Organization engages Consultant under this Agreement solely as an independent contractor to perform Consultant duties which are described in this Agreement. Organization and Consultant expressly acknowledge and agree that Consultant is the independent contractor of Organization and nothing contained in this Agreement or which otherwise exists shall be construed by Organization, Consultant or any third person or entity to create a relationship of joint venturers, partners, or employer and employee. 10.13 Governing Law This Agreement shall be governed by the laws of the State in which Organization is located. 10.14 Trial by Jury Organization and Consultant hereby waive, to the fullest extent permitted by applicable law, the right to trial by jury in any action, proceeding or counterclaim filed by any party, whether in contract, tort or otherwise, relating directly or indirectly to this Agreement or any acts or omissions of Consultant in connection therewith or contemplated thereby. 10.15 Invalidity The invalidity or unenforceability of any provision or covenant contained in this Agreement shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable. 10.16 Waiver A term or condition of this Agreement may be waived or modified only by written consent of both parties. Forbearance or indulgence by either party in any regard shall not - 29 - constitute a waiver of the term or condition to be performed, and either party may evoke any remedy available under the Agreement or by law despite such forbearance or notice. 10.17 Counterparts This Agreement may be executed in counterparts (whether by facsimile signature or otherwise), each of which when so executed shall constitute an original and all of which together shall constitute one and the same instrument. 10.18 RFP Response Consultant’s response to Organization’s RFP is attached hereto and incorporated herein as an exhibit. Organization acknowledges that Consultant, after it has been selected by Organization, re-evaluates its proposal relative to the Organization’s RFP to determine if any updates or revisions are necessary. Any such updates and revisions are attached hereto as an exhibit and incorporated herein. 10.19 Competitive Bid Organization has conducted a competitive evaluation and has concluded such efforts with this negotiated Agreement (including any addenda hereto); therefore, this Agreement may serve as the basis for similar agreements whereby other entities may contract separately with Consultant. Organization agrees that Consultant may disclose all or any portion of this Agreement to any of its current or prospective customers. 10.20 Further Assurances The parties shall do all such things and provide all such reasonable assurances as may be required to consummate the transactions contemplated hereby, and each party shall provide such further documents or instruments required by any other party as may be reasonably necessary or desirable to effect the purposes of this Agreement and carry out its provisions. - 30 - IN WITNESS WHEREOF the parties hereto have duly executed this Agreement on the day and year first written above. [Organization ] Per: Name: Title: Per: Name: Title: N. HARRIS COMPUTER CORPORATION Per: Name: Title: Per: Name: Title: Schedule “A” Description of Software Required Programs - Windows 2000/XP/2003 - Appropriate Network Software - etc Schedule “B” Implementation Process and Timetable I. COMPLETION OF SERVICES – GLOBAL TIMETABLE 1. Project Commencement Date:  2. Estimated Project Completion Date:  3. Consultant’s Project Manager:  4. Organization’s Project Manager:  5. Project Schedule:  Schedule “C” Fee Structure and Payment Schedule Note: Fees for Services listed below are based on best estimates of the number of hours of work required to complete the Services outlined on Schedule “B” to this Agreement. Accordingly, the total of such fees will increase or decrease as the number of actual hours worked is greater than or less than such estimates. Payment Schedule: A. Software and License Fees: 1. On execution of this Agreement: (50% of software and license fees) ............ $ 2. On Software Installation:(50% of software and license fees) ........................ $ B. Consulting, Training and Travel Fees: Invoiced monthly on the basis of actuals thru the completion of the project. C. Annual Support and Maintenance Fee (Upon Installation) ........................................ $ D. Third Party Fees (Invoiced upon Delivery) ................................................................ $ E. Escrow Fees (Invoiced if Selected) ............................................................................ $ F. Hardware Fees (Invoiced upon Delivery FOB) .......................................................... $ G. Other Fees (Invoiced upon Delivery) ......................................................................... $ Schedule “D” Support and Maintenance Agreement This support and maintenance agreement (the “Support and Maintenance Agreement”) between Consultant and Organization becomes effective the earlier of ninety (90) days from the date of signing of the Software License, Implementation and Support and Maintenance Agreement or the date which represents the Delivery of the Software. Unless otherwise defined herein, all defined terms used herein shall have the meaning ascribed to them in the Software License, Implementation and Support and Maintenance Agreement. 1. Subject to the terms and conditions of this Support and Maintenance Agreement, Consultant shall provide support and maintenance services which include revisions, updates and enhancements to the Software and related materials under the Agreement. 2. Subject to the terms and conditions of this Support and Maintenance Agreement, Consultant shall provide software support via telephone and electronic mail, and site visits when necessary consistent with the hours of operation, all as described in Exhibit 1 hereto and in effect as of the date hereof, as such services may, at the discretion of Consultant, be modified or supplemented from time to time (provided that any changes generally apply to all licensees of Consultant). To enable Consultant to provide effective support, the Organization will establish auto remote access based on remote access procedures compatible with Consultant’s practices. For emergency situations occurring on Consultant’s observed holidays, Consultant will be available to the Organization by pager number and electronic mail to provide support. 3. In consideration for the support services specified in Section 2, Organization shall pay the Annual Support and Maintenance Fee defined in Schedule “C”. The Annual Support and Maintenance Fee will be billed annually in advance beginning on the anniversary of the Support and Maintenance Agreement or on an alternative date mutually agreed to by both parties. If the Organization would like to match the annual invoicing of the Support and Maintenance Fee to its fiscal year or any other period it may request, in the initial year, that the Consultant issue a prorated invoice for the portion of the year remaining in said initial year. Consultant may change the Annual Support and Maintenance Fee from time to time. In addition to the Annual Support and Maintenance Fee, Organization shall reimburse Consultant for its direct expenses in providing support services pursuant to this Agreement, including, but not limited to: (a) courier services, photocopying, faxing and reproduction services, all reasonable travel costs, including a travel time rate of $50.00/hour, meal expenses of not more than $50.00 per diem (no receipts provided) and a mileage charge consistent with the Internal Revenue Service published guidelines, long distance telephone calls and all other reasonable expenses incurred in the performance of Consultant’s duties hereunder. Consultant may update its reimbursement policies from time to time, in which case such updated policies shall apply for purposes of this Support and Maintenance Agreement, provided that such updated reimbursement policies must generally apply to all clients of Consultant. 4. All support services provided by Consultant to Organization other than those specified in Section 2 (such as, but not limited to, on-site support), shall be provided to Organization by Consultant at Consultant’s then prevailing prices, hourly rates, policies and terms. For certainty, any updates of, or enhancements to, the Software will be made available to Organization free of charge (with respect to the actual updates or enhancements), but all services provided by Consultant with respect to such updates or enhancements will be subject to the Consultant’s then-prevailing prices, hourly rates, policies and terms, meaning that such then-prevailing prices will apply to matters such as set-up and training relating to such updates or enhancements. 5. All payments hereunder shall be in U.S. dollars and shall be net of any taxes, tariffs or other governmental charges. 6. The initial term of this Agreement shall be for one year beginning on the date determined in the opening paragraph of this Schedule D (the “effective date”). Thereafter, the Agreement shall automatically renew on an annual basis, unless terminated by either party upon giving to the other not less than 90 days notice in writing prior to the end of the initial term or any subsequent anniversary of such date. Organization shall pay the then prevailing Annual Support and Maintenance Fee in advance for each term of the Support and Maintenance Agreement. If the Support and Maintenance Agreement is terminated by Organization, it shall be entitled to retain the Software licensed to it as at the date of such termination, but it will relinquish its rights to receive upgrades of, or enhancements to, the Software, services for the Software, or access to the Source in escrow upon the occurrence of any event specified in Section 2.6(d) of the Agreement. For certainty, and without mitigating the application of the Agreement during the term of this Support and Maintenance Agreement, the terms and conditions of the Agreement relating to the license of the Software and the Documentation and the rights and obligations of the parties with respect thereto will continue to apply to Organization following the termination of this Agreement. 7. Title to and ownership of all proprietary rights in the Software and all related proprietary information shall at all times remain with Consultant, and Organization shall acquire no proprietary rights by virtue hereof. 8. Unless terminated pursuant to Paragraph 6 hereof, this Support and Maintenance Agreement shall remain in full force and effect except as terminated as follows: (a) if either party neglects or fails to perform, observe or cure within ninety (90) days of written notice of such failure to perform any of its existing or future obligations. (b) If Organization attempts to assign this Agreement or any of its rights hereunder, or undergoes a Reorganization, without complying with the Agreement. 9. Unless otherwise agreed to by the parties, all notices required hereunder shall be made in accordance with the provisions of the Agreement. 10. Either party’s lack of enforcement of any provision in this Support and Maintenance Agreement in the event of a breach by the other shall not be construed to be a waiver of any such provision and the non-breaching party may elect to enforce any such provision in the event of any repeated or continuing breach by the other. 11. A valid contract binding the parties hereto shall come into being only upon execution of this Support and Maintenance Agreement by a duly authorized agent, officer or representative of both parties. 12. This Support and Maintenance Agreement is the exclusive statement of the entire support and maintenance agreement between Consultant and Organization. No change, termination or attempted waiver of any of the provisions hereof shall be binding unless in writing and signed by the party against whom the same is sought to be enforced. 13. The parties hereto agree that the terms and conditions contained herein shall prevail notwithstanding any variations on any orders submitted by Organization. 14. The particular provisions of this Support and Maintenance Agreement shall be deemed confidential in nature and neither Organization nor Consultant shall divulge any of its provisions as set forth herein to any third party except as may be required by law. 15. (a) Termination of this Support and Maintenance Agreement shall not affect any right of action of either party arising from anything which was done or not done, as the case may be, prior to the termination taking effect. (b) The Organization and the Consultant recognize that circumstances may arise entitling the Organization to damages for breach or other fault on the part of the Consultant arising from this Support and Maintenance Agreement. The parties agree that in all such circumstances the Organization’s remedies and the Consultant’s liabilities will be limited as set forth below and that these provisions will survive notwithstanding the termination or other discharge of the obligations of the parties under this Support and Maintenance Agreement. (i) FOR BREACH OR DEFAULT BY THE CONSULTANT OR OTHERWISE IN CONNECTION WITH THIS SUPPORT AND MAINTENANCE AGREEMENT, INCLUDING A BREACH OR DEFAULT ENTITLING THE ORGANIZATION TO RESCIND OR BE DISCHARGED FROM THE PROVISIONS OF THIS SUPPORT AND MAINTENANCE AGREEMENT AND WHETHER IN THE NATURE OF A BREACH OF CONDITION OR A FUNDAMENTAL BREACH, THE ORGANIZATION’S EXCLUSIVE REMEDY, IN ADDITION TO ELECTING IF SO ENTITLED TO RESCIND OR BE DISCHARGED FROM THE PROVISIONS OF THIS SUPPORT AND MAINTENANCE AGREEMENT, SHALL BE PAYMENT BY THE CONSULTANT OF THE ORGANIZATION’S DIRECT DAMAGES TO A MAXIMUM AMOUNT EQUAL TO, AND THE CONSULTANT SHALL IN NO EVENT BE LIABLE IN EXCESS OF, THE AMOUNT OF FEES ACTUALLY PAID BY THE ORGANIZATION TO THE CONSULTANT UNDER THIS SUPPORT AND MAINTENANCE AGREEMENT DURING THE THEN-CURRENT TERM OF THE SUPPORT AND MAINTENANCE AGREEMENT UP TO AND INCLUDING THE DATE OF TERMINATION. (ii) IN NO EVENT SHALL ANY DAMAGES INCLUDE, NOR SHALL THE CONSULTANT BE LIABLE FOR, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES EVEN IF THE CONSULTANT HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE CONSULTANT SHALL NOT BE LIABLE FOR LOST PROFITS, LOST BUSINESS REVENUE, FAILURE TO REALIZE EXPECTED SAVINGS, OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND, OR FOR ANY CLAIM WHATSOEVER AGAINST THE ORGANIZATION BY ANY OTHER PARTY. (iii) CLAUSES (i) AND (ii) SHALL APPLY IN RESPECT OF ANY CLAIM, DEMAND OR ACTION BY THE ORGANIZATION IRRESPECTIVE OF THE NATURE OF THE CAUSE OF ACTION UNDERLYING SUCH CLAIM, DEMAND OR ACTION, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT. 16. The parties hereby confirm that the waivers and disclaimers of liability, releases from liability, limitations and apportionments of liability, and exclusive remedy provisions expressed throughout this Support and Maintenance Agreement shall apply even in the event of default, negligence (in whole or in part), strict liability or breach of contract of the person released or whose liability is waived, disclaimed, limited, apportioned or fixed by such remedy provision, and shall extend to such person’s affiliates and to its shareholders, directors, officers, employees and affiliates. 17. Where remedies are expressly afforded by this Support and Maintenance Agreement, such remedies are intended by the parties to be the sole and exclusive remedies of the Organization for liabilities of the Consultant arising out of or in connection with this Support and Maintenance Agreement, notwithstanding any remedy otherwise available at law or in equity. 18. This Support and Maintenance Agreement shall be governed by the laws of the State in which the Organization is located. 19. This Support and Maintenance Agreement may not be assigned by the Organization unless, concurrently with any such assignment, the Organization assigns its rights under, and complies with the provisions of the Agreement. 20. This Support and Maintenance Agreement shall be binding upon the successors and assigns of the parties and enure to the benefit of the successors and permitted assigns of the parties. 21. Time shall be of the essence of this Support and Maintenance Agreement. 22. The invalidity or unenforceability of any provision or covenant contained in this Support and Maintenance Agreement shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable. 23. The parties shall do all such things and provide all such reasonable assurances as may be required to consummate the transactions contemplated hereby, and each party shall provide such further documents or instruments required by any other party as may be reasonably necessary or desirable to effect the purposes of this Support and Maintenance Agreement and carry out its provisions. 24. This Support and Maintenance Agreement may be executed in counterparts (whether by facsimile signature or otherwise), each of which when so executed shall constitute an original and all of which together shall constitute one and the same agreement. IN WITNESS WHEREOF, the Parties have executed this Support and Maintenance Agreement to be effective as of the date first written above. [Organization ] Per: Name: Title: Per: Name: Title: N. HARRIS COMPUTER CORPORATION Per: Name: Title: Per: Name: Title: EXHIBIT 1 Standard Support and Maintenance Services – Standard Guidelines The purpose of this Exhibit I is to provide our customers with information on our standard coverage, the services which are included as part of your annual software support, a listing of call priorities, an outline of our escalation procedures and other important details. Consultant reserves the right to make modifications to this document as required; provided, however, Consultant shall not reduce the scope of support provided hereunder without the prior consent of the Organization. The services listed below are services that are included as part of your software support.  800 Toll Free Telephone support  E-mail support call logging and notification  Remote Web/Ex Support Sessions  Secure FTP access for upload/download  Monthly training webinars (see calendar on our website)  Software for Life - Guaranteed Support on your existing applications for life - Cost effective upgrade solutions  Scheduled assistance for installations, upgrades & other special projects (there may be charges depending on the scope of work)  Technical troubleshooting & issue resolution with programmers, network administrators and/or application analysts  Free eSupport access 24 x 7 with the following on-line benefits: - Log & close calls - View & update calls - Update contact information - Access published documentation including Service Pack Schedules - Access available downloads - Access Support knowledge base - Participate in Discussion Forums - Report on metrics  Access to new software releases, service packs and updates - Defect corrections - New features and planned enhancements - State and/or Federal mandated changes - Payroll regulated changes - Participation in BETA program - Release notes  Customer Care Program - Semi-Annual News Letter - Technical support bulletins - Advance communications on new products and services - Regional User Groups - On-site visits (by request)  Design review for potential enhancements or custom modifications  Account Manager Services (business reviews, CRF assistance, site visits, meeting coordination)  NPS (Net Promoter Score Program): NPS is a customer loyalty program, measuring feedback and driving constant improvement to the customer experience.  Access to annual customer conference (registration fees apply) and access to all conference presentation materials post-conference.  Free product web demonstrations (be request, scheduling required) HelpDesk Hours Our standard hours of support are from 8:00 a.m. EST to 6:00 p.m. EST, Monday to Friday, excluding designated statutory holidays. Support can be made available from 6:00 p.m. EST through to 8:00 a.m. EST and is billable on an hourly basis. Weekend assistance is available and must be scheduled in advance and in most cases is billable. Response Times Response times will vary and are dependant on the priority of the call. We do our best to ensure that we deal with incoming calls in the order that they are received, however calls will be escalated based on the urgency of the issue reported. Our response time guidelines are as follows: Priority 1: 1 - 4 hours Priority 2: 1 - 8 hours Priority 3: 1-3 business days Call Priorities In an effort to assign our resources to incoming calls as effectively as possible, we have identified three types of call priorities, 1, 2 & 3. A Priority 1 call is deemed by our support staff to be an Urgent or High Priority call, Priority 2 is classified as a Medium Priority and Priority 3 is deemed to be a Low Priority. The criteria used to establish guidelines for these calls are as follows: Priority 1 – High  System Down (Software Application, Hardware, Operating System, Database)  Inability to process bills, payments or other critical financial transactions  Significant Program errors without workarounds  Incorrect calculation errors impacting a majority of records  Aborted postings or error messages preventing data integration and update  Performance issues of severe nature impacting critical operations  High Priority issues are limited to production use of the software Priority 2 - Medium  System errors that have workarounds  Calculation errors impacting a minority of records  Reports calculation issues  Security issues  Performance issues impacting critical non-operations or select users  Usability issues  Workstation connectivity issues (Workstation specific) Priority 3 - Low  Reporting and format issues  Training questions, how to, or implementing new processes  Aesthetic or user preference issues  Issues with workarounds for large majority of accounts  Recommendations for enhancements on system changes  Questions on documentation Call Process All issues or questions reported to support are tracked via a support call, our support analysts cannot provide assistance unless a support call is logged. Our current process for logging calls includes the following: eSupport (via website), email, phone and fax.  Your call must contain at a minimum: your organization name, contact person, software product and version, module and/or menu selection, nature of issue, detailed description of your question or issue and any other information you believe pertinent.  Our support system or one of our support analysts will provide you with a call id to track your issue and your call will be logged into our support tracking database.  Your call will be stored in a queue and the first available support representative will be assigned to deal with your issue.  As the support representative assigned to your call investigates your issue, you will be contacted and advised as to where the issue stands and the course of action that will be taken for resolution. If we require additional information, you will be contacted by the assigned support representative to supply the information required.  All correspondence and actions associated with your call will be tracked against your all in our support database. At any time, if available to you, you may log onto our website to see the status of your call.  Once your call has been resolved, you will receive an automated notification by email that your call has been closed. This email will contain the entire event history of the call from the time the call was created and leading up to the resolution of the call. You also have the option of viewing both your open and closed calls, if available to you, via our website.  If your issue needs to be escalated to a development resource or programmer for resolution, your issue will be logged into our development tracking database and you will be provided with a separate id number to track the progress of the issue. At this time, your support call will be closed and replaced by the development id number. The development id number will remain open until your issue has been completely resolved. Issues escalated to development will be scheduled for resolution and may not be resolved immediately depending on the nature and complexity of the issue.  Contact the support department at your convenience for a status update on your development issues, or log onto our website (if available to you) to view your issues on- line. Escalation Process Our escalation process is defined below. This process has been put in place to ensure that issues are being dealt with appropriately. If at any time you are not completely satisfied with the resolution of your issue, you are encouraged to escalate with the support department as follows: Level 1: Contact the support representative working on your issue Level 2: Contact the Director of Support Level 3: Contact the Vice President of Client Services Level 4: Contact the Executive Vice President Holiday Schedule Below is a listing of statutory US holidays. Please note that support services will be closed on designated days as outlined below. New Year’s Eve Closed New Year's Day Closed Martin Luther King, Jr. Day Closed President’s Day Closed Memorial Day Closed Independence Day Closed Labor Day Closed Veteran’s Day Closed Thanksgiving Day Closed Day after Thanksgiving Day Closed Christmas Eve Closed Christmas Day Closed Day After Christmas Day Closed Billable Support Services The services listed below are services that are out of scope of your support and maintenance agreement and are therefore considered billable services.  Extended telephone training greater than 20 minutes or recurring weekly for same issue  Forms redesign or creation (includes Bill Prints, Notice Prints and Letters)  Setup & changes interfaces or creation of new interface  Setup of new services or changes to services ( PAP, ACH, etc)  File imports/exports - Interfaces to other applications  Refreshes, backups, restores, setting up test areas  Setup of new printers, printer setup changes  Custom modifications (reports, bills, forms, reversal of customizations)  Data conversions / global modification to setup table data  Database maintenance, repairs & optimization  Hardware & Operating System support  Upgrades & support of third party software  Installations / re-installations (workstations, servers)  Onsite support activities including direct expenses Test Databases & Environments We support customers in the maintenance of independent Test Environments for testing purposes. This allows customers the opportunity to test fixes, modifications, new business processes and/or scenarios without risking any potentially unwanted changes to the live environment. The creation of Test Databases & Environments is a billable service, quotations & incremental maintenance rates will be provided on request. Connection Methods To ensure we can effectively support our clients, we require that a communication link is established and maintained between our two sites. It is the client’s responsibility to ensure the connection is valid at your location so that we can connect to your site and resolve any issues. Our supported methods of connection are: Virtual Private Network (VPN) and Remote Access Server (RAS). Hardware and Third Party Support – if applicable The purpose of this section is to provide our customers with information on our standard coverage and the services which are included as part of your annual hardware and third party software support (if applicable). This section serves as a guideline for the support department but is superceded by an existing third party or other agreement. Standard Hardware and Third Party Software Support Services  800 telephone support – first line phone support for troubleshooting (note more complex issues will be escalated to the actual vendor of the products)  “on call” after hours support (scheduled assistance for installations, upgrades and other special projects – there may be charges depending on the scope of work)  remote connection support  technical troubleshooting  limited training questions (15 minute guideline)  assistance with creation of backup scripts / backup recovery  assistance with recovering data resulting from system crashes (charges may apply)  recommendations on specific hardware requirements  support provided for installed database issues (20 minute guideline)  ODBC installation and connection to database assistance  updating databases to support new versions of installed applications  assistance with database installation, configuration and updating The services listed below are services that are out of scope and are therefore considered billable – please note that we do not provide hardware support for any printers:  on-site installation or upgrade of hardware and third party software  extended telephone training (beyond 15 minutes)  reconfiguration of hardware and fileservers  recovering data resulting from client error  upgrading of hardware systems  preventative maintenance monitoring or other services  recommending or assisting with disaster recovery plans  re-establishment of ODBC connection if connection was lost due to actions of customer  ODBC connections to other third party products  creation of custom reports  report writer training, upgrades and installations (other than at time of initial purchase) Schedule “E” Scope of Work – to be attached if applicable Schedule “F” Sample Form Change Order Change Order (a) Contact & General Information Client Date Client Contact Software Application Client Email (b) (c) Description of Work Attachments: (d) Client Approval 000 $0.00 Chargeable Hours Rate Amount 000 000 Non-Chargeable Hours Total Hours Client Signature Date Your signature serves as an acceptance of the “Amount” listed above as it relates to the description of work contained in this Change Order. Your signature also indicates you have reviewed and agree to the scope of work as detailed in any accompanying enclosures or attachments. This signed document indicates that you have provided all of the accurate information necessary to produce the work as stated in the above Change Order. (e) Internal Use Only Customer # Application # Originated by # PO# 0000000 Schedule “G” RFP – Consultant proposal to Organization Schedule “H” System Software – to be attached if applicable Schedule “I” Hardware – to be attached if applicable Schedule “J” Software Not Selected – to be attached if applicable