The URL can be used to link to this page

Agenda 12/08/2020 Item #16F 3 (Contract #19-7648 Internal Controls Software to Comensure, LLC)12/08/2020 16.F.3 EXECUTIVE SUMMARY Recommendation to award Request for Proposal ("RFP") No. 19-7648, "Internal Control Software," to Comensure LLC, formerly known as Ignite Software Holdings LLC, and authorize the Chairman to sign the attached agreement. OBJECTIVE: To procure a cloud -based internal control software and technical support services. CONSIDERATIONS: The County Manager's Office establishes, implements, and manages an Agency - wide System of Internal Control in alignment with the Committee of Sponsoring Organizations' Internal Control Integrated Framework, while encouraging the people of the organization to embrace a culture of continuous process improvement, quality, accountability and consistency. The agency -wide internal control program leverages software to ensure effective and efficient achievement of objectives in operations, financial and non -financial reporting, compliance with regulations, and safeguards resources against loss and fraud. Internal controls are distributed by the software system on a set frequency for division staff to complete and certify the achievement of specified objectives. The County Manager's Office monitors the achievement of these objectives through a structured workflow approval process and meets with directors and department heads on a quarterly basis to review the results of the certifications. On November 1, 2019, the Procurement Services Division released RFP No. 19-7648 to 14,739 vendors for Internal Control Software. Sixty-seven interested vendors viewed solicitation packages, and the County received two proposals by the December 10, 2019 deadline. A selection committee met on February 26, 2020, and scored and ranked the proposals based on the solicitation's award criteria. Based on the selection committee's ranking, staff recommends awarding to Comensure LLC, formerly known as Ignite Software Holdings LLC. Ignite Software Holdings LLC is the current vendor under Agreement No. 16-6648, which the County has been using to obtain this service. Ignite, a Texas limited liability company, processed a name change with the Texas Department of State and is doing business as Comensure LLC, the vendor recommended for award of RFP No. 19-7648. The proposed attached agreement is for three years, with two one-year renewal options, and the prices will remain firm during the initial term. FISCAL IMPACT: Funding for annual user license fees in the amount of $90,000 is available within the County -Wide Capital Fund (301), Project 51036. LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote for Board approval.-SRT GROWTH MANAGEMENT IMPACT: There is no impact to the Growth Management Plan associated with this Executive Summary. RECOMMENDATION: That the Board award RFP No. 19-7648, to Comensure LLC, f/k/a Ignite Software Holdings LLC, for Internal Control Software, and authorize the Chairman to sign the attached agreement. PREPARED BY: Larry Tracz, Senior Internal Control Manager Packet Pg. 3409 16.F.3 12/08/2020 ATTACHMENT(S) 1. 19-7648 Solicitation (PDF) 2. [Linked] 19-7648 Comensure Proposal (PDF) 3. 19-7648 Final Ranking (PDF) 4. 19-7648 NORA (PDF) 5. 19-7648 - Comensure COI (PDF) 6. 19-7648 Comensure VendorSignedl (PDF) Packet Pg. 3410 16.F.3 12/08/2020 COLLIER COUNTY Board of County Commissioners Item Number: 16.17.3 Doe ID: 13956 Item Summary: Recommendation to award Request for Proposal ("RFP") No. 19-7648, "Internal Control Software," to Comensure LLC, formerly known as Ignite Software Holdings LLC, and authorize the Chairman to sign the attached agreement. Meeting Date: 12/08/2020 Prepared by: Title: Supervisor - Operations — Communication and Customer Relations Name: Lissett DeLaRosa 10/16/2020 2:45 PM Submitted by: Title: County Manager — County Manager's Office Name: Leo E. Ochs 10/16/2020 2:45 PM Approved By: Review: Procurement Services Viviana Giarimoustas Additional Reviewer Corporate Business Operations Jennifer Reynolds Additional Reviewer Procurement Services Sandra Herrera Additional Reviewer Procurement Services Evelyn Colon Additional Reviewer Procurement Services Opal Vann Level 1 Purchasing Gatekeeper Procurement Services Sue Zimmerman Additional Reviewer Corporate Business Operations Sean Callahan Additional Reviewer County Attorney's Office Scott Teach Level 2 Attorney Review County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Budget and Management Office Mark Isackson Additional Reviewer County Manager's Office Sean Callahan Level 4 County Manager Review Board of County Commissioners MaryJo Brock Meeting Pending Completed 11/04/2020 8:52 AM Completed 11/04/2020 8:58 AM Completed 11/04/2020 9:40 AM Completed 11/04/2020 9:44 AM Completed 11/20/2020 1:29 PM Completed 11/20/2020 2:55 PM Completed 11/20/2020 3:14 PM Completed 11/24/2020 1:42 PM Completed 11/24/2020 1:50 PM Completed 11/24/2020 3:18 PM Completed 11/30/2020 7:47 AM Completed 11/30/2020 10:45 AM 12/08/2020 9:00 AM Packet Pg. 3411 16.F.3.a Collier County Administrative Services Department Procurement Services Division COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS REQUEST FOR PROPOSAL (RFP) r FOR INTERNAL CONTROL SOFTWARE SOLICITATION NO.: 19-7648 VIVIANA GIARIMOUSTAS, PROCUREMENT STRATEGIST PROCUREMENT SERVICES DIVISION 3295 TAMIAMI TRAIL EAST, BLDG C-2 NAPLES, FLORIDA 34112 TELEPHONE: (239) 252-8375 Viviana.Giarimoustas@colliercountyfl.gov (Email) This solicitation document is prepared in a Microsoft Word format (Rev 8/7/2017). Any alterations to this document made by the Vendor may be grounds for rejection of proposal, cancellation of any subsequent award, or any other legal remedies available to the Collier County Government. Packet Pg. 3412 16.F.3.a SOLICITATION PUBLIC NOTICE REQUEST FOR PROPOSAL (RFP) 19-7648 NUMBER: PROJECT TITLE: Internal Control Software PRE -PROPOSAL CONFERENCE: Monday, November 18, 2019 9:00 AM EST LOCATION: PROCUREMENT SERVICES DIVISION, CONFERENCE ROOM A, 3295 TAMIAMI TRAIL EAST, BLDG C-2, NAPLES, FLORIDA 34112 DUE DATE: Monday, December 2, 2019 10:00 AM EST PLACE OF RFP OPENING: PROCUREMENT SERVICES DIVISION 3295 TAMIAMI TRAIL EAST, BLDG C-2 NAPLES, FL 34112 All proposals shall be submitted online via the Collier County Procurement Services Division Online Bidding System: https://www.bidsync.com/bidsync-cas/ INTRODUCTION As requested by the Internal Controls Division (hereinafter, the "Division or Department"), the Collier County Board of County Commissioners Procurement Services Division (hereinafter, "County") has issued this Request for Proposal (hereinafter, "RFP") with the intent of obtaining proposals from interested and qualified vendors in accordance with the terms, conditions and specifications stated or attached. The vendor, at a minimum, must achieve the requirements of the Specifications or Scope of Work stated. The results of this solicitation may be used by other County departments once awarded according to the Board of County Commissioners Procurement Ordinance. Historically, County departments have spent approximately $100,000 annually; however, this may not be indicative of future buying patterns. BACKGROUND The Agency is moving forward with full implementation using Committee of Sponsoring Organizations (COSO)- Internal Control Integrated Framework as the methodology. COSO include prestigious organizations such as; the American Institute of Certified Public Accountants, American Accounting Association, Financial Executives International, Association of Accountants and Financial Professionals in Business, and the Institute of Internal Auditors. COSO Internal Control — Integrated Framework is now required for publicly traded organizations and the Federal Government (Green Book). The Agency has determined that it was in its best interest to proceed with a Request for Proposal and move forward with full implementation to enhance the Agency's internal control efforts utilizing the COSO — Internal Control Integrated Framework as the methodology. The County is interested in securing a software company who has an infrastructure that supports the COSO methodology. TERM OF CONTRACT The contract term, if an award(s) is/are made is intended to be for three (3) years with two (2) one (1) year renewals. Prices shall remain firm for the initial term of this contract. Surcharges will not be accepted in conjunction with this contract, and such charges should be incorporated into the pricing structure. The County Manager, or designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The County Manager, or designee, shall give the Contractor written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. c 0 .2 0 Cn 00 14 co ti CD c d E s 2 Packet Pg. 3413 16.F.3.a All goods are FOB destination and must be suitably Dacked and prepared to secure the lowest transuortation rates ano to comply with all carrier regulations. Risk of loss of any goods sold hereunder shall transfer to the COUNTY at the time and place of delivery; provided that risk of loss prior to actual receipt of the goods by the COUNTY nonetheless remain with VENDOR. ai L DETAILED SCOPE OF WORK 3 Collier County Board of County Commissioners is soliciting proposals for a software solution to assist with the building and 0 o7 maintaining of an internal controls framework which will be a continuous monitoring tool to assist the County in managing its internal control risks based on the COSO Integrated Internal Control Framework/ GAO Green Book for an estimated user license c base of approximately five hundred (500). t� The selected vendor shall provide the following: L d • Provides for an integrated internal control structure; • Provides for anti -fraud framework; • Maps internal control points to attributes, principles and components; 14 • Real time dashboard reporting; ti • Develops, manages and reports internal control activities; and T_ • All data included within the system belongs to Collier County BCC, is confidential and can't be used outside Collier c County. Z System Configuration iL • Secure cloud -based solution to host Collier County data • Scalable and customizable to fit the needs of the Agency • User friendly application that is intuitive and fast to run • Customizable workflows to manage the COSO implementation and certification of the various divisions within the Agency • Automatic mapping of internal control tasks (activities) to the components, principles, and attributes based on the Standards for Internal Control in the Federal Government "GAO Green Book" • Customizable automated frequency calendar to test the controls which is integrated into the software • An integrated anti -fraud framework to include fraud risk assessment • User account management, access rights, and customizable role assignments • All software changes must be tested in the vendor's Test environment prior to release to Collier County. No testing by vendor of any functionality in the Collier County Production environment o Once new software changes have been tested thoroughly by the vendor, then the Collier County Production site and the Collier County Test site are updated with the new changes (new release) o Vendor to provide Collier County with detailed release notes outlining the new software changes prior to updating Collier County Production and Test sites System Functionality The Contractor will provide a user friendly "cloud based" software solution that: `0 • Integrates and manages COSO/GAO internal control framework W • Scalable and customizable for agency wide application • Real time scalable dashboards to monitor the health of the Internal Control System for all users in the system based on W Ln their role M M o Late and overdue tasks o Number of days to certify the control c o Best practices 2 o Upcoming tasks to certify controls o Reporting and status of deficiencies / findings associated with a control 2 o Reporting and status of open process improvements associated with a control W o Ease of use calendar to visually display upcoming work (tasks) for each user 00 o All graphs and charts to display at a user level, and to roll up to a division / department level based on assigned ti user roles in the system M • Maps internal controls from the COSO Point of Focus and GAO Attribute level to the component level • Provides various levels of security authorizations and permission levels: super user, administrator, regular user, as well as role -based authorization to create, read, update, and delete functionality E • Allows users to input remediation plans and record deficiencies associated with control certification testing based on the U COSO Integrated Framework and tracks the closure of such plans Q o Name of Control and Control ID o List of impacted components 3 Packet Pg. 3414 16.F.3.a o List of impacted principles o Owner of deficiency o Description o Remediation plan o Outlook date for resolution • Provides for unique transaction numbering • Allows for system users to display and edit internal control purpose, review instructions, policies, etc. • Customizes schedule of internal control review frequencies • Facilitates internal control review certification though a customizable electronic workflow with various approval levels • Provides functionality that allows additions, storing of documents or notes, and archive internal control comments and documents for each internal control review on a centralized web -based database • Tracks capabilities such as deficiency mitigation, control update implementation, best practices, etc. • Generates automated email reminders for deadlines, new assignments, etc. • Provides for customizable and scalable reporting at the agency, division or department level, and allows data to be "pushed" and be "pulled" to other County applications (import and export functionality) to include fields to quickly identify best practice controls • Provides for user friendly screens, reports and integration tools System Performance • Fast real time performance for users to access the system at any point in time • Online and available 24/7 at any time • Instantaneous system response when using the application. No delay when opening any screens or dialogues • All operations in the systems performed in less than < 1 sec Reporting Capabilities • Real time scalable dashboards to monitor the health of the Internal Control System for all users in the system based on their role o Late and overdue tasks o # of days to complete a control task o Best practices o Upcoming tasks to certify controls o List of open deficiencies / findings associated with a control o List of process improvements associated with a control o Ease of use calendar to visually display upcoming work (tasks) for each user o All graphs and charts to display at a user level, and to roll up to a division / department / and County level based on assigned user roles in the system • Ability to extract all data elements associated with a control certification into an excel (.csv) file format o Control name and Control ID o Control Objective o Testing instruction o User name assigned to perform the task o Date and time of when the task was completed at each stage of the certification workflow o Name of Division and Department o List of deficiencies o Best practices o Fraud controls o Process and subprocess o List of process improvements o List of mapped COSO Integrated Framework components, principles and attributes o etc. • Ability to create customizable reports using Power-BI by extracting all data elements within the different tables in the system • Ability to provide an interface to Power-BI for real time customizable dashboard reporting capabilities • Ability to view and pull a report that shows the history of the complete list of certifications testing of the controls within a division, as well as all planned upcoming future control certifications Backup and Archive • Full system backup of all Collier County data is performed on a daily basis • Incremental system backup is performed periodically throughout the business day without impacting the performance of the system c 0 0 M 00 14 co ti CD c a) E t U 0 Q 4 Packet Pg. 3415 16.F.3.a Level of Service • All critical issues that impact user access to the system will be resolved within less than < 2 hours • All major issues that hinders and limits users access of performing certain operations such as running a report, or .-. uploading and saving a document, etc. to be resolved within less than < 5 business days m • All minor issues that do not limit user access or use of the system will be resolved within less than < 10 business days of 3 raising the issue to the vendor • Vendor to incur penalty of payments for provided services if above level of service is not adhered to — to be determined 0 during the negotiation process. 0 L Audit Trail Capability r 0 • System to provide audit trail capability of all changes made, comments, and uploads performed during a control c� certification L • Vendor to provide a complete audit report to the Agency on a quarterly basis that outlines all changes made within the °3 period System Integration co ti The successful contractor will be expected to: CD • Review the current data and work completed by the Agency and integrate that information into the new software (data c migration) Z • Provide the installation, integration, testing and configuration of the new software application a • Upload and configure all the division controls into the new software. This is currently at thirty-one (31) divisions and one U- thousand two hundred and eighty-two (1,282) controls already integrated into the current system that will need to be _ migrated • Configure user access and accounts for all current users of the existing system estimated at approximately 400 users 0 • Develop and configure the various COSO certification workflows for the different divisions 0 • Provide professional and technical support and user training a • Provide Collier County with a real time Test environment that is a duplicate of and matches the Production environment on an on -going basis to enable Collier County to perform any special tests as needed w • Ensure that Collier County Test site is continuously updated with the same software release as the Collier County Production site m • Provide customer service and support for implementation of the new software by assisting with set-up, training and on- going support E • Provide a back-up, storage and retrieval system in the event of an emergency 3 • Provide Collier County with its data at the end of the contract and assist Collier County in a cooperative manner moving 0 the data and history should the County change contractors • All Collier County specific data is strictly confidential and cannot be used for any purpose other than designated by the o County. 0 c REQUEST FOR PROPOSAL (RFP) PROCESS d 1.1 The Proposers will submit a qualifications proposal which will be scored based on the criteria in Evaluation Criteria for Development of Shortlist, which will be the basis for short -listing firms. The Proposers will need to meet the minimum requirements outlined herein in order for their proposal to be evaluated and scored by the COUNTY. The COUNTY will then score and rank the firms and enter into negotiations with the top ranked firm to establish cost for the services needed. The COUNTY reserves the right to issue an invitation for oral presentations r_ to obtain additional information after scoring and before the final ranking. With successful negotiations, a contract will be 0 developed with the selected firm, based on the negotiated price and scope of services and submitted for approval by the a Board of County Commissioners. .0 0 1.2 The COUNTY will use a Selection Committee in the Request for Proposal selection process. 00 co 1.3 The intent of the scoring of the proposal is for respondents to indicate their interest, relevant experience, financial 11 capability, staffing and organizational structure. T_ c 1.4 The intent of the oral presentations, if deemed necessary, is to provide the vendors with a venue where they can conduct E discussions with the Selection Committee to clarify questions and concerns before providing a final rank. t 0 1.5 Based upon a review of these proposals, the COUNTY will rank the Proposers based on the discussion and clarifying Q questions on their approach and related criteria, and then negotiate in good faith an Agreement with the top ranked Packet Pg. 3416 16.F.3.a Proposer. 1.6 If, in the sole judgment of the COUNTY, a contract cannot be successfully negotiated with the top -ranked firm, negotiations with that firm will be formally terminated and negotiations shall begin with the firm ranked second. If a contract cannot be successfully negotiated with the firm ranked second, negotiations with that firm will be formally terminated and negotiations shall begin with the third ranked firm, and so on. The COUNTY reserves the right to negotiate any element of the proposals in the best interest of the COUNTY. RESPONSE FORMAT AND EVALUATION CRITERIA FOR DEVELOPMENT OF SHORTLIST: 1.7 For the development of a shortlist, this evaluation criterion will be utilized by the COUNTY'S Selection Committee to score each proposal. Proposers are encouraged to keep their submittals concise and to include a minimum of marketing materials. Proposals must address the following criteria: Evaluation Criteria Maximum Points 1. Cover Letter / Management Summary 2. Certified Minority Business Enterprise 5 Points 3. Business Plan 15 Points 4. Cost of Services to the County 20 Points 5. Experience and Capacity of the Firm 15 Points 6. Specialized Expertise of Team Members 10 Points 7. Local Vendor Preference 10 Points 8. Software Functionality 25 Points TOTAL POSSIBLE POINTS 100 Points Tie Breaker: In the event of a tie at final ranking, award shall be made to the proposer with the lower volume of work previously awarded. Volume of work shall be calculated based upon total dollars paid to the proposer in the twenty-four (24) months prior to the RFP submittal deadline. Payment information will be retrieved from the County's financial system of record. The tie breaking procedure is only applied in the final ranking step of the selection process and is invoked by the Procurement Services Division Director or designee. In the event a tie still exists, selection will be determined based on random selection by the Procurement Services Director before at least three (3) witnesses. Each criterion and methodology for scoring is further described below. ***Proposals must be assembled, at minimum, in the order of the Evaluation Criteria listed or your Proposal may be deemed non -responsive*** EVALUATION CRITERIA NO. 1: COVER LETTER/MANAGEMENT SUMMARY Provide a cover letter, signed by an authorized officer of the firm, indicating the underlying philosophy of the firm in providing the services stated herein. Include the name(s), telephone number(s) and email(s) of the authorized contact person(s) concerning proposal. Submission of a signed Proposal is Vendor's certification that the Vendor will accept any awards as a result of this RFP. EVALUATION CRITERIA NO. 2: CERTIFIED MINORITY BUSINESS ENTERPRISE (5 Total Points Available/#Page Limitation) c Submit certification with the Florida Department of Management Service, Office of Supplier Diversity as a Certified 0 Minority Business Enterprise. .2 EVALUATION CRITERIA NO. 3: BUSINESS PLAN (15 Total Points Available) �o 00 In this tab, include but not limited to: coo • Detailed plan of approach (including major tasks and sub -tasks). • Detailed time line for completion of the project. • Include with the Business Plan or as an attachment, a copy of a report as an example of work product. This should be for one of the projects listed as a reference. d E z EVALUATION CRITERIA NO.4: COST OF SERVICES TO THE COUNTY (20 Total Points Available) Q In this tab, include but not limited to: 6 Packet Pg. 3417 16.F.3.a • Provide an all-inclusive projected total cost and estimated calendar day duration (including projected hours) Tor which your firm will provide the work as described in this RFP: Pricing must include 500 users. Projected Total Cost: $ • Provide a schedule of values and deliverables. The Cost of Services will be scored using the following methodology: The greatest number of points allowed in this criterion will be awarded to the vendor who has the lowest total cost. The lowest cost will be divided by the next lowest cost which will then be multiplied by criteria points to determine the vendor's points awarded. Each subsequent vendor's point score will be calculated in the same manner. For illustrative purposes only: Vendor Name Total Cost Points Awarded Vendor ABC $100,000.00 20 Vendor DEF $110,000.00 18 Vendor GHI $135,000.00 15 Initial pricing is for grading purposes and are subject to change during negotiations with the selected vendor. EVALUATION CRITERIA NO. 5: EXPERIENCE AND CAPACITY OF THE FIRM (15 Total Points Available) In this tab, include but not limited to: • Provide information that documents your firm's and subcontractors' qualifications to produce the required deliverables, including abilities, capacity, skill, and financial strength, and number of years of experience in providing the required services. • Describe the various team members' successful experience in working with one another on previous projects. • Complete and return TACS document. The County requires that the vendor submits no fewer than three (3) completed reference forms from clients (during the past 5 years) whose projects are of a similar nature to this solicitation as a part of their proposal. Provide information on the projects completed by the vendor that best represent projects of similar size, scope and complexity of this project using form provided in Attachment B — Form 8. Vendors may include two (2) additional pages for each project to illustrate aspects of the completed project that provides the information to assess the experience of the Proposer on relevant project work. EVALUATION CRITERIA NO. 6: SPECIALIZED EXPERTISE OF TEAM MEMBERS (20 Total Points Available) In this tab, include but not limited to: • Description of the proposed contract team and the role to be played by each member of the team. • Attach brief resumes of all proposed project team members who will be involved in the management of the total package of services, as well as the delivery of specific services. • Attach resumes of any sub -vendors and attach letters of intent from stated sub -vendors must be included with proposal submission. EVALUATION CRITERIA NO. 7: LOCAL VENDOR PREFERENCE (10 Total Points Available) Local business is defined as the vendor having a current Business Tax Receipt issued by the Collier or Lee County Tax Collector prior to proposal submission to do business within Collier County, and that identifies the business with a permanent physical business address located within the limits of Collier or Lee County from which the vendor's staff operates and performs business in an area zoned for the conduct of such business. EVALUATION CRITERIA NO. 8: SOFTWARE FUNCTIONALITY (25 Total Points Available) An evaluation will be made in relationship to the detailed scope of work requirements on the following: • System functionality • System performance • Reporting capabilities c 0 .2 0 W 00 co ti c6 c d E z 0 Q 7 Packet Pg. 3418 16.F.3.a VENDOR CHECKLIST ***Vendor should check off each of the following items as the necessary action is completed (please see, Form 2: Vendor Check =� List): L c� 3 The Solicitation Submittal has been signed. c U) The Solicitation Pricing Document (Bid Schedule/Quote Schedule/Proposal Pricing/etc.) has been completed and attached. ° r All applicable forms have been signed and included, along with licenses to complete the requirements of the project. c V Any addenda have been signed and included. Affidavit for Claiming Status as a Local Business, if applicable. c Division of Corporations - Florida Department of State — http://dos.myflorida.com/sunbiz/ (If work performed in the State). ti E-Verify/Immigration Affidavit (Memorandum of Understanding). Packet Pg. 3419 16.F.3.c co�� coHHty Administrative Services Division Procurement Services RFP# 19-7648 Title: Internal Control Software Selection Committee Scoring Sheet (STEP 1) Step 1: Upon direction by the Procurement professional, the individual selection committee member should provide their scoring of the proposals. Step 2: The procurement professional will review the mathematically tabulated scores. Step 3: The Committee will determine the number of proposers to bring back for oral presentations. Name of Firm Richard Sahar Larry Michael Total Scores Final Ranking Ignite Software Holdings LLC dba Comensure 68.8 69.8 69.8 66.8 275.20 1 4 Cast Inc. 58 67 53 64 242.00 2 Procurement Professional Vh4aw qk"tw Page 1 of 1 Packet Pg. 3420 DocuSign Envelope ID: ED7F7004-49CB-428A-A602-754B2CEFAB84 ',, 00111'ev County Administrative Services Department Procurement Services Division Notice of Recommended Award L 3 Solicitation: 19-7648 Title: Internal Control Software o Due Date and Time: 12/10/19 at 10:00 AM EST Respondents: Company Name City County State Final Ranking Responsive/Responsible Ignite Software Holdings LLC dba Comensure Houston Harris TX 1 YES/YES 4 Cast Inc. Missoula Missoula MT 2 YES /YES Utilized Local Vendor Preference: Yes = No Recommended Vendor(s) For Award: On November 1, 2019 the Procurement Services Division released Request for Proposal 19-7648 to 14,739 vendors for Internal Control Software. Sixty-seven (67) bid packages were downloaded, and two (2) proposals were received on December 10, 2019. A selection committee convened February 26, 2020. The committee scored and ranked the vendors based on the criteria outlined in the solicitation. Award is recommended to Ignite Software Holdings LLC dba Comensure. Required Signatures Project Manager & Date: Larry Tracz DocuSigned by: Procurement Strategist & Date: Viviana Giarimoustas DocuSigned by: naa1F Procurement Services Director: DocuSigned by: 5- . H 3E CC 9B554F5 San ra errera Packet Pg. 3421 �1 ® 16.F.3.e ACORO DATE C" CERTIFICATE OF LIABILITY INSURANCE 11/n/zo2o THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. p L IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on O this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). U PRODUCER NAME: Sandy Villegas C FA Insurance Solutions of Texas PHONE 281 565-2222 281-565-3333 d A/C, No, Ext : ( ) (A/C, No): 14140 Southwest Freeway ADDRESS: service@instx.com Suite 150 INSURERS) AFFORDING COVERAGE NAIC # V TX 77478 INSURED Axia Partners LP Comensure LLC formerly known as Ignite Software Holding, LLC 515 Post Oak Blvd, Ste 910 Ilouston TX 77027 COVERAGES CERTIFICATE NUMBER: 00 INSURER A: Federal Insurance Company 20281 INSURER B : Texas Mutual Insurance Co 52421( I ; INSURER C : INSURER D : O Z INSURER E INSURER F : d REVISION NUMBER: L,L tY THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MMIDDIYYYY) (MM/DD/YYYY) LIMITS x COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000, CLAIMS -MADE NCIOCCUR PREMISES (Ea occurrence) $ 1,000, MED EXP (Any one person) $ 10, PERSONAL & ADV INJURY $ 1,000, A 35913942 06/01/2020 06/01/2021 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000, PRO- F7 POLICY ETECT LOC PRODUCTS - COMP/OP AGG $ 2,000, OTHER: $ AUTOMOBILE LIABILITY (Ea accident) $ 1,000, BODILY INJURY (Per person) $ ANY AUTO A D SCHEDULED OWNEUTOS ONLY AUTOS A 20 7355-67-27 () 05/01/2020 05/01/2021 BODILY INJURY (Per accident) $ HIRED ��// NON -OWNED AUTOS ONLY x AUTOS ONLY �/ K (Per accident) $ x UMBRELLA LAB x OCCUR EACH OCCURRENCE $ 5,000, A EXCESS LAB CLAIMS -MADE 7986-97-13 06/01/2020 06/01/2021 AGGREGATE $ 5,000, DED I I RETENTION $ $ B WORKERS COMPENSATION ND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A 0001265534 02/27/2020 02/27/2021 )C - /► STATUTE ER E.L. EACH ACCIDENT $ 1,000, E.L. DISEASE - EA EMPLOYEE $ 1,000, If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000, Errors & Omissions (including Cyber Aggregate 1,000, A Liability) 35913942 06/01/2020 06/01/2021 Each Clm 1,000, DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Contract for # 19-7648 Internal Control Software - Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR Collier County Government, OR Collier County is an additional insured with respect to General Liability on a primary and non-contributory basis if and to the extend required by written contract. N L 7 N C d E O U 00 W r- CERTIFICATE HOLDER CANCELLATION C6 r SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORI THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Collier County Board of Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. V t4 3295 Tamiami Trail East AUTHORIZED REPRESENTATIVE Q Naples FL 34112 U U © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Packet Pg. 3422 16.F.3.f FIXED FEE PROFESSIONAL SERVICE AGREEMENT # 19-7648 for Internal Control Software THIS AGREEMENT, made and entered into on this day of , 2020 ,by and between Comensure LLC f/k/a Ignite Software Holdings, LLC , authorized to do business in the State of Florida, whose business address is 515 Post Oak Blvd, Ste. 910, Houston, TX 77027 (the "Contractor") and Collier County, a political subdivision of the State of Florida, (the "County"): WITNESSETH: The Agreement shall be for a three (3 } year period, commencing W upon the date of Board approval; -o;en and terminating on three (3 ) year(s) from that date or until all outstanding Purchase Order(s) issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for two (2 ) additional one (1 ) year(s) periods. The County shall give the Contractor written notice of the County's intention to renew the Agreement term prior to the end of the Agreement term then in effect, The County Manager, or his designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred and eighty (180) days. The County Manager, or his designee, shall give the Contractor written notice of the County's intention to extend the Agreement term prior to the end of the Agreement term then in effect. 2. COMMENCEMENT OF SERVICES. The Contractor shall commence the work upon issuance of a X Purchase Order ❑ WetiGe tO PFeeeed, ❑ VVGFk QFEIeF. 3. STATEMENT OF WORK. The Contractor shall provide services in accordance with the �jterms and conditions of ❑>■ Request for Proposal (RFP) ❑ tieR to Bid (I- ` ❑ QtheF # 19-7648 , including all Attachment(s), Exhibit(s) and Addenda and the Contractor's proposal referred to herein and made an integral part of this Agreement. 101 The Contractor shall also provide services in accordance with Exhibit A — Scope of Services attached hereto. Page 1 of 15 Fixed Price Professional Scr%gcc Agreement N2017-001 (Ver.3) a� aM i) `o c m >I L a� E 0 U 00 CD c CD E U 0 r a Packet Pg. 3423 16.F.3.f 3.1 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Parties, in compliance with the County's Procurement Ordinance, as amended, and Procurement Procedures in effect at the time such services are authorized. ti 3.2 The execution of this Agreement shall not be a commitment to the Contractor to order any minimum or maximum amount. The County shall order Z items/services as required but makes no guarantee as to the quantity, number, type or distribution of items/services that will be ordered or required by this U_ Agreement. 4. THE AGREEMENT SUM. The County shall pay the Contractor for the performance of this Agreement based on Exhibit B- Fee Schedule. attached hereto and the price methodology as defined in Section 4.1. Payment will be made upon receipt of a proper invoice and upon approval by the County's Contract Administrative Agent/Project Manager, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act". 4 1 Price Methodology (as selected below): C Lump Sum (Fixed Price): A firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. ❑ T4w nd-Matefiafs—Te Ge> Rt a-'6 t ef-4ab_fr time spent by the nentrantnr'n employees and sHbGentrnntnrn to ppeff the -we r+be.-e-P-G rfs-ti FnateFials equipment lo1 � 1��i y� i t , In e,, InOr� ikneiall,, [�[^7 11 Il I estimate tY1e size of the pFeejeDtnr .rhea it in expentnd—t#a4—the pFejent um-rlentation of eestsi wo ld on6lude RUM 9f) FeimbuFsable�eunqentatien -of the pFoJeet" Unit Prinn, The geunty agrees to na rrrc�wzrnr��rgrcc a--rv-�cr in_ ) {nr a repetitive pFed„0 GF—s +T�iree elivere'd ` in'stallatien pFioe PeF te.-, e�3f C-�t'0f, etC .The mustr-'unntrhre�i-194,-3f4En and themof unitn 4.2 Any County agency may obtain services under this Agreement, provided sufficient funds are included in their budget(s). Page 2 of Ia rixed Price Professional Service Agreement Q017-001 (Vei,:.; l7 Packet Pg. 3424 16.F.3.f 4.3 Payments will be made for services furnished. delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of the Agreement. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of 'dashes" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this Agreement. 4--4 L T-r-av •-•�i--u.n_� HE a Fs a L.I'e--,Expen:Travel and Reimbursable Expenses mus+bppfe pd_l advanee4+,vTg by the y�l e riJLs. sr- T'tll Strl Mki-age 8feaWa-&t WGG A'rTfaFe Ac-t "idket east, limited +e t,s+ OF Rental1 ea -. standlalcd size _v ehir.les LedgiRq Aft G%t Gf 1&dg-qg at &gie Reimbuf,sable items eth&F +has. ire Ye � eases shbe all postage. Reimbursal3le items will be paid enly afteF GORtFael-oF has picevide"-14 f e,&e( 0f -. GE)R,t G+,tE)rshall i,e i—esp„ensiblefGlall n+hef Gest nn��1A—ex-p 1.Yfl e- asS6&Fa• iti�tIE3Rs t- 5. SALES TAX. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. Collier County, Florida as a political subdivision of the State of Florida. is exempt from the payment of Florida sales tax to its vendors under Chapter 212. Florida Statutes, Certificate of Exemption # 85-8015966531 C. 6. NOTICES. All notices from the County to the Contractor shall be deemed duly served if mailed or emailed to the Contractor at the following: Company Name: Comensure LLC flkla Ignite Software Holdings, LL Address: 515 Post Oak Blvd, Suite 910 Houston, TX 77027 Authorized Agent: Attention Name & Title: Jessica Getz Page 3 of 15 Fixed Price Professional Service Agreement #2017-001 {Vei,?! Packet Pg. 3425 16.F.3.f Telephone: _(713) 589-5050 _ 6 E-Mail(s): Jqetz(@_comensure.com c All Notices from the Contractor to the County shall be deemed duly served if mailed or emailed to the County to: Board of County Commissioners for Collier County, Florida Division Director: Sean Callahan, Executive Director _ Division Name: Corporate Business Operations Address: 3339 E. Tamiami Trail Naples, FL 34112 Administrative AgenVPM: Larry Tracz, Manager Telephone: (239) 252-8374 E-Mail(s): Larry_Tracz(c7colliercountyfl.gov The Contractor and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 7. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Contractor or to constitute the Contractor as an agent of the County. 8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Contractor. The County will not be obligated to pay for any permits obtained by Subcontractors. Payment for all such permits issued by the County shall be processed internally by the County. All non -County permits necessary for the prosecution of the Work shall be procured and paid for by the Contractor. The Contractor shall also be solely responsible for payment of any and all taxes levied on the Contractor. In addition, the Contractor shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Contractor agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Contractor. 9. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of Page 4 of 15 Fred Price Professional Service Agreement 02017-001 (Ver 3) Packet Pg. 3426 16.F.3.f such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 10. TERMINATION. Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said Agreement for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be the sole judge of non-performance. In the event that the County terminates this Agreement, Contractor's recovery against the County shall be limited to that portion of the Agreement Amount earned through the date of termination. The Contractor shall not be entitled to any other or further recovery against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 11. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 12. INSURANCE. The Contractor shall provide insurance as follows: A. ❑■ Commercial General Liability: Coverage shall have minimum limits of $ 1 000 000 Per Occurrence, $ 2,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability. 9, ❑ Business AM-t�I—ea—ho rel C)GGUr,Fenn.-.' 'pined S`3�L Limit r Redily Ini,,, uFy Liability and RFEIpeFty Damage Liability. This shall iReludei Owned Vehieles, HiFed and C. ❑■ Workers` Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $ 500,000 for each accident. D. 0 Professional Liability: Shall be maintained by the Contractor to ensure its legal liability for claims arising out of the performance of professional services under this Agreement. Contractor waives its right of recovery against County as to any claims under this insurance. Such insurance shall have limits of not less than $1,000,000 each claim and aggregate- E. A Cyber Liability: Coverage $1,000,000 per occurrence. Pace 5 of 15 shall have minimum limits of Fixed Price Professional Service Agreement fi2017-001 (Ver3) Packet Pg. 3427 16.F.3.f F. *Technology Errors and Omissions: Coverage shall have minimum limits of $ 1,000,000 per occurrence. C ❑'.^.!a`^ o.orage-ehall have minimum limits o#$pe: esserreAse- Y't� ❑ 6hereman's. and Wa'rborr erkeF's Art G.-.ve Fane shall r ❑MaFWme Coverage. t E)VeFage-.shall have miniFnum limits e $ peF e66UFFenee. ... liffiUM lifflitS Of $ peFeeeurFen Special Requirements: Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR, Collier County Government shall be listed as the Certificate Holder and included as an "Additional Insured" on the Insurance Certificate for Commercial General Liability where required, This insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of, the Additional Insured and the Contractor's policy shall be endorsed accordingly. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement, The Contractor shall provide County with certificates of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: thirty (30) days prior written notice, or in accordance with policy provisions. Contractor shall also notify County, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non -renewal or material change in coverage or limits received by Contractor from its insurer, and nothing contained herein shall relieve Contractor of this requirement to provide notice. Contractor shall ensure that all subcontractors comply with the same insurance requirements that the Contractor is required to meet. 13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall defend, indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting from any claimed breach of this Agreement by Contractor, any statutory or regulatory violations, or from personal injury, property damage, direct or consequential damages, or economic loss, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any Page b of 15 a Fixed Price Professional Service Agreement #2017-001 (Ver3) Packet Pg. 3428 16.F.3.f other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. E This section does not pertain to any incident arising from the sole negligence of Z Collier County. e ti 13.1 The duty to defend under this Article 13 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability z° of the Contractor, County and any indemnified party. The duty to defend arises a immediately upon presentation of a claim by any party and written notice of such U_ claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 13 will survive the expiration or earlier termination of this y Agreement until it is determined by final judgment that an action against the County a or an indemnified party for the matter indemnified hereunder is fully and finally ° barred by the applicable statute of limitations. a 14. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Corporate Business Operations 15. CONFLICT OF INTEREST. Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 16. COMPONENT PARTS OF THIS AGREEMENT. This Agreement consists of the following component parts, all of which are as fully a part of the Agreement as if herein set out verbatim: Contractor's Proposal, Insurance Certificates), ❑■ Exhibit A Scope of Services, Exhibit B Fee Schedule, ❑■ RFP/ ❑ IT& ❑ # 19-7648 including Exhibits, Attachments and Addenda/Addendum, ❑ subsequent quotes, and ■❑ Other Exhibit/Attachment: Comensure Master Subscription & Service Level Agree. 17. APPLICABILITY. Sections corresponding to any checked box { will expressly apply to the terms of this Agreement. 18. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this Agreement is subject to appropriation by the Board of County Commissioners. 19. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No, 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to; Page 7 of 15 Fixed Price PTOIC5510I1al Service Agreement #2017-001 (Ver 3) Packet Pg. 3429 16.F.3.f submitting bids, RFP, and/or quotes; and, c. immediate termination of any Agreement held by the individual and/or firm for cause. S 20, COMPLIANCE WITH LAWS. By executing and entering into this Agreement, the 06 Contractor is formally acknowledging without exception or stipulation that it agrees 1* to comply, at its own expense, with all federal, state and local laws, codes, statutes, 11 ordinances, rules, regulations and requirements applicable to this Agreement, including but not limited to those dealing with the Immigration Reform and Control Z Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended; taxation, workers' compensation, equal employment U- and safety including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes, and the Florida Public Records Law Chapter 119, including specifically y those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows: ° a - IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8999 Email: PublicRecordRequest(Dcolliercountyfl.gov The Contractor must specifically comply with the Florida Public Records Law to: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3_ Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains Page 8 of 15 Fixed Price Professional Service Agreement #2017-001 (Ver 3) Packet Pg. 3430 16.F.3.f public records upon completion of the contract, the Contractor shall meek Fa all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from S the public agency's custodian of public records, in a format that is Z compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with z the laws referenced herein shall constitute a breach of this Agreement and the a County shall have the discretion to unilaterally terminate this Agreement U_ immediately. 21. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful Contractor extending the pricing, terms and conditions of this solicitation or resultant Agreement to other governmental entities at the discretion of the successful Contractor. 22. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 23. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this Agreement in compliance with the Procurement Ordinance, as amended, and Procurement Procedures, 24. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision -making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision -making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 25. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 26, ❑ Page 9 of 15 Fixed Price Professional Service Agreement 92017-001 (Ver 3) �l Packet Pg. 3431 16.F.3.f eompeteM—pef-&en,& J1 be utilized in the Perf&FManGe—e�e—Agreement-the �a he ser iiees on a L timely basis, and each person assigned all be e avaia-We-fara�ameuRt of tim adequadequate to meet file rnn<<irnnl nnr��ir•n .-�ntp� The Go II RE)t G"e4<&y - ate `"" �.:r___ r�i i �.� _v v il'YItYt-t7 c.-� TcT C6 Personnel unless hefGllaR}G„�, 're-� melt: (1) drape 4 ed felplaeementn have � subs b,��eF Ell lnl .fiGa ions anther __f,_ 1''that the Gounty s notified iR WFitiR9 as f@F in advanee as passible. The Q8RtF@&t8F shall make r nmmerci.alfieseacnn�� f aLiloffnrts tn-nntifallies (�njAnt.. within nn�.nn 171 daysdays.-.f tF.r. O s_ Z GhaRg-e. The Ceunty retains final appiceval Of PFOpe5ed-Fe}3ica.eemeRt-pef&ennel 0] AGREEMENT STAFFING. The Contractor's personnel and management to be utilized for this Agreement shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the Agreement. The Contractor shall assign as many people as necessary to complete required services on a timely basis: and each person assigned shall be available for an amount of time adequate to meet required services. 27. ]■ ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of solicitation} the Contractor's Proposal. and/or the County's Board approved Executive Summary, the Contract Documents shall take precedence, -7 0RBEF,-9 -ROE een take nresedenee ever Conditions shall take ffenedenne etle-F- L-A��L �nei Tn the xtent aRy Ge R4 nt in the tefmsGfthe Gen icaeter—[Doeu enzt-s eaat be—ieseI`�ved by applieationn—ar^the Supplemental Gend-at�eAs y, OF the Agreement, the sonf�t-sh^II be Fes „I,.ed-bpy bb'ittt'6'o id rJ'UTC'[T•'Qr�': 28. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Contractor does. with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. 29. SECURITY. The Contractor is required to comply with County Ordinance 2004-52. as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. ['a, c 10 of 15 Fired Priec Pruicssiomd service Agreement #2017-001 (Vera) Packet Pg. 3432 16.F.3.f Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPS@colliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of $500 per incident. (Intentionally left blank -signature page to follow) Page 11 of 15 Fixed Price Professional Service Agreement #2017-001 {Ver,31 Packet Pg. 3433 16.F.3.f IN WITNESS WHEREOF, the parties hereto, by an authorized person or agent, have executed this Agreement on the date and year first written above. ATTEST: Crystal Kinzel, Clerk of Courts & Comptroller M Dated: (SEAL) Contractor's Witnesses: Contractor's First Witnass TTyPelpnnt witness nameh Co actor's Second Wii less �TTypelprint witness nameT Approved as to Form and Legality: _,County Attorney Print Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA in Burt L. Saunders , Chairman Comensure LLC Contractor M W (' -r4, 11 M ,- z signature and titleT S ti on Page 12 of 15 �� Q F ed Price Profess ionaI Service A,-,-eQment a1017.0fi l ( Ver ,i) Packet Pg. 3434 16.F.3.f �a L d Exhibit A Scope of Services I* ti ❑■ following this page (containing 3 pagels) ❑ this exhibit is not applicable Page 13of15 a Fixed Price Professional Service Agreement 42017-001 (Ver ? 1 Packet Pg. 3435 16.F.3.f RF W 19-7648 "Internal Control Software" EXHIBIT A SCOPE OF SERVICES The term "Contractor" and "Vendor" shall be used interchangeably throughout this Agreement. 1. Scope The intent of this award is for a software solution to assist with the building and maintaining of an internal controls framework which will be a continuous monitoring tool to assist the County in managing its internal control risks based on the Committee of Sponsoring Organizations (COSO) Integrated Internal Control Framework/ GAO Green Book for an estimated user license base of approximately five hundred (500). The Contractor shall provide the following: • Provides for an integrated internal control structure; • Provides for anti -fraud framework; • Maps internal control points to attributes, principles and components; • Real time dashboard reporting; • Develops, manages and reports internal control activities; and • All data included within the system belongs to Collier County BCC, is confidential and can't be used outside Collier County. 1II. System Configuration • Secure cloud -based solution to host Collier County data • Scalable and customizable to fit the needs of the Agency • User friendly application that is intuitive and fast to run • Customizable workflows to manage the COSO implementation and certification of the various divisions within the Agency • Automatic mapping of internal control tasks (activities) to the components, principles, and attributes based on the Standards for Internal Control in the Federal Government "GAO Green Book" • Customizable automated frequency calendar to test the controls which is integrated into the software • An integrated anti -fraud framework to include fraud risk assessment • User account management, access rights, and customizable role assignments • All software changes must be tested in the vendor's Test environment prior to release to Collier County. No testing by vendor of any functionality in the Collier County Production environment o Once new software changes have been tested thoroughly by the vendor, then the Collier County Production site and the Collier County Test site are updated with the new changes (new release) o Vendor to provide Collier County with detailed release notes outlining the new software changes prior to updating Collier County Production and Test sites III. System Functionality The Contractor will provide a user friendly "cloud based" software solution that: • Integrates and manages COSO/GAO internal control framework • Scalable and customizable for agency wide application • Real time scalable dashboards to monitor the health of the Internal Control System for all users in the system based on their role o Late and overdue tasks o Number of days to certify the control o Best practices o Upcoming tasks to certify controls o Reporting and status of deficiencies / findings associated with a control o Reporting and status of open process improvements associated with a control o Ease of use calendar to visually display upcoming work (tasks) for each user Pagel of 3 Exhibit A -Scope of Services a� c C ti 0 z EL LL N 0 a 0 L a L ,0 N d s m E L M 3 c� 0 0 M m E E 0 U m m LO M m c Cl) 0 _ m �I L fN C a� E 0 U 00 m C6 c a� E c� Q Packet Pg. 3436 16.F.3.f o All graphs and charts to display at a user level, and to roll up to a division / department level based on assigned user roles in the system • Maps internal controls from the COSO Point of Focus and GAO Attribute level to the component level • Provides various levels of security authorizations and permission levels: super user, administrator, regular user, L as well as role -based authorization to create, read, update, and delete functionality c • Allows users to input remediation plans and record deficiencies associated with control certification testing _ based on the COSO Integrated Framework and tracks the closure of such plans o Name of Control and Control ID o List of impacted components o> o List of impacted principles o Owner of deficiency Z o Description a o Remediation plan U_ o Outlook date for resolution _ • Provides for unique transaction numbering • Allows for system users to display and edit internal control purpose, review instructions, policies, etc. a • Customizes schedule of internal control review frequencies o • Facilitates internal control review certification though a customizable electronic workflow with various L a approval levels ,° • Provides functionality that allows additions, storing of documents or notes, and archive internal control comments and documents for each internal control review on a centralized web -based database a • Tracks capabilities such as deficiency mitigation, control update implementation, best practices, etc. • Generates automated email reminders for deadlines, new assignments, etc. • Provides for customizable and scalable reporting at the agency, division or department level, and allows data to `6 3 be "pushed" and be "pulled" to other County applications (import and export functionality) to include fields to quickly identify best practice controls • Provides for user friendly screens, reports and integration tools o IV. System Performance • Fast real time performance for users to access the system at any point in time E • Online and available 24/7 at any time E • Instantaneous system response when using the application, No delay when opening any screens or dialogues W • All operations in the systems performed in less than < I sec V. Reporting Capabilities m M • Real time scalable dashboards to monitor the health of the Internal Control System for all users in the system based on their role a Late and overdue tasks c o 4 of days to complete a control task aM o Best practices o o Upcoming tasks to certify controls o List of open deficiencies / findings associated with a control o .List of process improvements associated with a control d� o Ease of use calendar to visually display upcoming work (tasks) for each user o All graphs and charts to display at a user level, and to roll up to a division / department / and County level based on assigned user roles in the system E • Ability to extract all data elements associated with a control certification into an excel (.csv) file format U o Control name and Control ID 00 a Control Objective o Testing instruction a, o User name assigned to perform the task o Date and time of when the task was completed at each stage of the certification workflow o Name of Division and Department E o List of deficiencies U o Best practices Q Page 2 of 3 Exhibit A -Scope of Services Packet Pg. 3437 16.F.3.f o Fraud controls o Process and subprocess o List of process improvements o List of mapped COSO Integrated Framework components, principles and attributes o etc. Ability to create customizable reports using Power-BI by extracting all data elements within the different tables in the system Ability to provide an interface to Power-131 for real time customizable dashboard reporting capabilities Ability to view and pull a report that shows the history of the complete list of certifications testing of the controls within a division, as well as all planned upcoming future control certifications VI. Backup and Archive Full system backup of all Collier County data is performed on a daily basis Incremental system backup is performed periodically throughout the business day without impacting the performance of the system V11. Level of Service VIII. Ix. • All critical issues that impact user access to the system will be resolved within less than < 2 hours • All major issues that hinders and limits users access of performing certain operations such as running a report, or uploading and saving a document, etc. to be resolved within less than < 5 business days • All minor issues that do not limit user access or use of the system will be resolved within less than < 10 business days of raising the issue to the vendor • Vendor to incur penalty of payments for provided services if above level of service is not adhered to — to be determined during the negotiation process. Audit Trail Capability System to provide audit trail capability of all changes made, comments, and uploads performed during a control certification Vendor to provide a complete audit report to the Agency on a quarterly basis that outlines all changes made within the period System Integration The Contractor will be expected to: • Review the current data and work completed by the Agency and integrate that information into the new software (data migration) • Provide the installation, integration, testing and configuration of the new software application • Upload and configure all the division controls into the new software. This is currently at thirty-one (31) divisions and one thousand two hundred and eighty-two (1,282) controls already integrated into the current system that will need to be migrated • Configure user access and accounts for all current users of the existing system estimated at approximately 400 users • Develop and configure the various COSO certification workflows for the different divisions • Provide professional and technical support and user training • Provide Collier County with a real time Test environment that is a duplicate of and matches the Production environment on an on -going basis to enable Collier County to perform any special tests as needed • Ensure that Collier County Test site is continuously updated with the same software release as the Collier County Production site • Provide customer service and support for implementation of the new software by assisting with set-up, training and on -going support • Provide a back-up, storage and retrieval system in the event of an emergency • Provide Collier County with its data at the end of the contract and assist Collier County in a cooperative manner moving the data and history should the County change contractors • Alt Collier County specific data is strictly confidential and cannot be used for any purpose other than designated by the County. Page 3 of 3 Exhibit A -Scope of Services c L i C le ti C6 Packet Pg. 3438 16. F.3.f Exhibit B Fee Schedule following this page (pages through Page 14 of 15 Fixed Price Professional Service Agreement #2017-001 (Ver 3) 'a _ L d _ C r 0 z a U. R 0 a 0 L a L W d 3 L 3 ca 0 0 r �a d E E 0 a� to LO m M r Packet Pg. 3439 16.F.3.f RFP# 19-7648 "Internal Control Software" EXHIBIT B FEE SCHEDULE License Fee Structure Item Summary; . ... ' Annual: Fee for Users #-of Users Price. . Per User - Standard Pricing $112,500 500 $225 Client Relationship Discount $(22,500) 500 $(45) Total AnnualLicensing Fee $90,000* 500 $180' *Annual Licensing Fee of $90,000 for 500 users is firm for the duration of the agreement (including any renewals and extensions) price per user $180 annually. Page 1 of 1 Exhibit B-Fee Schedule _ 00 v to ti CD Packet Pg. 3440 16.F.3.f Other Exhibit/Attachment Description: Comensure Master Subscription Agreement ❑E following this page (pages 1 through 12 ) ❑ this exhibit is not applicable Page 15of15 Pixcd Price Professional Service Agreement #2017-001 (Ver-3) Packet Pg. 3441 16.F.3.f Comensure Master Subscription Agreement Definitions "Affiliate" means any entity which directly or indirectly controls, is controlled by, or is under common control with you during the Term of this Agreement, for as long as such relationship remains in effect. "Agreement" means these terms and conditions, any Service Order Forms signed by the parties and materials incorporated by reference herein. "Comensure" means Comensure Software Holdings, LLC, a Texas corporation, having its principal place of business at 515 Post Oak Blvd., Suite 910, Houston, TX 77027. "Comensure Technology" means all Comensure proprietary patent -pending technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) which Comensure makes available to you in providing the Hosted Service. "Confidential Information" means any and all tangible and intangible information (whether written or otherwise recorded or oral) of a party that: (i) derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy; or (ii) the disclosing party designates as confidential or, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential. Confidential Information includes, without limitation: (A) nonpublic information relating to a party's technology, customers, business plans, promotional and marketing activities, finances and other business affairs; (B) third -party information that Company is obligated to keep confidential; (C) the material terms and conditions of this Agreement; and (D) any nonpublic information relating to any activities conducted hereunder. Notwithstanding the foregoing, the term "Confidential Information" does not include any information that is either: (i) readily discernible from publicly available products or literature; (ii) approved for disclosure by prior written permission of an executive officer of the disclosing party; or (iii) subject to the requirements of the Florida Public Records Act, Chapter 119, Fla. Stat, and the Florida Sunshine Law, Chapter 286 Fla. Stat. "Content" means the audio and visual information, documents, software, products and services contained or made available to you in the course of using the Hosted Service. "Customer Data" means any data, information or material provided or submitted by you to the Hosted Service. "Documentation" means the standard user instruction materials describing the use and operation of the Hosted Service. "Hosted Service" means Comensure's Governance, Risk and Compliance platform and related services that Comensure provides to Customers and is designated on one or more Service Order Forms to be provided to Customer by Comensure. c "Initial Term" means the initial period during which you are obligated to pay for the Hosted Service as set E out in the Service Order Form and during which a specified number of Users are licensed to use the Hosted v Service pursuant to the Service Order Form. Initial Term and Renewal Term (as defined herein) may 00 collectively be referred to as the "Term." ti "Intellectual Property Rights" means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and trade secret rights, and all other intellectual property rights, derivatives thereof and all renewals thereto as well as other forms of protection of a similar nature anywhere in the world. "License Administrator(s)" means those User(s) you designate who are authorized to purchase licenses a Solicitation 19-7648 ' a"ensure Packet Pg. 3442 16.F.3.f L d by executing Service Order Form and to create User accounts and otherwise administer your use of the c Hosted Service. 00 "Service Order Form" means a document signed by authorized representatives of both parties and I itemizing number of User licenses and other services purchased by Customer thereunder. "User(s)" means your employees, representatives, consultants, contractors or agents authorized to use the Hosted Service and have been supplied user identifications and passwords by you (or by Comensure o z at your request). .. EL You , Your or Customer means the company entering into this Agreement with Comensure. u_ N 1. License Grant & Restrictions. During the Term of the Agreement, Comensure shall provide to Customer the hosting, management, and operation of the Hosted Services for remote electronic access and use by Customer and its Users for Customer's internal and external business purposes. Comensure hereby grants Customer a non-exclusive, non -transferable, worldwide right to access and use the Hosted Service, solely for Customer's own internal business purposes, subject to the terms of this Agreement. All rights not expressly granted to Customer are reserved by Comensure or its licensors. Customer, under this license and grant, agrees to and is subject to the following restrictions: (i) Customer will not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Hosted Service; (ii) Customer will not modify or make derivative works based upon the Hosted Service; or (iii) Customer will not reverse engineer or access the Hosted Service in order to: (a) build a competitive product or service; (b) build a product using similar ideas, features, functions or graphics of the Hosted Service; or (c) copy any ideas, features, functions or graphics of the Hosted Service. User licenses cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users replacing former Users who no longer use the Hosted Service. Customer will not: (i) send or store infringing, obscene, threatening, libelous or otherwise unlawful or tortious material to the Hosted Service; (ii) send or store material containing viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs to or from the Hosted Service; (iii) interfere with or disrupt the integrity or performance of the Hosted Service or the data contained in it; Solicitation 19-7648 fcomensure Packet Pg. 3443 16.F.3.f c L d (iv) attempt to gain unauthorized access to the Hosted Service or its systems or networks; or c 00 (v) use the Hosted Service in violation of applicable law. co The Hosted Service and Documentation are the property, confidential information and trade secrets of °' Comensure and may not be used or disclosed except as provided herein. 6 z Customer Affiliates may use the Hosted Service to the same extent Customer may use the Hosted Service, and may access the same without additional charge to Customer(subject to the limitations set forth in this Agreement); provided however, that Customer will be responsible for the compliance of all such Affiliates with the terms and conditions of this Agreement, as if such Affiliates were parties hereto. All rights granted to an Affiliate hereunder will automatically cease upon that Affiliate ceasing to be Customer's Affiliate. The restrictive terms of this Section 1 shall survive termination of the Agreement regardless of cause. 2. Customer's and Comensure's Responsibilities; Confidential Information Customer will abide by all applicable laws, treaties and regulations in connection with Customer's use of the Hosted Service. Customer is solely responsible for maintaining the security of all user names and passwords granted to it or its Users, for the security of its information systems used to access the Hosted Service. If any of Customer's License Administrator's cease to be employed or engaged by Customer, Customer shall immediately notify Comensure. Comensure has the right at any time to terminate access to any user if Comensure reasonably believe that such termination is necessary to preserve the security, integrity, or accessibility of the Hosted Service or Comensure's or its licensor's network. Customer agrees not impersonate another user of the Hosted Service or provide false information to gain access to or use the Hosted Service. Customer agrees to: Confidential Information: Use of Confidential Information. Each party shall only use Confidential Information furnished to it hereunder in furtherance of the activities contemplated by this Agreement, and it shall not disclose M the Confidential Information to any other persons without the disclosing party's express written c authorization. Confidentiality of information contained in this agreement is subject to the in requirements of the Florida Public Record Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, -0 Chapter 289, Fla. Stat. W Required Disclosures. A receiving party may disclose Confidential Information of the disclosing party as L� required to comply with binding orders of governmental entities that have jurisdiction over it or as ' N otherwise required by law, provided that the receiving party (1) gives the disclosing party reasonable written notice to allow it to seek a protective order or other appropriate remedy o (except to the extent compliance with the foregoing would cause the receiving party to violate a v 00 court order or other legal requirement), (ii) discloses only such information as is required by the ti governmental entity or otherwise required by law, and (iii) and uses its best efforts to obtain confidential treatment for any Confidential Information so disclosed. r Return of Information. If a disclosing party so requests at any time, the receiving party shall return c a� F promptly all copies, extracts, or other reproductions in whole or in part of the Confidential U a r(%omensure Solicitation 19-7648 Packet Pg. 3444 16.F.3.f c L d Information in its possession. E Survival. The parties hereto covenant and agree that this Section 2 will survive the expiration, termination, or cancellation of this Agreement for a period of 3 years, except for Confidential Information constituting a trade secret, with respect to which this Section will survive the r' expiration, termination, or cancellation of this Agreement for so long as such Confidential o z Information remains a trade secret. 3. Account Information, Data and Privacy Comensure does not own any Customer Data. Customer Data is Customer's proprietary and confidential information and will not be accessed, used or disclosed by Comensure except for the limited purpose of supporting Customer's use of the Hosted Service. Customer, not Comensure, has sole responsibility for the entry, deletion, correction, accuracy, quality, integrity, legality, reliability, appropriateness and intellectual property ownership or right to use the Customer Data. Comensure will not be responsible for any destruction, damage, loss or failure to store any Customer Data beyond its reasonable control or resulting from any failure in data transmission or operation of the Hosted Service by Customer. If this Agreement is terminated, Comensure will make available to Customer access to Customer's Data via current export functionality for thirty (30) days post termination if Customer so request in writing at the time of termination. Customer agrees and acknowledge Comensure has no right or obligation to retain Customer Data more than thirty (30) days after termination or expiration and will destroy Customer Data in its possession or control thirty (30) days after termination or expiration of this Agreement. 4. Intellectual Property Ownership Comensure alone (and its licensors, where applicable) own all right, title and interest, including all related Intellectual Property Rights, in and to the Comensure Technology, Content and the Hosted Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer or any other party relating to the Hosted Service. This Agreement is not a sale and does not convey any rights of ownership in the Hosted Service, the Comensure Technology, Content or Comensure's Intellectual Property Rights, The Comensure name and logo, and the product names associated with the Hosted Service are trademarks of Comensure, and no right or license is granted to use them. 5. Privacy Comensure's privacy policy is available at www.comensure.com. Comensure may modify this policy in its reasonable discretion from time to time with notice to you. As the Hosted Service is an online application, Comensure may occasionally need to notify all Users of important announcements regarding the operation of the Hosted Service. Customer agrees that Comensure may include statements, and may use the other party's name and logos, in its website, commercial advertisements and promotional materials for the sole purpose of indicating that Customer utilizes the Hosted Service. 6. Charges and Payment of Fees Customer will pay all fees and charges associated with the Hosted Service in accordance with the terms contained in each Service Order Form. Customer is responsible for paying for all User licenses specified in E a Service Order Form, whether or not such User licenses are actively used. However, Customer may a 'comensure Solicitation 19-7648 Packet Pg. 3445 16.F.3.f c L d reassign a non -active license to another User without an additional fee, Customer's designated License Administrator may add Additional User Licenses for new Users (that do not replace a non -active license) ("Additional User License") by entering into a Service Order Form. Additional User Licenses will be subject I to the following: (i) Additional User Licenses will be effective for the remainder of the then current Term; o (ii) Fees and charges for Additional User Licenses, as well as the payment terms, will be designated z on the Service Order Form a v_ All pricing terms and other proprietary information related to Comensure's finances and operations are confidential and Customer agrees not to disclose any pricing and terms or other proprietary information to any third party. Confidentiality of information contained in this agreement is subject to the requirements of the Florida Public Record Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, Chapter 289, Fla. Stat Comensure's fees are exclusive of all taxes, levies, or duties, and Customer will either pay directly or reimburse Comensure for all such taxes, levies or duties, excluding taxes based on Comensure's net income, or gross receipts, or for any franchise or excise taxes owed by Comensure. Customer as a political subdivision of the State of Florida, is exempt from the payment of Florida sales tax to its Contractors under Chapter 212, Florida Statutes, Certificate of Exemption #85-8015966531C-1. Customer agrees to provide Comensure with complete and accurate billing and contact information. This information includes Customer's legal company name, street address, e-mail, and name and telephone number of an authorized billing contact and License Administrator(s). Customer agrees to notify Comensure regarding any necessary updates of this information within thirty (30) days of any change to it. All charges will be billed in U.S. dollars unless otherwise specified in writing by the parties. If Customer believe Customer's bill is incorrect, Customer must contact Comensure in writing within sixty (60) days of the invoice date of the invoice containing the amount in question to be eligible to receive an adjustment or credit. Billing shall be in accordance with Chapter 218, Fla. Stats, otherwise known as the Local Government Prompt Payment Act. 7. Data Storage Comensure allows for 10 GB disk storage space per user account. If Customer requires additional storage space above 10 GB, a Service Order Form can be presented for the applicable amount of additional storage the Customer requires. S. Term The term of this Agreement commences on the Effective Date and will continue for an initial term as specified in Agreement # 19-7648. As a normal course of business, Customer and Comensure will agree on renewal terms before current term expires through executing a renewal Service Order Form. 9. Non -Payment and Suspension Payment of fees under Agreement #19-7648 are due in accordance with the payment terms in the associated Service Order Form(s), related Comensure invoice(s) and Chapter 218, Fla. Stats. Comensure o� will give Customer notice of any delinquent payment. Delinquent invoices are subject to interest of 1% per month on any outstanding balance, or the maximum permitted by law, whichever is less, plus expenses of collection. In addition to its other rights, Comensure reserves the right to suspend or terminate this Agreement and Customer's access to the Hosted Service if any undisputed payment is not a Solicitation 19-7648 r mensure Packet Pg. 3446 lz 16.F.3.f c L d received by Comensure as required by Chapter 218, Fla. Stat., after notice to Customer of such non- _ payment. If Customer or Comensure initiates termination of this Agreement, Customer will be obligated 00 to pay balances due on Customer's account computed in accordance with the Charges and Payment of Fees section above. ~ Comensure reserves the right to impose a reconnection fee reflecting its costs, not to exceed $5,000, if Customer's access to the Hosted Service is suspended for nonpayment and Customer thereafter request access to the Hosted Service. 10. Termination for Cause Any breach of Customer's payment obligations or unauthorized use of the Hosted Service will be deemed a material breach of this Agreement. Comensure, in its sole discretion, may terminate this Agreement, Customer's account, or Customer's use of the Hosted Service if Customer commits a material breach of this Agreement or otherwise fail to comply with this Agreement, and such breach has not been cured within thirty (30) days (or fifteen (15) days where the breach relates to Comensure's Intellectual Property Rights) after notice to Customer of such breach. If a material breach of this Agreement by Comensure remains uncured thirty (30) days after notice thereof by you, Customer will have the right to terminate the Agreement by notice thereof to Comensure and will receive a pro-rata refund for payment previously received by Comensure corresponding to any period after the effective date of such termination. 11. Representations & Warranties Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Comensure represents and warrants that (a) it will provide the Hosted Service in a manner consistent with the Support Services Policy and the Service Level Agreement (see www.comensure.com/tos) and other terms of this Agreement; (b) the Hosted Service will perform substantially in accordance with the Documentation under normal use and circumstances and reproducible material failure of the Software to function in accordance with its Documentation ("Error"); (c) it will use leading commercial encryption technology designed to encrypt Customer Data transmitted through the Hosted Service; and (d) it will operate in conformance with its operating, security and privacy policies, and will act promptly to address any nonconformance therewith identified by Comensure or any other party. Comensure reserves the right to change hosting providers in its discretion, provided that any successor hosting provider conforms to Comensure's facility, security and audit requirements. Comensure also reserves the right to amend or modify in the future the Support Services Policy or Service Level Agreement with advance notice to Customer. Customer represents and warrants that Customer has not falsely identified Customer's self or provided any false information to gain access to the Hosted Service and that Customer's billing information is correct. 13. Indemnification Solicitation 19-7648 r c a� E a �comensure Packet Pg. 3447 16.F.3.f c L d Customer will indemnify, defend and hold Comensure, its licensors and each such party's parents, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any o0 and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: ~ (i) a claim by a third party alleging that use of the Customer Data infringes the Intellectual Z Property Rights of a third party; (ii) a claim, which if true, would constitute a violation by Customer of Customer's representations LL and warranties; or (iii) a claim arising from the breach by Customer or Customer's Users of this Agreement, provided in any such case that Comensure (a) promptly gives Customer written notice of the claim; (b) gives Customer sole control of the defense and settlement of the claim (provided that Customer may not settle or defend any claim unless Customer unconditionally release Comensure of all liability and such settlement does not affect Comensure's business); and (c) provides to Customer all available information and assistance. Customers foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Florida Statutes §768.28, nor shall the same be construed to constitute agreement to indemnify Comensure for Comensures negligent acts or omissions. Comensure will indemnify, defend and hold Customer and Customer's parents, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim by a third party alleging that the Hosted Service directly infringes a copyright, a U.S. patent issued as of the Effective Date, or a trademark of a third party; (ii) a third -party claim, which if true, would constitute a violation by Comensure of its representations or warranties; or (iii) a third -party claim arising from breach of this Agreement by Comensure; provided that Customer (a) promptly give written notice of the claim to Comensure; (b) give Comensure sole control of the defense and settlement of the claim (provided that Comensure may not settle or defend any claim unless it unconditionally releases Customer of all liability to any third party); and (c) provide Comensure all available information and assistance. Comensure will have no indemnification obligation, and Customer will indemnify Comensure pursuant to this Agreement, for claims arising from any infringement arising from the use of the Hosted Service in combination with technology or process(s) not provided by Comensure where such claim or infringement would not have occurred in the absence of such combination. 14. Disclaimer EXCEPT AS EXPLICITLY PROVIDED HEREIN, COMENSURE AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE HOSTED SERVICE WILL BE TIMELY, UNINTERRUPTED OR ERROR -FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; (B) THE HOSTED SERVICE WILL MEET CUSTOMER REQUIREMENTS OR EXPECTATIONS, OR (C) THE HOSTED SERVICE Solicitation 19-7648 VCL-ensure Packet Pg. 3448 16.F.3.f c L d OR THE SERVER(S) THAT MAKE THE HOSTED SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL OTHER CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER 00 EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED TO THE ti MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 15. Internet Delays USE OF THE HOSTED SERVICE MAYBE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET WHICH ARE BEYOND COMENSURE'S CONTROL. COMENSURE IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS OUTSIDE OF COMENSURE'S FIREWALL. 16. Limitation of Liability EXCEPT FOR CLAIMS ARISING UNDER A PARTY'S OBLIGATION OF CONFIDENTIALITY OR INDEMNIFICATION, NEITHER PARTY'S AGGREGATE LIABILITY WILL EXCEED THE AMOUNT DUE FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM, AND NEITHER PARTY NOR THEIR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING FROM CUSTOMER'S USE OF THE HOSTED SERVICE, INCLUDING BUT NOT LIMITED TO THE INABILITY TO USE THE HOSTED SERVICE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE SOUGHT HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 17. Choice of Law, Local Laws and Export Controls This Agreement will be governed by Florida law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Hosted Service will be subject to the exclusive jurisdiction of the state and federal courts located in Collier County, Florida. The Hosted Service may be subject to export laws and regulations of the U.S. and other jurisdictions. Each party represents that it is not named on any U.S. government denied -party list. Customer will not permit Users to access or use the Hosted Service in a U.S.-embargoed country or in violation of any U.S. export law or regulation. Customer represents that it has not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any Comensure employees or agents in connection with this Agreement. Comensure makes no representation that the Hosted Service is appropriate or available for use in other locations. Notwithstanding the foregoing, Comensure warrants that the use of the Hosted Service does not require that Customer or Comensure export any software or technology to remote User locations. All encryption technologies used to protect communication by remote Users is provided within the PC's operating system infrastructure, including the browser. Customer is solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. 18. Notice Comensure may give notice regarding operational aspects of the Hosted Service by means of a general notice on the Hosted Service, electronic mail to Customer's e-mail address on record with Comensure, or Solicitation 19-764E Comensure Packet Pg. 3449 16.F.3.f c L d both. Any other notice by one party to the other hereunder will be by written communication sent by first c class mail or reputable overnight delivery service and such notice will be deemed to have been given upon 00 receipt (if sent by overnight delivery service), five (5) business days after mailing (if sent by first class mail) co or 12 hours after sending (if sent by e-mail). Notice to Comensure will be addressed to: Comensure, 515 'r a) Post Oak Blvd, Suite 910, Houston, TX 77027, attention: CEO. Notice to Customer will be addressed to Customer's address on record in Comensure's account information. Z 19. Assignment; Change in Control This Agreement may not be assigned by either party without the prior written consent of the other party, which will not be unreasonably withheld, but may be assigned without the other party's consent to (i) a parent or subsidiary; (ii) an acquirer of assets or equity or (iii) a successor by merger. Any purported assignment in violation of this section will be void. Any actual or proposed change in control of Customer that results or would result in a direct competitor of Comensure directly or indirectly owning or controlling 50% or more of Customer will entitle Comensure to terminate this Agreement for cause immediately upon written notice. 20. General Force Majeure. "Force Majeure Event" means any act or event that (a) prevents a party (the "Nonperforming Party") from performing its obligations or satisfying a condition to the other party's (the "Performing Party") obligations under this Agreement, (b) is beyond the reasonable control of and not the fault of the Nonperforming Party, and (c) the Nonperforming Party has not, through commercially reasonable efforts, been able to avoid or overcome. "Force Majeure Event" does not include economic hardship, changes in market conditions, and insufficiency of funds. If a Force Majeure Event occurs, the Nonperforming Party is excused from the performance thereby prevented and from satisfying any conditions precedent to the other party's performance that cannot be satisfied, in each case to the extent limited or prevented by the Force Majeure Event. When the Nonperforming Party is able to resume its performance or satisfy the conditions precedent to the other party's obligations, the Nonperforming Party shall immediately resume performance under this Agreement. The relief offered by this paragraph is the exclusive remedy available to the Performing Party with respect to a Force Majeure Event. No text or information set forth on any purchase order, preprinted form or document (other than an executed Service Order Form, if applicable) will add to or vary the terms and conditions of this Agreement. If any provision of these terms and conditions is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) will be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between Customer and Comensure as a result of this Agreement. The failure of Comensure to enforce any right or provision in this Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by Comensure in writing. This Agreement comprises the entire agreement between Customer and Comensure and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein. The following sections will survive the termination or expiration of the Agreement: 4, 6, 13 — 16 and 20. Limitation of Remedies. a� Correction of Errors as defined in the Support Services Policy and the service level credits as set forth in E the Service Level Agreement are Customer's sole remedies for any Errors in the Hosted Software or any a Solicitation 19-764E comensure Packet Pg. 3450 ,fCAr! i_ ^ 16.F.3.f c L d failure by Comensure or its Licensors to meet the Uptime commitment set forth herein. _ w co Comensure terms of Service Support Services Policy Comensure provides application support 24 hours a day, seven days a week via help desk tickets and on- line training for its customers. Support cases are opened using Comensure's on-line support portal, which is actively monitored by qualified Comensure support personnel. Additional information exchange related to an open support case may be conducted via email, telephone, and web meeting communication; as appropriate to the case. Customer shall provide such access, information, and support as Comensure may reasonably require in the process of resolving any Error. Support Procedures: All support requests are categorized in accordance with the definitions set forth below. Comensure is not obligated to correct any Errors or provide any other support to the extent such Errors or need for support were created in whole or in part by: (i) the acts, omissions, negligence or willful misconduct of Customer, including any unauthorized modifications of the Hosted Service or its operating environment; (ii) anyfailure or defect of Customer's or a third party's equipment, software, facilities, third party applications, or internet connectivity (or other causes outside of Comensure's firewall, but not excluding failures or defects of Comensure's connectivity or hosting vendors); (iii) Customer's use of the Hosted Service other than in accordance with the Documentation; or (iv) a Force Majeure Event. Any support requests not categorized as set forth below will be addressed in the ordinary course of business by Comensure, and any applicable modifications or corrections of the Service will be delivered in the next release of the Service subsequent to implementation of the correction(s). Support Definitions: Priority 1: • Definition: Production environment for the Service is unavailable, resulting in full disruption of use of the Service, or critical functionalities in the Service are unavailable or not working • Initial response to Customer: within sixty (60) minutes • Comensure Response: Comensure will provide immediate and continuing efforts to correct the problem. • Case update target: every eight (8) hours from time of submission Priority 2: ti • Definition: Specific non -critical function(s) of the Service are impeded due to failure of portions(s) o, of the Service r • Initial response by Comensure: within four (4) hours • Comensure Response: Comensure shall use its best efforts to provide a temporary fix or E workaround for the problem within five (S) calendar days after Comensure's receipt of Customer's a 'comensure Solicitation 19-764E Packet Pg. 3451 16.F.3.f c L d support request. _ • Case update target: within twenty-four (24) hours after Comensure's receipt of Customer's o0 support request ti Priority 3: • Definition: Specific function(s) of the Service are not performing in accordance with Z Documentation, but the usability of the Service is not significantly impacted • Initial response by Comensure: within eight (8) hours LL • Comensure Response: Resolution within a time frame five (5) business days after Comensure's .. receipt of Customer's support request. Ri • Case update target: mutually agreed upon timeframe o 0. Support Case Escalation: All support cases with a Priority Level of 1 or 2 will be escalated if a solution or o plan of resolution cannot be achieved within the times described above: L L Priority 1 Problem Escalation. Hours 0 to 4: Comensure's technical support, production management and engineering personnel are notified and actively working the event. Hour 5: Comensure's Director(s) of IS are notified and involved in the problem resolution. Hour 8: Comensure's executive management team, including the CEO, is notified and involved in the problem resolution. Priority 2 Problem Escalation. Comensure will work to resolve the problem and will attempt to provide a solution within five (5) calendar days after problem identification. If problem identification has not occurred within the timeline outlined the response expectation table, the problem will be considered Priority 1 and the escalation procedures as outlined in Priority 1 are followed. Service Level Agreement ("SLA") Comensure's Hosted Service will be available 99% of the time, excluding scheduled or emergency maintenance. Hosted Service downtime exists when Customer is unable to transmit and receive data with the Hosted Service, but does not include the effects of any Internet, Customer network or other connectivity issues not within the control of Comensure, and is measured from the time the trouble ticket is opened by the Customer. Upon receiving a report of downtime from the Customer, Comensure may be subject to provide a credit to the Customer based on the terms provided in this SLA. Comensure's Hosted Service will be available 99% of the time ("Uptime") during any calendar month beginning the first full calendar month which the Hosted Services is in use by Customer, calculated on a monthly basis and subject to the exceptions below. The Hosted Service is considered unavailable for any period of time (measured in minutes) 00 ("Downtime") during which the Hosted Service is materially impaired such that Customer or its Users ti cannot access the Hosted Service on Comensure's or its Licensors servers. Downtime does not include d6 periods of time during which the Hosted Service is unavailable as a result of (a) Scheduled Maintenance, (b) the acts, omissions, negligence or willful misconduct of Customer, (c) any failure or defect of Customer's or a third party's equipment, software, facilities, third party applications, or internet connectivity (or other causes outside of Comensure's firewall), or (d) a Force Majeure Event. a Vomensure Solicitation 19-764E Packet Pg. 3452 (C k 16.F.3.f c L d i "Scheduled Maintenance" means any planned maintenance by Comensure that might cause the Hosted 00 Service to be unavailable to Customer or its Users. co Customer Data Management: 6 • Data backups are taken daily. Z • The restoration of any lost Customer data not caused by the Customer will be Comensure's responsibility. LL • Comensure may assess Customer fees for restoring any data loss caused by the Customer. Solicitation 19-7648 rcomensure Packet Pg. 3453 A C)RD� CERTIFICATE OF LIABILITY INSURANCE 16.F.3.f DATE(M;QDIYYYYI 11 ,'I 1 /2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSUREII AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME; Sandy VillegaS Insurance Solutions of Texas AC FA No Ext : (281) 565-2222 (Arc, No): 281-565-3333 ADDRESS: service a instx,com 14140 Southwest Frcewa}' INSURER(S) AFFORDING COVERAGE NAIC it Suite 150 INSURERA: Federal Insurance Company 20281 Sugarland TX 77478 INSURED INSURER B : Texas Mutual Insurance Co 524210 Axia Partners LP INSURER C ; Comensure LLC formerly known as Ignite Software Holding, LLC INSURER D 515 Post Oak Blvd, Ste 9I0 INSURER E Houston TX 77027 INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MMIDD MMlDD1YYYY) LIMITS A COMMERCIAL GENERAL LIABILITY CLAIMS -MADE F—KI OCCUR 35913942 06/0 1/202 0 06!0112021 EACH OCCURRENCE $ 1 ,400,( PREMISES Ea occuRence) $ I,000,I MED EXP (Any one parson} $ 10'1 PERSONAL &ADV INJURY $ 1,00W GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ❑ PRO- ❑ SECT LQC OTHER: GENERAL AGGREGATE S 2.000,( PRODUCTS - COMPiOP AGG S 2,000,( $ AIX AUTOMOBILE LIABILITY ANY AUTO SCHEDULED AUTOS RUTOSONLY AUTOS MP.EU NON-OWNE4 AUTOS ONLY AUTOS ONLY 207355-67-27 05,01.'2020 05/01/2021 Ea accident $ 1,000 BODILY INJURY (Per person) $ BODILY INJURY(Peraccident) $ (Per accident $ $ A x UMBRELLA LIAR EXCESS LIARk)�c OCCUR 98G-97-13 06,01/2020 06/01i2021 EACH OCCURRENCE S 5.000 5.000,(CLAIMS-MADE DED RETENTIONS $ S ORKERS COMPENSATION ND EMPLOYERS' LIABILITY YIN NY PROPRIETORIPARTNERIEXECUTIVE FFICERWEMBER EXCLUDEW Mandatory in NH) If yyes, describe under DESCRIPTION OF OPERATIONS below NJA 0001265534 02127-2020 02/27.2021 y /C STATUTE ER EL. EACH ACCIDENT . S I,000,1 E.L. DISEASE - EA EMPLOYEE $ I,000,1 E.L. DISEASE - POLICY LIMIT $ 1,D00,( A Errors & Omissions (including Cyber Liability) 35913942 06101r2020 06/01;2021 Aggregate Each Cirri I,000,( I,000,( DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLE$ (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Contract for t0 19-7648 Internal Control Software - Collier County Board ofCounry Commissioners, OR, Board of County Commissioners in Collier County, OR Collier County Government, OR Collier County is an additional insured with respect to General Liability on a primary and non-contributory basis if and to the extend required by written contract. Collier County Board of Commissioners 3295 Tamiami Trail East Naples FL 34112 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserve d C t� O C d OI 7 tN C E O U 00 m C O E t t� Ca Q ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Packet Pg. 3454 • nensure Collier County Solicitation 19-7648 Internal Control Software December 2, 2019 C;o)fieev County Solicitation 19-7648 1 comensure Contents 1. Cover Letter / Management Summary.......................................................................................... 3 2. Certified Minority Business Enterprise.......................................................................................... 4 3. Business Plan................................................................................................................................. 5 4. Cost of Services to The County...................................................................................................... 6 5. Experience and Capacity of The Firm............................................................................................ 7 6. Specialized Expertise of the Team Members................................................................................. 9 7. Local Vendor Preference............................................................................................................. 10 8. Software Functionality................................................................................................................ 11 9. Required Form Submittals........................................................................................................... 30 Appendix I - Master Subscription Agreement and Service Level Agreement ...................................... 31 AppendixII —TACS.............................................................................................................................. 43 AppendixIII — References.................................................................................................................... 44 Solicitation 19-7648 2 comensure 1. Cover Letter / Management Summary Comensure, LLC ("Comensure") appreciates the opportunity to provide a proposal to Collier County Government for the Solicitation 19-7648 Internal Control Software Request for Proposal ("RFP") to continue providing the Internal Controls Software solution, Comensure. In 2013, ARIA Partners ("AXIA") created Comensure (previously Ignite) based on their combined experience of over 100 years of 'hands on' controls, compliance and audit experience at companies such as Deloitte, Andersen, E&Y, PWC, Harris County TX, United Airlines, Ohr Pharmaceutical, Transocean, CenterPoint Energy, Baker Hughes, and Shell Trading. With their collective experience, Comensure was built to remove the inefficiencies that plague compliance processes while introducing, quality, repeatability, and transparency. In 2016, Comensure was awarded the project to work with the Internal Controls Division to implement and support the Internal Controls Solution. We appreciate the opportunity to provide a proposal to continue the relationship and provide the solution over the next 3 years. Comensure provides a real-time, cloud -based and collaborative platform for managing and measuring governance, risk and compliance {GRQ activities, improving productivity, accountability and business insight. By combining our consultative approach with the Comensure's innovative solutions, we can continue to deliver a complete, fully automated internal controls framework for Collier County Government that is scalable for the future. The authorized contacts for this proposal are as follows: • Nick Bednorz, CEO o 713-589-5052 office o 713-725-0701 cell o nbednorz@comensure.com Jessica Getz, VP Product Development o 713-589-3797 office o 713-705-0646 cell o jgetz@comensure.com Based on the submittal of this proposal, Comensure certifies the firm accepts any awards as a result of this RFP and the underlying philosophy of the firm in providing the services stated herein. We appreciative your interest in Comensure, and we firmly believe that our core values and the functionality of Comensure align with Collier County's motto of exceeding expectations, every day. Jessica Getz, VP Product Development Date Solicitation 19-7648 3 Comensure 2. Certified Minority Business Enterprise N/A - Comensure is not a certified minority business enterprise. Solicitation 19-7648 4 comensure 3. Business Plan Comensure has been the software utilized by Collier County's Internal Controls Division since awarded in 2016. As such, there is no requirement to perform data conversion or implementation from a previous software vendor to our software. This allows for considerable savings for Collier County. Comensure has been setup to support Collier County's Internal Controls Division in utilizing the Committee of Sponsoring Organizations ("COSO") Internal Control Integrated - Framework (also referred to as Green Book) methodology. The Internal Controls Division has successfully implemented continuous monitoring against this framework through the use of Comensure. Our approach is to continue to support the over 31 divisions and close to 1,300 controls already operating within the software. We are also setup to continue to bring on more divisions and controls to assist Collier County to monitor and report against the COSO framework and any other framework including anti -fraud. Solicitation 19-7648 5 rcomensure 4. Cost of Services to The County Implementation Cost — N/A: Comensure is currently the Internal Controls Software utilized by Collier County's Internal Controls Division. There is no requirement to perform data conversion or implementation from a previous software vendor to our software. This allows for considerable savings for Collier County. Licensine Fee — Collier County Comensure License Fee Structure Annual Fee for Price Per Users # Users User* ........ ......... Standard Pricing $ 112,500 ........ ......... ..._ ...................... 500 $ 225 Client Relationship Discount $ (22,500) 500 $ (45) Total Annual Licensing Fee $ 90,000 500 $180 * Price per user reflects the average price from the initial awarded proposal. Notes: • Comensure is offering a 20% discount on the price per user from the initial awarded proposal (16-6648) from $225/user to $180/user. • Comensure agrees to lock in the annual rate of $90,000 for 500 users for the duration of the agreement (price per user $180 annually). • No implementation or consulting fees are required for Comensure. Solicitation 19-7648 6 Comensure 5. Experience and Capacity of The Firm In 2013, AXIA Partners utilized their years of diverse experience to build their own software solution, Comensure. Comensure and AXIA partner together to provide our clients with both a consultative and software solution approach. AXIA Compliance consultants are users of Comensure with the majority of the consultants being super users. The team listed in Section 6 (Specialized Expertise of Team Members) will be the ones continuing to support the Internal Controls Division and user community. We have worked successfully over the last 3 years to train, implement and support Collier County. Comensure's parent company, AXIA Partners, was founded in 2004. In 2013, AXIA created Comensure based on their combined experience of over 100 years of 'hands on' controls, compliance and audit experience at companies such as Deloitte, Andersen, E&Y, PWC, Harris County TX, United Airlines, Ohr Pharmaceutical, Transocean, CenterPoint Energy, Baker Hughes, and Shell Trading. With their collective experience, Comensure was built to remove the inefficiencies that plague compliance processes while introducing, quality, repeatability, and transparency. In 2016, Comensure was awarded the project to work with the Internal Controls Division to implement and support the Internal Controls Solution. Below is the financial health of Comensure's parent company, AXIA Partners: ARIA Partners. LP Actual Actual INCOME STATEMENT OctYTD 2019 Year 2018 Total Revenue TotaICOG S 6.574.000 3.910.000 5.701.000 3.187.000 Gross Profit 2.664.000 2.514.000 Producer Compensation Gen & Admin Expense PartnerComp 202.000 916.000 1.051.000 194.000 841.000 982.000 Net Income EN 000 497,000 October 2019 Dec 2018 ASSETS Cash Accounts Receivable Other Current Assets 124.000 1.346.000 0 161.000 683.000 0 Tota I C u rre nt As s ets Total Long Term Assets 1.470.000 0 844.000 0 TOTAL ASSETS 1,470,000 1 844,000 LIABILITIES & EQUITY FIT Liability Line cdCredit-Trustmark Other Current Liabilities 590.000 205.000 270.000 80.000 Total Current Liabilities Stock Compensation Liability 795.000 350.000 Total Long Term Liabilities 0 0 Total Liabilities 795.000 350.000 TOTAL EQUITY 675.000 494.000 TOTAL LIABILITIES & EQUITY 1,470,000 84-4,000 Solicitation 19-7648 7 Comensure For the completed TACs form, please see Appendix II - TACS For the completed Reference forms, please see Appendix III - References Solicitation 19-7648 8 fc"nsure 6. Specialized Expertise of the Team Members Our team approach to continue to support Collier Count Internal Controls Division and their user community based on the existing team. The following is the team along with their profiles: Nick Bednorz - Mr. Bednorz Co-founded AXIA Partners in 2004 and provides the vision, driving force and strategic leadership behind the creation and development of Comensure. He has over 35 years of accounting, internal audit, and ERM professional experience. Former Chief Risk, Regulatory and Compliance Officer and Director of Internal Audit of Shell Global Trading in London and Chief Accounting Officer of Shell U.S. Trading. Jessica Getz - Ms. Getz has over 20 years of experience focused in IT Risk, Compliance, and Internal Audit. Leads AXIA's IT Compliance practice, including SOX IT methodology, accompanying templates and management reporting tools. She was part of the initial architecture and development of Comensure and continues to support the software as the VP of Product Development. Brandy Bednorz — Ms. Bednorz is Comensure's Support Analyst. She has extensive knowledge of Comensure functionality and works directly with the developers to enhance and resolve any issues identified. She also assists with all implementation, training and support for Comensure. Jessica Getz and Brandy Bednorz will be Collier's main contacts for any additional training or software support. The team has been working together for over 3 years. This team, along with collaboration from all AXIA Partner compliance team, is set up to continually support and enhance the functionality of Comensure. Collier County users will only be working directly with the Comensure team (i.e. no sub -vendor) to support the software. Solicitation 19-7648 9 fc"nsure 7. Local Vendor Preference Comensure headquarters is located in Houston, TX; therefore, we are not considered a Local Business. Solicitation 19-7648 10 rc"ensure 8. Software Functionality Comensure Overview Comensure is a comprehensive, independent, cloud -based internal controls platform that automates and simplifies organizational governance, risk, and compliance (GRC) using an intuitive, secure platform that eliminates reliance on spreadsheets. Comensure consolidates all aspects of an internal control framework into a simplified, scalable reporting format that allows for real-time collaboration across an entire organization using the Committee of Sponsoring Organizations ("COSO") framework. In 2013, seeing no effective internal control software solution on the market, AXIA, combined their years of diverse experience to build their own software solution. Because Comensure was designed by actual accountants and auditors, Comensure's architecture is concentrated on the essential elements of internal controls - reporting, structure and controls, testing, findings, workflow, and security. This allows Comensure to support horizontal and vertical collaboration across the organizational units for improved performance of internal controls and reduced compliance costs to achieve an integrated internal control structure. Most existing GRC technology solutions are merely cloud -based systems for sharing of files. These systems do not offer any real solutions beyond eliminating the need to email spreadsheets and other files across organizations. Comensure goes well beyond cloud- sharing; it has actual risk control functionality built into its program. Additionally, Comensure allows for secure, controls - based collaboration and transparency across various departments and activity centers, thereby creating a real-time, accurate working environment with accountability. The core elements of Comensure allows all organization users as well as management and executives to visualize, assess, and test the entire spectrum of their organizational risks and internal controls environment. THE CORE ELEMENTS OF COMENSURE ■ Risk and Control Structure — Control structure rationalization and standardization ■ Control Testing (self and independent testing) — Virtual testing templates linkedto performance findings and audit history ■ Actions — Simplified view allowing control performer to execute and evidence within the software ■ Performance Findings —Taxonomy of deficiencies, recommendations and remediation plans ■ Reporting — Practical, useful reporting of findings for transparency ■ Workflow Models — Customizable, interconnected templates specific to client processes Solicitation 19-7648 11 fc"nsure Collier RFP Scope of Work Scope of Work Description Comensure Response System Configuration Comensure is a secure cloud -based solution that is scalable and customizable to fit Collier County — Internal Controls Division. The feedback provided over the last 3 years has been very positive with the user-friendly experience of the software. For the mapping, customization capabilities, user management, and adding anti -fraud framework, please see details within "Comensure Functionality" section below as well as Appendix I — MSA and SLA. System Functionality Comensure is a user-friendly cloud -based software solution that allows for mapping to multiple frameworks (COSO/GAO, anti -fraud, etc.). The Internal Controls Division has successfully rolled out training and implementation for 31 divisions with over 1,300 controls and almost 4,000 actions that are either completed or in process. Comensure is set to continue to support additional divisions being setup and executed within the software. For reporting, mapping, security, findings, unique transaction numbering, ability to customize actions to allow for unique instructions for users, workflow, storing of documents and comments, audit trail/history, automated email notifications, import/export functionality and examples of screens, please see "Comensure Functionality" section below. System Performance Comensure is a cloud based internal controls software to allow users to access it real time. Performance is a focus for the support team. For more information on uptime, see Appendix I — MSA and SLA. Reporting Capabilities Comensure allows for reporting with export capabilities for further analysis, charts with drill -down capabilities and embedded pivot table functionality to create unique views. For more details, see "Comensure Functionality" section below. Backup and Archive Comensure backups on a daily basis. For more information on the process, see Appendix I — MSA and SLA. Level of Service Comensure has a defined Service Level Agreement which Solicitation 19-7648 12� Comensure covers support response and timeframe guidelines, please see Appendix I — MSA and SLA for more details. Audit Trail Capability Comensure captures the user and date/time stamp for changes made to controls, actions and findings. For examples, please see "Comensure Functionality" section below. System Integration Comensure is currently the Internal Controls Software utilized by Collier County's Internal Controls Division. There is no requirement to perform data conversion or implementation from a previous software vendor to our software. This allows for considerable savings for Collier County. Solicitation 19-7648 13 Comensure Comensure Functionality Risk and Control Structure Critical to compliance processes is identifying risks and the controlling activities that address those risks. Comensure provides a powerful documentation engine that replaces Excel -based risk and control matrices. Thus, Comensure not only helps an organization with initial documentation but it eases the challenge of keeping it up to date. Control structure rationalization and standardization have been important tasks as organizations seek to streamline their processes. But when an organization uses the spreadsheet -based approach to documentation, it can be a challenge to ensure that all affected documents are updated and that all entities are aware of the changes. Comensure allows managers to easily create, compare and contrast control structures across departments, organizational units or geographic regions, quickly enabling control rationalization, standardization and sharing of best practices. Comensure's Control Structure Subscriptioning'' ("CSS") within the application's documentation engine allows an organization to make a single change within the control structure and have it automatically propagated to all affected entities. Further, the security around any change to the control structure is guaranteed through a combination of System Security and Workflow. Controls Uplorer I, , -1, --'I ► .4 Fyy(y' � 00 F�lr#ryC j � tl T'en.ry -0 Taos 0 ?0 w7-rrw T 1 . Derr '.- _ - a Controlk I-xplarei J&'A,:% ': Ais ;"-.d 4jjF, t 0 f iP..Foa rDw—r.e Frlft K i 19 f'i i G Solicitation 19-7648 14 VcZmensure Controls Explorer j Master Structure 0 0.1 Entity Level Controls 1.0 - -dal r;nanciai Reporting -cial statements Accounting Policies Reflect Most Recent Guidance A A�' g '� ® F 9 leIPo FR06 Reporting/ GAAP Checklist Key / IP A report,ng/GAAP checklist is prepared by the Manager, SEC Reporting & Risk Management during the rp^aration of the published financial statements The CFO reviews the completed checklist_ Principle(s) RA- FR-003 Accurate and Complete Financial Statements COSO elements, fraud element, control frequency and other components are mapped within Comensure. These elements can be reported on and audit programs can be established using these fields/filters. Control Activity - 01.CE.01 - Master — ❑ x n ID 01.CE.01 Name Control Environment Cc Operating State _ Effective _ Ineffective Owning Subprocess 01.CE - Control Environment Comp... Design State ❑ Effective ❑ Ineffective L0 System User Fraud Control? ❑ Yes ❑ No Owner ❑ Non System User Preparer - Simplified UI v Prevent Control? ❑ Yes ❑ No Frequency Annually EDR? ❑ Yes ❑ No Significance Key Sys Dependency ❑ Auto ❑ Manual Control Strength Please Select . MRC? ❑ Yes ❑ No F/S Assertions COSO Elements COBIT Objectives IT Layer ❑ Completeness ❑ Control Activity ❑ Manage IT Frmwk_ ❑ Manage Suppliers ❑ Manage Data ❑ Application ❑ Exist_ & Occur_ ❑ Monitoring ❑ Solution Id & Bld_ ❑ Manage Security ❑ Manage Phys Env_ ❑ Database ❑ Rights & Obl's. ❑ Info. & Comm's_ ❑ Manage Change ❑ Manage Config. ❑ Manage Ops ❑ Op System ❑ Val. & Alloc_ ❑ Risk Assess_ ❑ Mng Chg Accept ❑ Manage Incid. ❑ Network ❑ Present_ & Disclos_ ❑ Control Enviro� " Manage Svc Agmt ❑ Manage Prabs COSO Certification of Control Environment Component Solicitation 19-7648 15 VC1_1Lensure Comensure allows for process, sub -process, risk, control objective and control element narratives/ explanations. Within the narratives, all unique identifiers or unique transaction numbering (i.e. control numbers, risk numbers, etc.) can be hyper -linked which will allow for hovering to see the details or clicking the number to allow for an editable screen. Process - 1.0 Financial ID LO I Name F"- Owner :}:Tee' __e. MNon System Ucer -= L—Ocin Type; pleace �eiccL System: ®o General Ledger and Month-erd Lime Prior to Bate month and quarter end, fie CFO, Accounting DireCSpr and AVAP Manager determine the aporvpiiate scredule tr period end close and communoate pre schaduleto acceunitng naffill'RO1T1. The general close prate:: begin; with routine morph -end and quarter -end a4witing piumal entne: The Accounting Direpdr maintain; ill list to emura prior to Bosh month and quann end the CtmenC are only calculated and recorded quarterly Thee include DDSA le timate recorded on no arm_._ Diretler aad a AP Meiugo dot—, ,pod Leawnold sodas.- to proven, ARD hability and accretion and vacation aetnea€c loumal ikr app.opnme srhedWe lo. prnod end dosrrnd en[nr are p eparetl by aCC6uni tor of the 161AP Manager or prepared by the Accounting Oyecwr arid reviewed and iwC [he schedule to accoumisg -JrH. approved by me CFO fIG_�_I]=1] a meiplr(,} ra-ato ages can pottloumal entne; [a iris generar ledger. Only the Accounting Direc[ar and the i161AP Manager can mace man CA-PIZ Any chart al attaunt change., are arbmated on an ALcwrrt/Crange form and approved by ore CFO E[GL0411 Only the Accourl Director and 1131AP Manager can open and cldx penddd rn Ube general ledger UGL03p. Tne system w19 oat arrow enure; lv de ported to closer periods [[FP21E Tne Accounting Irwor matrVaim a Final Close checklist to document the completion and appirovai of general ledger monthly and quarterly dosing, hnanoal reportrFg and SEC reporting procedures The procedures Include account analyse —, m—clmbon„ roll lwwards, quarterly caiod.lic r, tn[ormation and record updates, and financial statement renews. and checking [[FRQj Once all entri am completed, t-ease Operating :talements are run by the Accounting Director and entered into Excel. The full leax operating Statement, w,th pncing and cost per unK mTomiamn are ¢wed born Evicel These :t: = are reviewed by the Accounting Director and the CFO r for nurm r-of anavic All umreral Kertr are re —nbr rf anrr of adnhmnenl are nose: -a ry Thw am n ,- - -': rn 1rHM flirwtnr and rwnexr 1 by the CFO In addition to narratives, Comensure also allows for flow charting processes and controls. Hyper - linked controls and risks can be identified within the flow charts as well. Edit Diagram — n x ID 020 Name Information Technology Export to PDF , Solicitation 19-7648 16 VC1-ILensure Comensure is designed so that an organization can add unlimited locations and subscribe, copy or create a unique control structure at that location. o—aaan st— tu— * All Locations O ocatlon Informaticr - =1C 9F;- Sdn,r QCollier County O Policies Finding, Testing Results Attachments HMO,, Q Public Utilities O Q Solid and Hazardous Waste O Name PU D,SIN Aamin Parent Solid and Hazardous,.. Owner Category M Process Owning PUD.SW.Capital Type �► PUD.SW.Education and Compliance PUD.SW.Enterprise & Cityworks PUD.SW.Envircnmental Compliance PUD.SW.Operations , PUD.SW.Waste Reduction PUD.SW.COSO PUD.SW.Agency Q Distribution O ® Delete 11� Q Water O r Q Utilities Finance O D Q In Ground Services O v r Q Engineering and Project Management _,,.n:bi Control Structure -'U-).SW.Admin PUDS.Ac: Acrr-tration PUD.5.Fi Financial Management IIJ-.9 Cos Operations A. � .Z1 o g V ia: 0 Test plans, scripts and attributes are setup within each control definition. This allows the organization to efficiently create and maintain an evergreen set of control test templates. -ml Ammty - FRM ' IT4 {nGjr{ i i}.A7 ShSKki: rupa eC a-W rf%^n+N 7J'�'f p�r .� GAM v�s44 G#AP t0 CW%M" wed A Chula"[r*awalrtorek-CM+caq' of CFO W*d ce br CFO �m+e •• 0 Papdran:wrcrQI.ATIMMP3=FI2crWFt1 pap a's:,a -- 5y ptrq'.Wynd..wd2me 3 sty xer me p+e ocF=m crc AZB;�rI F'{ Actions Prior to performing any audits/assessments for an organization, the control performance must be properly completed. Comensure provides a complete look from control performance, utilizing Solicitation 19-7648 17 rcomensure Actions, to final reporting. Actions represent the control execution by the business user. Actions allows for organizations to train the business user on how to execute the control, monitor control performance as well as process improvements identified. Comensure has established a different view ("Simplified" or "Tile" view) for non-compliance users to have a simplified view of their responsibilities. Based on the setup of the controls, the business user will receive an automated email to notify and remind the user of their action/task. Initial Notification notifications@mmensure.com Fj Reply 4) Reply All Forward El O To • Jessica Getz Tue 11/19(201912:55 PM rcomensure Please log into Come nsure to complete the PEC request https//demo. cc measure. cc m. When the user clicks on the link, they will be directed to log in and view their actions/tasks. Jess Getz . I Collier County I Collier County I nelo (ensure Certify r ,. PSID. Perform Certification Spreadsheet lernplate Other Actions rindirgsO CONTROL What: Confirm reconciliation for revenue is valid, accurate, properly supported, and recorded in the appropriate general ledger account. Why Ensure reliability of e reporting and safeguarding of assets— ACTION INSTRUCTIONS eruy record.d revenue iota the appropriate SAP GL accounts from the previous month by uploading the Budget to Actual Report (Fare Box Revenue 344300, Advertising Taxable and Advertising Non Tax 344306). Upload the associated Fa Isiiiscs m tionthly vadan report and Farelogis Trane—die Report. Replace final quarterly review with full fist y r sum ry valuate y d'screpa is and document a,in allon, if necessary. No records to display. Getz, Jessica Please enter a comment (required for offochmeots) RESPONSE • I have examined the completed task for the Period End noted above... • Reviewed the comments and supporting documentation and determined that they properly support the task completion and... • Reviewed the County policy andcontrol objective and instructions and have determined that the task completion is in compliance with company standards. f • Checked that an date of control objective and instructions is appropriate for an changes to y up 1 ppropria y c gas clarify internal control task completion steps... • And that I am in agreement that tasks reviewed for the period end noted above are in compliance with established protocols and standards and that any deficiencies or changes noted have been appropriately addressed and updated. � • r Control Testing Solicitation 19-7648 18 VZ�Mensure Control testing represents the most time intensive aspect of your compliance program. Thus, by definition, it provides the greatest opportunity to gain efficiencies through a robust and well - designed software application. Comensure's Control Testing module not only completely replaces spreadsheet -based testing, but also provides a powerful environment whereby all testing occurs completely within the bounds of the software. But the power of the testing module doesn't end with simply performing the control tests. Findings can be created and automatically linked to the underlying control that has not passed testing. Furthermore, for purposes of audit history, you can always see the status of every test that has been performed on a given control. The historical traceability includes self -assessment testing, walk through testing and independent testing. Comensure enables the administrative user responsible for creating a testing phase to identify exactly which controls to test. Its ingenious test engine allows the user to be incredibly specific in selecting the controls to test and then specifying various other attributes such as sample sizes, assignment to testing teams and test dates. Comensure users have the ability to add notes under the Work Log and upload documentsto allow any reviewer/reader the ability to determine the effectiveness of the control and evidence. Control Tests Control Tests Testing Campaign: 2015 2 - Initial Testing A 2 Control Information-ELCO4 � Control ID ELC04 v Name SLC Checklist Location Corporate Design Effective Date ol/Cl/2014 Operating Date Objective Management has the appropnate attitude relative to the information systems processing and accounting functions, and ^ is concerned about the reliability of financial reporting and the safeguarding of ats., V Description The CFOd SEC Reana portng Mger utilize an SEC checklist to ensure that they are aware of all new accounting ^ standards aannd SEC regulation updates. Principles}_ CE-P2 y RA-P5 Cnks ELCo4 Findings D Control Testing - ELC04 A Test Number 7- Population Size I Set Status Not Started - I Conclusionfs) ELC04 SEC Checklist FROb Reporting/ GAAP Checklist Work Its of Testrng hCreateFirJ �� _ Solicitation 19-7648 19 VZ�Mensure Performance Findings Findings represent the heart and soul of your control environment. Findings are the key to mitigating risks that could threaten your organization. The application tracks findings from the identifications through the final remediation process. Comensure's Findings Explorer summarizes and categorizes your areas of deficiencies, gaps, recommendations and remediation plans. It is also easily 'sortable' and configurable so that you can best focus on the areas of most concern and, just as importantly, create clear accountability and action plans for those responsible for 'clearing' the items. `llllllll� Related Olbjec-.� Identified OE% -c� -.+ Alai History T-0_-',I, ---ad r F-,- Weight -.. Location Corpca& J Type --- Haw Found ab,-,a.ior Mode systems Status Finding geono -s ei=- L""g ® Probability = Owner Remediation _... U--- MNon System User CFO Owner EKp. Close g3/30/2016 ® Actual Close ®a 1,pact 0 00 Phase 201li"_-InNa1 Testing i Sub Phase 1%,ILCC INT Testing i Description Through the review process, it was identified that management has not documented the IT Policies Q pecommendatinn Cf management should estabfsh and document the IT Policies for the organization. ® Action Plan Management will document and approved Tr Policies_ Remediation Efforts Gem Jessica 03/ IMILfi 3 aut of 5 pofioes were completed Gall Jessica 05/18/Alfi completed now 4 & 5 policies. last one to be complete on 5/31/16 % Final ResolutionQ Mitigating Controls No records to display_ 5��- . Solicitation 19-7648 20 fcomensure Comensure users have the ability to add findings or process improvements either in the Simplified or Advanced View. This allows the users to monitor and update their findings as items are remediated and closed. CERTIFY Solicitation 19-7648 21 VC,—ILensure Reporting Visibility and transparency as to the high-level status of each phase of the compliance process is arguably the most frustrating aspect of your internal control framework. If your compliance system is comprised of literally thousands of spreadsheets scattered amongst various locations, then 'measuring' the current status of your control documentation, testing or findings is incredibly time consuming and immediately out of date. Comensure's focus is on real-time visibility and transparency. Rather than requiring an extensive number of hours to create reports by sorting through innumerable, potentially outdated spreadsheets, each user can create reports on -the -fly based on where they are within the software and up-to-the-minute data. These reports are downloadable to Microsoft Excel and Adobe Acrobat for further formatting, analysis or reporting. '' Selection Criteria Select Criteria Please Select MI Crdena Name RM Is Private? ❑ Is Default U. SE � Criteria © De ete Criteria Action Type Please Select Action Name Please Select Processes Flease Select_. Locations Respondent Status All Created From L To Due From To C Existing ❑ Future ® To Aooly Fiher Action Ex art To Excel Go Drag a column header here to group by that column In Revie - Certify Certify PSID40100 PSD_DAS_._ Operations Richard, 07/01/2019 10/04/2019 No Hutton, D9l2T;4J13 ❑ Brianna Garren Comensure's "Charts" page tells a story just by looking at it. In addition to reading that story, the user can become part of the story by clicking on the Charts and instantly navigating to / fixing areas of concern. Charts are available for Controls (Design State and Operating State), Control Testing (Test Status and Test Conclusion), Findings (Finding by Weight and Finding by Probability), and Actions (Action by Action Status and by Action Location). The user has the ability to filter and save chart criteria for each chart. Solicitation 19-7648 22 VC1_1Lensure Findings Selo Cntena Criteria Name Is Pmate? L Is Default? L ®5—f_riteria®Delete Cntena Weight Type Made Status Processes Sub Processes Locations Probability Owner A ❑ *All Locations Class Phase A 119 Collier County Sub Phase Anion Name 0 ❑ 9 Adminiw,,tire Services Finding For ❑ Action El Testing EDR? / ❑ 9 Corporate MRC? ❑ Yes ❑ No Responsible / 1:19Growth Management >A-1, Filter Segnegete / ❑ 0 Public Services Closed / E1 0 Public Utilities Finding Weight Finding Probability �k Finding Weight - High — o x Software Dajani Demo Test Deficiency _ • ,a; Draft " 3' Action I Download As F... • I Go Almost Certain 108/16/2019 Comensure's "Control Structure Analysis" and "Action Structure Analysis" reporting provides the user with chart -style data that can be easily manipulated to perform comparison/analysis utilizing real-time data. The "Action Structure Analysis" also allows for drill down capabilities to get to the underlying details. Action Chart Analysis Pivot Table Options _ Export To PDF Exhort To Excel Action Type O Control l0 O Pro[ess Respondent O Creaked Q Due O OutrOme Period Location rAun1 snows e 0 Action Name a ❑� Umpkle In Pragrea In Review Not Stoned R jaded CErtM-lion WF2 158 10 Certificatiun WF3 33 1 2 Certify 28571 1 156 56 8 Certifys 583 48 10 3631 1 205 78 8 Solicitation 19-7648 23 VZ�Mensure Comensure's Framework Explorer provides real-time reporting against multiple frameworks/regulations which includes filtering capabilities. Currently, the controls and actions are mapped to COSO within Comensure with the capabilities to add anti -fraud framework or any additional frameworks needed. Organizations can quickly identify areas to improve, status of actions, how they compare against the framework, etc. The actions and controls can be mapped to multiple frameworks to remove the need for siloed applications. t_ _ _ _ - _i`SD Int—i, t—F -_,n�e .c=-f - �-..n l.or� Q I CE Control Environment O 0 RA Risk Assessment O 0 CA Control Activities O IC Information and Communication • A P13 Use Quality Information • A36 Identification of Information Renulrements B • A37 Relevant Data from Reliable Sources B • A38 Data Processed into Ouality Information B • P14 Communicate Internally e • Pis Communicate Externally B • MA Monitoring Activities B Workflow Workflow in Comensure is one prong of a five -pronged approach to Change Control. Each of Comensure's core objects — Risk and Control Structure, Control Testing, Actions, Locations and Findings — are covered by Workflow engine. Additionally, any given object can have multiple Workflow Templates that cover a variety of modifications. Collier County Internal Controls Division has setup all the required workflows with the ability to customize or add new ones as needed. For example, a modification to a Control Description may require the approval of a Controller. A modification to the Testing Script — on that same Control — may require the approval of an Internal Audit Director. While the modification may exist within the same object, Comensure will select the correct template based on the type of change. Each workflow path is comprised of Tasks and each Task can have one or more owners. But the flexibility doesn't stop there. The owner of a task can be a Role, Job Title, Named User and/or Object Owner. When a Workflow Template is triggered by a change to an object, Comensure will resolve each Task Owner to actual system users. Comensure allows for an infinite number of Tasks per Worklflow Template, each with its own unique set of permissions. Solicitation 19-7648 24 fc"nsure '8 Action Workflow Template - Action WFI - Action Workflow 1 — a x m Definition A I — ID Action WF1 Name rAction Workflow 1 Active? IN Yes G No Description Action Workflow 1100L., Element Default? [-.Yes MNo Type jAction ® Save Definition M Criteria Ii° Workflow Tasks � Rejection E Only to original submitter C To any prior task performer Standard Rejection Duration Allow Rejector to alter Duration [ Yes NNo Allow Rejector to draft Message MYes [ No Allow Rejectee to modify/delete their Worklog Items E Yes ENo Allow Rejectee to see Worklog entries from WF Task Performers M Yes [ No ® Save (2) Cancel 1 Submit Submit Yes 2 Review Review Reviewer - Simplified UI No ® 00 3 Approve Review Approver - Simplified UI Nc ®Q 0 4 OIC Approve OIC No 101, Q { Template Assignment When a user has received a Task, they are notified via external email. They can also see — and act upon —the Task within My Workspace. Comensure includes functionality for Notification/Reminders emails. This allows for automated "push" notifications when deadlines are approaching or past along with new audits/tests that the user are assigned. Security and Scalability As any risk professional understands, the complexities of financial reporting, internal controls are constantly evolving. Thus, scalability is one of the key components of the functionality of Comensure. Additional workflow templates can be uploaded and implemented seamlessly within existing processes. Comensure was designed with the operational resilience and functional sustainability to be your internal control solution for life. As a cloud -based compliance solution provider, we at Comensure take security very seriously. It provides water -tight internal security. Likewise, given that Comensure maintains a lot of content and processes a variety of transaction types, the need for a robust security model is evident. Solicitation 19-7648 25 f—CILensure Comensure allows an administrative user to model virtually any combination of access rights (Create, Read, Update & Delete) across the core objects and organization data. The model then goes even deeper by allowing permissions to be set based on the properties of those objects. Security settings are almost infinitely configurable at a very detailed level and ensure a proper segregation of duties. Collier County Internal Controls Division has setup all the roles and users to ensure access is limited to only required actions and/or controls. Comensure is scalable to continue to support new divisions and user access as needed. Example Security setup screen for a Read Only user. The ability to setup administrator, edit and read only is easily established. Roles are established for Advanced and Simplified Views as shown below. Role Maintenance :�etumtoLseis&Pales Name Advanced Read Only Description Read only for the advanced UI Active? 0 Yes No Type E Advanced [ ,Simplified ® Save A Role is comprised of one or more Sub Roles. Create as many Sub Roles as necessary to build the Role. Advanced UIRO Advanced UIRO X Edit Sub Role Name Advanced UI RO Description Advanced LJI RO 0 Cancel ® Save ❑ 0 �ilspo-`6`p-tr`-Ilrcl-s' ❑ ❑ ❑ L 'E ► Risk ❑ 0 ❑ ❑ ► Objective ❑ 0 ❑ ❑ ► Control . ❑ r--i Q 11111111 ❑ F —1 ❑ 1-1 Role Maintenance Name Uescnption Type [I Advanced M Simplified Return to Users & Roles Active' MY, F No ® Save Restrict to Owned items Can Update Controls ❑yes ON. Findings ❑Yes Ill Ill ❑No A,tians ❑yes ON. Collaborative Environment Comensure's internal controls user interface was designed to be intuitive, thereby allowing for ease of implementation and training. Because Comensure centralizes data collection, collaboration can occur across an organization with confidence. Findings and reporting can be tracked from initiation through close. No longer does management have to worry about the veracity and timeliness of reporting. Solicitation 19-7648 26 f—CILensure Audit Trail/History Comensure allows for real-time change control and robust virtual testing. Comensure also records the History of the changes by area. Users can review changes through the application by user and date/time. Action History Example NAME PERIOD ASSIGNED DUE STATUS Certify 6/28/2D18 7/25/2018 Complete 1 1 Control History Example History a ar.Daiar Jc ,--s Owner Stark, Michael ll Sahar, Dajani Jones 07/07/201710-5110 AM Preparer - Simplified UI 03/31/201715:51-07 PM Ease of Implementation Because Comensure was designed with the knowledge that Excel spreadsheets are the "system of record" for most companies, we designed and custom-built the interfaces to upload the information in your existing spreadsheets directly into the Comensure database. Once the Risk and Controls Matrix is integrated in the pre -defined upload template, the controls can be uploaded (imported) in Comensure in a matter of minutes. In addition, Actions and Framework mapping are also upload features within Comensure. Solicitation 19-7648 27 Comensure For the upload process, Comensure has the ability to allow for customers to set their own unique transaction numbering. The automated approach gives the flexibility to continue adding controls as the organizations scales without requiring them to maintain the control ID numbering. In addition to allowing customers to upload details for controls and action details, users also have the ability export details as needed. Contra Auto -slumbering Options L Enable Control Auto Numbering Number of alpha characters in prefix _ Separator _ Number of digits in suffix _ . . Enforce adherence to this format Show Controls not adhering to format . . Fill sequence gaps L Recycle deleted Control IDs Allow non -Ad min override of nominated ID 0 Save (2) Cancel Interface Capability As a software organization, we strive to provide a solution that works for all platforms. With our functionality to download and upload data, Comensure users have the ability to determine the data or reports that should be uploaded/downloaded with a single click. Action and Testing can be exported along with the evidence and user entries for any external audit requirements. Calendar Comensure allows for maintaining a customized calendar to set their calendar requirements. Maintain Caendar Fiscal Year First day of year Last day of year Subdivisions used Months Quarters Halves IN Save 0 Cancel Solicitation 19-7648 28 VZ�Mensure Data Backup Cycles The backup and restoration plan in the event of an emergency is covered in the Comensure Master Subscription Agreement, see Appendix I — MSA and SLA. Solicitation 19-7648 29 Vcomensure 9. Required Form Submittals • Form 2: Vendor Check List • Form 3: Conflict of Interest Affidavit • Form 4: Vendor Declaration Statement • Form 5: Immigration Affidavit Certification • Form 6: Vendor Substitute W-9 • Insurance and Bonding Requirements • TACS • References 30 rcomensure Solicitation 19 7648 Appendix I - Master Subscription Agreement and Service Level Agreement 31 rcomensure Solicitation 19 7648 Comensure Master Subscription Agreement Definitions "Affiliate" means any entity which directly or indirectly controls, is controlled by, or is under common control with you during the Term of this Agreement, for as long as such relationship remains in effect. "Agreement" means these terms and conditions, any Service Order Forms signed by the parties and materials incorporated by reference herein. "Comensure" means Comensure, LLC, a Texas corporation, having its principal place of business at 515 Post Oak Blvd., Suite 910, Houston, TX 77027. "Comensure Technology" means all Comensure proprietary patent -pending technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) which Comensure makes available to you in providing the Hosted Service. "Confidential Information" means any and all tangible and intangible information (whether written or otherwise recorded or oral) of a party that: (i) derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy; or (ii) the disclosing party designates as confidential or, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential. Confidential Information includes, without limitation: (A) nonpublic information relating to a party's technology, customers, business plans, promotional and marketing activities, finances and other business affairs; (B) third -party information that Company is obligated to keep confidential; (C) the material terms and conditions of this Agreement; and (D) any nonpublic information relating to any activities conducted hereunder. Notwithstanding the foregoing, the term "Confidential Information" does not include any information that is either: (i) readily discernible from publicly available products or literature; or (ii) approved for disclosure by prior written permission of an executive officer of the disclosing party. "Content" means the audio and visual information, documents, software, products and services contained or made available to you in the course of using the Hosted Service. "Customer Data" means any data, information or material provided or submitted by you to the Hosted Service. "Documentation" means the standard user instruction materials describing the use and operation of the Hosted Service. "Hosted Service" means Comensure's Governance, Risk and Compliance platform and related services that Comensure provides to Customers and is designated on one or more Service Order Forms to be provided to Customer by Comensure. "Initial Term" means the initial period during which you are obligated to pay for the Hosted Service as set out in the Service Order Form and during which a specified number of Users are licensed to use the Hosted Service pursuant to the Service Order Form. Initial Term and Renewal Term (as defined herein) may collectively be referred to as the "Term." "Intellectual Property Rights" means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and trade secret rights, and all other intellectual property rights, derivatives thereof and all renewals thereto as well as other forms of protection of a similar nature anywhere in the world. "License Administrator(s)" means those User(s) you designate who are authorized to purchase licenses by executing Service Order Form and to create User accounts and otherwise administer your use of the Solicitation 19 7648 32 Comensure Hosted Service. "Service Order Form" means a document signed by authorized representatives of both parties and itemizing number of User licenses and other services purchased by Customer thereunder. "User(s)" means your employees, representatives, consultants, contractors or agents authorized to use the Hosted Service and have been supplied user identifications and passwords by you (or by Comensure at your request). "You", "Your" or "Customer" means the company entering into this Agreement with Comensure. 1. License Grant & Restrictions. During the Term of the Agreement, Comensure shall provide to Customer the hosting, management, and operation of the Hosted Services for remote electronic access and use by Customer and its Users for Customer's internal and external business purposes. Comensure hereby grants Customer a non-exclusive, non -transferable, worldwide right to access and use the Hosted Service, solely for Customer's own internal business purposes, subject to the terms of this Agreement. All rights not expressly granted to Customer are reserved by Comensure or its licensors. Customer, under this license and grant, agrees to and is subject to the following restrictions: (i) Customer will not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Hosted Service; (ii) Customer will not modify or make derivative works based upon the Hosted Service; or (iii) Customer will not reverse engineer or access the Hosted Service in order to: (a) build a competitive product or service; (b) build a product using similar ideas, features, functions or graphics of the Hosted Service; or (c) copy any ideas, features, functions or graphics of the Hosted Service. User licenses cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users replacing former Users who no longer use the Hosted Service. Customer will not: (i) send or store infringing, obscene, threatening, libelous or otherwise unlawful or tortious material to the Hosted Service; (ii) send or store material containing viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs to or from the Hosted Service; (iii) interfere with or disrupt the integrity or performance of the Hosted Service or the data contained in it; (iv) attempt to gain unauthorized access to the Hosted Service or its systems or networks; or 33 rc(;Mensure Solicitation 19 7648 (v) use the Hosted Service in violation of applicable law. The Hosted Service and Documentation are the property, confidential information and trade secrets of Comensure and may not be used or disclosed except as provided herein. Customer Affiliates may use the Hosted Service to the same extent Customer may use the Hosted Service, and may access the same without additional charge to Customer(subject to the limitations set forth in this Agreement); provided however, that Customer will be responsible for the compliance of all such Affiliates with the terms and conditions of this Agreement, as if such Affiliates were parties hereto. All rights granted to an Affiliate hereunder will automatically cease upon that Affiliate ceasing to be Customer's Affiliate. The restrictive terms of this Section 1 shall survive termination of the Agreement regardless of cause. 2. Customer's and Comensure's Responsibilities; Confidential Information Customer will abide by all applicable laws, treaties and regulations in connection with Customer's use of the Hosted Service. Customer is solely responsible for maintaining the security of all user names and passwords granted to it or its Users, for the security of its information systems used to access the Hosted Service. If any of Customer's License Administrator's cease to be employed or engaged by Customer, Customer shall immediately notify Comensure. Comensure has the right at any time to terminate access to any user if Comensure reasonably believe that such termination is necessary to preserve the security, integrity, or accessibility of the Hosted Service or Comensure's or its licensor's network. Customer agrees not impersonate another user of the Hosted Service or provide false information to gain access to or use the Hosted Service. Customer agrees to: Confidential Information: Use of Confidential Information. Each party shall only use Confidential Information furnished to it hereunder in furtherance of the activities contemplated by this Agreement, and it shall not disclose the Confidential Information to any other persons without the disclosing party's express written authorization. iuired Disclosures. A receiving party may disclose Confidential Information of the disclosing party as required to comply with binding orders of governmental entities that have jurisdiction over it or as otherwise required by law, provided that the receiving party (i) gives the disclosing party reasonable written notice to allow it to seek a protective order or other appropriate remedy (except to the extent compliance with the foregoing would cause the receiving party to violate a court order or other legal requirement), (ii) discloses only such information as is required by the governmental entity or otherwise required by law, and (iii) and uses its best efforts to obtain confidential treatment for any Confidential Information so disclosed. Return of Information. If a disclosing party so requests at any time, the receiving party shall return promptly all copies, extracts, or other reproductions in whole or in part of the Confidential Information in its possession. Survival. The parties hereto covenant and agree that this Section 2 will survive the expiration, termination, or cancellation of this Agreement for a period of 3 years, except for Confidential 34 rcomensure Solicitation 19 7648 Information constituting a trade secret, with respect to which this Section will survive the expiration, termination, or cancellation of this Agreement for so long as such Confidential Information remains a trade secret. 3. Account Information, Data and Privacy Comensure does not own any Customer Data. Customer Data is Customer's proprietary and confidential information and will not be accessed, used or disclosed by Comensure except for the limited purpose of supporting Customer's use of the Hosted Service. Customer, not Comensure, has sole responsibility for the entry, deletion, correction, accuracy, quality, integrity, legality, reliability, appropriateness and intellectual property ownership or right to use the Customer Data. Comensure will not be responsible for any destruction, damage, loss or failure to store any Customer Data beyond its reasonable control or resulting from any failure in data transmission or operation of the Hosted Service by Customer. If this Agreement is terminated, Comensure will make available to Customer access to Customer's Data via current export functionality for thirty (30) days post termination if Customer so request in writing at the time of termination. Customer agrees and acknowledge Comensure has no right or obligation to retain Customer Data more than thirty (30) days after termination or expiration and will destroy Customer Data in its possession or control thirty (30) days after termination or expiration of this Agreement. 4. Intellectual Property Ownership Comensure alone (and its licensors, where applicable) own all right, title and interest, including all related Intellectual Property Rights, in and to the Comensure Technology, Content and the Hosted Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer or any other party relating to the Hosted Service. This Agreement is not a sale and does not convey any rights of ownership in the Hosted Service, the Comensure Technology, Content or Comensure's Intellectual Property Rights. The Comensure name and logo, and the product names associated with the Hosted Service are trademarks of Comensure, and no right or license is granted to use them. 5. Privacy Comensure's privacy policy is available at www.comensure.com. Comensure may modify this policy in its reasonable discretion from time to time with notice to you. As the Hosted Service is an online application, Comensure may occasionally need to notify all Users of important announcements regarding the operation of the Hosted Service. Customer agrees that Comensure may include statements, and may use the other party's name and logos, in its website, commercial advertisements and promotional materials for the sole purpose of indicating that Customer utilizes the Hosted Service. 6. Charges and Payment of Fees Customer will pay all fees and charges associated with the Hosted Service in accordance with the terms contained in each Service Order Form. Customer is responsible for paying for all User licenses specified in a Service Order Form, whether or not such User licenses are actively used. However, Customer may reassign a non -active license to another User without an additional fee. Customer's designated License Administrator may add Additional User Licenses for new Users (that do not replace a non -active license) ("Additional User License") by entering into a Service Order Form. Additional User Licenses will be subject to the following: 35 rc(;Mensure Solicitation 19 7648 (i) Additional User Licenses will be effective for the remainder of the then current Term; (ii) Fees and charges for Additional User Licenses, as well as the payment terms, will be designated on the Service Order Form All pricing terms and other proprietary information related to Comensure's finances and operations are confidential and Customer agrees not to disclose any pricing and terms or other proprietary information to any third party. Comensure's fees are exclusive of all taxes, levies, or duties, and Customer will either pay directly or reimburse Comensure for all such taxes, levies or duties, excluding taxes based on Comensure's net income, or gross receipts, or for any franchise or excise taxes owed by Comensure. Customer agrees to provide Comensure with complete and accurate billing and contact information. This information includes Customer's legal company name, street address, e-mail, and name and telephone number of an authorized billing contact and License Administrator(s). Customer agrees to notify Comensure regarding any necessary updates of this information within thirty (30) days of any change to it. All charges will be billed in U.S. dollars unless otherwise specified in writing by the parties. If Customer believe Customer's bill is incorrect, Customer must contact Comensure in writing within sixty (60) days of the invoice date of the invoice containing the amount in question to be eligible to receive an adjustment or credit. 7. Data Storage Comensure allows for 10 GB disk storage space per user account. If Customer requires additional storage space above 10 GB, a Service Order Form can be presented forthe applicable amount of additional storage the Customer requires. 8. Term The term of this Agreement commences on the Effective Date and will continue for an initial term as specified on the original Service Order Form. Thereafter, this Agreement will automatically renew for an unlimited number of additional [one (1)] year terms unless either party notifies the other party of its intention not to renew at least [thirty (30) days] in advance of the expiration of the then current term, or the parties may agree to renew the term for more than one (1) year. As a normal course of business, Customer and Comensure will agree on renewal terms before current term expires through executing a renewal Service Order Form. 9. Non -Payment and Suspension Payment of fees under this Agreement are due in accordance with the payment terms in the associated Service Order Form(s) and related Comensure invoice(s). Comensure will give Customer notice of any delinquent payment. Delinquent invoices are subject to interest of 1% per month on any outstanding balance, or the maximum permitted by law, whichever is less, plus expenses of collection. In addition to its other rights, Comensure reserves the right to suspend or terminate this Agreement and Customer's access to the Hosted Service if any delinquent payment is not received by Comensure within fifteen (15) days after notice to Customer of such delinquency. If Customer or Comensure initiates termination of this Agreement, Customer will be obligated to pay balances due on Customer's account computed in accordance with the Charges and Payment of Fees section above. Comensure reserves the right to impose a reconnection fee reflecting its costs, not to exceed $5,000, if Customer's access to the Hosted Service is suspended for nonpayment and Customer thereafter request 36 Comensure Solicitation 19 7648 access to the Hosted Service. 10. Termination for Cause Any breach of Customer's payment obligations or unauthorized use of the Hosted Service will be deemed a material breach of this Agreement. Comensure, in its sole discretion, may terminate this Agreement, Customer's account, or Customer's use of the Hosted Service if Customer commits a material breach of this Agreement or otherwise fail to comply with this Agreement, and such breach has not been cured within thirty (30) days (or fifteen (15) days where the breach relates to Comensure's Intellectual Property Rights) after notice to Customer of such breach. If a material breach of this Agreement by Comensure remains uncured thirty (30) days after notice thereof by you, Customer will have the right to terminate the Agreement by notice thereof to Comensure and will receive a pro-rata refund for payment previously received by Comensure corresponding to any period after the effective date of such termination. 11. Representations & Warranties Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Comensure represents and warrants that (a) it will provide the Hosted Service in a manner consistent with the Support Services Policy and the Service Level Agreement (see www.comensure.com/tos) and other terms of this Agreement; (b) the Hosted Service will perform substantially in accordance with the Documentation under normal use and circumstances and reproducible material failure of the Software to function in accordance with its Documentation ("Error"); (c) it will use leading commercial encryption technology designed to encrypt Customer Data transmitted through the Hosted Service; and (d) it will operate in conformance with its operating, security and privacy policies, and will act promptly to address any nonconformance therewith identified by Comensure or any other party. Comensure reserves the right to change hosting providers in its discretion, provided that any successor hosting provider conforms to Comensure's facility, security and audit requirements. Comensure also reserves the right to amend or modify in the future the Support Services Policy or Service Level Agreement. Customer represents and warrants that Customer has not falsely identified Customer's self or provided any false information to gain access to the Hosted Service and that Customer's billing information is correct. 13. Indemnification Customer will indemnify, defend and hold Comensure, its licensors and each such party's parents, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim by a third party alleging that use of the Customer Data infringes the Intellectual Property Rights of a third party; Solicitation 19 7648 37 Comensure (ii) a claim, which if true, would constitute a violation by Customer of Customer's representations and warranties; or (iii) a claim arising from the breach by Customer or Customer's Users of this Agreement, provided in any such case that Comensure (a) promptly gives Customer written notice of the claim; (b) gives Customer sole control of the defense and settlement of the claim (provided that Customer may not settle or defend any claim unless Customer unconditionally release Comensure of all liability and such settlement does not affect Comensure's business); and (c) provides to Customer all available information and assistance. Comensure will indemnify, defend and hold Customer and Customer's parents, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim by a third party alleging that the Hosted Service directly infringes a copyright, a U.S. patent issued as of the Effective Date, or a trademark of a third party; (ii) a third -party claim, which if true, would constitute a violation by Comensure of its representations or warranties; or (iii) a third -party claim arising from breach of this Agreement by Comensure; provided that Customer (a) promptly give written notice of the claim to Comensure; (b) give Comensure sole control of the defense and settlement of the claim (provided that Comensure may not settle or defend any claim unless it unconditionally releases Customer of all liability to any third party); and (c) provide Comensure all available information and assistance. Comensure will have no indemnification obligation, and Customer will indemnify Comensure pursuant to this Agreement, for claims arising from any infringement arising from the use of the Hosted Service in combination with technology or process(s) not provided by Comensure where such claim or infringement would not have occurred in the absence of such combination. 14. Disclaimer EXCEPT AS EXPLICITLY PROVIDED HEREIN, COMENSURE AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE HOSTED SERVICE WILL BE TIMELY, UNINTERRUPTED OR ERROR -FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; (B) THE HOSTED SERVICE WILL MEET CUSTOMER REQUIREMENTS OR EXPECTATIONS, OR (C) THE HOSTED SERVICE OR THE SERVER(S) THAT MAKE THE HOSTED SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL OTHER CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 15. Internet Delays USE OF THE HOSTED SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET WHICH ARE BEYOND COMENSURE'S CONTROL. COMENSURE IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH 38 Comensure Solicitation 19 7648 PROBLEMS OUTSIDE OF COMENSURE'S FIREWALL. 16. Limitation of Liability EXCEPT FOR CLAIMSARISING UNDERA PARTY'S OBLIGATION OF CONFIDENTIALITY OR INDEMNIFICATION, NEITHER PARTY'S AGGREGATE LIABILITY WILL EXCEED THE AMOUNT DUE FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM, AND NEITHER PARTY NOR THEIR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING FROM CUSTOMER'S USE OF THE HOSTED SERVICE, INCLUDING BUT NOT LIMITED TO THE INABILITY TO USE THE HOSTED SERVICE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE SOUGHT HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 17. Choice of Law, Local Laws and Export Controls This Agreement will be governed by Texas law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Hosted Service will be subject to the exclusive jurisdiction of the state and federal courts located in Houston, Texas. The Hosted Service may be subject to export laws and regulations of the U.S. and other jurisdictions. Each party represents that it is not named on any U.S. government denied -party list. Customer will not permit Users to access or use the Hosted Service in a U.S.-embargoed country or in violation of any U.S. export law or regulation. Customer represents that it has not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any Comensure employees or agents in connection with this Agreement. Comensure makes no representation that the Hosted Service is appropriate or available for use in other locations. Notwithstanding the foregoing, Comensure warrants that the use of the Hosted Service does not require that Customer or Comensure export any software or technology to remote User locations. All encryption technologies used to protect communication by remote Users is provided within the PC's operating system infrastructure, including the browser. Customer is solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. 18. Notice Comensure may give notice regarding operational aspects of the Hosted Service by means of a general notice on the Hosted Service, electronic mail to Customer's e-mail address on record with Comensure, or both. Any other notice by one party to the other hereunder will be by written communication sent by first class mail or reputable overnight delivery service and such notice will be deemed to have been given upon receipt (if sent by overnight delivery service), five (5) business days after mailing (if sent by first class mail) or 12 hours after sending (if sent by e-mail). Notice to Comensure will be addressed to: Comensure, 515 Post Oak Blvd, Suite 910, Houston, TX 77027, attention: CEO. Notice to Customer will be addressed to Customer's address on record in Comensure's account information. 19. Assignment; Change in Control This Agreement may not be assigned by either party without the prior written consent of the other party, which will not be unreasonably withheld, but may be assigned without the other party's consent to (i) a 39 Comensure Solicitation 19 7648 parent or subsidiary; (ii) an acquirer of assets or equity or (iii) a successor by merger. Any purported assignment in violation of this section will be void. Any actual or proposed change in control of Customer that results or would result in a direct competitor of Comensure directly or indirectly owning or controlling 50% or more of Customer will entitle Comensure to terminate this Agreement for cause immediately upon written notice. 20. General Force Maieure. "Force Majeure Event" means any act or event that (a) prevents a party (the "Nonperforming Party") from performing its obligations or satisfying a condition to the other party's (the "Performing Party") obligations underthis Agreement, (b) is beyond the reasonable control of and not the fault of the Nonperforming Party, and (c) the Nonperforming Party has not, through commercially reasonable efforts, been able to avoid or overcome. "Force Majeure Event" does not include economic hardship, changes in market conditions, and insufficiency of funds. If a Force Majeure Event occurs, the Nonperforming Party is excused from the performance thereby prevented and from satisfying any conditions precedent to the other party's performance that cannot be satisfied, in each case to the extent limited or prevented by the Force Majeure Event. When the Nonperforming Party is able to resume its performance or satisfy the conditions precedent to the other party's obligations, the Nonperforming Party shall immediately resume performance under this Agreement. The relief offered by this paragraph is the exclusive remedy available to the Performing Party with respect to a Force Majeure Event. No text or information set forth on any purchase order, preprinted form or document (other than an executed Service Order Form, if applicable) will add to or vary the terms and conditions of this Agreement. If any provision of these terms and conditions is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) will be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between Customer and Comensure as a result of this Agreement. The failure of Comensure to enforce any right or provision in this Agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by Comensure in writing. This Agreement comprises the entire agreement between Customer and Comensure and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein. The following sections will survive the termination or expiration of the Agreement: 4, 6, 13 — 16 and 20. Limitation of Remedies. Correction of Errors as defined in the Support Services Policy and the service level credits as set forth in the Service Level Agreement are Customer's sole remedies for any Errors in the Hosted Software or any failure by Comensure or its Licensors to meet the Uptime commitment set forth herein. Comensure terms of Service Support Services Policy Comensure provides application support 24 hours a day, seven days a week via help desk tickets and on- line training for its customers. Support cases are opened using Comensure's on-line support portal, which is actively monitored by qualified Comensure support personnel. 40 rc(;Mensure Solicitation 19 7648 Additional information exchange related to an open support case may be conducted via email, telephone, and web meeting communication, as appropriate to the case. Customer shall provide such access, information, and support as Comensure may reasonably require in the process of resolving any Error. Support Procedures: All support requests are categorized in accordance with the definitions set forth below. Comensure is not obligated to correct any Errors or provide any other support to the extent such Errors or need for support were created in whole or in part by: (i) the acts, omissions, negligence or willful misconduct of Customer, including any unauthorized modifications of the Hosted Service or its operating environment; (ii) any failure or defect of Customer's or a third party's equipment, software, facilities, third party applications, or internet connectivity (or other causes outside of Comensure's firewall, but not excluding failures or defects of Comensure's connectivity or hosting vendors); (iii) Customer's use of the Hosted Service other than in accordance with the Documentation; or (iv) a Force Majeure Event. Any support requests not categorized as set forth below will be addressed in the ordinary course of business by Comensure, and any applicable modifications or corrections of the Service will be delivered in the next release of the Service subsequent to implementation of the correction(s). Support Definitions: Priority 1: • Definition: Production environment for the Service is unavailable, resulting in full disruption of use of the Service, or critical functionalities in the Service are unavailable or not working • Initial response to Customer: within sixty (60) minutes • Comensure Response: Comensure will provide immediate and continuing efforts to correct the problem. • Case update target: every eight (8) hours from time of submission Priority 2: • Definition: Specific non -critical function(s) of the Service are impeded due to failure of portions(s) of the Service • Initial response by Comensure: within four (4) hours • Comensure Response: Comensure shall use its best efforts to provide a temporary fix or workaround for the problem within five (5) calendar days after Comensure's receipt of Customer's support request. • Case update target: within twenty-four (24) hours after Comensure's receipt of Customer's support request Priority 3: • Definition: Specific function(s) of the Service are not performing in accordance with Documentation, but the usability of the Service is not significantly impacted • Initial response by Comensure: within eight (8) hours • Comensure Response: Resolution within a time frame five (5) business days after Comensure's receipt of Customer's support request. 41 rcomensure Solicitation 19 7648 Case update target: mutually agreed upon timeframe Support Case Escalation: All support cases with a Priority Level of 1 or 2 will be escalated if a solution or plan of resolution cannot be achieved within the times described above: Priority 1 Problem Escalation. Hours 0 to 4: Comensure's technical support, production management and engineering personnel are notified and actively working the event. Hour 5: Comensure's Director(s) of IS are notified and involved in the problem resolution. Hour 8: Comensure's executive management team, including the CEO, is notified and involved in the problem resolution. Priority 2 Problem Escalation. Comensure will work to resolve the problem and will attempt to provide a solution within five (5) calendar days after problem identification. If problem identification has not occurred within the timeline outlined the response expectation table, the problem will be considered Priority 1 and the escalation procedures as outlined in Priority 1 are followed. Service Level Agreement ("SLA") Comensure's Hosted Service will be available 99% of the time, excluding scheduled or emergency maintenance. Hosted Service downtime exists when Customer is unable to transmit and receive data with the Hosted Service, but does not include the effects of any Internet, Customer network or other connectivity issues not within the control of Comensure, and is measured from the time the trouble ticket is opened by the Customer. Upon receiving a report of downtime from the Customer, Comensure may be subject to provide a credit to the Customer based on the terms provided in this SLA. Comensure's Hosted Service will be available 99% of the time ("Uptime") during any calendar month beginning the first full calendar month which the Hosted Services is in use by Customer, calculated on a monthly basis and subject to the exceptions below. The Hosted Service is considered unavailable for any period of time (measured in minutes) ("Downtime") during which the Hosted Service is materially impaired such that Customer or its Users cannot access the Hosted Service on Comensure's or its Licensors servers. Downtime does not include periods of time during which the Hosted Service is unavailable as a result of (a) Scheduled Maintenance, (b) the acts, omissions, negligence or willful misconduct of Customer, (c) any failure or defect of Customer's or a third party's equipment, software, facilities, third party applications, or internet connectivity (or other causes outside of Comensure's firewall), or (d) a Force Majeure Event. "Scheduled Maintenance" means any planned maintenance by Comensure that might cause the Hosted Service to be unavailable to Customer or its Users. Customer Data Management: • Data backups are taken daily. • The restoration of any lost Customer data not caused by the Customer will be Comensure's responsibility. • Comensure may assess Customer fees for restoring any data loss caused by the Customer. 42 rc(;Mensure Solicitation 19 7648 Appendix I I — TACS 43 rcomensure Solicitation 19 7648 d w 0 a a H m E m C M d O O D W ❑ ❑ CC O O O N u u m m m ❑• �' a a 0 0 0 a a a ¢ 0 O n y�S yl m Gyp m �cy 3Yo p «y j 11 j N d rr -C •� � nti g� C �� G W Ca'a J [ 3 V :s p� pE W N $ 9 R a m �N o m m .❑r C 4 c c w cLi G �• m "c m �' w �_ am n a mn m wn w m a, y 2. H a€ Q C [m? Ooe A G Fp a +❑•' C p N C C r 3 Q s m c c C c m c G y G ❑ u ❑ d ❑_ A [! a i C N❑ a a � pp a a- w m d ' �5 1❑ c � v u m 2 ooc w o a o �� -• c°e m m m a w `o 0 y �° m E to: t c v m m C m a m E c 0 o U a a z V p U U U U O U U U a a a x a a `z a a x x 4 x x a z g1 ❑-' •D d' Iy �' !4 EY N d' O � K N (C e] K V � U N U H V d U `o n ? m - •a m M 2 . 5 S [] ❑ m �s$m Ica =�E� �mEm 3a ❑ U os d a N c ° m [] 3 r o o d } •� 8 N ? L c a L` � �� m O �= N WW S d N � n a=i� W a o�� n3a �H $� a� � � L] ']`ma� ma W �E 6m n 5m oaU N �_ O .6 �.-.r ow � L1 � � ❑ R fy9 L] � � .4❑�'c •� � m W 5 a � Q � � W h y [L] 4. d cy y [�]] (�� p .U- }tC�O ,.d, � � � � "' � x �_E c� �3 ES U W 3= %-a `m C d pp coE y •�m U .,�� O a _" o Yam " c a Wc E a m E i� 2' c c m£ o a dv�• o .00 = m u7 ¢ `8-:: wUa o �9 E V c a$ m �S m i+? W dam— n ... W u W aAW' 2a•-- y LL $ IL T T W N aEi WLi N m�..7 U in yc yy� v`fli []G ❑N L` M- E S] L m CYO W L m �yry �n C N N d W d 0 ,aQ 01 C tFO C— N C L� ._ ri d 7i 'T� d W LL Q L ry. a R f0 G, a ,C O Q L� C % la 0� 3 �❑ �i m U N W w G CCC C (p d m Q1 ^� Q n y 0. S C p❑❑ o C V �' ._ tEp N yy N C G` W a 9 a= E E E — n n '.` 7 d W i 3 L �C�pp c] G W o d W L N F d a N p 2j tp N [) AI c G `mom . N')• O_ C L ._ Fj 5 T . LQQL77... 3 W •Q. .a W L a • G co C= E, �, s W O W 0? C 3 d r G W a W E G N W -� N cO W C W E E d J N C .W. M d] .'�' _ } pE L L L U a y❑ a m C G mm E L m` U C '� =$ 3 L = q L C O C S ti d L Wiz_ p y mp E m r�$•a� N pO Q 3 E 'ym N E= a C a m c Wvm ❑ d O C m�3c G �` m L 33 [�� ryrr$m M N g r- i E S+ 03 `6� �= m y❑ w gym' W O p U ❑ O �CC❑m G 01 L En [7 f• Tara O fah oO po yy m a,cii C C 3❑ �mam E -O C vmj O= IA6 c pp 'aifi Wcl ❑ U n� W W 3 O °aC [ou �l ¢¢❑ C W AA a._ VCA =Q 9 V❑ m myV.? m m C '•' G -"❑- cW aZ' m C E iOm ❑ C 7+ C¢ 1 p �a N �4a63 NVi C W gS dy N � - mc dV m 2au nQ a0 .sLm. �m � < NLL a¢�M < GO a c m 0 = c c o n u a= n= Ta 0 rm ma a a n o a a a 12 in o o ¢ a a a ¢ ], U m ?' 0m1 W cad �`°cw 2 g c m d Y° my-'o7s am�m ram Q cg.2�c 'vaivE �m� � m�ym$min~m� E� g a3�m o�� o w� mv.-o a. W maWcm �U �m =mWu aam" vQ wQ m tgm t ._ W ym m�ww."m1 Vic$ �m W w Eii = ao m W�2E o a v wpm °fir i EE 3 = I WT 4i"v E to w'va a ng w c o c o H 3 vm s a cL m m m W 'F w tl1 3 la o �p I!! O N 2 m m n o m �] m 3 p m o m m w a d N o C r0 e as i b= m C w m o m �s 3n c c° n =[� cL r m �= A m " 0 0O occ m m c E n E E o V c o V �° m E� O E o E U V m N U V x a e x x a x z a `z x c D � U m V n V oo U w U � �j ■ �j ❑ O O � c m � J L7 v01i a W y o m ��N d E� w m m(9 oo.dc _` a V u7 ri a•§- � r 3 P .8 E = a o= N v arc y= V Pii� dy S�L s v L _ -- o c ❑ N c N a y 32D L c'6 c me a�+ _. u Eo'w m'�Sp��1 `ag•'Q uNi�m S '-E oar rn c3 Go r�jE Q � � � � � ��p � m � C 7 if] y C "� � � m [] w � �� N ❑ Q� aH� L � "C �Qz E_ n�f �Q'92� 7Crm �� c Q ,Q a UJ uyi W ` ?L u, m N '[i g 3 v = N •N aW a E2 o C 'a m G [] l0 c N �[ .�cp{ Qf L� C� m G 4 S �� } a w E yo tO¢ C O O W m m em �L Q C y W O r� O"� 21 m C y m t%% a `C R [l Q W G E a N a = _cc ur'i 7� ._ j (n C 61 N Nc p d( a a N a U $ V1 N .". N li w = N m W C U& N m a a E o 0 0 0 � a V�lNNNV�JNN aaaa m ro mm1 m a Q o_p m c d .Yaa c°mi •y '} Q v - L°� o` DSOs m �+ Ll .a Q a �pp 7 r_1 -t❑- N _CC [G E Q E . m �] p 01 E •❑ mod• m w o Y m� m-m E t��❑ m 3o m m m� -c ❑-- c�c a �60 � -�iy`� �� _ "❑3a �'a� 8��_Nd dm� o❑ $r Nau�;�$'s a y gy �m� fl �ads� v- c a 3 _- v 0 o m w�`a$��F.wF��^ amoc w 7U E E w 3 chi cli d m >sS a m ❑ vi a a � y ❑_ a YI T 7� C y� t = _ N c T G ❑ N C❑ U udi m U a V V 0 U (A❑ U z x x x x x x x z O b m - c= m m t o m a ❑ m m - ME o �gg f0 r❑n 0 -� ❑ m S r � n a � � m � � m q❑q O 111 � U � C ❑ ❑ C m L ❑ ❑� � m � 'c ._ 4 10 ¢ m s. m3 W g - 2 3� o N E f3g� a '$,cm,. O.0 -O O20 crmi ob.�_ _� umm� 2' .-, 'ca m m m m •_ 'Li `2 c 0 a? P C T L m O o3 - 0 O w 0 f0 gyp - 3 �q 41 �0 Qfl( �O_p £� _ a n c ❑ n a a m m n m w n m m m V L d E i ❑$ v u 0. m mS o a diH�asn- a'n ¢xc3LL c 2❑2❑22 ,❑um_i I 2 7}{■I| ■�}}�| E2.i. `x x ! f \ ƒ � $ ( ) } � ® §k k }} 2 3§ I° \ �) � 2\ , §/ § Appendix III — References 44 rcomensure Solicitation 19 7648 Coder Cou14ty Administrative Services Departrnert Procurement Services Division Reference Questionnaire Solicitation: 19-7648 Reference Questionnaire for: Internal Control Software Comensure (Name of Company Requesting Reference Information) Jessica Getz (Name of Individuals Requesting Reference Information) Name:Robert Bickmore, VP Internal Audit Company. NexTier Oilfied Solutions (Evaluator completing reference questionnaire) (Evaluator's Company completing reference) Email: FAX: Collier County has implemented a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of your knowledge on a scale of l to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again) and 1 representing that you were very unsatisfied (and would never hire the firm/indivdival again). If you do not have sufficient knowledge of past performance in a particular area, leave it blank and the item or form will be scored "0." Project Description: Comensure implementation & support Completion Date: On -going Project Budget Confidential Project Number of Days: On- am Item Citeria Score I Ability to manage the project costs (minimize change orders to scope). 10 2 Ability to maintain project schedule (complete on -time or early). 10 3 Quality of work. 10 4 Quality of consultative advice provided on the project. 10 5 Professionalism and ability to manage personnel, 10 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 10 7 Ability to verbally communicate and document information clearly and succinctly. 10 8 Abiltity to manage risks and unexpected project circumstances. 10 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. NIA 10 Overall comfort level with hiring the company in the future (customer satisfaction). 10 TOTAL SCORE OF ALL ITEMS 90 Coilier County Administrative Services Department Procurement Services Division Reference Questionnaire Solicitation: 19-7648 Reference Questionnaire for: Internal Control Software Comensure (Name of Company Requesting Reference Information) Jessica Getz (Name of Individuals Requesting Reference Information) Name:Jennifer Pierce (Evaluator completing reference questionnaire) Email: FAX: Company:Penn Virginia Corporation (Evaluator's Company completing reference) 713-722-6630 Collier County has implemented a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of your knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again) and 1 representing that you were very unsatisfied (and would never hire the firm/indivdival again). If you do not have sufficient knowledge of past performance in a particular area, leave it blank and the item or form will be scored "0." Project Description: Comensure implementation & training Completion Date: Project Budget: _confidential 2017 Project Number of Days: customer for over 2 years Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 10 2 Ability to maintain project schedule (complete on -time or early). 10 3 Quality of work. 10 4 Quality of consultative advice provided on the project. 10 5 Professionalism and ability to manage personnel. 10 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 10 7 Ability to verbally communicate and document information clearly and succinctly. 10 8 Abiltity to manage risks and unexpected project circumstances. 10 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 10 Overall comfort level with hiring the company in the future (customer satisfaction). 10 TOTAL SCORE OF ALL ITEMS 100 Coilier County Administrative Services Department Procurement Services Division Reference Questionnaire Solicitation: 19-7648 Reference Questionnaire for: Internal Control Software Comensure (Name of Company Requesting Reference Information) Jessica Getz (Name of Individuals Requesting Reference Information) Name: Scott Gray, Sr. VP CFO & CAD (Evaluator completing reference questionnaire) Email: FAX: Company:Luby's, Inc. (Evaluator's Company completing reference) 713-329-6840 Collier County has implemented a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of your knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again) and 1 representing that you were very unsatisfied (and would never hire the firm/indivdival again). If you do not have sufficient knowledge of past performance in a particular area, leave it blank and the item or form will be scored "0." Project Description: implemenation, training & support Completion Date: _2016 Project Budget: _confidential Project Number of Days: _client since 2016. Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 9 2 Ability to maintain project schedule (complete on -time or early). 10 3 Quality of work. 10 4 Quality of consultative advice provided on the project. 10 5 Professionalism and ability to manage personnel. 10 6 Project administration (completed documents, final invoice, final product turnover; invoices; manuals or going forward documentation, etc.) 9 7 Ability to verbally communicate and document information clearly and succinctly. 10 8 Abiltity to manage risks and unexpected project circumstances. 9 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 10 Overall comfort level with hiring the company in the future (customer satisfaction). 10 TOTAL SCORE OF ALL ITEMS 97 CIL cA.14ty Administrative Services Departrrmd Procurement Services Division Form 2: Vendor Check List Updated: October 24" 2019 IMPORTANT: THIS SHEET MUST BE SIGNED. Please read carefully, sign in the spaces indicated and submit with your Proposal through Bidsync. Vendor should check off each of the following items as the necessary action is completed: The Solicitation Submittal has been signed. The Solicitation Pricing Document (Bid Schedule/Quote Schedule/etc.) has been completed and attached. All applicable forms have been signed and included, along with licenses to complete the requirements of the project. [d Any addenda have been signed and included. ® Affidavit for Claiming Status as a Local Business, if applicable. Collier or I,ee County Business Tax Receipt MUST be included. EK Proof of status from Division of Corporations - Florida Department of State (If work performed in the State) - http:Fldos.mv florida.comr sunbiz . [ Proof of E-Verify (Memorandum of Understanding or Company Profile page) and Immigration Affidavit MUST be included - https:Ilwww.e-yerify.�( _v . Grant Provisions and Assurances package in its entirety, if applicable. Reference Questionnaires MUST be included or you may be deemed non -responsive. ALL SUBMITTALS MUST HAVE THE SOLICITATION NUMBER AND TITLE Name of Firm: �h C .); C Address: City, State, Zip: 1A ` 1.� 5 -% ? �,,_ Telephone: Email: -SGC Representative Signature: Representative Name: J" S C-1 L' f "2Z Date + j CAW county administrative SeNioes Department Procurement Services ❑msion Form 3: Conflict of Interest Affidavit The Vendor certifies that, to the best of its knowledge and belief, the past and current work on any Collier County project affiliated with this solicitation does not pose an organizational conflict as described by one of the three categories below: Biased ground rules — The firm has not set the "ground rules" for affiliated past or current Collier County project identified above (e.g., writing a procurement's statement of work, specifications, or performing systems engineering and technical direction for the procurement) which appears to skew the competition in favor of my firm. Impaired objectivity —The firm has not performed work on an affiliated past or current Collier County project identified above to evaluate proposals I past performance of itself or a competitor, which calls into question the contractor's ability to render impartial advice to the government. Unequal access to information —The firm has not had access to nonpublic information as part of its performance of a Collier County project identified above which may have provided the contractor (or an affiliate) with an unfair competitive advantage in current or future solicitations and contracts. In addition to this signed affidavit, the contractor / vendor must provide the following: 1, All documents produced as a result of the work completed in the past or currently being worked on for the above -mentioned project; and, 2. Indicate if the information produced was obtained as a matter of public record (in the "sunshine") or through non-public (not in the "sunshine") conversation (s), meeting(s), document(s) and/or other means. Failure to disclose all material or having an organizational conflict in one or more of the three categories above be identified, may result in the disqualification for future solicitations affiliated with the above referenced project(s). By the signature below, the firm (employees, officers and/or agents) certifies, and hereby discloses, that, to the best of their knowledge and belief, all relevant facts concerning past, present, or currently planned interest or activity (financial, contractual, organizational, or otherwise) which relates to the project identified above has been fully disclosed and does not pose an organizational conflict. Firm: C ii wr Z 0 G J rL - Signature and Date: Print Name: I% t Title of Signatory: I 1)v r,.l Caper C014nty Administrative Services Depar7nent Procurement Seances Division Form 4: Vendor Declaration Statement BOARD OF COUNTY COMMISSIONERS Collier County Government Complex Naples, Florida 34112 Dear Commissioners: The undersigned, as Vendor declares that this response is made without connection or arrangement with any other person and this proposal is in every respect fair and made in good faith, without collusion or fraud. The Vendor agrees, if this solicitation submittal is accepted, to execute a Collier County document for the purpose of establishing a formal contractual relationship between the firm and Collier County, for the performance of all requirements to which the solicitation pertains. The Vendor states that the submitted is based upon the documents listed by the above referenced Solicitation. Further, the vendor agrees that if awarded a contract for these goods and/or services, the vendor will not be eligible to compete, submit a proposal, be awarded, or perform as a sub -vendor for any future associated with work that is a result of this awarded contract. IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of ID-e c r_Ojjin the County of in the State of Trxc s Firm's Legal Name: Address: City, State, Zip Code: Florida Certificate of Authority Document Number Federal Tax Identification Number *CCR # or CAGE Code *Only if Grant Funded Telephone: Signature by: (Typed and written) Title: I--?EI-529.5Su --- Additional Contact Information Send payments to: (required if different from above) Contact name: Title: Address: City, State, ZIP Telephone: EFnail: Office servicing Collier County to place orders (required if different from above) Contact name: Title: Address: City, State, ZIP Telephone: Email: 1 Dry) _e ul C -1 I' 6;1 Company name used as payee State of Florida Department of State I certify from the records of this office that IGNITE SOFTWARE HOLDINGS, LLC is a Texas limited liability company authorized to transact business in the State of Florida, qualified on June 23, 2016. The document number of this limited liability company is M 16000005114. I further certify that said limited liability company has paid all fees due this office through December 31, 2019, that its most recent annual report was filed on November 21, 2019, and that its status is active. I further certify that said limited liability company has not filed a Certificate of Withdrawal. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Twenty-first day of November, 2019 Tracking Number: 7542965108CR To authenticate this certificate,visit the following site,enter this number, and then follow the instructions displayed. https:llservices.sunbiz.orgIFilings/CertificateOfStatusICertificateAuthentication ctrvrr cMMty Administrative Services Department Procurement Services Division Form 5: Immigration Affidavit Certification This Affidavit is required and should be signed, by an authorized principal of the firm and submitted with formal solicitation submittals. Further, Vendors are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the Vendor's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Failure to include this Affidavit and acceptable evidence of enrollment in the E-Verify program may deem the Vendor's proposal as non- responsive https://w%vw.e-veri ov.-. Collier County will not intentionally award County contracts to any Vendor who knowingly employs unauthorized alien workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e) Section 274A(e) of the Immigration and Nationality Act ("INA"). Collier County may consider the employment by any Vendor of unauthorized aliens a violation of Section 274A (e) of the INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A (e) of the INA shall be grounds for unilateral termination of the contract by Collier County. Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act and subsequent Amendment(s)) and agrees to comply with the provisions of the Memorandum of Understanding with E-Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E-Verify), operated by the Department of Homeland Security in parmership with the Social Security Administration at the time of submission of the Vendor's proposal. Company Name rrl G 'f S f— e-, L L C Print Name T� C G� �-, t Z Title V f [-1'It v e- [ [ Signature Date E-Verify welcome Company User ID Laura Garcia Ignite Software Holdings, LLC LCAR6190 Company Information Company Name Company ID Number Doing Business As JDSA) Name Ignite Software Holdings, 988224 Comensure LLC DUNS Number Physical Location Mailing Address Address 1 Address 1 515 Post Oak Blvd Ste 910 -- Address 2 Address 2 City City Houston -- State State Tx -- Zip Code Zip Code 77027 -- County HARRIS Additional Information Employer Identification Number Total Number of Employees Parent Organization 320496309 1 to 4 -- Administrator Organization Designation Employer Category None of these Categories apply Vlew !Edit NAICS Code Total Hiring Sites Total Points of Contact 541 - PROFESSIONAL, 1 2 SCIENTIFIC,AND V;g ,, r Edit View ! Edlt TECHNICAL SERVICES View 1 Edit View Original MOU Template MENU Ca ter COu ay AlTw4tWMSWM?s t Pr Pwnera 5eM s omsia - Form 6: Vendor Substitute W - 9 Request for Taxpayer Identification Number and Certification In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following information for tax reporting purposes from individuals and companies who do business with the County (including social security numbers if used by the individual or company for tax reporting purposes). Florida Statute 119.071(5) requires that the county notify you in writing of the reason for collecting this information, which will be used for no other purpose than herein stated. Please complete all information that applies to your business and return with your quote or proposal. 1. General Information (provide all information) TaxpayerName -�P— �'r�o, LLC- ZBP- C�'ss-ram (as shown on income tax return) Business Name (i differentfrom taxpayer name) Address "15 -A� aa.-c 19\-Jd' Ste. CW') City State T X Zip `l � o L~1 -A13-t)VV Sys 1� Order Information (Must be filled out) Remit 1 Payment information (Must he filled out) Address c Pb�-A W-Y1V A She .�1 Address 5\S Past Oax_.%\"jd. W•2ALO Cityl-\0")'s\State T`� Zip `1io��l City 'CGs\ State -V�- Zip--rl Email �wC � � C orv-\ Email 2. Company Status (check only one) 3. Taxpayer Identification N u m ber (for tax reporting purposes only) Federal Tax Identification Number (TIN) 6 L- endors who do not have a TIN, will be required to provide a social security number riot to an 4. Sign and Date Form: Certification: Underpenalties ofperjury, I certify that the in ormation shown on this form is correct to my knowledge, Signature Date Title Phone Number - Request for Taxpayer Give Form to the Identification Number and Certification requester. Do not Rev. pctaht3r 201ti) Rev. }apartmens of the Treasury ntemal !dyne• Service ■ Go to wwwJm9ov1FormW9 for inshmebom and the latest information. sand to the IRS. 1 Name (as shown an your income tax retum). Name is required on this Iine. do not leave this line blank, Ignite Software Holdings, LLC 2 Business nameldisregarded entity name, if different from above DBA, Comensure ch 3 Check appropriate box for radars# tax Classification of the person whose name is enterad on fine 1. Chock only one of the 4 Exemptions Icross apply only to tallaunring seven lweces. certain entities, not individuets; see instructions on page 3): o. ❑ Individuailsoiepreprietaror ❑ C Corporation ❑ SCorpembon ❑ PartneaNp ❑ TrusVestaw single -member LLC Exempt payee cede Of any] Limited liability company. Enter the tax dassiticat on tG=C carparation, SRS Corporation, P" Partnership) ■ p #totes Check the appropriate box in the line above for Tine tax classf -at Ion of the alnpte-member owner. Do not check Exemption from FATCA rAporting ur LLC if the LLC �s classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is LLG that r-MIA Ot any) .r 2 another LLC that Is not disregarded from the owner for U.5. federal tax purposes, Otherwise, a wrigia-member a is disregarded from the owner should check the appropriate box for the tax c iesyication of its owner. ❑ Other (see instructions) ■ ryvpk« n, �csar rr m.. w,a r�r, a err ttS I Requeriter's name and address (oplionail cy 5 Addrasffi Inumber. street, and mt.or nuke no.) See instruoVor-4. 515 Post Oak Blvd, Suite 910 v� B City. state, and ZIP cods Houston, TX 77027 7 List account nurnban{S) here (op'ional) •ii Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box, The TIN provided must match the name given on line 1 to avoid Social "Curtly number backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Pan I, later. For other _ [11 _ wntitis:a. it is vour emdlover identification number fEINI. If you do not have a number, sae How to get a TIN, later. or Note: If the account is in more than one name. see the instructions for line 1. Also see What Name and E3rnptoysr Identification number Number To Give tha Requester for guidelines an whose number to enter. 3 2- 0 4 1 9 6 1 3 0 9 Under penalties of perjury, i certify that 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me): and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service {IRS] that I am subject to backup withholding as a result of a fall ure to report all Interest or dividends, or (c) the II15 has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or oilier U.S. person (defined below): and 4, The FATCA codes) entered on this form (if any) indicating that I am exempt trorn FA i CA reporting is correct. Carblication instructions. You must cross out item 2 above 9 you have been notified by the IRS that you are currently subject to backup withholding because you have tailed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid acquisition or abandonment of sectsed property, cancellation of debt, ❑ontstbutions to an individual retirement arrangement gRAj, and generally, payments other than interest and dividend, you are not required to sign the certification, but you must provide your correct TIN. See the inslouctions for Part It, later. KoI Sipnpemn �-yrr �L `L hater Ht�re I u.s. peraoni1 � �_L.�.4' General Instructions • Form 1099-DIV (dividends, including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise . Form 1099-MISC (various types of income, prizes, awards, or gross noted. proceeds) Future developments. For the latest information about developments . Form 1099-a (stock or mutual fund sales and certaln other related to Form W-9 and Its instructions, such as legislation enacted transactions by brokers) after they were published, go to www.rrs.govlFormW9. • Farm 1099-5 )proceeds from real estate tranraCtlons) Purpose of Form ■ Form 1099-K tmerctiant card and third party network transact in r s) An individual or entity (Form W-9 requester) who is required to file an • Form 1D98 (home mortgage interest), 1099-E tstudont tnan interest), inforrtmaWn return with the IRS must obtain your correct taxpayer 1098-T (tuition) identification number CrIN) which may be your social security number • Form 1099-0 (canceled debQ (SS", individual taxpayer identification number (IM), adoption taxpayer identification number (ATtN)0 or employer ioentification number . Form 1099•A (acquisition or abandonment of secured properly) (EIN), to report on an information return the amount paid to you, or other Use Form W-9 only if you are a U.S. person [including a resident amount reportable on an information retum. Examples of information alien), to provide your oornsat TIN. returns include, but are not limited to, the following. ff your do not refum Form W-9 to the mqueater with a 77N, you might • Form 1099 MT (interest earned or paid) be subject to backup withholding. See What is backup withholding. later. Cat Ne. 10231X Form w-9 (Rev. 10-201 &) INSURANCE AND BONDING REQUIREMENTS Insurance / Bond Type Required Limits 1. ® Worker's Compensation Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government Statutory Limits and Requirements Evidence of Workers' Compensation coverage or a Certificate of Exemption issued by the State of Florida is required. Entities that are formed as Sole Proprietorships shall not be required to provide a proof of exemption. An application for exemption can be obtained online at htips:/:apps.fldfs.coni/bocexeinpt' 2. ® Employer's Liability $_500,000 single limit per occurrence 3. ® Commercial General Bodily Injury and Property Damage Liability (Occurrence Form) patterned after the current S_1,000,000 single limit per occurrence, $2,000,000 aggregate for ISO form Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability. 4. ® Indemnification To the maximum extent permitted by Florida law, the Contractor/Vendor shall defend, indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor/ Vendor or anyone employed or utilized by the Contractor/Vendor in the performance of this Agreement. 5. ❑ Automobile Liability S Each Occurrence; Bodily Injury & Property Damage, Owned/Non-owned/Hired; Automobile Included fi. ❑ Other insurance as noted: ® Professional Liability $ 1,000,000 Per claim & in the aggregate ® Cyber Liability $1,000,000 Per Occurrence ® Technology Errors & Omissions $1,000,000 Per Occurrence 7. ❑ Bid bond Shall be submitted with proposal response in the form of certified funds, cashiers' check or an irrevocable letter of credit, a cash bond posted with the County Clerk, or proposal bond in a sum equal to 5% of the cost proposal. All checks shall be made payable to the Collier County Board of County Commissioners on a bank or trust company located in the State of Florida and insured by the Federal Deposit insurance Corporation. 8. ❑ Performance and Payment For projects in excess of $200,000, bonds shall be submitted with the executed Bonds contract by Proposers receiving award, and written for 100% of the Contract award amount, the cost borne by the Proposer receiving an award. The Performance and Payment Bonds shall be underwritten by a surety authorized to do business in the State of Florida and otherwise acceptable to Owner; provided, however, the surety shall be rated as "A-" or better as to general policy holders rating and Class V or higher rating as to financial size category and the amount required shall not exceed 5% of the reported policy holders' surplus, all as reported in the most current Best Key Rating Guide, published by A.M. Best Company, Inc. of 75 Fulton Street, New York, New York 10038. 9. ® Vendor shall ensure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Vendor shall provide County with certificates of insurance meeting the required insurance provisions. 10. ® Collier County must be named as "ADDITIONAL INSURED" on the Insurance Certificate for Commercial General Liability where required. This insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of, the Additional Insured and the Vendor's policy shall be endorsed accordingly, 11. ® The Certificate Holder shall be named as Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR Collier County Government, OR Collier County. The Certificates of Insurance must state the Contract Number, or Project Number, or specific Project description, or must read: For any and all work performed on behalf of Collier County. 12. ® On all certificates, the Certificate Holder must read: Collier County Board of Commissioners, 3295 Tamiami Trail East, Naples, FL 34112 13. ® Thirty (30) Days Cancellation Notice required. 14. Collier County shall procure and maintain Builders Risk Insurance on all construction projects where it is deemed necessary. Such coverage shall be endorsed to cover the interests of Collier County as well as the Contractor. Premiums shall be billed to the project and the Contractor shall not include Builders Risk premiums in its project proposal or project billings. All questions regarding Builder's Risk Insurance will be addressed by the Collier County Risk Management Division. 1011119 - CC Vendor's Insurance Statement We understand the insurance requirements of these specifications and that the evidence of insurability may be required within five (5) days of the award of this solicitation. The insurance submitted must provide coverage for a minimum of six (6) months from the date of award, ti car �`►}e+V"t eV�S L_1_C j Name of Firm Cam°•'. CUrY�e, �5u.re Date �� 12 m Vendor Signature Print Name Insurance Agency In'sW CL-Cc NsAl u ( "!s, uj- - 'Te-ycks Agent Name �oJN6\q V , Telephone Number LL3 -MD " Z22- AXIAP-1 OP ID: TY CERTIFICATE OF LIABILITY INSURANCE OA3112120 09 3112l2Q79 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must he endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements). PRODUCER CONTACT . Insurance Solutions of Texas NAME.-- ... Sandy Villegas NE X 14140 Southwest Fwwyy Ste 150 {vc r x�0;.281-555-2222 AIC Na 281-565-3333 Sugar Land, TX 77478 E-MAIL i } Andy Musgrove anQREss:_service@instx.com AGE NAIG# COVE RAFFORDING G R —...—._i-1..-......__.._....-..._._.................................,. _.. -- — INSURERA:Federal Insurance Company....... INSURED Axia Partners LP _.-. Ignite Software Holdings LLC ixsuRER B :Texas Mutual insurance Co 22545 515 Bost Oak Blvd, Ste 910 INSURER C Houston, TX 77427 INSURERD: INSURER E: INSURER F COVERAGES CFFiTWIrATF NIIMRF=R- RFVMInM IuIIMRFIZ- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED- NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIE5. LIMITS SHOWN MAY HAVE SEEN REDUCED BY PAID CLAIMS. W;-S ... ........ ...... ..... .......... ..- ...... .- �>'� L�� ..-.. ....... _. ..-.... .............. .,. POIECY�EFI=...r POLICY ff0 ..-... .--............ . IT, TYPE OFINSURANCE :END : POLICY NUMBER MAAtF7DIYYYY : MMIFD LIMITS A X CiOMMERCFAL GENERAL LIA131LITY EACH OCCURRENCE. $ 1,000,00o -: X G LAIAq s-MAD[ OCCUR ' X � �35913942 '. 0510112018' `15AlJTAi;FT0 Q510112t119 1,nQ{Iriloo PRETdISES�Ea occurrence? $ ... ............. MED EXP (Any one person) $ _ 10.00 T— .. ............ ........... .........: PERSONA. & ADV INJURY $ ................. _ 1,000,00 G E N'L AG GREGATE LWIT AP PLIES PER- GENERAL AGGREGATE $ 2,000,0{I x POLICY. PRO. JECT LOC - I....i � ' PRODUCTS - CONIPIOP AG s Include OTHER: 5 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea.accident)..... ................ S 1,000,00 A ANY AUTO :73556727 0510112018. 05101/2019 BODILY INJURY (Per person) 5 ALL OWNED — SCHEDULED AUTOS ;...; AllT65 : BODILY INJURY(Per accldent): S ..._ X NON-OWFdEf] 'Y` PFfCPEFi7Y DFN1AGf S _ HIREDALTOS i AUTOS TPer acGdent} $ }( UMBRELLA LIAO X OCCUR EACH OCCURRENCE $ 5,000,000 A : EXCESS LIAR CLRIMS•NIADE !79869713 : 05101/2018 . 05101/2019 AGGREGATE : S 5,000,00 i OED I RETENTIONS $ WORKERS COMPEN SAT140 N PER x OT ARID EMPLOYERS' LIABSLITY Y i N � ER � .—.— ............. . . B ANY PRCPREETORIPARTNEPJEXECU-FJVE ,: 0001265534 0212712019.0212712020 : E.L- EACH ACCIDENT 1,040,00 OFFICEf;IMEMBER EXCLUDED? N i A F ................. ... .........: ....... -..... (Mandatory in iVN) E-L- DISEASE- EA EMPLOYEE $ i,#}Qos{li#ci If yes, describe under ❑ESCRIPTION OF OPERATIONS be;ow : E-L. DISEASE - POLICY UtAIT $ - 1,000,00 A Errors & Omissions 35913942 OW0112018 0510112019:Aggregate 1,OQo,ouo Each Clai 1,000,00 DESCRIPTION of OPERATIONS I LOCATIONS I VEHICLES (AC ORI)101, Additional Remarks Schedule, may be attached if more space is required] Contract Renewal for # 16-6848 "Internal Control Software The Certificate Holder shall be named as follows: Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR Collier County Government, OR Collier County r.FRTIVIreTF Hr]I 111=0 reNfrFl I eTIA?d COLLIER SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Collier County Board of THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 3295 Tamiami Trail East AUTHORIZED REPRESENTATIVE Naples, FL 34112 © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD C10Ti�iOrNi�y Adminstrahe Services Division Procurement Services [)ate: 121212019 From: Internal Control Software To: Interested Bidders Email: Viviana.Giarimoustas@colliercounlyfl.gov Telephone: (239) 252-8375 Addendum #1 Subject: Addendum 4 1 Solicitation 4 19-7648 Internal Control Software The following clarifications are issued as an addendum identifying the following clarification to the scope of work, changes, deletions, or additions to the original solicitation document for the referenced solicitation: Change 1. This solicitation is being extended to Tuesday, December 10, 2019 at 10:00 AM EST. If you require additional information please post a question on our Sid Sync (www.bids nc.com) bidding platform under the solicitation for this project. PIease sign below and return a copy of this Addendum with your submittal for the above referenced solicitation. - 1 � 1)ate Oz';'r—h-c /-) 5 ,J r (Name of Firm)