Agenda 07/12/2022 Item #16D 4 (1st Amendment to Contract #20-7783 Mental Health Data Collaborative w/5Point Solutions, LLC)07/12/2022
EXECUTIVE SUMMARY
Recommendation to approve the First Amendment to Agreement #20-7783, "Mental Health Data
Collaborative" with 5 Point Solutions, LLC, to increase the services provided and increase the
contract amount by $206,756.48, to a new five-year total cost of $407,436 and authorize the
Chairman to sign the attached First Amendment.
OBJECTIVE: Establish a data system to allow information and data sharing between the County and
partnered community agencies, to increase collaboration and improve Mental Health services.
CONSIDERATIONS: On October 29, 2019, (Agenda Item #2A) the Collier County Board of County
Commissioners (Board) adopted the Collier County Five -Year Mental Health Strategic Plan. One of the
key areas identified in the plan was the need for data collaboration. The use of a data collaborative will
allow the County and its partners to share information in a secure manner, enhance partnerships, and
promote strategic initiatives. The data from the system will be critical to support future grant applications
and will support the current American Recovery Plan and Criminal Justice Mental Health and Drug
Courts grants.
On December 14, 2021 (Agenda Item # 1 6D 19), the Board approved and executed a contract with 5 Point
Solutions, LLC., to provide the data collaborative software to the County. The contract term is three (3)
years with two (2) one-year renewals, in the total amount of $200,679.52.
After initial meetings with 5 Point Solutions, a need was identified to expand the services provided under
the current scope of work to more effectively meet the goals and objectives of the Mental Health Strategic
Plan. On April 12, 2022, 5 Point Solutions submitted a modification to the current contract. This
modification will increase the number of agency data interfaces, from the original proposed 3-5 to 10 or
more, which will allow for better integration between participating agencies' systems and more efficiently
aggregate data for county -wide statistics. The addition of agencies also has necessitated the need for
additional user licenses along with enhanced security configuration for end users for accessing and
uploading sensitive client information. This amendment also incorporates on -site training for all current
and expanded agencies while allowing access to an on -demand training portal for future users.
Additionally, this modification will allow 5 Point Solutions to develop custom data tracking functions for
Narcan Deployments, Marchman Act, and Baker Act data, which were identified in the original Strategic
Plan. This amendment will increase the five-year project cost by $206,756.48, to a new total of
$407,436.00.
FISCAL IMPACT: The contract increases in the amount of $206,756.48 will be made available
within the Community & Human Service Grant Support Fund (123) Project 33699, CCAP program.
GROWTH MANAGEMENT IMPACT: There is no Growth Management impact associated with this
item.
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority
vote for approval. -RTT
RECOMMENDATION: To approve the First Amendment to Contract with 5 Point Solutions, LLC, to
increase the services provided under the Mental Health Data Collaborative, increase the contract amount
by $206,756.48, to a new five-year total cost of $407,436 and authorize the Chairman to sign the attached
First Amendment.
Prepared By: Rachel Brandhorst, Grants Coordinator, Community and Human Services
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ATTACHMENT(S)
1. 20-7783 5 Point Solutions, LLC—Contract (PDF)
2. 20-7783-First Amendment —Vendor Signed 2 (PDF)
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07/12/2022
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.13.4
Doe ID: 22649
Item Summary: Recommendation to approve the First Amendment to Agreement #20-7783,
"Mental Health Data Collaborative" with 5 Point Solutions, LLC, to increase the services provided and
increase the contract amount by $206,756.48, to a new five-year total cost of $407,436 and authorize the
Chairman to sign the attached First Amendment.
Meeting Date: 07/12/2022
Prepared by:
Title: Grants Coordinator — Community & Human Services
Name: Rachel Brandhorst
06/28/2022 10:53 AM
Submitted by:
Title: Manager - Federal/State Grants Operation — Community & Human Services
Name: Kristi Somitag
06/28/2022 10:53 AM
Approved By:
Review:
County Attorney's Office
Ronald Tomasko
Additional Reviewer
Operations & Veteran Services
Todd Henry
Additional Reviewer
Community & Human Services
Todd Henry
Additional Reviewer
Community & Human Services
Donald Luciano
Additional Reviewer
Community & Human Services
Kristi Sonntag
CHS Review
Community & Human Services
Blanca Aquino Luque Additional Reviewer
Operations & Veteran Services
Jeff Newman
Additional Reviewer
Procurement Services
Ana Reynoso
Level 1 Purchasing Gatekeeper
Procurement Services
Sandra Herrera
Additional Reviewer
Procurement Services
Sue Zimmerman
Additional Reviewer
Public Services Department
Todd Henry
PSD Level 1 Reviewer
Public Services Department
Todd Henry
PSD Department Head Review
Grants
Erica Robinson
Level 2 Grants Review
Museum
Amanda 0. Townsend
Additional Reviewer
Office of Management and Budget
Debra Windsor
Level 3 OMB Gatekeeper Review
County Attorney's Office
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Completed
06/28/2022 11:30 AM
Skipped
06/28/2022 11:34 AM
Skipped
06/28/2022 12:48 PM
Completed
06/28/2022 1:34 PM
Completed
06/28/2022 3:11 PM
Completed
06/28/2022 3:14 PM
Completed
06/29/2022 8:36 AM
Completed
06/29/2022 9:33 AM
Completed
06/29/2022 9:56 AM
Completed
06/29/2022 1:33 PM
Completed
06/29/2022 2:27 PM
Skipped
06/29/2022 8:25 AM
Completed
06/29/2022 4:49 PM
Completed
06/30/2022 10:20 AM
Completed
06/30/2022 10:24 AM
Completed
06/30/2022 1:35 PM
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Grants Therese Stanley Additional Reviewer
Office of Management and Budget Christopher Johnson Additional Reviewer
County Manager's Office Dan Rodriguez Level 4 County Manager Review
Board of County Commissioners Geoffrey Willig Meeting Pending
Completed 07/01/2022 10:11 AM
Completed 07/05/2022 8:23 AM
Completed 07/06/2022 8:32 AM
07/12/2022 9:00 AM
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Collier County RFP# 20-7783 "Mental Health Data Collaborative"
MASTER SOFTWARE -As -A -SERVICE (SAAS) AGREEMENT
This Master Softare as a Service Agreement (the "Agreement" and/or "Contract") is dated, made, and entered into
as of the ___Lq!�_day of VfCeWIUA— _, 2021 by the Collier County, a political subdivision of the State of
Florida, and 5 Point Solutions, LLC, a South Carolina limited liability company organized and existing under the
laws of the State of South Carolina, and registered to do business in the State of Florida (collectively the "Parties").
Customer Name: Collier County Board of County Commissioners
Collier County, Florida ("Customer" or "County")
Address: 3339 Tamiami Trail, Suite 211
Naples, Florida 34112
Vendor Name: 5 Point Solutions, LLC ("Vendor" or "5 Point Solutions")
Email Address: contracts@myfivepoint.com
Principal Address: 204 Caughman Farm Lane, Suite 201
Lexington, South Carolina 29072
BACKGROUND AND PURPOSE
Vendor is the owner of various computer software systems ("Software") made available to it customers on a software
as a service ("SaaS") solution basis. Vendor also provides hosting configuration, training, and other computer
software integration services for various computer automated business functionality transferring certain data into and
retrieving such data from the Software as purchased by Customer pursuant to mutually agreed upon Statements of
Work referencing this Agreement ("Services").
Vendor and Customer may sometimes be referred to herein each as "Party" or together as "Parties." Based on the
foregoing premises and the promises set forth below, the Parties agree as follows:
AGREEMENT
1. Grant of Access to Software.
1. 1. Access Grant. Upon execution of an Attachment (See e.g., Attachment 1, Products & Pricing Schedule
attached hereto), during the Term, and subject to the terms and conditions of this Agreement and such
Attachment(s), Vendor hereby grants to Customer a limited, non-exclusive, non -transferable, non -
assignable, right, on a subscription basis only, without the right to grant sublicenses, to access and use the
Software via Vendor's web -based platform, over the Internet, as a SaaS solution, solely to support
Customer's normal course of business, as configured by Vendor in accordance with Sections 2 and 3 below
("Solution"). Customer's access to the Solution is limited for use by the number of staff members as set 0
forth in the Attachment(s). Additional fees will apply if Customer desires to add more agencies or other staff L)
members. Civilian workers that are directly employed by Customer may also use the Solution in accordance U
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with State and Federal CJIS regulations. However, Customer shall not provide any third -party access to the _J
Software or Solution without Vendor's prior written consent. The license granted in this Section I shall also
include modifications to the Solution or Software that Vendor may make available to the Services that .2
Customer procures from Vendor. 0
1.2 Restrictions on Use. Customer shall not, and shall not permit others to, without Vendor's prior written
0
consent: (i) exceed the number of permitted staff members as set forth on the Attachment(s); (ii) license, (L
sublicense, provide access, sell, resell, distribute, rent, lease, assign or transfer the Software or Solution to Ln
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any third party; or (iii) modify, customize, reverse engineer, adapt, reverse assemble, reverse compile or 00
create derivative works of the Software or Solution or any part thereof.
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2. Services. Upon execution of this Agreement and an Attachment with the effective date December 14, 2021 the
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Parties will execute a Statement of Work ("SOW") for the initial configuration of the Software and for the integration 0
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and connection of the Software to agreed upon data interfaces as set forth in the mutually approved Statement o
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Work to support the Solution(s) as delineated in the Attachment(s). If Customer desires additional interfaces,
configuration or custornization an additional Statements of Work to this Agreement will be entered into and additional
fees will apply.
3. Joint Effort & Customer Responsibilities. Customer agrees to make available, at no cost to Vendor, access to
all equipment, management, supervisory and other Customer personnel, as Vendor may reasonably require, to
perform its duties hereunder in a timely fashion. Customer agrees to provide Vendor's personnel, at no cost to Vendor,
reasonably adequate office space, furniture and telephones at Customer's location for the performance by Vendor's
employees of their assigned tasks pursuant to this Services Agreement.
The Parties agree that the implementation, configuration or other services tasks delineated in a Statement of Work
will involve the mutual cooperation and support of both parties. Vendor and Customer promise and agree to cooperate
and perform all duties, tasks, and services required herein in a timely manner. Customer acknowledges, at its expense,
to procure any licenses required for integrating with Customer's third -party software, and for managing the timely
performance of any tasks by Customer's personnel and its third -party consultants. Any unanticipated delays by
Customer or its third -party vendors which interferes with Vendor from timely completing Vendor's work assignments
or causes delays in project completion dates will result in extensions of project timelines and Customer agrees to use
commercially reasonable efforts to ensure that any such delay does not result in slippage of later project schedules.
In addition, Customer acknowledges that delays predominately caused by Customer may result in additional fees
charged on a time and materials basis at the rate of $225.00 per person -hour if such delays require extending or
rescheduling Vendor's personnel allocated to the corresponding project.
4. Customer Support. During the Term, Vendor will provide Customer with the ability to report technical issues
24x7 for the Software/Solution. Response times to resolve issues are set forth at Vendor's Customer Support Policies
set forth in a Schedule to the corresponding Attachment.
Telephone support shall be available to not more than three (3) named callers. Vendor support includes
troubleshooting, basic usability, and navigation assistance. If applicable, Customer agrees to provide Vendor access
to production systems for purposes of customer support.
5. Service Level Agreement. Vendor will provide the Services in accordance with the Service Levels ("SLAs")
annexed to the corresponding Attachment as the SLA Schedule.
6. Fees and Payment Terms.
6.1 Pqyment Terms. Fees and payment terms for the Initial Term of the Agreement are set forth in the Attachment
and will be paid to Vendor by Customer. All fees due hereunder (except fees subject to good faith dispute)
shall be due and payable upon receipt of a proper invoice and in compliance with Chapter 218, Fla. Stats.,
otherwise known as the "Local Government Prompt Payment Act." Any late interest fees shall be pursuant
to Section 218.74, Fla. Stat. No work shall commence by the Vendor until a Purchase Order is issued to the
Vendor by the Customer. Unless otherwise instructed by Customer in writing, Vendor shall send all invoices
to Customer at the following:
Collier County Clerk of the Circuite Courts- Finance Departement
3299 Tamiami Trail East, Suite 403
Naples, Florida 34112-5746
Invoices can be emailed to: Bccapclerk(&collierclerk.com
6.2 Expenses. Customer shall reimburse Vendor for pre -approved travel and cost of living expenses incurred
while performing Services hereunder in accordance with Section 112.061, Florida statutes. Such expenses
are included in any estimates provided in a SOW. All travel expenses required for the initial set up and
training are included in the setup fee set forth in the applicable Attachment 1.
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6.5 Taxes. Subscription fees and all other fees invoiced pursuant to this Agreement do not include, and may not
be reduced to account for, any taxes, which may include local, state, provincial, federal or foreign taxes,
levies, duties or similar governmental assessments of any nature, including, but not limited to, value-added
taxes, excise, use, goods and services taxes, consumption taxes or similar taxes and/or foreign withholding
taxes (collectively defined as "Taxes"). Customer is responsible for paying all Taxes imposed on the Service
or any other services provided under this Agreement. If Vendor has a legal obligation to pay or collect Taxes
for which Customer is responsible under this Agreement, the appropriate amount shall be computed based
on Customer's address listed in the invoice clause which will be used as the ship -to address on the
Attachment, and invoiced to and paid by Customer, unless Customer provides Vendor with a valid tax
exemption certificate authorized by the appropriate taxing authority.
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 Statues, Certificate of Exemption # 85-
8015966531C-1.
7. Ownership.
7.1 Solution. Customer acknowledges and agrees that it is acquiring only the right to access and use the SaaS
Services, Solution, and underlying Software under this Agreement. Vendor, or its licensors as the case may
be, is the owner of all right, title, and interest in and to the Software and Solution and all components and
copies thereof, all modifications thereto (including derivative works based on the Solution or underlying
Software application), and changes to the Solution made by Vendor pursuant to this Agreement, and all of
the intellectual property rights in and to all of the foregoing. In no event shall title to all or any part of the
Solution or underlying Software applications pass to Customer. Customer agrees that as between the Parties,
the Solution, all underlying Software applications, and all copies (in whole or part) shall remain the exclusive
property of Vendor, or its licensors as the case may be, and may not be copied or used except as expressly
authorized by this Agreement.
7.2 Documentation and Training Materials. All Vendor documentation and training materials provided by
Vendor hereunder, and all modifications thereto and intellectual property rights therein, shall be the sole and
exclusive property of Vendor. Customer may make copies of such documentation and training materials for
its reasonable and ordinary internal training purposes only. All proprietary rights notices contained on the
Vendor documentation and training materials shall be reproduced on any copies. Subject to applicable open
records laws, no copies of Vendor documentation or training materials shall be provided to any third party
or competitor of Vendor.
7.3 Customer Data.
(a) All data uploaded by Customer into or created using Vendor's SaaS Services is owned solely by the
Customer, and Vendor will not access such data unless for the sole purpose of delivering the Services.
Customer acknowledges and agrees that Vendor is merely a provider of the SaaS Services and the Solution
on which the Customer Data resides.
(b) Customer may access and retrieve Customer data stored using the SaaS Services at its sole discretion,
regardless of who created the content and for what purpose. Customer will use due diligence to validate the
Customer Data that resides in the Solution prior to taking action on such data. Customer shall ensure
compliance with all applicable laws and regulations, including 28 CFR Part 23 and the Criminal Justice
Information Services ("CJIS") requirements with respect to the Customer Data.
(c) Customer hereby authorizes Vendor to access Customer Data for the sole purpose of providing the
Solution and Services hereunder. Vendor will not share Customer Data with any third parties, subject to
Section 12.2 herein, or modify any Customer Data without Customer's express written consent. Access to
Customer Data by Vendor's authorized representatives shall be conducted in a safe, secure, and reliable
manner.
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8. Security and Insurance
8.1 Security.
(a) Vendor will operate the Services in alignment with NIST and CJIS controls.
(b) Vendor will provide a copy of their internal Statement of Cybersecurity posture prior to entering into this
agreement.
(c) Vendor will permanently delete all data and copies of data from its systems when deleted by the
Customer, any authorized End User, or as designated in customer -defined retention schedules.
8.2 Insurance. During the Term of this Agreement, Vendor shall maintain commercially reasonable amounts
insurance and will provide Customer with a broker's certificate showing the following limits:
A. Commercial General Liability: Coverage shall have minimum limits of S 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.
B. 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 $1,000,000 for each accident.
C. Professional Liability: $1,000 000 Per claim & in the aggregate.
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D. Cyber Liability: $1,000.,000 Per Occurrence.
E. Technology Errors & Omissions: $1,000,000 Per Occurrence.
Special Requirements: Collier County Board of County Commissioners 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. The Certificate of Insurance must state the Contract Number, or Specific Project Description or
must read: For any and all work performed on behalf of Collier County.
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.
9. Limited Warranty
9. 1. Software/Solution Warranties.
(a) Vendor hereby represents and warrants to Customer (i) that the Solution provided under this Agreement
will conform in all material respects as described in Vendor's published documentation ("Documentation")
and to Customer specifications that Vendor has agreed to in writing and incorporated into this Agreement
("Specifications"); (ii) that Vendor has the legal right to enter into and perform its obligations under this
Agreement; and (iii) that, at the time of Customer access, to the best of Vendor's knowledge, the Solution
provided under this Agreement does not violate or in any way infringe upon the intellectual property rights
of any third party. For purposes of this Agreement, "knowledge" of a business entity shall mean the actual
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knowledge of its executive officers and key managers. Customer must promptly report any defects in the
Solution to Vendor within thirty (30) days of its discovery in writing in order to receive the warranty remedy
set forth in this Section 9. 1 (a).
(b) Vendor's sole obligation under this Software/Solution warranty shall be to provide a workaround or
correction for or replace, any defective or nonconforming Solution so as to enable the Solution to materially
conform to the Documentation and Specifications or otherwise as warranted above. All issues will be worked
in accordance with support timelines set forth in the SLAs for the corresponding Attachment. If Vendor does
not provide a work around or correction for, or replace, the Solution so that it materially conforms to the
Documentation and Specifications within the resolution time provided by Vendor to Customer, then
Customer has the option to terminate the Services upon written request, and Vendor will refund prepaid fees
pro -rated for the balance remaining in the then -current term.
(c) Vendor shall have no obligation under this warranty if the Solution has been used other than in accordance
with this Agreement.
d) EXCEPT AS SET FORTH IN THIS SECTION 9.1, VENDOR AND ITS SUPPLIERS MAKE NO
WARRANTIES OR CONDITIONS TO ANY PERSON OR ENTITY WITH RESPECT TO THE
SOFTWARE OR SOLUTION OR ANY DERIVATIVES THEREOF AND DISCLAIM ALL IMPLIED
WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, INFORMATIONAL CONTENT,
SYSTEM INTEGRATION, OR ENJOYMENT.
9.2 Services Warranties. The following service warranty applies to professional services performed for
Customer under a SOW.
(a) Vendor warrants to Customer that any professional services for a particular SOW will be performed in
a manner consistent with generally accepted industry practices. Customer must report any deficiencies
in the Services to Vendor in writing within thirty (30) days of completion of the Services for that
particular SOW or order in order to receive the warranty remedy set forth in this Section 9.2.
(b) If the Services are not performed in a manner consistent with generally accepted industry practices, then
Vendor's obligation under this service warranty shall be to re -perform the defective Services at no cost
to Customer. For any breach of the services warranty set forth in this Section 9.2, Customer's exclusive
remedy, and Vendor's sole liability, shall be the re -performance of the Services at no cost to Customer,
and if Vendor fails to re -perform the Services as warranted within the resolution time mutually agreed
upon by Vendor and Customer, Customer shall be entitled to a refund within thirty (30) days of notice
by Customer of the fees paid by Customer to Vendor for the deficient services and to immediately
terminate the particular statement of work without liability.
(c) EXCEPT AS SET FORTH IN THIS SECTION 9.2, VENDOR AND ITS SUBCONTRACTORS MAKE
NO WARRANTIES OR CONDITIONS TO ANY PERSON OR ENTITY WITH RESPECT TO
PROFESSIONAL SERVICES PERFORMED HEREUNDER, AND DISCLAIM ALL IMPLIED
WARRANTIES OR CONDITIONS, INCLUDING WITHOUT LIMITATION ANY WARRANTIES
OR CONDITIONS OF WORKMANSHIP, MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON -INFRINGEMENT.
9.3 Customer's Actions. In the event that Customer is required to provide any information or take any actions
to facilitate the access and use of the Services and/or Solution, Customer will use good faith efforts to provide
Vendor with the required information or take the required actions in a timely manner.
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10. LIMITATION OF LIABILITY.
(A) TO THE EXTENT ALLOWED BY APPLICABLE LAW, EXCEPT FOR THE LIMITED
WARRANTIES SET FORTH ABOVE, THE SAAS SERVICES, SOFTWARE, AND OTHER
SERVICES ARE PROVIDED BY VENDOR TO CUSTOMER ON AN "AS IS" BASIS. VENDOR
DOES NOT WARRANT THAT THE SOFTWARE OR SERVICERS WILL BE UNINTERRUPTED
OR ERROR -FREE OR MAKE ANY WARRANTY AS TO THE RESULTS OBTAINED FROM THE
USE OF THE SOFTWARE OR SOLUTION. NEITHER VENDOR NOR ITS LICENSORS,
AFFILIATES, CONTRACTORS, MANAGERS, MEMBERS OR THEIR RESPECTIVE
EMPLOYEES OR AGENTS WILL EVER BE LIABLE FOR LOSS OR INACCURACY OF DATA
OR SYSTEM USE, DOWNTIME, GOODWILL, PROFITS OR OTHER BUSINESS LOSS, OR ANY
OTHER INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR
PUNITIVE DAMAGES WHETHER UNDER CONTRACT, TORT, STRICT LIABILITY OR ANY
OTHER LEGAL OR EQUITABLE THEORY, EVEN IF VENDOR HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
(B) EACH PARTY ACKNOWLEDGES THAT THIS LIMITATION OF LIABILITY REFLECTS AN
INFORMED, VOLUNTARY ALLOCATION BETWEEN THE PARTIES OF THE RISKS (KNOWN
AND UNKNOWN) THAT MAY EXIST IN CONNECTION WITH THIS AGREEMENT, AND
THAT THIS LIMITATION WILL APPLY REGARDLESS OF THE FAILURE OF ESSENTIAL
PURPOSE OF ANY LIMITED REMEDY. EXCEPT FOR THE GROSS NEGLIGENCE OR
INTENTIONAL MISCONDUCT OF VENDOR, IN NO EVENT SHALL THE TOTAL LIABILITY
OF VENDOR AND ITS AFFILIATES, INCLUDING BUT NOT LIMITED TO DAMAGES OR
LIABILITY ARISING OUT OF CONTRACT, TORT, BREACH OF WARRANTY,
INFRINGEMENT OR OTHERWISE, EXCEED FIVE HUNDRED THOUSAND US DOLLARS
($500,000 US). IN NO EVENT SHALL VENDOR HAVE ANY LIABILITY FOR CUSTOMER'S
MISUSE OR FAILURE TO USE THE SOLUTION.
11. Indemnification
11. 1 1pffinizement. To the maximum extent permitted by Florida law, the Vendor will defend, indemnify and
hold harmless Customer, its officers and employees against any and all liabilities, damages, losses and costs,
third -party claims that the Software or Solution infringes any U.S. Patents or registered U.S. copyrights of
such third party that are issued as of the Effective Date of the Agreement. Vendor shall pay any and all costs,
damages, and expenses, including, without limitation, reasonable attorneys' fees and costs awarded against
or otherwise incurred by Customer in connection with or arising from any such claim, suit, action, or
proceeding.
The duty to defend is independent and separate from the duty to indemnify, and the duty to defend exists
regardless of any ultimate liability of the Vendor, Customer and any indemnified party.
Customer shall be entitled to indemnification only if (a) Customer promptly notifies Vendor in writing after
its discovery of of such claim in sufficient detail to enable the Vendor to evaluate the claim, and (b) Customer
cooperates in all reasonable respects, at Vendor's cost and expense, with the investigation, trial and defense
of such claim and any appeal arising therefrom. Should the Solution become, or in Vendor's opinion be
likely to become, the subject of such a claim of misappropriation or infiingement, Vendor at its sole option,
shall either: (a) procure for Customer the right to continue using the Solution, (b) replace such Solution with
functionally -equivalent software, or modify such Solution to make it non-itiffinging, or (c) if neither option
(a) nor (b) is reasonably available, terminate this Agreement and refLmd any pre -paid fees to Customer, pro-
rated for the balance remaining in the then -current subscription term.
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12. Term and Termination.
12.1 Term. The Initial Term shall commence as of the Effective Date of this Agreement and continue in ftill
force and effect for a three (3) year term with two (2) one-year renewal terms,with annual payment for
services following the Service Start Date as set forth in the Attachment(s).
The Customer may extend the Agreement under all of the terms and conditions contained in this Agreement
for up to one hundred eighty (180) days. The Customer shall give the Vendor written notice of the Customer's
intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term
then in effect.
12.2 Termination. This Agreement may be terminated as follows:
12.2.1 Termination for Non -Appropriation of Funds. Without limiting any party's right to terminate for
breach, the parties agree that Customer may terminate this Agreement on ninety (90) days' advance
written notice to the Vendor due to lack of funding. Customer agrees to include in its budget request
appropriations sufficient to cover Vendor's obligations under the Agreement; (b) Customer agrees to
use all reasonable and lawftil means to secure these appropriations; (c) Customer agrees it will not use
non -appropriations as a means of terminating the Agreement in order to acquire functionally
equivalent products or services from a third party. All obligations of Customer to make payments
after the termination date will cease and all Vendor obligations to provide the applicable Solutions,
Software and Services will terminate. Notwithstanding the foregoing, Customer will pay for (i) the
entire time period the Solution was made available prior to Vendor's receipt of notice of termination
for non -appropriation; and (ii) for all amounts and Service periods for which Customer has received
access to the Solution and services.
12.2.2 Termination for Cause.
(a) Either Party may terminate this Agreement if the other Party breaches any of the material terms
and fails to cure such breach within thirty (30) days after receipt of written notice of such breach,
or, if the breach cannot be reasonably cured within said period, to promptly commence to cure
and diligently proceed until cured.
(b) Either Party may terminate this Agreement if the other Party (i) becomes insolvent, (ii) makes
an assignment for the benefit of creditors, (iii) files or has filed against it a petition in bankruptcy
or seeking reorganization, (iv) has a receiver appointed, or (v) institutes any proceedings for the
liquidation or winding up; provided, however, that, in the case any of the foregoing is
involuntary, such Party shall only be in breach if such petition or proceeding has not been
dismissed within ninety (90) days.
(c) If the breaching Party cures any such breach as provided herein, this Agreement shall continue
unabated and the breaching Party shall not be liable to the other for any loss, damage or expense
arising out of or from, resulting from, related to, in connection with or as a consequence of any
said breach. If the Services have not been provided for thirty (30) days or more after notice by
Customer, Customer may terminate this Agreement and receive a reftind of prepaid fees pro-
rated for the balance remaining on the then -current subscription term.
12.2.3 Termination for Convenience.
(a) Should the Vendor be found to have failed to perform the services in a manner satisfactory to the
Customer and requirements of this Agreement, the Customer may terminate said Agreement for
convenience with a thirty (30) day written notice. The Customer is the sole judge of non-
performance.
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(b) In the event the Agreement is terminated, Vendor's recovery against the Customer shall be
limited to the portion of the Agreement amount earned through the date of termination. The
Vendor shall not be entitled to any other of further recovery against the Customer, including, but
not limited to, any damages or any acticpated profit on portions of the services not performed or
materials not provided.
12.3 Effect of Termination. Upon any expiration or termination of this Agreement, all Attachments shall
immediately terminate and Customer shall, as of the date of such expiration or termination, immediately
cease accessing and otherwise utilizing the applicable Service (except as permitted under the section entitled
"Retrieval of Customer Data" and "Transition Period before Final Termination") and Vendor Confidential
Information. Termination for any reason shall not relieve Customer of the obligation to pay any fees accrued
or due and payable to Vendor prior to the effective date.
12.4 Transition Period before Final Termination. If this Agreement is terminated and Customer
submits a written request to Vendor for a one-time transition period within thirty (30) days of such
termination, Vendor will continue to provide the Service for up to six (6) months (the "Transition Period"),
subject to the terms and conditions of this Agreement. Monthly fees for the Transition Period will be 1/12
of the immediately preceding twelve-month period plus, only if this Agreement was not terminated by
Customer for cause. If Customer requests transition assistance during the Transition Period, Vendor will
provide consulting cooperation and assistance regarding the Service as set forth in a Statement of Work,
governed by a professional services agreement, at Vendor's then -current rates for professional services unless
a different rate is mutually agreed upon by the Parties. Notwithstanding the foregoing, if Vendor is enjoined
from performing, or termination of this Agreement was due to Customer's breach, Vendor has no obligation
to perform under this section unless it receives (i) payment of all fees not subject to reasonable and good faith
dispute, (ii) prepayment of fees for further services, and (iii) certification of ongoing compliance with the
terms of this Agreement during the Transition Period.
12.5 Transition Consultint! Services. During a Retrieval Period or Transition Period, Vendor will
provide cooperation and assistance as Customer may reasonably request to support an orderly transition to
another provider of similar software, services, or to Customer's internal operations. Such cooperation and
assistance will be limited to consulting regarding the Vendor Service and will be subject to a fee based on
Vendor's then -current rates for consulting services and such services will be set out in a statement of work
to a professional services agreement between the parties. Notwithstanding the foregoing, in the event of
termination of this Agreement by Vendor for Customer's breach, Vendor may withhold the provision of
transition consulting services and condition further performance upon (i) payment of undisputed fees then
owed and (ii) prepayment of fees for further services.
12.6 Retrieval of Customer Data. Upon written request by Customer made prior to or upon any
expiration or termination of this Agreement, Vendor will make Customer Data available to Customer through
the Service solely to allow Customer to retrieve Customer Data for a period of up to a total of sixty (60) days
after such expiration or termination (the "Retrieval Period"). If Customer utilizes the Transition Period
described above, it will still receive a total of no more than sixty (60) days of non -cost Retrieval Period. After
such Retrieval Period, Vendor will have no obligation to maintain or provide any Customer Data and shall
thereafter, unless legally prohibited, delete all Customer Data by deleting Customer's Tenant; provided,
however, that Vendor will not be required to remove copies of the Customer Data from its backup media and
servers until such time as the backup copies are scheduled to be deleted, provided further that in all cases
Vendor will continue to protect the Customer Data in accordance with this Agreement. Customer Data will
be made available in an industry -standard and Vendor -supported format mutually agreed upon between the
parties (for example, CSV, delimited text or Microsoft Excel). The foregoing deletion obligation will be
subject to any retention obligations imposed on Vendor by Law. Additionally, during the Term of the
Agreement, Customer may extract Customer Data using Vendor's standard web services.
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12.7 Survival. The provisions of Sections 6, 7, 8, 9, 10, 11, and 12 shall survive the termination of this
Agreement.
13. General Provisions.
13.1 Binding Agreement. This Agreement is binding on the heirs, executors, administrators, successors and
permitted assigns of the Parties.
13.2 Public Records and Confidentiali1y.
(a) Obligations. Each party will: (1) protect the other party's Confidential Information with the same
standard of care it uses to protect its own Confidential Information: and (2) not disclose the
Confidential Information, except to certain affiliates, employees, and agents who have agreed in
writing to keep the information confidential. Each party (and any affiliates, employees, and agents
to whom the information has been disclosed) may use Confidential Information only to exercise
rights and fulfill its obligations under this Agreement while using reasonable care to protect it.
Each party is responsible for any actions of its affiliates, employees, and agents that are in violation
of this Section.
(b) Exceptions. Confidential Information does not include information that: (1) the recipient of the
Confidential Information already knew; (2) becomes public through no fault of the recipient; (3)
was independently developed by the party; or (4) was rightfully given to the recipient by another
party. Confidentiality of information contained in this agreement is subject to the requirements of
the Florida Public Records Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, Chapter
286, Fla. Stat.
(c) Required Disclosure. Each party may disclose the other party's Confidential Information when
required by law but only after it: (1) uses commercially responsible efforts to notify the other party;
and (2) gives the other party the chance to challenge the disclosure.
(d) Third -Party Requests. If a Party is responsible for responding to Third Party Requests such Party
will, to the extent allowed by law and by the terms of the Third Party Request: (1) promptly notify
the other Party of its receipt of a Third Party Request in a manner permitted by law; (2) comply
with the other Party's reasonable requests regarding its efforts to oppose a Third Party Request;
and (3) provide the other Party with the information or tools required for the other Party to respond
to the Third Party Request.
(c) Data Breach. In the event of a data breach or unauthorized access of the Customer's data, Vendor
will promptly notify the Customer of the breach, including details of its nature, the data
compromised, mitigation efforts, and corrective actions to be taken by Vendor.
13.3 Assignment. This Agreement is not assignable by either party without the prior written consent of the
other.
13.4 No Waiver. If either Party waives any breach by the other, it shall not be construed as a waiver of any
subsequent breach. Each Party's rights hereunder shall be cumulative, and any rights hereunder may be
exercised concurrently or consecutively and shall include all remedies available even though not expressly
referred to herein.
13.5 Electronic Media. A copy of this Agreement and the signatures affixed hereto transmitted and delivered
by facsimile or electronic mail shall be deemed to be originals for all purposes. In addition, either Party may
scan or otherwise convert this Agreement into an electronic and/or digital media file, and a copy of this
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Agreement or the electronic data file produced from any such electronic or digital media fortnat may serve
and be given the same legal force and effect as the original.
13.6 Rialit to Subcontract. Vendor may subcontract for the provision of certain portions of the Solution
under this Agreement. Customer acknowledges and agrees that the provisions of this Agreement inure to the
benefit of and are applicable to any subcontractors engaged by 5 Point Solutions LLC to provide any service
set forth herein to Customer and bind Customer to said subcontractor(s) with the same force and effect as
they bind Customer to 5 Point Solutions LLC. This provision does not denote that a contractual relationship
exists between the vendor's subcontractors and the Customer.
13.7 Entire Agreement' This Agreement, including the attachments hereto, constitutes the entire agreement
between the Parties with respect to the subject matter hereof and supersedes and replaces all prior or
contemporaneous oral or written statements, proposals, communications, negotiations, agreements,
advertising and marketing including correspondence, brochures and Internet websites. The following
documents are expressly agreed to be incorporated by reference and made part of this Agreement and are to
be followed in the order below:
1. Five Point Solutions Caseworx Project Statement of Work
2. Vendor's Proposal
3. Request for Proposal # 20-7783 "Mental Health Data Collaborative"
13.8 Force Majeure. Neither Party shall be held liable for any damages or penalty for delay in the
performance of its obligations hereunder when such delay is due to earthquake, flood, fire, hurricane, power
failure, tornado, terror, riot, war, or other event or disaster beyond the Party's control, provided the Party
uses reasonable efforts seeking to (a) mitigate the consequences and (b) promptly notify the other Party.
13.9 Notices. Any notice required or permitted under this Agreement shall be in writing, shall reference this
Agreement and will be deemed given: (i) upon personal delivery to the appropriate address; or (ii) three (3)
business days after the date of mailing if sent by certified or registered mail; or (iii) one (1) business day after
the date of deposit with a commercial courier service offering next business day service with confirmation
of delivery.
All communications shall be sent to the contact information set forth below or to such other contact
information as may be designated by a Party by giving written notice to the other Party pursuant to this
provision:
To Vendor: 5 Point Solutions LLC
204 Caughman Farm Lane, Suite 201
Lexington, South Carolina 29702
Attn: Cicero G. Lucas, Chief Executive Officer
Email: contracts(a)myfivepoint.com
To Customer: Collier County Board of County Commissioners, FL
Community and Human Services Division
3339 Tamiami Trail East, Suite 211
Naples, Florida 34112
Attn: Catherine Sherman, Grants Coordinator
Phone: (239) 252-1425
Email: Catherine. Sherman(ikolliercountyfl. gov
13. 10 Severabili . If any provision of this Agreement is determined by a court or arbitrator of competent
jurisdiction to be invalid or unenforceable, such determination shall not affect the validity or enforceability
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of any other part or provision of this Agreement, and such provisions shall be interpreted so as to effectuate
the intent and purpose of the Parties.
13.11 Waiver and Modification. Waiver of any breach or failure to enforce any term of this Agreement shall
not be deemed a waiver of any breach or right to enforce which may thereafter occur. Any waiver of any
provision of this Agreement shall be effective only if in writing and signed by both Parties.
13.12 Modifications. Any amendment, supplementation, or other modification of any provision of this
Agreement shall be effective only if in writing and signed by both Parties. It is the intent of the Parties that
this Section 13.12 shall expressly apply to exclude any additional or conflicting terms in any purchase order
or similar ordering document ("PO") issued by Customer and requires instead a writing between the Parties
that is separate and apart from any such PO to amend or add to this Agreement.
13.13 Relationship of Parties. This Agreement shall not be construed as creating an agency, partnership,
joint venture, or any other form of legal association between the Parties and each Party is an independent
contractor.
13.14 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall for
all purposes be deemed an original.
13.15 Non -Solicitation of Employees. Each Party agrees that during the term of this Agreement and for a
period of one (1) year after its expiration or termination, neither Party will solicit or encourage any employee
or consultant to discontinue their employment or engagement with the other Party. This provision shall not
apply to employment opportunities of either Party advertised to the general public (e.g., newspaper
advertisement, internet advertisement or listing, etc.) to which an employee of either Party may respond.
13.16 Compliance with Laws. The Parties agree to fully comply with all laws and regulations in the
performance of this Agreement, including all relevant export and import laws and regulations of the United
States. Further, if applicable, Customer agrees to fully comply with 28 CFR Part 23.
By executing and entering into this Agreement, the Vendor is formally acknowledging without exception or
stipulation that it agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes,
ordinances, rules, regulations and requirements applicable to this Agreement, including but not limited to
those dealing with the Immigration Reform and Control 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
and safety including, but not limited to, the Florida Public Records Law Chapter H 9, including specifically
those contractual requirements at F. S. § I I 9.0701(2)(a)-(b) as stated as follows:
IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119,
FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:
Division of Communications, Government and Public Affairs
3299 Tamiami Trail East, Suite 102
Naples, FL 34112-5746
Telephone: (239) 252-8999
Email: Public RecordReq ucst(a �colliercou ntvfl.i!ov
The Vendor must specifically comply with the Florida Public Records Law to:
I . Keep and maintain public records required by the public agency to perform the service.
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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 terin and
following completion of the contract if the Vendor 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 Vendor or keep and maintain public records required by the public agency to
perform the service. If the Vendor transfers all public records to the public agency upon completion
of the contract, the Vendor shall destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements. If the Vendor keeps and maintains public
records upon completion of the contract, the Vendor shall meet all applicable requirements for
retaining public records. All records stored electronically must be provided to the public agency,
upon request from the public agency's custodian of public records, in a format that is compatible
with the information technology systems of the public agency.
If Vendor observes that the Contract Documents are at variance therewith, it shall promptly notify the County
in writing. Failure by the Vendor to comply with the laws referenced herein shall constitute a breach of this
Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately.
13.17 Choice of Law, Dispute Resolution; Jurisdiction; Venue. This Agreement and all amendments,
modifications, alterations, or supplements hereto, and the rights of the Parties hereunder shall be construed
under, and be governed by, the substantive laws of the State of Florida, without regard to any conflict of law
provisions. The provisions of the United Nations Convention on Contracts for the International Sale of Goods
will not apply to this Agreement. If there is a dispute between the Parties relating to this Agreement, the
parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be
attended by representatives of Vendor 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. Any
litigation arising out of or relating to this Agreement shall take place exclusively in the appropriate state or
federal court in and for Collier County, Florida.
13.18 Paragr4ph HeqdiM. The paragraph titles used herein are for convenience of the Parties only and shall
not be considered in construing the provisions of this Agreement.
13.19 Order of Precedence, Governing Documents. If a purchase order or similar ordering document is
issued by Customer for the Solution and/or Services hereunder, the Parties hereby agree that the terms and
conditions of this Agreement shall govern and take precedence over any different or additional terms and
conditions of such purchase order or similar document. If there is any conflict between the terms and
conditions of this Agreement and any purchase order or similar document, the terms and conditions of this
Agreement shall govern. The parties expressly agree that different or additional terms shall govern unless
by a formal amendment to this Agreement signed by the parties.
13.20 Authorily to Bind. Each Party hereby represents and warrants that the Party signing below has full
right, power, and authority to enter into this Agreement and bind such Party accordingly.
13.21 Public Enti!y Crime. By its execution of this Agreement, the Vendor acknowledges to comply with
the terms of Section 287.133 of the Florida Statutes and inform the County of the conviction of a public entity
crime.
13.22 Prohibition of Gifts to Coppjy 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 111, 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
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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: submitting bids, RFP,
and/or quotes; and, c. immediate termination of any Agreement held by the individual and/or firm for cause
13.23 Key Personnel. The Vendor's personnel and management to be utilized for this Agreement shall be
knowledgeable in their areas of expertise. The Customer 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 Vendor shall assign as many people as necessary to complete the services on a timely basis, and each
person assigned shall be available for an amount of time adequate to meet the required service dates. The
Vendor shall not change Key Personnel unless the following conditions are met: (1) Proposed replacements
have substantially the same or better qualifications and/or experience. (2) that the Customer is notified in
writing as far in advance as possible. The Vendor shall make commercially reasonable efforts to notify
Customer withing seven (7) days of the change. The Customer retains final approval of proposed replacement
personnel.
13.24 Health Insurance Portabilijy and Accountabilijy Act. In compliance with 45 CFR 164.504(e), the
Vendor shall comply with the provisions of this Agreement, governing the safeguarding, use, and
disclosure of Protected Health Information created, received, maintained, or transmitted by Vendor or its
subcontractors incidental to performance under this Agreement.
13.25 Offer Extended To Other Governmental Entities. Customer encourages and agrees with the Vendor
extending the pricing, terms and conditions of this Agreement to other governmental entities at the
discretion of the Vendor.
Signature page to follow
******Remainder of page intentionally left blank******
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Collier County RFP# 20-7783 "Mental Health Data Collaborative"
IN WITNESS WHEREOF, Customer and Vendor have caused this Agreement to be executed under sea]
themselves or by their respective duly authorized agents or officers.
ATTEST:
Crystal K. Kinzel, Clerk of Circuit Court
and Comptroller
Vendor's Witnesses:
First Witness
TType/print witness nameT
Se((ond Witp4ss
5er,- rto r�,�I\
TType/print witnes� nameT
CUSTOMER:
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
Ln
Penny
VENDOR:
5 Point Solutions, LLC
By: &" A.- / y
Signature
TType/print signature and titleT
16 .
Date
Approved as to Form and Legality:
Powwr County Attorn(ey
obi t(En to - &,ff r1e,
Print Name
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ATTACHMENT I
PRODUCTS & PRICING SCHEDULE
Customer Name and Address: Collier County Board of County Commissioners, FL
c/o Community and Human Services Division
3339 Tamiami Trail East, Suite 211
Naples, Florida 34112
Attn: Catherine Sherman, Grants Coordinator
Prepared By: _Sam Morgan
Email: smorgan(a)myfiygn�� CC: sales(�ymyfiv��� Phone: 803-951-2094
Contract Term: Three years with two additional one-year renewal periods
Product/Services Selected: CaseWorX SaaS Solution
Number of Authorized Users: Unlimted users for the Mental Health Court Subscription
CASEWORX SAAS SOLUTION FEES (YEAR 1) - Milestones & Payment Schedule
Milestone #
Task
Description
Amount
1
Project Plan Signoff (20% of
Signoff on 5 Point Solutions/Collier
$9,900.00
Professional Services)
County Project Plan
2
CaseWorX UAT/Test Site
Deployment of CaseWorX UAT/Test Site
$15,000.00
System Configuration
3
Requirements Document Sign
Documentation of project based on
$14,850.00
off
analysis gathering
(30% of Professional Services)
4
System Configuration Setup
Sign -off of final version of CaseWorX
$14,850.00
(30% of Professional Services)
System Configuration
5
Training
Completion of Onsite Train the Trainer
$7,500.00
6
Go Live (20% of Professional
Go -Live of CaseWorX - Delivery
$9,900.00
Services)
Acceptance Form
7
Data Exchange
Development of David Lawrence Data
$5,829.00
Exchange
8
Go Live
Annual Subscription for CaseWorX
$18,410.00
Maintenance/Support/Licensing
Total 96,239.00
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CaseWorX SaaS Solution Annual Renewal Fees
Subscription Solution
Annual Subscription Fee
Software, Upgrades, Maintenance, and Support; Microsoft Azure
(Year 2)
Government Cloud:
11/09/2022-
11/08/2023
aseWorX SaaS Solution (Year 2)
BJA Report
$24,964.11
SAMHSA Report
ARP Report
CJMHSA Report
David Lawrence Data Exchange
Software, Upgrades, Maintenance, and Support; Microsoft Azure
(Year 3)
Government Cloud:
11/09/2023-
11/08/2024
CaseWorX SaaS Solution (Year 3)
BJA Report
$25,713.03
SAMHSA Report
ARP Report
CJMHSA Report
David Lawrence Data Exchange
Software, Upgrades, Maintenance, and Support; Microsoft Azure
(Year 4)
overnment Cloud:
11/09/2024-
11/08/2025
CaseWorX SaaS Solution (Year 4)
BJA Report
$26,484.42
SAMHSA Report
ARP Report
CJMHSA Report
David Lawrence Data Exchange
Software, Upgrades, Maintenance, and Support; Microsoft Azure
(Year 5)
Government Cloud:
11/09/2025-
11/08/2026
CaseWorX SaaS Solution (Year 5)
BJA Report
$27,278.96
SAMHSA Report
ARP Report
CJMHSA Report
Oavid Lawrence Data Exchange
Invoicing. Annual support to be charged following customer's final acceptance of software. Additional data
connectors/interfaces, if any, will be invoiced upon completion of each subject to a mutually approved Statement of
Work. Year 2, Year 3, Year 4, and Year 5 fees will be automatically invoiced on the anniversary date of the agreement
each year.
The standard Time & Materials rate for work conducted offsite for 5 Point Solutions is $200.00 per hour. All billable
services performed outside of this Statement of Work will be billed at $200.00 per hour, which must be pre -approved
in writing by the Customer, which approval will not be unreasonably withheld.
The Onsite Training rate for 5 Point Solutions is $200.00. This is billed based on time spent with the customer. This
rate covers travel expenses for 5 Point Solutions, as well as the time spent working with the customer onsite.
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SLASCHEDULE
To
Attachment No. 1
5 Point Solutions CaseWorX SaaS Solution
Service Levels and Standard Customer Support Policy
Support Contact Methods
Phone: 803-951-2094
Email: supportAmyfivepoint.com
Uptime Availability
5 Point will maintain 98% total availability of the CaseWorX Solution, including Software, Service, and SaaS to
Customer measured on a monthly basis, excluding scheduled maintenance of 4 hours per month or less ("Scheduled
Maintenance"). 5 Point Solutions will provide Customer with a minimum of forty-eight (48) hour notice of any
Scheduled Maintenance to those person(s) specified by Customer in writing as the primary contact(s). Scheduled
Maintenance will be performed outside of normal business hours, as defined Monday through Friday (except
holidays) from 8AM ET to 5PM EST ("Normal Business Hours".) Emergency repairs will be performed as
required and 5 Point Solutions will promptly notify Customer of such action.
Service Level Definitions
LEVEL I — Support provides the following services:
• Forgotten ID's and passwords
• Account expiry issues (ID and password changes)
• Day-to-day use of the CaseWorX Solution
• Connectivity issues including LAN, wireless access from Customer vehicles and Internet access
• Initial triage of the support request to determine the next level of support, if required
• Logging the call and tracking its progress through to resolution
LEVEL 2 — Support provides the following services which includes a more detailed understanding of the
inner workings of the application:
Additional contact with the customer to continue to triage the support request and resolve items such as:
• Data issues including integrity and accuracy
• Problem with data interfaces
• Problems with included third -party components
• Server imbalance
• Performance issue
• Interface with Level 3 support team to help identify a resolution
LEVEL 3 — Support services provide code -level changes to the application
Identification and resolution of a software failure which requires a patch or fixes
Provide assistance to level 2 support to identify problems and provide solutions that can be applied without code
changes.
Severities
Severity 1 Definition:
High Priority Critical System down or data unavailable for use. To report a severity I problem
or to submit a severity I service request, the customer must provide two
contact names (primary and back-up) and their phone numbers before the
s accepted as severity 1.
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Initial Response Time All severity I problem reports or service requests will be responded to
within 2 hrs. This type of request is available for submission and
response 24x7. 5 Point Solutions will provide the status of the work
request every hour on the hour via telephone to the customer via the
contact oints mentioned above.
Resolution Time As the resolution time depends on the type of problem or request, it
cannot be determined in advance. 5 Point Solutions support team will
work 24 hrs a day, 7 days a week until the problem is resolved. During
this period, the customer must be available to help with the problem
deten-nination and resolution. Once the problem is identified, 5 Point
Solutions will provide Licensee with a resolution time ("Resolution
Commitment Date").
Severity 2 Definition:
Medium Priority Major functions down or not working as expected. Adversely affects and
prevents the accomplishment of an operational or mission essential
function. Typically, a workaround is not available.
Initial Response Time All severity 2 problem reports or service requests can be submitted to the
Support Center 24/7. However, responses to these requests will only be
made between Monday through Friday, 8AM EST to 5PM EST.
Requests will be responded to within 4 hrs during these business hours. 5
Point Solutions will provide the status of the work request on a daily
basis at the beginning of each day via telephone to the requester or by
email.
Resolution Time As the resolution time is depended on the type of problem or request, it
cannot be determined in advance. 5 Point Solutions support team will
work on the problem/request during normal office hours until the
problem is resolved. During this period, the customer must be available
to help with the problem determination and resolution. Once the problem
is identified, 5 will provide Customer with a resolution time
("Resolution Commitment Date").
Severity 3 Definition:
Low Priority Minor ftinction down or not working as expected / cosmetic issues.
Adversely affects (but does not prevent) the accomplishment of an
operational or mission essential function. Typically, a workaround is
available.
Priority Three Defects do not include aborts or loss of data.
Initial Response Time All severity 3 problem reports or service requests can be submitted to the
Support Center 24/7. However, responses to these requests will only be
made between Monday through Friday, 8AM EST and 5PM EST.
During these business hours, requests will be responded to within 24 hrs.
5 Point Solutions will provide the status of the work request every three
days the beginning of each day via telephone to the requester or by
email.
Resolution Time As the resolution time depends on the type of problem or request, it
cannot be determined in advance. 5 Point Solutions support team will
work on the problem/request during normal office hours until the
problem is resolved. During this period, the customer must be available
to help with the problem determination and resolution.
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Severity 4
Low Priority
Definition:
Enhancement, feature/user request or training, May include password
resets or training questions.
Initial Response Time
All severity 4 problem reports or service requests can be submitted to the
Support Center 24/7. However, responses to these requests will only be
made between Monday through Friday, 8AM EST and 8PM EST. During
these business hours, requests will be responded to within 24 hrs.
Resolution Time
5 Point Solutions support team will work on the problem / request during
normal office hours until the problem is resolved with the assistance of the
customer.
Remedy
If 5 Point Solutions does not meet its system availability commitment of 98%, as set forth above, upon Customer's
timely request, which request shall be made no later than ninety (90) days following any such event, a credit will be
applied based on the proportion of such deficiency (the amount less than 98%) to the total number of hours in a
month. Customer may apply the credit against the next applicable subsequent billing period or renewal term fees.
Service credits will only apply to problems associated with the CaseWorX SaaS Solution and its network or data
center. No credit will be given if it is determined the problem is at Customer, the Internet, or otherwise out of 5 Point
Solutions' control.
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ReynosoAna
From: GonzalezGreily
Sent: Wednesday, November 10, 2021 12:20 PM
To: ReynosoAna
Cc: Contracts
Subject: RE: C01 in Compliance?: 20-7783 " Mental Health Date Collaborative" ( 5 Points
Solutions LLQ
The C01 is in compliance.
From: ReynosoAna <Ana. Reynoso@col lierco u ntyf Lgov>
Sent: Wednesday, November 10, 20218:56 AM
To: GonzalezGreily <Greily.Gonzalez@colliercountyfl.gov>
Cc: Contracts <Contracts@colliercountyfl.gov>
Subject: COI in Compliance?: 20-7783 " Mental Health Date Collaborative" ( 5 Points Solutions LLC)
Importance: High
Dear Greily,
Please review the COI provided by the vendor. We need you to confirm if it's 'in compliance as per our Insurance
Request form.
Thank you for your time.
Respectfully,
-Ana Reynoso
Purchasing Technician
.5;0GO CAMVIty
�e-r C<
Procurement Services Division
3295 Tamiami Trail East
Suite C-2
Naples, FL 34112
Telephone: (239) 252-8950
Email: ikna.Reyi-iosoL&Colliercountyfl.go
"'HOWARE WE DOING?" Please Take Our Survey
We appreciate yourfeedback!
I Packet Pg. 1395 1
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CERTIFICATE OF LIABILITY INSURANCE ryy)
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 pollcy(i9s) 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).
PRcoucER
HIBBITS INSURANCE INC
241-B Willbrook Blvd.
Pawleys Island, SC 29585
INSURED
CONT CT
14AW
FAX, -9201
(843)979-9200 fAIC No)@ (843)979
_MAIL
_B;ss: ann&hlbbitslnsurance.com
- JNSURERIS)AFFCRDING COVERAGE
NAIC 0
INSURERA: Admiral Insurance Company
INSURERB:
003026
5 Point Solutions, ILLC
INSURER C:
dba FivePoint Solutions, LLC
INSURER D:
204 Caughman Farm Lane Ste 201
INSURER E:
Lexington, SC 29072
INSURER F
M�VIQJWW IllUMOMIK:
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 13Y THE POLICIES DESCRIBED HEREIN IS SUBJECT
To ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED 13Y PAID CLAIMS.
_FNSR —
LTR
TYPE OF INSURANCE
ADDLSUBR
itign
_zaa
POLICYNUMBER
POLICY EFF
DNYYY)
POLICY F_XP
LIMITS
X
COMMERCIAL GENERAL LIABILrry
_LMM1DD/YYYYI
EACH OCCURRENCE
$ 2,000,000
DAMAGE TO RE
PREMISES (Ea occurrence)
$ 50,000
CLAIMS-MAOE IX-1 OCCUR
MED EXP (Any one persm)
5,000
A
X
C0000002376-08
08f10/21
08110/22
PERSONAL 8. ADV INJURY
1000,000
AGGREGATE LIMIT APPLIES PER;
F PRO� F
ENERAL AGGREGATE
4000,000
GEN'L
PRODUCTS - COMPIOP AGO
2,000,000
POLICY JECT LOC
OTHER:
i
$
AUTOMOBILE
LIABILITY
CO=SINGLELIMIT
1EA
$
—
ANY AUTO
BODILY INJURY (Par person)
S
SCHEDULED
OVVNEOoNLY
BODILY INJURY jF,,.ocid t)
$
—
AUTOS AUTOS
—
HIRED NON -OWNED
AUTOS ONLY AUTOS ONLY
[
;nFRTY DAMAGE
'..Id
$
UMBRELLA LIAO
HCLAIMS.
OCCUR
EACH OCCURRENCE
$
AGGREGATE
$
I
EXCESS UA13
E
1
DED I I RETENTION$
$
WORKERS COMPENSATION
77PER olti-
AND EMPLOYERS'LIABILITY YIN
ISTATUTE I ER
E.L. EACH ACCIDENT
ANY PROPRIETORIPARTNEWEXECUTIVE
OFFICER/MEMBER EXCLUDED? F_
NIA
E.L. DISEASE - EA EMPLOYEE
$
(Mandalory In NH)
If yes, describe under
E.L. DISEASE - POLICY LIMIT
DESCRIPTION OF OPERATIONS below
Professional Liability
Each Claim
$5,00,060-
A
Cybor
X
0000002376-08
08110/21
08/10122
Aggregate
$5,OGO,000
Toch E & 0
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Addtflonal Remarks Schackdo, may be attached If more space Is required)
Collier County Board of Commissioners, OR, Board of County Commissioners In Collier County, OR, Collier County Government,
OR, Collier County included as an additional insured under the captioned Commercial General Liability on a primary an
non-contributory basis If and to the extent required by written contract.
Collier County Board of County Commissioners
3295 Tamlaml Trail E.
Naples, FIL 34112
SHOULD ANY OF THE ABOVE DESCRIBED POILICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZE
0
0
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_J
0
0
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(L
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00
cm
E
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(0 1988-2015 AGORD CORPORATION. All rights reserved.
ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD
FP acketP9.1396
A4UCPR0F
#61� CERTIFICATE OF LIABILITY INSURANCE
TE (MMIDDfYYYY)
r11/08/2021
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(i;7s) 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
Aon Risk Services, Inc of Florida
CONTACT
NAME: Aon Risk Services, Inc of Florida
1001 Brickell Bay Drive, Suite #1100
Miami, FIL 33131-4937
PHONE FAX
1�,C,,,No, Ext): 800-743-8130 (A/C, No): 800-522-7514
A 7
ADDRESS: ADP.COI.Center@Aon.com
INSURER(S) AFFORDING COVERAGE
NAIC #
INSURERA: Illinois National Insurance Co
23817
INSURED
ADP TotalSource FL XVI, Inc.
INSURER B:
INSURERC:
10200 Sunset Drive
Miami, FIL 33173
INSURER D:
ALTERNATE EMPLOYER
5 Point Solutions LLC
204 Caughman Farm Lane Suite 201
INSURER E:
INSURER F:
Lexington, SC 29072
COVERAGES CERTIFICATE NUMBER: 3760104 REVISION NLJMRFP-
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. LIMITS SHOWN ARE AS REQUESTED.
INSR
ILTR
TYPE OF INSURANCE
ADDLISUBRI
INSIR
WVD
POLICY NUMBER
POLICY EFF
(MM/DDIYYYY)
POLICY EXP
(MMIDDIYYYY)
LIMITS
COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE 1-1 OCCUR
EACH OCCURRENCE
$
DAMAGE TO RENTED
PREMISES (Ea occumence)
$
MED EXIP (Any one person)
$
PERSONAL & ADV INJURY
$
E LIMIT APPLIES PER
PROJECTF—I LOC
GENERAL AGGREGATE
$
PRODUCTS - COMP/OP AGG
$
AUTOMOBILE
LIABILITY
COMBINED SINGLE 77MI—T
.(Ea accident)
$
BODILY INJURY (Per person)
$
—
ANY AUTO —
OWNED SCHEDULED
BODILY INJURY (Per accident)
$
—
AUTOS ONLY — AUTOS
—
HIRED NON -OWNED
AUTOS ONLY — AUTOS ONLY
PROPERT DAMAGE
(P. 0
r a .,d.ynt)
$
UMBRELLA LIAB
_
OCCUR
-EACH OCCURRENCE
$
AGGREGATE
$
EXCESS LIAB
I
I CLAIMS -MADE
DEC I I RETENTION $
A
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY YIN
WC 038361533 FIL
07/01/2021
07/01/2022
X I SPTERT JOTH-
UTE ER
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED'
NIA
E.L. EACH ACCIDENT
$ 2,000,000
E.L. DISEASE - EA EMPLOYEEI
$ 2,000,000
(Mandatory in NH)
If yes, describe under
E.L. DISEASE - POLICY LIMIT 1
$ 2,000,000
I
DESCRIPTION OF OPERATIONS below,
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required)
All worksite employees working for 5 POINT SOLUTIONS LLC, paid under ADP TOTALSOURCE, INC.'s payroll, are covered under the above stated policy. 5 POINT SOLUTIONS LLC is an alternate
employer under this policy.
RE: For any and all Work Performed on Behalf of Collier County.
CERTIFICATE HOLDER CANCELLATION
Collier County Board of County Commissioners
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
3295 Tamiami Trail E.
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
Naples, FL 34112
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
0qoaCPL:6k8ecv&e.6, lI?ncof0%tida
�p
@ 1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD
I Packet Pg. 1397 1
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W00W000'0,;&W0000M--AM% fill Ufft (*11 -�UUF Of FlUfUJO Wrbjjjr
Qgpartrnent of Stat / Division of Co porations / Search Records / Search y FEWIN Numbe /
Detail by FEI/EIN Number
Foreign Limited Liability Company
5 POINT SOLUTIONS, LLC
EHing Information
Document Number
M18000001410
FEI/EIN Number
26-4218743
Date Filed
02/08/2018
State
SC
Status
ACTIVE
Principal Address
7901 4th St N
STE 300
St. Petersburg, FL 33702
Changed: 04/08/2021
Mailing Address
204 Caughman Farm Lane
Suite 201
Lexington, SC 29072
Changed: 04/08/2021
Registered gent Name & Address
REGISTERED AGENTS, INC.
7901 4TH STREET NORTH
SUITE 300
ST.PETERSBURG, FL 33702
Address Changed: 03/25/2019
Authorized Person(s) Detail
Name & Address
Title MBR
LUCAS, CICERO G, IV
P.O. BOX 498
LEXINGTON, SC 29071
DivISION OF CORPORATIONS
Annual Reports
I Packet Pg. 1398
FIRST AMENDMENT TO AGRE EMENT 920-7783
FOR
MASTER SOFTWARE -AS -A -SERVICE (SAAS) AGREEMENT
THIS FIRST AMENDMENT, made and entered into on this day of
2022, by and between 5 Point Solutions, LLC (the "5 Point Solutions" or
"Contractor") and Collier County, a political subdivision of the State of Florida, (the "County" or
"Customer") (collectively, the "Parties"):
WHEREAS, on December 14, 2021 (Agenda No. 16.D.19), the County entered into
Agreement # 20-7783 "Mental Health Data Collaborative" Master Software -As -A -Service Agreement
(the "Agreement") with 5 Point Solutions to establish a data system to allow information and data
sharing between County and partnered community agencies, to increase collaboration and improve
Mental Health Services; and
WHEREAS, the Agreement provided for a three year initial term with two additional one-
year renewals with a total cost of $200,679.52 for services obtained over a five-year period; and
WHEREAS, the Parties desire to amend the Agreement to increase services, modify project
milestones and payment schedule and establish revised pricing providing for a new cost of
$407,436.00 over the remaining agreement term, including renewals.
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, it is agreed by the Parties as follows:
1. Attachment I "Products & Pricing Schedule" of the Agreement is hereby voided and replaced
in its entirety with Attachment I -A attached hereto.
2. All other terms and conditions of the Agreement shall remain the same.
"Remainder of this page left blank intentionally"
SIGNATURE PAGE TO FOLLOW
[22-PRC-04934/1728780/11 Page I of 10
First Amendment to Agreement # 20-7783
.0
Pg. 1399 1
IN WITNESS WHERE OF, the Parties hereto, have each, respectively, by an authorized pet -son or
agent, have executed this Amendment on the date and year first written above.
ATTEST:
Crystal K, Kinzel, Clerk of Circuit Court
and Comptroller
im-
Dated:
(SEAL)
Contractor's Witnesses:
FiAst Witness
1';�-AC3- F,9 v I f-.5'
TType/print witness nameT
Second Witness
TType/print witness nameT
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
M
William L. McDaniel, Jr., Chairman
CONTRACTOR:
5 Point Sol tions, LLC
By:
Signature
�Ac'—�A�o C-) LOCPLs
TType/print signature and titleT
Approved as to Form and Legality:
Assistant County Attorney
Print Name
[22-PRC-04934/1728780/11 Page 2 of 10
First Amendment to Agreement # 20-7783
E
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I Packet Pg. 1400 1
ATTACHMENT I -A
(FIRST AMENDMENT)
Pro' ect Scope
The Case Management Solution will consist of a hosted SaaS solution and the implementation services needed
to install and deploy the system to meet the requirements define herein.
CaseWorX will be installed as a functional solution with its existing functionality which includes standard
fields, display screens, widgets, and reports.
FivePoint will work with the designated agency project managers, IT staff, and system administrators to
integrate CaseWorX with the business practices of Collier County to accomplish the Customer's business needs.
FivePoint will implement one (1) subscription of CaseWorX. CaseWorX will be configured for use by Collier
County, FL Mental Health Data Collaborative. The system will be configured to the agreed upon and signed off
Functional Design Document. There is no limit to the number of authorized users accessing the issued
CaseWorX Mental Health Data Collaborative subscription. Users with permissions to the CaseWorX Mental
Health Data Collaborative subscription will be determined by Collier County. Should an additional subscription
of CaseWorX for a separate program for data tracking and reporting be necessary, a Change Order will be
created.
Data Exchanges
Data exchanges will be created between the CaseWorX system and the systems defined in this Change Order.
FivePoint and the Collier County project team will work with the external agencies to determine the scope of
work for each data exchange identified in the contract. This will include a detailed description of the
capabilities of each data exchange based on external agencies' systems to provide and consume data. This
information will be used to define the automation needed to generate and consume data for each interface.
Collier County will provide use cases and workflow information that will be used to define the type of data
being used in each exchange, the frequency of the exchange and any automation processes required.
Data Exchang��_ Source
Exchang� _Te
Notes
David Lawrence Data Exchange: Credible
Will be defined during
Exchange to populate data into
requirements gathering.
CaseWorX from David Lawrence
System — Uni-Directional
CCSO: TriTier (Wings)
Will be defined during
Exchange to populate data into
requirements gathering.
CaseWorX from Wings — Uni-
Directional
Courts: Drug Court Case Management
Will be defined during
Exchange to populate data into
System (DCCM)
requirements gathering.
CaseWorX from DCCM — Uni-
Directional
Wounder Warriors: HMIS
Will be defined during
Exchange to populate data into
requirements gathering.
CaseWorX from HMIS — Uni-
Directional
Hunger & Homeless Coalition: HMIS
Will be defined during
Exchange to populate data into
requirements gathering.
CaseWorX from HMIS — Uni-
Directional
NAMI: HMIS
Will be defined during
Exchange to populate data into
requirements gathering.
CaseWorX from HMIS — Uni-
Directional
[22-PRC-04934/1728780/1] Page 3 of 10
First Amendment to Agreement # 20-7783
FPacket Pg. 1401
Custom Development
FivePoint will develop Widgets and Data Fields foi- the following:
L Narcan Deployments — up to 10 Data Fie Ids
2. Marchman Act — Up to 10 Data Fields
3. Baker Act — Up to 10 Data Fields
Prollram Implementation
FivePoint Project Management consists of:
• Creating and maintaining project plans using Microsoft Project.
• Communication Planning
• Leading weekly status meetings
• Proving weekly status reports (if required)
0 Updating and managing Issue, Risk and Decision Logs
0 Ensuring the Change Management process is followed if changes are required.
CaseWorX is an "out of the box" solution and the Customer will be trained on all aspects of the application
including all administration functions, security, forms management, and configuration. If configuration items
have been identified and are "in scope" for this agreement, they will be incorporated into the project plan. If
configuration items are outside of this agreement, a subsequent statement of work or change order will be
required and may result in additional fees. FivePoint will not proceed with configuration items determined out
of scope until a new statement of work or change order has been signed by both FivePoint and a County
representative.
After the initial project planning meetings, configuration will be accomplished using these stages.
1. System Configuration
2, Financial Structure (if applicable)
3. Document Templates
4. Workflow Processes Analysis
5. Data Exchanges
6. Reports
7. Security Configuration
8. Training
9. Deployment
Meetings will be conducted on site and/or online as mutually agreed upon by Collier County and FivePoint
project managers during the analysis and configuration phase of the project.
System Couriguration
In the System Configuration stage, FivePoint will work with Customer's implementation team to verify and
identify the drop -down list values needed in the CaseWorX solution. As new list values are identified they will
be added as tasks to the FivePoint issues management system and tracked. Configuration is necessary to ensure
all necessary data is set up to be tracked in the system.
System Configuration will consist of the following:
Document Templates
Document templates are created using CaseWorX configuration tools. Collier County shall provide docurnents
in an electronic format (preferably Microsoft Word) from which FivePoint will configure the document
templates to be used in CaseWorX. FivePoint will configure no more than four (4) documents per CaseWorX
subscriptions listed in the Contract.
[22-PRC-04934/1728780/1] Page 4 of 10
First Amendment to Agreement # 20-7783
Packet Pg. 1402
0 Customer will review its document templates (forms) that are currently used and determine which can
likely be rnerged or are unused.
• Customer will make any modifications or edits to document templates.
• Customer will provide list of document templates, including samples
• FivePoint will train Customer in document templates configuration
• FivePoint and Customer will compare inventory of documents with those already configured
• FivePoint will configure documents; Customer may assist.
0 Customer will test and approve templates.
If customer requests more personalized configuration that does not meet the 'out of the box' solution, a Change
Order will be created.
Worifflow Processes Analysis
FivePoint will discuss key workflow processes Collier County uses daily to ensure the system is configured to
best meet the needs of the end -users.
If Collier County requests a more personalized configuration that does not meet the 'out of the box' solution, a
Change Order will be created.
Data Exchanges
FivePoint can interface with systems that are capable of interfacing using XML/JSON via FTP, XML/JSON via
Web Service, CSV or direct SQL. In addition, FivePoint can provide NIEM-conformant and 1-11-7-conformant
data exchanges.
For each interface, FivePoint will work with Customer's IT staff to create an implementation approach and
Interface Specification Document. The document will include information necessary to develop the interface,
including:
• Data connect requirement (i.e. VPN);
• The data element mappings between the two systems and other requirements such as filtering, throttling,
queuing, transaction record retention period, and resending/republishing of messages;
• Frequency/trigger information, specification of data transport mechanism requirements, port and
firewall rules, and Secure networking requirements;
• Monitoring and reporting requirements, identification of exception types and processing of transactions,
and bandwidth requirements based on expected transaction volumes; and
• Error Handling.
Once the specification docurnent has been completed, FivePoint will work with the Customer's IT staff to
develop and test the interface using the Interface Specification Document. FivePoint will begin development
once the Interface Specification Document has been approved by the Customer.
Upon Customer's final approval of each interface, the interface will be ready to go live.
If the Customer requests additional data exchanges, a Change Order will be created.
Reports
There are no requested custom reports as part of this Change Order. If the Customer requested additional report
development, a new Change Order will be created.
[22-PRC-04934/1728780/11 Page 5 of 10
First Amendment to Agreement # 20-7783
FPacket Pg. 1403
Security Configuration
FivePoint and the Custorner will work together to identify security configuration needs for the system.
CaseWorX uses role -based security with the ability to restrict or unrestricted individual users. Security
Configuration is required for training and go -live. Collier County staff will be trained on user account
management and configuration.
A Security Configuration Document will be developed listing the user roles and rights for accessing and
updating cases. Security Configuration can only begin after the Security Configuration Document has been
approved by the Customer.
Training
FivePoint Solutions will provide training for the following sessions for up to fifteen (15) end users:
• System Navigation and Data Entry
• Generating Reports
• Administrative Functionality
If additional users are required to attend, an additional FivePoint trainer will be needed per 15 attendees. This
would be at a rate of $2,000 per day. FivePoint will conduct onsite training for 2 days with Train -the -Trainer.
FivePoint will conduct online training for the remaining three (3) days.
Additional Onsite and Online training can be provided at an additional rate of $200 per hour. A minimum of 4
hours is required per session to cover training and administrative time. If client requests additional training, a
Change Order will be created.
Deployment
FivePoint and Collier County project managers will jointly create a Deployment and Go -Live Plan detailing the
responsibilities of each implementation team. Deployment will include the data conversion so the system can be
used in production. Final data conversion and deployment will bring the system live in the production
environment.
Data Exchanges may be scheduled after go -live but this will be defined during the Project Planning phase of the
project.
FivePoint will work with the Customer's implementation team to create the following in preparation for
deployment and Go -live.
• Train the trainer sessions and end user training.
• Go -Live Plan
• Onsite or Remote go -live assistance (additional fees may apply)
• Data entry cutoff date
• Final conversion of the database
Customer will set up an internal Help Desk that includes technical personnel and agency subject matter experts.
During the term, FivePoint will provide the County with the ability to report technical issues 240 for the
Software/Solution. Response times to resolve issues are set forth at Vendor's CLIstomer Support Policies set
forth in a Schedule.
Telephone support shall be available to no more than three (3) named callers. Support includes troubleshooting,
basic usability, and navigation assistance. If applicable, the County agrees to provide FivePoint access to
production systems for purposes Of Customer support.
Service Level Agreement and priority schedule can be found in the Master Contract, Attachment 15 Point
Solutions Case WorXSaaS Solution Sei-vice Levels andStandai-d Custolnel. Suppoll Policy,
Risks
Every project assumes risks. FivePoint has identified the following project risks and describes a method to
mitigate the risk level.
1. Lack of attendance and participation during FivePoint training. This can lead to additional training
needs as well as "stale" data. The probability and consequence for this can be high.
[22-PRC-04934/1728780/1] Page 6 of 10
First Amendment to Agreement # 20-7783
Packet Pg. 1404
Risk mitigation: FivePoint will work with the Customer Project Lead to ensure that the
Customer's Team Members are properly trained. FivePoint and the Customer will work to find
a mutually agreeable date for all members needing training.
2. A prolonged period of little to no CaseWorX software use between training and go -live.
Risk mitigation: FivePoint will provide a test environment for users to access during and after
training allowing immediate use of a "mock" system and functions. In addition, FivePoint will
work with the Customer's staff to check the CaseWorX system for court activity after training.
FivePoint will work with the Customer to ensure follow-up with courts that have not used the
CaseWorX system after training.
3. Changes requested not outlined in the original scope of work.
Risk mitigation: FivePoint utilizes a formal change management process for handling change
orders. FivePoint will workjointly with the Customer on all change order requests. All change
order requests will be prioritized by the Customer and analyzed by FivePoint to determine if the
request adds risk or cost to the project. FivePoint will present a proposal to the Custorner that
includes added risk (if any) and pricing for the change order (if any). The Customer will have
the final decision over whether to proceed with the change order.
4. Customer Staff turnover.
Risk mitigation: FivePoint will provide system document and tutorial videos to assist new staff
on the usage of CaseWorX.
5. System Interfacing — Delivering interfaces to third -party systems requires access to resources, access to
technical environment(s), prioritization by leadership in the third -patty systerns, and timely
communication. Therefore, an escalation process should be identified during planning to ensure
successful project outcomes.
General Assumptions and Exclusions
Customer Responsibilities:
• Ensure that all the involved departments and departments' system vendors are willing to work with
FivePoint and the appropriate court to provide necessary access to information and data as needed for
the project.
• FivePoint will receive full support from the customer with response times of no longer than 2 business
days.
• Provide Subject Matter Experts from each of the involved departments to participate in analysis
meetings.
• Provide project management services for the length of the project to manage the Customer's Project
Responsibilities. The project manager(s) should be available for scheduled meetings or teleconferences.
• Customer Project Coordinator must attend all scheduled training(s).
• Must accept the Delivery Acceptance Form or provide a written plan of action within Fifteen (15)
business days of Go -Live.
• Where applicable, Customer will provide FivePoint with secure rernote access to their environment once
FivePoint personnel have passed background checks and security requirements.
• Customer will facilitate access to necessary resources for third -party interfaces to include garnering
leadership approval and prioritization from the third -party entity, where needed.
• A mutually agreed upon Change Management Process will be implemented, if necessary.
Exclusions; Out of Scope:
• FivePoint is not responsible for paying any 3rd party vendor costs and those costs are NOT included in
this Change Order (if applicable).
• FivePoint is not responsible for providing stable network and internet connection to each of the involved
CaseWorX Users.
FivePoint is not responsible for providing PCs and/or laptops, or mobile devices for users to access and
run CaseWorX.
FivePoint is not responsible for providing scanner(s) with a Twain Driver to access and run the
document management component of CaseWorX.
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FivePoint Solutions is not responsible for any data clean up required for conversions to be successful.
During Analysis, if it is discovered that data clean up is necessary, data must be updated by client prior
to first iteration of data conversion. (i.e. source systern date field may contain string value 112098, data
will need to updated to 11/20/1998 or if a city is abbreviated in the source data base it may need to be
updated with full narne before conversion).
FivePoint is not responsible for updating third party interfaces to meeting FivePoint Data Exchange
Requirements
Payment Schedule
r�
0 CASEWORX
SAAS SOLUTION FELS (YtAN 1) - PAilestones & raymeni.-Icneduie
Milestone
Task
Description
Amount
Project Plan Signoff (30% of
Signoff on FivePoint Solutions/Collier
$ 16,000.00
1
Project Management
County Project Plan
Services)
Deployment of CaseWorX
2
UAT Site - 30% of Project
Deployment of CaseWorX UAT Site
$9,600.00
Management Services
3
Analysis of CaseWorX
Functional Design Document DAS Form
$ 10,000.00
Configuration Complete
Signed - aseWorX System Configuration
4
—
CaseworX System
DAS Form Signed for CaseWorX System
$6,400.00
Configuration Complete
Conifguration
Analysis of HMIS -Wounded
Functional Design Document DAS Form
$ 10,000.00
5
Warrior Integration
Signed for HMIS -Wounded Warrior
Complete
Integr tion
Analysis of HMIS - Hunger &
Functional Design Document DAS Form
$ 10,000.00
6
Homeless Integration
Signed for HMIS - Hunger & Homeless
Complete
Integr tion
Analysis of HMIS - NAMI
Functional Design Document DAS Form
$ 10,000.00
7
Integration Complete
Signed for HMIS - NAMI Integration
Analysis of David Lawrence
Functional Design Document DAS Form
$ 10,000.00
8
Center - Credible
Signed for David Lawrence Center -
Integration Complete
Credible Integration
Analysis of DCCM-
Functional Design Document DAS Form
$ 10,000.00
9
Integration Complete
Signed for DCCM (Drug Court Case
Management)
Analysis of Tritier - Wings
Functional Design Document DAS Form
$ 10,000.00
10
RMS - Integration Complete
Signed for Tritier - Wings RMS
Analysis of Custom
Functional Design Document DAS Form
$ 10,000.00
11
Widget/Data Elements
Signed for Custom Widget/Data Elements
Complete
Go -Live of CaseWorX - Final
12
Project Management Costs -
DAS Form,Signed for Go -Live of CaseWorX
$16,000.00
20% of Project Management
Services
13
Training Complete
Onsite and Online Training Complete
$10,000.00
14
Go -Live of CaseWorX
CaseWorX Annual Subscription
$6,750.00
is
Go -Live of HMIS -Wounded
HMIS -Wounded Warrior Integration
$5,500.00
Warrior Integration
Annual Subscription
16
Go -Live of HMIS - Hunger &
HMIS - Hunger & Homeless Integration
$3,500.00
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Homeless Integration
Annual Subscription
Go -Live of HMIS - NAMI
HMIS - NAMI Integration Annual
$3,500.00
17
Integration
Subscription
18
Go -Live of David Lawrence
Center - Credible
David Lawrence Center -Credible
$5,500-00
Integration Annual Subscription
Integration
19
Go -Live of DCCM -
DCCM - Integration Annual Subscription
$5,500.00
Integration
20
Go -Live of Tritier - Wings
Tritier -Wings RMS - Integration Annual
$5,500.00
RMS - Integration
Subscription
21
Go -Live of CaseWorX
Annual Subscription for CaseWorX Custom
$5,000.00
Narcan Widget
Narcan Widget
22
Go -Live of CaseWorX
Annual Subscription for CaseWorX Custom
$5,000-00
Marchman Widget
Marchman Act Widget
23
Go -Live of CaseWorX Baker
Annual Subscription for CaseWorX Custom
$5,000.00
Act Widget
Baker Act Widget
Total 188,750.00
CaseWorX SaaS Solution Annual Renewal Fees
Software, Upgrades, Maintenance, and Support; Microsoft Azure
1 (Year 2)
Government Cloud:
CaseWorX SaaS Solution (Year 2)
David Lawrence - Credible Integration
HMIS - Wounded Warrior Integration
HMIS - NAMI Integration
$52,272.00
HMIS - Hunger & Homeless Integration
TriTier -Wings RMS Integration
DCCM Integration
Narcan Widget
Marchman Act Widget
Baker Act Widget
Software, Upgrades, Maintenance, and Support; Microsoft Azure
1 (Year 3)
Government Cloud:
CaseWorX SaaS Solution (Year 3)
David Lawrence - Credible Integration
HMIS -Wounded Warrior Integration
HMIS - NAMI Integration
$53,840.00
HMIS - Hunger & Homeless Integration
TriTier -Wings RMS Integration
DCCM Integration
Narcan Widget
Marchman Act Widget
Baker Act Widget
Software, Upgrades, Maintenance, and Support; Microsoft Azure
I (Year 4)
Government Cloud:
CaseWorX SaaS Solution (Year 4)
David Lawrence - Credible Integration
HMIS -Wounded Warrior Integration
HMIS - NAMI Integration
$55,455.00
HMIS - Hunger & Homeless Integration
TriTier -Wings RMS Integration
DCCIVI Integration
Narcan Widget
Marchman Act Widget
Baker Act Widget
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Software, Upgrades, Maintenance, and Support; Microsoft Azure
1 (Year 5)
Government Cloud:
CaseWorX SaaS Solution (Year 5)
David Lawrence - Credible Integration
HMIS - Wounded Warrior Integration
HMIS - NAMI Integration
$57,119.00
HMIS - Hunger & Homeless Integration
TriTier -Wings RMS Integration
DCCM Integration
Narcan Widget
Marchman Act Widget
Baker Act Widget
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