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#08-5009 Assumption Agreement (Hyland)
RISK ki s 4„s E:'.1;_t`, ASSUMPTION AGREEMENT This Assumption Agreement is made and entered into as of -ppr� ( Q-; 2013, by and between Hyland Software, Inc., an Ohio corporation ("HylaAd") and Collier County, a political subdivision of the State of Florida("Collier County"). WHEREAS, on July 22, 2008, Collier County entered into Contract 08-5009 with SIRE Technologies, Inc., a division of AlphaCorp, a Utah corporation ("AlphaCorp") for Enterprise Content Management Software Solution, a copy of which is attached hereto, together with Change Order #1 dated October 2, 2009, Change Order #2 dated May 27, 2011, and any extensions thereto, as Exhibit A,hereinafter collectively referred to as"Agreement;"and WHEREAS, Hyland hereby represents to Collier County that by virtue of an asset purchase agreement Hyland is the successor in interest to AlphaCorp in relation to the Agreement; and WHEREAS, the parties wish to formalize Hyland's assumption of rights and obligations under the Agreement effective as of the date first above written. NOW THEREFORE, IN CONSIDERATION of the mutual promises in this Assumption Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, it is agreed as follows: 1. Hyland accepts and assumes all rights, duties, benefits, and obligations of the Consultant under the Agreement, including all existing and future obligations to pay and perform under the Agreement. 2. Except as expressly stated, no further supplements to, or modifications of, the Agreement are contemplated by the parties. 3. Notice required under the Agreement to be sent to Consultant shall be directed to: CONSULTANT: Hyland Software, Inc. 28500 Clemens Road Westlake, Ohio 44145 Phone: 440-788-5000; Fax: Attention: 4. Collier County hereby consents to Hyland's assumption of the Agreement. No waivers of performance or extensions of time to perform are granted or authorized. Collier County will treat Hyland as the Consultant for all purposes under the Agreement. 1 IN WITNESS WHEREOF,the undersigned have executed and delivered this Assumption Agreement effective as of the date first above written. FOR COLLIER COUNTY: ATTESV.e0AP3 BOARD OF COUN COMMISSIONERS D I E.:BIZOCYct,Clerk COLLIER COUNT , FLORIDA By: � .� 1 rk ��Ziff 17 AvHILLER,ESQ. Attest a " o Chat . OMAN FOR HYLAND SOFTWARE,INC.: By: �� Li' L_ Witness(signature� � A16 r-`es n Q L-1113 a-n om ) V P. € * ic26.r(\ Print Name/Title (print name) HYLAND Witnes (signature) SOFTWAR E y-5-►3 bate LEGAL (print name) Approved :s to o and legal ffic -n• • ',I Jeffrey . K . 7Ik w County tto i ey } 2 U EXHIBIT A AGREEMENT08-5009 for Enterprise Content Management Software Solution THIS AGREEMENT, made and entered into on this 22nd_day of_;July ,2008, by and between SIRE Technologies, Inc, authorized to do business in the State of Florida, whose business address is 3676 W. California Avenue, Unit B100,Salt Lake City,Utah 84104, hereinafter called the "Consultant" and Collier County, a political subdivision of the State of Florida,Collier County,Naples,hereinafter called the"County": WITNESSETH: 1. COMMENCEMENT. This Agreement shall commence after receipt of the Notice to Proceed,in the form of a letter from the Project Manager. This Agreement shall be for a one (1)year period from the Notice to Proceed date. The County may, at its discretion and with the consent of the Consultant, renew the Agreement under all of the terms and conditions contained in this Agreement for four (4) additional one (1) year periods. The County shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten(10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK. The Consultant shall provide Enterprise Content Management Software and implementation services in accordance with the terms and conditions of RFP #08-5009 and the Consultant's proposal, as negotiated, referred to herein and made an integral part of this agreement.This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Consultant and the County Project Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. 3. THE CONTRACT SUM. The County shall pay the Consultant for the performance of this Agreement an estimated maximum amount of two hundred thirty-two thousand seven hundred twenty-seven dollars ($232,727.00), based on the prices set forth in Exhibit A, pursuant to the Payment Schedule attached as Exhibit B, subject to Change Orders as approved in advance by the County in writing. Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Florida Statutes, otherwise known as the "Local Government Prompt Payment Act". Consultant shall not invoice more often than every thirty(30) days. The contract sum is broken down as follows: Page 1 of 10 CP Initial Software Cost: $159,635.00 Initial Maintenance Cost: $31,828.00 Consulting Services Cost: $24,480.00 Training $12,384.00 Travel Reimbursement Estimate: $ 4,400.00 4. NOTICES. All notices from the County to the Consultant shall be deemed duly served if mailed or faxed to the Consultant at the following Address: SIRE Technologies,Inc. 3676 W.California Avenue,Unit B100 Salt Lake City,Utah 84104 Attention: Jim Painter Telephone:801-997-8608 Facsimile: 801-977-875 All Notices from the Consultant to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department-Purchasing Building 3301 Tamiami Trail,East Naples;Florida 34112 Attention:Steve Camel!,Purchasing/GS Director Telephone: 239-252-8371 Facsimile: 239-252-6584 The Consultant and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 5. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Consultant or to constitute the Consultant as an agent of the County. 6. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Consultant. Payment for all such permits issued by the County shall be processed internally by the County. All non-County permits necessary for the prosecution of the Work shall be procured Page 2 of 10 ,a� and paid for by the Consultant. The Consultant shall also be solely responsible for payment of any and all taxes levied on the Consultant. In addition,the Consultant shall comply with all rules,regulations and laws of Collier County,the State of Florida,or the U. S. Government now in force or hereafter adopted. The Consultant agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Consultant. 7. NO IMPROPER USE. The Consultant will not use, nor suffer or permit any person to use in any manner whatsoever,County facilities for any improper,immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Consultant or if the County or its authorized representative shall deem any conduct on the part of the Consultant to be objectionable or improper, the County shall have the right to suspend the contract of the Consultant. Should the Consultant fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Consultant further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. Should the Consultant be found to have failed to perform his services in accordance with the Consultant's submission to the County as per this Agreement, the County may terminate immediately for cause, further the county may terminate for convenience with thirty(30)days written notice. 9. NO DISCRIMINATION. The Consultant agrees that there shall be no discrimination as to race,sex,color,creed or national origin. 10. INSURANCE. The Consultant shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of$1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury.Liability and Property Damage Liability. This shall include Premises and Operations; Independent Consultants;Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $300,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non-Owned Vehicles and Employee Non-Ownership. C. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of$500,000 for each accident. Page 3 of 10 LP Special Requirements: Collier County shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Consultant during the duration of this Agreement. Renewal certificates shall be sent to the County thirty(30)days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Consultant shall insure that all subConsultants comply with the same insurance requirements that he is required to meet. The same Consultant shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Consultant shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including,-but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness,or intentionally wrongful conduct of the Consultant or anyone employed or utilized by the Consultant in the performance of this Agreement. This indemnification obligation shall not be construed to negate,abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 12. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Administrative Services Division. 13. CONFLICT OF INTEREST. Consultant represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Consultant further represents that no persons having any such interest shall be employed to perform those services. 14. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached component parts, all of which are as fully a part of the contract as if herein set out verbatim: Consultant's Proposal, Insurance Certificate, and RFP #08-5009 Specifi- cations/Scope of.Services, and Exhibits A through F, attached hereto and incorporated herein by reference. 15. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. Page 4of10 0 CAI 16. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan,fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 17. IMMIGRATION LAW COMPLIANCE. By executing and entering into this agreement, the Consultant is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by the Consultant 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. 18. VENUE.Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 19. OhtihR EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 20. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid,or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 21. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract upon satisfactory negotiation of price by the Contract Manager and Consultant. 22. TRAVEL EXPENSES. Travel expenses shall be reimbursed as per.Section 112.061 Florida Statutes. Reimbursements shall be at the following rates: Mileage: $ .445 per mile Breakfast: $6.00 Lunch: $11.00 Dinner: $19.00 Page 5 of 10 CA Airfare: Actual ticket cost Rental car: Actual rental cost of midsize or smaller car Lodging: Actual cost of reasonable lodging at single occupancy rate Parking: Actual cost of parking 23. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties,the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Consultant with full decision-making authority and by Owner's staff person who would make the presentation of any settlement reached during negotiations to Owner for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Consultant with full decision-making authority and by Owner's staff person who would make the presentation of any settlement reached at mediation to Owner's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102,Florida Statutes. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida,which courts have sole and exclusive jurisdiction on all such matters. 24. SOFTWARE LICENSE. The Software License Agreement is attached hereto as Exhibit C, and is incorporated herein by reference. 25. SOFTWARE MAINTENANCE. Software maintenance shall be performed pursuant to the Software Maintenance Agreement, attached hereto as Exhibit D, and is incorporated herein by reference. Payment for maintenance shall be made in accordance with Chapter 218, Florida Statutes, also known as the Local Government Prompt Payment Act, and upon receipt of a proper invoice, after Final Acceptance, plus ninety (90) days. The first year's maintenance payment shall be prorated to October 31, 2009 so that future year's maintenance payments shall become due on November 1. 26. PROTECT SCHEDULE. The Project Schedule is attached hereto as Exhibit E, and is incorporated herein by reference. If the Project Schedule is not adhered to, such action shall be considered a breach of this Agreement, and if such breach is not cured within ten (10) business days of written notice from the County to the Consultant, this Agreement may be terminated. 27. FUTURE MODULES. The Consultant agrees to sell to County future software modules, if requested by the County, and additional user licenses at a discount of twenty-five percent (25%) off list for a period of two (2) years after Notice to Proceed. Increases on Page 6of10 CA software modules and additional user licenses shall be capped at four percent (4%) per year for the remaining three(3)years of this.Agreement. 28. EVENTS OF DEFAULT. Each of the following events shall constitute an "Event of Default",for which this Agreement may be terminated: a. The Vendor shall fail to observe, perform or comply with any material term, covenant, agreement or condition of this Agreement which is to be observed, performed or complied with by the Vendor, if such failure continues uncured for thirty (30) calendar days after the County gives the Vendor written notice of the failure and the specific nature of such failure. b. The Vendor shall commit any fraud, misrepresentation, breach of fiduciary duty, willful misconduct, or intentional breach of any provision of this Agreement. 29. CONSISTENCY WITH COUNTY POLICIES. Consultant shall discuss and review with the County Project Manager in advance of all critical decision points all matters relating to the work being provided in order to ensure that the work proceeds in a manner consistent with the goals and policies of the County. 30. PROHIBITION AGAINST TRANSFERS. Consultant shall not assign, sublease, hypothecate, or transfer this Agreement,or any interest therein, directly or indirectly,by operation of law without the prior written consent of the County. Any attempt to do so without the prior written consent of the County shall be null and void, and any assignee, sub-lessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment,hypothecation,or transfer. 31. ACCOUNTING RECORDS. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of County during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work,data,documents,proceeds and activities related to the Agreement for a period of three(3)years from the date of final payment under this Agreement. 32. SAFETY. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its work,the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. 33. FORCE MATEURE. If the performance of any obligation (other than confidentiality obligations) under the Agreement is prevented,restricted or interfered with by reason of war, revolution, civil commotion, acts of public enemies, blockade, embargo, strikes, Page 7 of l0 6:4; outage of the Internet, law, order, proclamation, regulation, ordinance, demand, or requirement having a legal effect of any government or any judicial authority or representative of any such government, or any other act whatsoever, whether similar or dissimilar to those referred to in this Section 33.0,which is beyond the reasonable control of the party affected, then the party so affected shall,upon giving prior written notice to the other party, be excused from such performance to the extent of such prevention, restriction, or interference, provided that the party so affected shall use reasonable commercial efforts to avoid or remove such causes of nonperformance, and shall continue performance hereunder with reasonable dispatch whenever such causes are removed. 34. APPLICATION SOFTWARE ACCEPTANCE TESTING. The testing criteria is attached as Exhibit F hereto,and is incorporated herein by reference. a. Review and Correction. Collier County will either (i) notify Vendor in writing that the Application Software meets the Acceptance Tests and is accepted by Collier County, or (ii) notify Vendor in writing that the Application Software fails to meet the Acceptance Tests. Collier County shall be deemed to have accepted the phase of the Application Software in the event no written notice of acceptance or deficiencies is provided to Vendor on or before expiration of the aforesaid acceptance test period. b. Time period for correction. If Collier County notifies Vendor that the Application Software does not satisfy any or all of the Acceptance Tests,Collier County will set forth a list of the errors or omissions which have caused the Application Software not to meet the Acceptance Tests to the extent known by the Collier County. After notification of a failure of the Application Software to meet the Acceptance Tests, Vendor shall have twenty (20) business days from the date that Vendor receives the list of errors and omissions to modify or improve the Application Software to meet the Acceptance Tests. The Application Software will then be retested in the same manner. Collier County shall not be required to allow the acceptance testing to proceed for more than two (2) twenty (20) day periods. If acceptance testing is not accepted after the second twenty (20) day period,. this Agreement may be terminated by the County. The parties shall negotiate settlement of the final payment for services rendered by the Consultant. 35. FINAL ACCEPTANCE. Final acceptance shall be evidenced in writing from the County to the Consultant. 36. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Agreement and Exhibits, the terms of the Agreement shall take precedence over the terms of all other Exhibits, To the extent any conflict in the terms of the Agreement and Exhibits cannot be resolved, the conflict shall be resolved by imposing the more strict or costly obligation under the Contract Documents upon the Consultant at Owner's discretion. Page 8ofl0 'A 37. KEY PERSONNEL/PROJECT STAFFING: The proposer's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to insure that competent persons will be utilized in the performance of the contract. Selected firm shall assign as many people as necessary to complete the project on a timely basis,and each person assigned shall be available for an amount of time adequate to meet the dates set forth in the Project Schedule. Firm 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 County is notified in writing as far in advance as possible. Firm shall make commercially reasonable efforts to notify Collier County within seven (7) days of the change. The County retains final approval of proposed replacement personnel. IN WITNESS WHEREOF, the Consultant and the County, have each, respectively, by an authorized person or agent,hereunder set their hands and seals on the date and year first above written .. BOARD OF COUNTY COMMISSIONERS ATT T " ")...% COLLIER COUNTY,FLORIDA Devi 1 Brock_ ., ' k of Courts B A,' i By _ �L .dry..� Da °•-..,.. • eta Tom Henning, hairman $lgiatur* Oil/ SIRE Technologies,Inc. %./`-- " '' By: First Witness Si ature Y---V'∎s ?ck:1V\\"Qkr T'Type/print witness nameT �v- tee. W, 1.1 i kit, Q t6 v - CPo Second Witness Typed signature and title bav�let■e. Wi\wX, trype/print witness namet Approves as t, .rm and legal suf 1 i. j ;w. 41111111111111141 • 171 Attorney Fri. ame Page 9 of 9 0 Rug 13 2008 11:5419M 8018778775 p.2 From:Carla Barker AtAmerlcan Insurance&Investments Fax ILk To:Danielle Date:8!12200$ 06:42 PM Papa 2 of 3 ACORD CERTIFICATE OF LIABILITY INSU I NCE OP iD Cap OAT@O 0.100/ ALPHA-3 ALPHA-3 08/12/08/08 Masan; THIS CERTWI 'TE IS ISSUED A8AMATTER bP RIFORMATION ONLY AND CO FERS NO RIGHTS UPON THE CERTIFICATE American I s & investment Corp HOLDER.THIS CERTWICATE DOES NOTAMEND,EXTENDOR 448 south 00 Bast • - ALTER THE C' ERAGE APFORDED EV THE POUCIES BELOW_ Salt Lake ty UT 84111 Phone:801 c64-3434 Fax:801-355-5234 INSURERS AFF.-D4NG COVERAG! NAIC S INSURED INSURER.: se. rl^*a st..aaa Du.c. 24767 Into a st. ...t pis.•M.:14.a..e• 24767 Al-ha Corp dba Sire Technology i eL.RERC: s •sd Wawa iv temum .o.Co . 29424 • 3. 6 West C!lifornia� Aye 8-100 IraIRERa .aspsti.:.1.,01.1...a•.pwr sa t Lake City LYE 84104 . IfsE COVERAGES THE FOUCJE OF I., • LLVIED BELOW HAVE BEEN ISEUED TO DE INSURED N+MCD ABOVE FOR THE POLICY-.•.••et•CATED.HoTWITHSTAWANI ANY REOUREI.ei TERM OR COADITION OF MNY COIN R CT OR 011-BR DOCUMENT WITH RESPECT TO WHICH THIS CER FICATE NAY BE ISSUED OR NAY PERTAIN, INSURANCE AFFORDED BY THE POUCHES 0651/47116E0 PEREIN S SLg.ECTTO41.17NE TERMS. •:-AND COPDITICN6 OF SUCH POl,J.DCyIE8.AGG -< TE LIMITS SHOWN MY HAVE BEEN REM=BY PAID CLAMS. pp�y�. ryE LLTR IN"• T RE OP INSURANCE POLICY NUMBER OAT@( �lhpla)p/YYI • -f� Unrre GEN. uAelUTY - - - EACHOiXi. TENCE • $1,000,000 Mnw..... uPence 4250,0DO A X El - urm4E1:lERALIJ•BIUTY TT09401019 06/01/08 06/91/D8 PRE1.ses(atcauraas} MillCLAWS WOE in OCCUR LED ETW(Aw).,..P.r10.1 $10,000 PERSONAL A1V INJURY •1,000,000 GSaRALAGGREGATE $2,000,000 GEML •- GATE LSAT APPLIES PER PRODUCTS.CO6P/OP A80 $2,000,000 I-. n n LOC AUT011•,1EL116LIIY . OOI.BIAED SINGLE UMIT •$2,000,000 " B El AN AUTO 7709400962 06/01/08 06/01/09 iE..° 4 OVEN AUTOS BODILY WJURY S SC =• ED AUTOS (PV piano! B H• •AUTOS 'FT09400962 06/01/08 06/01/09 BOOtYwuRY i g © . omEDA.TOS TT09400962 06/01/08 06/01/09 mosecldMtl PROPERTY DVNAOE 6•Ma OCCiSert)- LIABLLRY AUTO OILY.EA ACCAOE T • EAACC $ sic - MERELAUASLIIY EACHocasn HCE ' S2,000,000• . © ... . r-1..".m* 7709401019 06/01/08 06/01/09 A6GREOATE $2,000,000 s . $ r -_,_ • $10,000 4 - WORKERS C'MPENSATION AND X ITWRssVX i IV' E ILRY C 34WERE7797 09/01/08 09/01/09 EL.EACH7ccneT 41,000,000 ANY E�oFFl • • E.L.OMAN-EAOPIATES $1,000,000 sett IOAIS awe E.L.DISEASE-POLICY LIMIT 4 I,D00,000 O Profes=lanai ' PH80313826 03/01/08 03/01/09 Liability $2,•000,000 Claims Made SETO D21.Te 3/1/06 Ded $10,000 DESORPTION OF O TONS T LOCATWNS I VSiICLES/E%CLUSIONE ADDED BY EtaXIRSERENT I sfECPAI.PROVI 9 fax A 239 252-6593. Certificate Holder Collier CoOlnty Go ernmeat is Additiona Insured with respects to General Liability, p GAL policy form 47151 1/9.. *Except 10 days notice for non-pay. Contract # 08-5009 . • Entorpris- Content Management Software Solution. • CERTIFICATE OLDER CANCELLATSO . =maxi 6HOULP ANY Or ABOVE DESCRIBED POLICIES SE CANCELLED BEiORBTie EXPIRATION • DATET'HEREOP. .-leeteNO IMPURE/Ft WILL ENDEAVOR TO MAIL •30. as wEnTEN Nora To THE _- PICATE HOIOE6 FAMED TO Me LEFT,BUT MORE TO DO SO SHALL .. C•lliex County Government IMPOSE NO0BL• noHORLIABamOF ANY 16110 WOK THE INSURER.ITSHGEN'T60R P 1fi 'fig Building P FRE$$NtATlve 3 01 E. Tamiami Trail r- ES T j'�� N pies DZ34112 i iffff, L? / • ACORD 25(21i NMI . e ACORD CORPORATION 1988 tOl.. Rug 13 2008 11 : 54AM 8019778775 p.3 From:Carta Baikal' At American Insurance B Investment*Faxl0: To:Donlan. • Data:d/122oo8 05:42 PIA Fag a:3 of 3 IMPORTANT If the certificate holder Is an ADDITIONAL INSURED,the policy.es)must be endorsed.A statement • . on this certificate does not confer rights to the certificate holder in lieu of such endorsement($}: 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 certifioate holder in lieu of such endorsement(s). . DISCLAIMER • The Certificate of Insurance on the reverse side of this form doe not constitute a contract between the Issuing insurer(s),authorized representative.or producer,an the certificate holder,nor does it -affirmatively or negatively amend,extend or alter the coverage a orded by the policies listed thereon. • • 1 1 1I ACOR025(ZOC1l08} I 1. 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(r, EXHIBIT B Payment Schedule HARDWARE SET-UP 1) Hardware is configured to support SIRE CC (based on SIRE requirements) 2) Provide VPN access to SIRE CC • DESIGN 3) Provide AppXtendeder apps to be migrated CC to SIRE Sludge Files Risk Files(Note: these will have-security requirements) 4) Provide shared network file to be migrated CC to SIRE 5) Provide high level proposed taxonomy CC to SIRE 6) Provide proposed workflow design (visio) CC to SIRE 7) Provide E-Form design to launch workflow above CC to SIRE 8) Provide cabinet design and index fields to support Storage of forms and workflow CC to SIRE 9) Provide Records Management design requirements CC to SIRE To support#11 and#12 above and GS-1 DEVELOPMENT 10) SIRE Installs software on Servers and local PC's SIRE (knowledge transfer to CC) 11) PAYMENT MILESTONE#1 $100,449.50 12) Build cabinets to support#7 above SIRE (knowledge transfer to CC) 13) Migrate files outlined in#7'',above SIRE(knowledge transfer to CC) 14) Scan new files(#7 above) and save in SIRE SIRE(knowledge (includes batch and local scans) transfer to CC) • 15) Build cabinets to support#8 above SIRE(knowledge transfer to CC) 16) Migrate files outlined in#8 above SIRE (knowledge transfer to CC) 17) Add new files(#8 above)and save in SIRE SIRE(knowledge transfer to CC and User) 18) Build cabinets to support#10 and#11 SIRE(knowledge transfer to CC) 19) Build E-Form and workflow in#10 and#11 SIRE(knowledge transfer to CC) 20) Build retention schedule for#10 and#11 SIRE(knowledge transfer to CC) 21) Provide public access to sludge files (#7) SIRE(knowledge transfer to CC) 22) Set up Agenda Management SIRE (knowledge transfer to CC) SYSTEM ADMINISTRATION TRAINING(NOTE; Recommend moving this upstream of Step 14) 23) Perform System Admin training SIRE (knowledge transfer to CC) 24) Perform Workflow Admin training SIRE(knowledge transfer to CC) 25) Perform Forms Admin training SIRE(knowledge transfer to CC) 26) Perform Scanner training SIRE (knowledge transfer to CC) TESTING • 27) Perform complete UAT based on CC with oversight functionality outline in proposal for and corrections from items#14-#24 above SIRE fil 28) Software installed and tested on local PC's • CC/SIRE 29) Perform complete System Testing CC/SIRE 30) Perform Load testing for 55 concurrent users CC/SIRE 31) PAYMENT MILESTONE#2 $40,179.80 • GO LIVE FINAL ACCEPTANCE PAYMENT MILESTONE#3 $10,044.95 • • • • • EXHIBIT C • SIRE TECHNOLOGIES SOFTWARE LICENSE AGREEMENT • This Agreement,effective as of this 22nd day of July ,2008,between SIRE Technologies,(hereinafter referred to as"Licensor")and Collier County Hoard of County Commissioners. (hereinafter referred to as"Licensee"). • RECITALS WHEREAS,Licensor has prepared and will prepare certain computer software programs;and holds proprietary rights in certain computer software programs;and WHEREAS,Licensee is desirous of using said computer software programs,subject to the restrictions and limitations set forth herein. NOW,THEREFORE,in consideration of the covenants and conditions set forth below,the parties hereto agree as follows: I) GRANT OF LICENSE a) Licensor,and/or third party supplier,owns the copyright and/or certain proprietary information protectabie by law in the Software Product. • b) Licensor grants to Licensee a non-exclusive,non-transferable license to use each Software Product(s),or portions thereof,in Object Code form only,on the Designated Server. Nothing in this Agreement is intended to transfer to Licensee any rights in said Software Product,except for the right to use as set forth herein. 2) CONSIDERATION-As consideration for the license of the Software Product,Licensee shall pay Licensor a stated License Fee. 3) TERM OF AGREEMENT-The term of this Agreement shall commence upon the execution of this Agreement and shall terminate upon the Licensor's or Licensee's prior written notice,or default by Licensor or Licensee as may be set forth in other provisions of this Agreement.Upon'termination,Licensee shall immediately return the Software Product and all copies thereof to Licensor,and within five(5)days of termination,Licensee shall deliver a written certification to Licensor certifying that it no longer has custody of any copies of the Software Product. In no event shall any action or inaction by Licensor or Licensee constitute a waiver of any rights or remedies provided by law. 4) TITLE-The original and any copies of the Software Product,in whole or part,including Licensor-supplies translations,compilations,partial copies,modifications and updates,are the property of Licensor(or with regard to third party software,the property of the third party). 5) DEFAULT—lu the event that Licensee or Licensor fails to observe or perform any provisions of this Agreement,and if such default is not cured within thirty(30) • days after Licensee or Licensor gives the other party written notice thereof,the party not in default may terminate this Agreement upon written notification to the defaulting party.In no event shall any action or inaction by Licensor or Licensee constitute a waiver of any rights or renmedicsprovided by law: 6) COPYING THE SOFTWARE-Licensee may make copies of the Software Product in Object Code form only solely for use by Licensee for backup or archival purposes or for placing the Software Product in a form for execution on the Designated Server.Licensee agrees to maintain records of each copy of the Software Product,and upon request,such record will be provided to Licensor.All copies,or portions thereof,must bear any proprietary notice which may appear on the Software Product copy furnished by Licensor under this Agreement. 7) COPYRIGHT/TRADE SECRET PROTECTION-Licensee agrees to place a copyright/trade secret notice in a form specified by Licensor on all copies of the Software Product which have been reproduced by Licensee. 8) SECURITY-Except as may be provided otherwise is this Agreement,Licensee shall not,without the express written consent of Licensor,provide,disclose,or . otherwise make available the Software Product,or copies thereof,to any third party.Licensee shall take appropriate action by instruction,agreement,or otherwise • with those of its employees and third party agents having access to the Software Product to restrict and control the use,copying,modification,disclosure,transfer, • protection,and security of such Software Product in accordance with the provisions of this Agreement Subject to Chapter 119,Florida Statutes,also known as the Public Records Law. 9) CONFIDENTIALITY-Licensee shall keep the Software Product confidential within its own organization.The confidentiality provisions of this Agreement shall continue in effect between the parties regardless of whether or not licensee has returned the Software Product to Licensor.Provided,however,that Licensee's obligations hereunder shall not apply to any Software Product if: a) Such Software Product is already in or falls into the public domain through no act or omission on the part of the Licensee,its Directors,Officers,Employees, or Agents;or b) Such Software Product shall have been published or hereafter otherwise made available to the public generally by Licensor;or • c) Licensee obtains such Software Product from a third party in a manner which does not violate any obligations to Licensor. This section subject to Chapter 119,Florida Statutes,also known as the Public Records Law. 10) PATENT,COPYRIGHT AND TRADE SECRET INFRINGEMENT-Licensor shall defend,at its expense,any claim or spit brought against Licensee alleging that the Software Product furnished hereunder infringes a United States Patent;Copyright or Trade Secret,and shall pay all damages and attorney fees finally awarded,provided that Licensor is given prompt written notice of such claim,sole authority to defend or settle the claim,and full cooperation by Licensee.in the defense or settlement of the claim,Licensor may obtain for Licensee,at Licenser's expense,the right to continue using the Software,Product,replace or modify the Software Product so that it becomes non-infringing,or if such remedies are not reasonably available,accept return of the Software Product for a refund on a three- year amortized schedule,providing return of two thirds(2/3)of the Lllccns°Fee during the first year,and one third(1/3)of the License Fee during the second year, with no monies being returned during the third year.Licensor shall not hays any liability if the alleged infringement is based upon the modification of the Software Product or the use or sale of the Software Product in combination with other software or devices where infringement would not have occurred from the normal use • of the Software Product. • 11) WARRANTY-Licensor warrants that the Software Product delivered pursuant to this Agreement shall conform to Licensor's written specifications.Licensor's obligations under this warranty are limited to•making the revisions of replacements Ina reasonable period of time to correct deficiencies identified in writing by Licensee within ninety(90)days from the effective date of this Agreement. • • Page 1 of 2 • EXCEPT FOR THE EXPRESS WARRANTY STATED ABOVE,LICENSOR GRANTS NO WARRANTIES,EITHER EXPRESS.OR IMPLIED,WITH RESPECT TO THE SOFTWARE PRODUCT,INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO LIABILITY FOR CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,IN NO EVENT SHALL SIRE TECHNOLOGIES OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER(INCLUDING,WITHOUT LIMITATION,DAMAGES FOR LOSS OF BUSINESS PROFITS,BUSINESS INTERRUPTION,LOSS OF BUSINESS INFORMATION,OR OTHER PECUNIARY LOSS)MUSING OUT OF THE USE OR INABILITY TO USE THIS SIRE TECHNOLOGIES PRODUCT,EVEN II SIRE TECHNOLOGIES HAS SEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES,THE ABOVE LIMITATION MAY NOT APPLY TO YOU. 12) RESTRICTIONS ON USE-Licensee may utilize the Software Product to perform its own work and work of is customers.However,Licensee is not granted the right to utilize the Software Product in the capacity of a service bureau:Licensee agrees not to reverse engineer,decompile or otherwise attempt to derive source code from the Software Product 13) MODIFICATIONS-Licensee shall have the right to modify the Software Product,Ownership of such modifications shall vest in Licensee,provided nothing in such modifications incorporates the Licensor's Software Product which shall be subject to all other terms of this Agreement.,Licensee will not claim as its property a re-implementation of Licensor's Software Product 14) SEVERABILITY-In the event any term,condition or provision of this Agreement is determined to be void,invalid,illegal or unenforceable,it shall,only to that • extent,be deemed stricken,However,all other provisions shall remain and constitute the Agreement between the parties. • 15) ASSIGNMENT-Except as set forth hereinafter,this Agreement may not be assigned,sublicensed,or otherwise transferred without the prior written consent of • Licensor,which consent shall not be unreasonably withheld.This Agreement shall be binding upon any assignee of Licensee. • 16) LIMITATION OF REMEDY-Licensee agrees that the Licensor's sole liability in contract,tort or otherwise arising out of or in any way connected with each software Product hereunder for damages shall not exceed the License Fee paid by Licensee for the particular software Product.In no event shall either party be liable to the other for any indirect or consequential damages. . 17) CHOICE OF LAW/CHOICE OF FORUM-Both parties hereby agree that,irrespective of the place of making or place of performance of this Agreement,this Agreement shall be exclusively governed and interpreted according to Utah Law,both Statutory and Decisional,and further,no action,suit,or proceeding shall be commenced,maintained,or prosecuted other than in Utah in a court of competent jurisdiction. • 18) EXPORT RESTRICTIONS-Licensee agrees not to transmit the Software Product outside the country of purchase without the prior written approval of Licensor. This Agreement is subject to any laws,regulations,and orders.Or other restrictions on the export of the Software from the United States or agencies thereof • (including the United States Department of Commerce). 19) NOTICES All written notices to be given hereunder whether pursuant to this Agreement or a provision of law,shall be either delivered in person,by prepaid telegraphic means,or by the United States mail,postage prepaid,Notices shall be addressed as follows: TO LICENSOR: SIRE Technologies 3676 West California Ave. Unit 13100 Salt Lake City,Utah 84104 ATTENTION: Jim Painter • TO LICENSEE: Collier County Board of County Commissioners 3301 Tamiami Trail East Naples,Florida 34112 • ATTENTION: Michael Cox or,at such other place as may be designated from time to time in writing. 20) GENERAL a) Licensee and Licensor agree to take reasonable steps to comply with all applicable Local,State and Federal laws and Executive Orders and regulations issued pursuant to thereto. b) This agreement Must not be deemed or construed to be modified,amended,rescinded,cancelled or waived in whole or in part,except by written Amendment signed by the parties hereto. c) Licensor shall not be liable for delays in any of its performance hereunder due to causes beyond its reasonable control,including,but not limited to acts of Nature or strikes. • • d) No waiver of any rights caused by breach of any provision of this Agreement shall constitute a waiver of any prior,concurrent or subsequent breach of the• . . same or any other provisions hereof and no waiver shall be effective unless made in writing. Licensee and Licensor acknowledge that they have read the terms and conditions of this Agreement they understand all such terms and conditions and that they agree to be bound thereby. • . • • Page2of2 • �3 EXHIBIT D SIRE TECHNOLOGIES SOFTWARE MAINTENANCE AGREEMENT 3676 West California Avenue Unit B100 Salt Lake City,UT 84104 This Maintenance Agreement is made by and between SIRE Technologies,and "Customer" RISK OF LOSS.This Agreement does not cover service,maintenance or repair CUSTOMER NAME AND ADDRESS necessitated by loss or damage resulting from any cause beyond the control o>` t . SIRE TECHNOLOGIES.including,but not limited to loss or damage due to Collier County fire,water, lightning,earthquake,riot,unauthorized service or modifications, Attention: Michael Cox,Records Manager theft,or any other cause originating outside the Product With respect to any loss 3301 Tamiami Trail East or damage,SIRE TECHNOLOGIES shall submit to the Customer a description Naples,FL 34112 of the work to be done and request the Customer's consent to restore the Product I I to normal operating condition at SIRE TECHNOLOGIES'rates.If the Customer does not agree to restore Product to normal operating condition, SIRE ANNUAL MAINTENANCE CHARGES TECHNOLOGIES shall have the right to terminate its obligations under this Agreement. •531,828.00 PERFORMANCE.SIRE TECHNOLOGIES shall exercise its best efforts in performing services covered under this Agreement,but shall not be liable for I I damages,direct or otherwise,for failure to perform services at a location deemed . hazardous to health or safety Or arising out of delays or failure in furnishing parts or services caused by Acts of God, Acts of Government, labor disputes or• TERMS AND CONDITIONS difficulties,failure of transportation,or other causes beyond its control,or for • any consequential damage whatsoever. • TERM.The initial term of this Agreement is for a period of one(1)year and one hundred twenty(120)days front the effective date of ninety(90)days after Final LIABILITY. SIRE TECHNOLOGIES shall not be responsible, nor incur Acceptance of the system by Customer. Upon expiration of the initial term of liability of any kind, nature or description to the Customer, its agents or the Agreement,it shall be deemed renewed with the same terms and conditions employees or any other firm or corporation,whether direct or consequential,in' for further successive periods of one(I)year'unless either party has given the event of failure or fault in condition or operation of the Product or for errors of • other party written notice of termination not less than thirty(30)days prior to the omission in the transmission or display of information arising from the actual or expiration of the initial tem]or subsequent renewal term(s). alleged use of operation of the Product. • CHARGES.The charges for the maintenance described hereunder,are the total SIRE TECHNOLOGIES'S LIABILITY. SIRE TECHNOLOGIES shall of the charges listed above.SIRE TECHNOLOGIES shall invoice the Customer procure and maintain in full force and effect at all limes during the performance. sixty (60) days prior to anniversary date, and the Customer shall pay the of on-site maintenance under this Agreement, Workmen's Compensation . aggregate to SIRE TECHNOLOGIES in accordance with Chapter 218,Florida htsurance.SIRE TECHNOLOGIES personnel shall comply with,all reasonable Statutes, also known as the Local Government Prompt Payment Act SIRE rules and regulations in effect at the Customer site. TECHNOLOGIES has the right to increase maintenance charges at each anniversary or the effective date,by an amount not exceeding two and one half DEFAULT. In the event of payment default by the Customer, SIRE percent(2.5%) of the total maintenance agreement. Written notice of such TECHNOLOGIES shall he entitled to collect interest pursuant to Chapter 218, increase shall be given to the customer not less than thirty(30)days before the Florida Statutes,also known as the Local Government Prompt Payment Act,and anniversary.of the effective date.In addition,the Customer shall pay all federal, collection costs,including court costs and reasonable attorney's fees.In the event .state,or local taxes on the services rendered or parts supplied. Customer is sales of default by the Customer in any term or condition herein, SIRE tax exempt pursuant to Chapter 212,Florida Statutes. TECHNOLOGIES may,at its option,refuse service or terminate its obligations tinder this Agreement if Customer does not cure the default within thirty(30) SERVICE HOURS. This Maintenance Agreement.provides for unlimited days after notice by SIRE TECHNOLOGIES.. . telephone software support If the customer requests on site support, the customer will be billed at SIRE TECHNOLOGIES established service rates plus NOTIFICATION.Any notice required herein shall be in writing and shall be . expenses. SIRE TECHNOLOGIES shall provide maintenance service as deemed given if mailed or delivered to the other party at.its last known mailing . expeditiously as possible after notice from the Customer that the Product is address. • inoperable. Service may be obtained during maintenance center office hours WAIVER.This instrument contains the entire Agreement of the parties. It which are 6:00 AM to 6:00 PM daily(Mountain Standard Time),Monday through Friday,excluding public holidays. Service at times other than during cannot be changed,altered or modified orally.All changes or modifications must maintenance center hours,shall be furnished upon the Customers request and at be in writing by the partieshereto. SIRE TECHNOLOGIES'established charges for labor in effect at the time such L The customer is responsible for any and all tax. Customer is sales tax service is performed. Travel expenses shall be paid in accordance with Section 111061,Florida Statutes. exempt pursuant to Chapter 212,Florida Statutes. • TYPES OF SUPPORT. Technical support includes telephone and email when SERVICE NOTIFICATION. The Customer shall notify SIRE the customer has problems or questions. TECHNOLOGIES of suspected Product malfunction, by calling SIRE RE SUPPORT. The customer will supply TECHNOLOGIES service and identifying the problem and symptoms. pp.y the conditions and data Notification may be made to SIRE TECHNOLOGIES via telephone,or email. which caused the malfunction and help reproduce the failure. • • EXHIBIT E SORE., r . BT eA NI, Oft L AGO1 Rg P. Project Plan. Prepared April 24, 2008 For: EDMS Implementation Collier County, Florida 01 • By: Michael Cox, Sponsor, Collier County Barry Axelrod, IT Director, Collier County Linda Lang, Project Manager, SIRE Technologies Page 1 of 14 SIRE EDMS Project • SIRE. T H C H H O 1 0 0 I N S 0V A L P H A O O R Po Table of Contents 1. Project Overview _ 3 2. Scope Statement(Approximate Dates) 4 3. Future Work (not in scope for this phase) 5 4. Deliverables 5 5. Project Assumptions 6 6. Project Constraints 6 7. Project Organization 6 8. Communication Plan 9 9. Risk And Asset Management 11 10. Issues/Change Management 11 11., Payment Milestones 13 12. Technology Plan-Outline 13 13. Sire Training 14 14. Sire Services 14 15. Sire License 14 16. Project Decisions 14 17. Project Acceptance and Signoff 14 Page 2 of 14 SIRE EDMS Project SORE ,,t, t T S C H H O L C O I R R• 8 Y A L P H A C O R P. 1. Project Overview 2. Project Overview Collier County, Florida is implementing an initiative to use SIRE EDMS, workflow, and e-forms for the purpose of supporting their document management and business process needs. Implementing the SIRE EDMS Suite will bring about the following business objectives: • Improve accessibility of documents both internally and externally to the public. • Reduce document processing and intake costs.. • Reduce paper filing, handling, maintenance and storage costs. • Save time and manpower effort in research or review of documents. SIRE will specifically perform the following functionality: • SIRE Agenda Plus - 5 Concurrent Users • SIRE Pub for intranet access • Agenda to go— 1 User license • Scan to Agenda- 1 User license • Agenda Wrap Up— 1 User license • Agenda Packet Print—1 User license • SIRE Capture- 12 User license • SIRE Index Module—5 User license • Scan to Folder—30 User license • SIRE EDMS Server Concurrent license—50 • SIRE EDMS Client Concurrent license—50 • Read Only Concurrent licenses - 100 • Retention Manager • Core Workflow development (64 hours of development) • Form license • XML— Loader • Workflow Definition and Configuration (40 Hours) • Installation, implementation and testing (64 hours) • Project Management (40 hours) • Workflow Administrative training (24 hours) • EDMS System Administrative Training (24 Hours) • Forms Administration training (16 hours) • EDMS = End User, Scanning, Training (8 hours) Project Sponsor: Len Price Project Manager: Michael Cox, Functional Requirements (User Community) • Project Manager: Richard Badge, Technical Requirements (IT). Project Manager: Linda Lang, SIRE Technologies Page 3 of 14 SIRE EDMS Project SIRE. • T E O H N O L o G 1 B S Y3. Scope Statement(Project Kick-off and software installation to occur the week of September 1st, 2008) Contract SI:nin - Res I onsible Par Com i letion Dates 1 Contract Review and approval SIRE 2 Contract Review and approval Collier County,Board of County Commissioners 3 Contract Signing Joint 4 Notice to Proceed Collier County to SIRE Hardware Set-up 5 Hardware is configured(based on SIRE requirements) Collier County • Application Server(Production&Test): Operating System a. Windows 2003 Server b. Net Framework 2.0 Other third party Applications a. Visio2007 b. Word2007 c. Office Products used to open docs for PDF conversion • Database Server: a. MSQL Server 2000 or 2005 • Web Server: a. Windows 2003 Server or Web Server b. CIS c. Net Framework 2.0 6 Provide VPN Access Collier County Design 7 Provide AppXtender apps to be migrated Collier County will Week of 9/1/08 provide to SIRE • Sludge Files Week of 9/1/08 • Risk Files(NOTE:These have security Week of 9/1/08 requirements) 8 Provide Shared network files to be migrated Collier County will Week of 9/1/08 provide to SIRE 9 Provide high level proposed taxonomy. Collier County will Week of 9/1/08 provide to SIRE 10 Provide proposed workflow design(visio) Collier County will Week of 9/1/08 provide to SIRE 11 Provide E-Form design to launch Workflow Collier County will Week of 9/1/08 provide to SIRE 12 Provide Cabinet design and index fields to support storage of Collier County,will Week of 9/1108 forms and workflow above provide to SIRE 13 Provide Records Management design requirements to support Collier County will• Week of 9/1/08 #11 and#12 above and GS-1 provide to SIRE Page 4 of 14 SIRE EDMS Project • O�;) B R { I 1 • e c H N O L O a I !t 11 a 3 A L iP }I A O Q n Pi Development 14 Sire installs software on Servers and local PCs SIRE(knowledge transfer Week of 9/22/08 to Collier County) 15 Build Cabinets to support#7 above SIRE(knowledge transfer Week of 10/6/08 to Collier County) 16 Migrate files outlined in#7 above - SIRE(knowledge transfer Week of 10/20/08 to Collier County) 17 Scan new files(#7 above)and save in Sire SIRE(knowledge transfer Week of 10/6/08 to Collier County and users) 18 Build Cabinets to support#8 above SIRE(knowledge transfer Week of 10/6/08 to Collier County) 19 Migrate files outlined in#8 above SIRE(knowledge transfer .Week of 10/20/08 to Collier County) 20 Add new files(#8 above)and save in Sire SIRE(knowledge transfer Week of 10/6/08 to Collier County) 21 Build cabinets to support#10 and#11 SIRE(knowledge transfer Week of 10/6/08 to Collier County) 22 Build a-form and workflow in#10 and#11 SIRE(knowledge transfer Week of 11/03/08 to Collier County) 23 Build retention schedule for#10 and#11 SIRE(knowledge transfer Week of 10/6/08 to Collier County) Provide public access to sludge files(#7) Week of 10/6/08 SYS ADMIN TRAINING (NOTE: Recommend moving this training upstream of Step 14 24 Perform System Admin Training SIRE(knowledge transfer Week of 10/6/08 to Collier County) 25 Perform Workflow Admin Training SIRE(knowledge transfer Week of 11/10/08 to Collier County) 26 Perform Forms Administrator Training SIRE(knowledge transfer Week of 11/10/08 to Collier County) 27 Perform Scanner Training T SIRE(knowledge transfer Week of 10/6/08 to Collier County) Testing 28 Perform complete UAT based on Functionality outlined in Collier County with Week of 11/10/08 proposal for items#14—#24 above oversight and corrections front SIRE 29 Software installed and tested on local PC's,as appropriated Collier County/SIRE Week of 11/10/08 30 Perform complete System Testing,as appropriated Collier County/SIRE Week of 11/10/08 31 Perform Load testing for 55 concurrent users Collier County/SIRE Week of 11/10/08 GO LIVE Week of 11/17/08 4. Future Work (not in scope for this phase) 1. Agenda development 5. Deliverables 1. Project Plan Page 5 of 14 SIRE EDMS Project . -(70) -- - SIRE Y E C H N O 1. O G I @ 9 BY A L P H A U O R P. - 2. Standard training documentation 3. Installation documentation 6. Project Assumptions 1. Collier County has a project manager and project champion to help coordinate required tasks and provide resources. 2. Collier County has prepared all stakeholders (those who are positively or negatively affected by this project) in all departments to support this effort. 3. Project management staff from SIRE Technologies and Collier County will work directly with each other and make a good faith effort such that Collier County County's needs are met. 4. Once this project begins, changes in scope will be necessary. The project managers from SIRE Technologies and Collier County will maintain adequate control over project scope. 5. Resources from Collier County County's departments will be available to help SIRE Technologies define and formulate agendas and workflows. 6. Collier County has prepared the schedules of all stakeholders and the user community to devote the necessary time and energy into appropriate training of the SIRE products. 7. The IT department will provide SIRE Technologies remote access, such as Web- ex or VPN, to the necessary data processing systems. 8. The IT department takes responsibility for supporting internal data processing needs such as server backups, scheduling, system redundancies; virus protection, server readiness and security:policies and procedures. 7. Project Constraints 1. Absences by team members,whether planned or unplanned, whether from the Collier County team or SIRE Technologies team, may impact the project timing. 8. Project Organization 1. Project Roles and Responsibilities Page 6 of 14 SIRE EDMS Project c■11) „ I Sip RE ,‘ „,, t E C H H O L a O 1 H C B Y A L P H A C O li P. 1. Project Sponsor.The person or group providing financial resources, in cash or in kind, for the project. 2. Account Executive: Individuals responsible for the project scope 3. Technical Support:Individuals with expertise about the system being implemented. 4, Project Manager The person managing the project and its successful, on- time completion. 5. Stakeholders: Individuals and organizations actively involved in the project, or whose interests may be affected as a result of project execution or project completion. 6. Subject Matter Experts: Individuals with expertise about systems or processes required to complete the project and/or make it successful. 7. SIRE Administrator Individual responsible for becoming expert in SIRE's use, and to administer the SIRE product suite and act as first-level support for end users. Page 7 of 14 SIRE EDMS Project ..r SIRE. ('' . .,, \,, • T E C H N O L O G I B S B Y A L P H A O O R Pr Project Directory Assigned Role Email . Michael Cox Records (239)252-8832 (Collier County) Manager michaelcoxgilcolllergov.net Lyn Wood Contract LvnWoodt coliiergov.net (239)252-2667 (Collier County) Specialist Richard Badge IT Analyst RichardBadget colllernov.net (239)252-2392 (Collier County) Linda Lang (SIRE) Project Manager (801) 910.5909 Brad Painter Analyst b alnter .sIretechnologies.com (801)415.0630 (SIRE) Matt Baker(SIRE) Installation mbaker(D.siretechnologies.com (801)977.8608 TBD Installation (SIRE) Cc siretechnologies.com (801)415.0626 Help Desk Technical Support—SIRE supportt siretechnologies.com (801)415.0626 • Technologies Page 8 of 14 SIRE EDMS Project e, r ok ' soRE A r(I411'~ T E G N' N O L O © 1 es eV A L P H A O O R P♦ 9. Communication Plan 1. Day to Day Communications on non-urgent items that affect the project should be by email, with all team members on the distribution list, including the SIRE Technologies team members. If an item is identified as an issue, it will be entered on the Issue Log for the project. All electronic documents relating to the - project will be stored on the Project's share on the SIRE Technologies Web Center(A login and password will be provided to Collier County to be shared with the project team. Note: Email is NOT to be used for messages of any urgency. Critical or time- sensitive items must be communicated immediately by telephone, followed by a summation email to keep everyone apprised. 2. Project Status Reports serve two functions. They provide feedback to the project organization and they serve as a historical record of the project progress, decisions, success, achievements, and shortcomings. Background information that is obvious to the project team at the time of the report may not be available to subsequent readers; therefore inclusion of all related information will be helpful for documentation. Project Status Reports are accomplished through a bottom-up approach. Team members will report to their Project Manager on a weekly basis in the Project Team Meetings. Information gathered during the Project Team Meetings will be incorporated into a Project Status Report that will be distributed to all Team members and to the Executive Committee Page 9 of 14 SIRE EDMS Project SIRE. ,, it T R C H H O L O O I E R. H Y A L P H A .0 O R P• 3. Communications Grid Communication Project Mgr Project Team Delivery Day to Day X X D r E Status Meeting Minutes X D`,AN,T, E- Status Report X W, E Change Assessment X AN, P Urgent/Emergency X X D,T Delivery Key: Frequency(D)daily; (W)weekly; (M)monthly;(AN)as needed Delivery Method(E)email, (M)memo, (P)PM tool output,(C)conference, (T)teleconference *When SIRE Technologies is onsite. I Page 10 of 14 SIRE EDMS Project w SORE T E C H H O L O ti I e 5 . 9 Y A L P H A O O' H P. 10. Risk And Asset Management Risk is an uncertain event or condition that, if it occurs, has a positive or negative effect on a project's objectives. Risk management endeavors to optimize the likelihood of meeting project objectives and maximize the opportunities representing "positive" risk. Risk management also endeavors to minimize the occurrence of threatening conditions and events, and the impacts to project objectives that result. Identification of risks up front reduces the amount of surprises, crisis management, disappointment,workarounds, re-work and waste. Project risks will be categorized as follows: 1. Scope, Technical or Quality Risks: Project changes or additions, required customizations, technical design issues 2. Management Risks: Lack of proper management, resource issues, sponsorship, 3. Organizational Risks: Slow decision-making, interruption of funding, changes in corporate goals or strategy, labor issues, end-user buy-in 4. External risks: Delivery of equipment, environment issues, construction VMWare on production, no support hours are in the proposal. Need to develop a back up plan. 5. Training risks: High level of coordination and planning will be required to make sure the County Council and staffs are trained. Proper training in all aspects of the application is a must. When project risks are identified, project management will discuss ways to mitigate the risk, agree on a contingency plan and decide the trigger points for action. 11. Issues/Change Management An issue is a concern that may impede the progress of the project if not resolved. Issues require a decision and a resolution. The resolution may require concurrence . from many people. • Page 11 of 14 SIRE EDMS Project 01 t /;. gib` !r T E C H N O L O G I E S 6 Y A L P H A C O N P• Changes to this project's scope are driven by issue resolution. As stakeholders identify an issue, the project managers will track and agree on severity and impact to the project as show-stopper, work-around, or nice-to-have. To insure the health of the project, all issues and changes must be documented to their conclusion. 1. Show-stopper. This type of issue is mission critical to the County and the user community cannot possibly do their work unless the project team resolves it. 2. Work-around: This issue is a feature or function of the SIRE product'out of the box' that doesn't fit the model of how the user visualizes the product should be. - It can also be a malfunction of the product that needs to be addressed (a bug). Work can continue forward with adjustments on the part of the end user. 3. Nice-to-have: This issue is a special request for SIRE Technologies to provide the County. This issue helps drive new features and functions of the product. 4. The Change Process: a. Collier County project manager contacts SIRE Technologies project manager to discuss how the change will be handled. b. The project managers from SIRE Technologies and Collier County agree on how the change impacts the scope of work. They agree if the change can be incorporated as part of a release, handled as part of the original project scope or may require additional cost. c. SIRE Technologies and the Collier County project managers will then work together to establish a technical specification if they agree it is needed. d. SIRE Technologies project manager will work with their internal • development group to understand the requirement. e. SIRE Technologies project manager will then report back to Collier County Project Manager of what the change requires for implementation. f. A change order form is used to communicate the required change. Note: Any change in scope will require Collier County project sponsor and project manager approval with a formal signoff and will be processed in accordance with Collier County's change order process. Significant changes in scope will be subject to Collier County County's formal change management process. Any modifications resulting in the delay of project completion or addition of resources (money, people, hardware, software, etc.)will be subject to additional approval by the Collier County. Page 12 of 14 SIRE EDMS Project C5:1) ,,s,l• I I/ 1- soRe (I i ■ ‘■ TECtttiOLOGIIIS BY A LPHACOR P. 12. Payment Milestones—To be processed in accordance with Appendix B 13. Technology Plan -Outline SIRE .Net Architecture Diagram 'V 4111:1:01 (.....b.<_211_4rfre ;72 .. Etleenal Web Wert•4 Z Internal Client 2 I- -4' C : .........."'"44 Li "''''`1.:4:1;it00' 41.4r 441 I i; a etLj'' t::74 117, b Nn I . al Web Setwe-$an.as Ap 'hover 1 :• ■ fIrlars%41.jt,0141pleb.ab.e 1 I ' f we t 44• fee fobeebonee Vet . 1 ■ ................••■:1■ 4+8 ----I-................cf, External Web Sem.,KAVe3 Applfrailons APPeCation Sarver-septeesee01 twee/m.4,j 1 .......4..—00 1 I 'I= , 1 -' *EffiBIffiaFA =1'1 --.-0-■ Firewall Services le Pc.jtee44 IINt Warbebre Weir j itiEREEREESOlbeee Ilenice Deilbe-Prod wil liZM=Z JIC...C17=1 Other Application. 0 -. via off:El., „„. lowirEl_ . is IIII 1, 0111 -1:=1:=21 . wee Dem..' .0 rill!E=3 MeV* 1 -0 '-'•”" IffnMilliffiEW4ile laver-SV IfleAPP(11 seee. I Page 13 of 14 SIRE EDMS Project (7.-5) rr e. SIRE. T E O H N O L O C I I M I S BY A L P H A 0 0 H P• 14. Sire Training SIRE TRAINING 24 SIRE Workflow Administrator Training—includes 4 days for workflow I &II. Per Person cost 1 24 SIRE EDMS System Administrator Training—Usually requires 4 days Hands on Training 16 SIRE Forms Administrator Training—usually 3 days Hands on Training. 8 hour minimum. Per hour cost 8 SIRE Scanner Training—Best in groups of 1-4 people. Usually 1 day. 8 hour minimum. Per Hour cost • 15. Sire Services hours SERVICES 40 Project Management(per hour) 64 Installation, Implementation and testing 40 Workflow Definition and Configuration (per hour-8 hour minimum) 16.Sire License 17.Project Decisions During the course of the project when technical, procedural, operational decisions are made they will be documented in the weekly status report. The Weekly Status Report is a document maintained by the project team. 18.Project Acceptance and Signoff Before the project can be considered complete the following conditions must be met: 1. All outstanding issues have been documented and reviewed by the project team: 2. All decisions and resolutions have been documented and reviewed by the project team. 3. Complete a post project assessment meeting (Lessons Learned) attended by all of the project team. 4. Final Acceptance by Collier County will be in writing. • Page 14 of 14 SIRE EDMS Project • EXHIBIT E System Acceptance Test SIRE Technologies staff will develop a structured plan for testing of the various subsystems and the entire system by Collier County. It will identify critical system functions to be tested repeatedly and will include specific tests to be conducted. This function will be carried out under the direction of the Project Manager. SIRE Technologies staff will deliver the plan and review it with appropriate Collier County personnel. SIRE Technologies will submit a final draft of the plan to Collier County for written approval. This plan will take into account various phases of the project as identified in the Implementation Plan.: • Following installation of the hardware and software and testing of the system by SIRE Technologies staff, SIRE Technologies will submit the entire system for acceptance testing by Collier County. The test should ensure that the system and the purchased hardware and software meet all agreed-on functional requirements, security requirements and performance requirements. The test will also ensure that the documentation and operational procedures are - complete and accurate. Collier County staff will test the system in accordance with the system Acceptance Test Plan and document all failures and discrepancies. SIRE Technologies will document all responses. Co ler County Administralive Services Division Purnh g April 30, 2009 Mr. David Reeder SIRE Technologies, Inc. 3676 W. California Avenue, Unit B100 Salt Lake City, UT 84104 Fax: 801-977-8775 RE: Renewal of Contract#08-5009 "Enterprise Content Management Software Solution" Dear Mr. Reeder: Collier County has been under Contract with your company for the referenced services for the past year. The County would like to renew this agreement under the same terms and conditions for one (1) additional year in accordance with the renewal clause in the agreement. If you are agreeable to renewing the referenced contract, please indicate your intentions by providing the appropriate information as requested below: I am agreeable to renewing the present contract for Enterprise Content Management Software Solution under the same terms and conditions as the existing contract. I am not agreeable to renewal of this contract. If you are agreeable to renewing the contract, said renewal will be in effect from August 31, 2009 until September 1, 2010. Also, please provide a current certificate of insurance for our files. Due to the volume of insurance certificates received in the Purchasing Department, the contract number should be referenced on the certificate to ensure that our records are updated accordingly. Purchasing Depsltianl•3301 Tamlami Trai Eaet-Naplee,Florida 34112•w■nv.00llerpov.oelipurthaWng Page 2 of 2 RE: Renewal of Contract#08-5009 "Enterprise Content Management Software Solution" Please return this letter to the Purchasing Department with your response and insurance certificate no later than May 29, 2009. Your prompt attention is urgently requested. If you have any questions you may contact me at 239-252-6020, email brendareavesc colliergov.net and fax 239-252-6592. Best regards, Brenda Reaves Contract Technician Acceptance: SIRE Technologies, Inc. ContractorNendor By: 1i. Signature RA. Pc Mex-, L o Typed Name and Title (Corporate Officer) Date: w1\ 3Oi 209 In order to make sure our contact information is current, please provide the following information: Contact person: Y1 Aft) W I I(AX Phone# M .--911 —(1100c Fax# SSOI-911- 5015 Email 6(W i I cox e sky-e-t'erAnv►o l09 Govn Address:ail b 4 fifty"M c1 ' it !.-- 0C SLt, T ►� C: Michael Cox, Admin Srvcs AcoRb CERTIFICATE OF LIABILITY INSURANCE OPIDCA "°ESMOONEr" ALPHA-3 05/01/09 • ..w THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE American Ins i Investment Corp HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 448 South 400 East ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. • Salt Lake City UT 84111 Phone: 801-364-3434 Fax: 801-355-5234 INSURERS AFFORDING COVERAGE NAIC It mimeo EMMAN 5..N.l nas.N.....w.N 24767 N AUTENa ...N..n«.M.,...S.1. 24767 Alpha Corp dba Sire Technology NN1MC: Ms MINE Mums.,,...._a. 29:424 3676 West California Ave 3-100 MOLE a NU.MMMT.Y........Dom,.., Salt Lake City UT 84104 N ENUM E COVERAGES Me PODUM OF NlUNNIa UNIDMOW NAVE SEEN MEMO TO THE MIMEO NAMED MOVE TON THE POLOY 16ROD MOLETEO.AOTWTTaTNIOINO ANY REa50ENEN1.TREMOR GON0ION Of N1Y CONTMGI ON OIMR DOCUMENT MTN YEPEOT TO MLA TEE GOOMICEIE WV 0E 100400 ON WY PERTAIN,IM W URNIGE WON/IOW ME POLICES OMMIRED MACH•lEaST TO MINE TEMM EEGUINO l$NO GQCOOM OF SUCH fault AODREOAIE LAWS SHOWN WY NAVE SEEN MOUGEO IT PAID CLADS. NM OM T POIICRIMEITM • MUIm'ET.mATT05 LTR MIRO TTF'l 00 WORM. POLICY NUMMI DEm DINOWE01 WEDAMOONY) UNITE &MYALUY0ITY DAa.OMURA/«M .E 1,000,000 0 TU OTID S 250,000 A X X OOANERGULOENERNU ,.u, 0009401019 06/01/08 06/01/09 PMNOYIb.mY«..1 r--- I.ANSMNE IX 000011 MED IMP Om of..P..) 510,000 PEMONAIaMNNNRY T1,000,000 00050•A0001000E 0 2,000,000 a5EAOOREDAII LAM MILES rex: PRODUCT-COWEN EEO 0 2,000,000 fl moor Fle,:g. n LOG NJWT10101Uo n cDMweo.wDLEwI I$2,000,000 B X ANYAU10 TT09400962 06/01/08 06/01/09 it'n""" ALLO NEOAUTW I00L1 NNRV I OW PR../ SCHNEE.AUTOS p X «mam a TT09400962 06/01/08 06/01/09 IaOYw0NTY 1 B x Nwomaommm 0009400962 06/01/08 06/01/09 Wr (N. O /0005000 DAAMOE I OR••••4 OARI.0E lMWTT AU100LY,1AAGaDE11 I I le.AIMO - EA AOC I TENN MEN *010 WAR M0 I MOMMWISLAUMYMRY 88wHaccumemW E 2,000,000 • A %1 DOw• I I WEN NUN TT09401019 06/01/08 06/01/09 ADMTEDAIE 82,000,000 S X 1 DEWGOE REIM ON •10,000 I 1 04050105CrOMM4TONAN0 X ITONEl1Ne I IDS EITPIOIYI WYUIY 34046007797 09/01/08 09/01/09 t 000 U OA 010 NI S 1,000,000 C ANY PR0010T0MAMNUDETM 1TAa OFNCeRA1ENeEREAGUIDEOT EL 00FNE-EMT 0111 0100 $1,000,000 O Y.t DMNO..EMT MMLAL PRDVIOMW 1l 009009-POIIGY UaT 41,000,000 OTTM • D Professional PH80403884 03/01/09 03/01/10 Liability $2,000,000 Claims Made RETO DATE 3/1/06 Ded $10,000 051:8.10*Of DPEMTONE1 LOCAIONI MECUMI EXCLUSIONS AMID IV DIDORMYER(EPO0AL MOV11O1e fax 8 239-252-6593. Certificate Bolder Collier County Government is Additional Insured with respects to General Liability, per GL policy form 47151 1/96. *Except 10 days notice for non-pay. Contract $ 08-5009 Enterprise Content Management Software Solution. • CERTIFICATE HOLDER CANCELLATION WOOLS YNl0 ANY OI TM MOW YWOYI_ U FO LIN EE CALMLY MEM M O 11AI.WM OAIE TMRYe.T.e1N01011010011EL Ya0VN1 TO MAa *30 DAIS WEr1M WE1T0T 1011010000 0011 MNCER MILD TOTE LIP!SIT 100010E TO D0001NAL Collier County Government 11101E NOOSU001T M ON IMNUI1 Of NIT 000 UFO.IM N1MM.m AYE.ON Purchasing Building 3301 E. Tamiami Trail ; a Naples F`L 31112 A .CORD 25(2001108) 0 ACORD CORPORATI ON 1988 0 IMPORTANT If the certificate holder Is an ADDITIONAL INSURED,the pollcy(les)must be endorsed.A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsemenl(s). If SUBROGATION 13 WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on thls certificate does not confer rights to the certificate holder In lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the Issuing Insurer(s),authorized representative or producer,and the certificate holder,nor does It affirmatively or negatively amend,extend or alter the coverage afforded by the policies listed thereon. ACORD 25(2001108) C4 • — 1 I From:Carla Barker At:American Insurance 8 Investments FexAD: To:Collier County Government Date:6/1/2009 03:56 PM Pape:2 of 3 ACORD_ CERTIFICATE OF LIABILITY INSURANCE OP ID CA DATE(MMIDD/YYYY) ALPHA-3 05/01/09 PRODUCER THIS CERTIFICATE I8 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE American Ins & Investment Corp . HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR. 948 South 900 East • ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Salt Lake City UT 84111 • Phone:801-364-3434 Tax:801-355-5234 INSURERSAFFORDINGCOVERAGE RAMS INSURED INERERA: $5.eaui cite a Intim ar•co 24767 INSIFBRB: as,taus Pisa a wain.an.c. 24767 • Alpha Corp dbQ Sir Technology APERC: ..If.:d c..wity . .no.Co 29424 3678 West-Californi $ B luminance Ave Aye B-100 Salt Lake City UT 84104 INSURER D. aALiaaei el..sruu:.no•Cc.$so. INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO 11-E INSURED NAMED ABOVE FCR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCIMENT 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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTFI NSRD TYPE OF INSURANCE POUCY NUMBER pASIVEPT f PDATE(IAMlD LIMITS GENERAL LIABILITY EACH OCCURRENCE $1,000,000 A X X cGMMERC)ALGENERALLIASILITV TT09901019 08/01/08 06/01/09 P IEESIE.ocla,rr.nc.) 4250,000 • lCLAIMS MADE [x I occuR MED EXP(My one person) 4 10,000 _ PERSONAL A ADV INJURY $1 000,000 _ OETERAL AGGREGATE $2,000,000. GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS-CfArP/OP ASS $2 I 000,000 —1 POLICY n JECT n LOC • AUTOMOSLE LIABIUTV B X ANY AUTO COMBINED i,INGLELIMIT 4$2,000,000 TT09400962 06/01/08 06/01/09 _ ALL OWNED AUTOS BODILY INJURY $ . SCHEDULED AUTOS IP.r person) B X HIRED AUTOS TT09400962 06/01/08 06/01/09 DWILYIN.URY B X NON-OWNED AUTOS TT09400962 06/01/08 06/01/09 IPNacddelt) 4 PRO ERTY DAMAGE $ `GARAGE LIABILITY - – - AUTO OILY•EA ACCIDENT $ . ANY AUTO OTHER THAN EA ACC 4 AUTO ONLY: AGG $ •IEXCE$$/UMBRELLA LLIBIUTY EACH OCCURRENCE . - $2,000,000 A ,iii OCCUR I I CLAIMS MADE TT09401019 06/01/08 06/01/09 AGGREGATE $2,000,000 $ DEDUCTIBLE _.$ X RETENTION $10,000 10,000 4 WORKERS COMPENSATION AND • x I TORY LIMAS I I°ER 13APLOYER6'LIABILfIY C 34WERE7797 09/01/08 09/01/09 E.L.EACHACCIDENr $1,000,000 ANY PROPRIETORPARTFSi/EXECUTIVE OFFICERMEMBER EXCLUDED? E.L.DISEASE-EAELPLOYEE $1,000,000 If 9es,deccrlbe u�d.r SPECIAL PROVISIONS belay • E.L.DISEASE-POLICY LIMIT 41,000,000 OTHER D Professional PHSD403884 03/01/09 03/01/10 Liability $2,000,000 Claims Made RETO DATE 3/1/06 Dad $10,000 DESORPTION OF OPERATIONS I LOCATIONS(VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT I S I$LPRONSIONS .' fax # 239-252-6593. Certificate Holder Collier County Government is Additional Insured with respects to General Liability, per 13L policy form • 47151 1/96. *Except 10 days notice for non-pay. Contract # 08-5009 • Enterprise Content Management Software Solution. CERTIFICATE HOLDER CANCELLATION COLLIEI SHOULD ANY OF THE ABOVE DESCRIBED POUCCE BE CANCELLED BEFORE THE EXPIRATION - DATE TI#REOF,THE ISSUING INSURER WILL ENDeAVOR TO MAIL *30 DAYS WRITTEN - NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO Do 10 SHALL Collier County Government aPOSE NO OBLIGATION OR LIABILITY OF ANY HIND UPON THE INSURER.ITS AGENTS OR Purchasing Building 3301 E. Tamiami Trail REPRESeNTAT1VEt Naples FL 34112 AUf►I�H R�OESENTA ea ACORD25(2001)08► 1, CORD CORPORATION 1888 1 • • From:Carla Barker At:American Insurance ti Investments FaxID: To:Collier County Government Date:5/1/2000 03:56 PM Page:3 of 3 IMPORTANT If the certificate holder Is an ADDITIONAL INSURED,the policy(les)must be endorsed.A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). • 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). • DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer,and the certificate holder,nor does it affirmatively or negatively amend,extend or alter the ooverage afforded by the policies listed thereon. ACORD 25(2001108) • 05/04/2009 10:00 2392783613 RISK MANAGEMENT INS • PAGE 01/01 AcoAD„ CERTIFICATE OF LIABILITY INSURANCE CagRell °"08,Q'" T sI Poem= THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Risk NanageMent Insurance HOLDER.THIS CIOMPICATB DOSS NOT AMEND,EXMOOR P.O. BON 6187 ALTER THE COVERAGE AFFORDED BY THE POUCHES BELOW. Fort Myers FL 33911-6187 - Phone:239-270-3939 INIURERs AFFORDING COVERAGE NAIL* e RLan A: FOCI Ins=ante Cmiean7► �C'�n j MUNN IN c liff �L r 34 tit•Ave INSURER a - Na1RER COVERAGES THE POLICIES OF H$%JRPNCE uitaT eELOW HAVE BEEN I$IUW TO The MU NN PINNO MIN PO N TI!POLICY PIR100 NDICATSO.NOTWITFaTANONO ANY REQUIRM/EM,TIAM OR 00NDRION OF ANY CONTRACT OR OT140t DOCUMENT w1TN RESsECT TO WHION TNI CERTIICAt!AMY M=MO OR MAY PE1TAN,TNi NaJRARCE woe:mow THE POLICa oaiplEMMANN 1$SUBJECT TO ALL TIME TOWS,IXOUJEIONSAIA CONDRm0NM OP a4DN POLICIES.AOSREOATE I.IMRI wows MAY HAVE SENT REDUCED BY PAD NASAL IIINTINXIt LTITSISITE. TYPN OP MURAT= POLICY WI NN SiStaiagia W4Te4e1eWlTTr UNITS • OMNI&NORM EACH OCCURRI I0l $1,000,000 1 V NAINgIV A X x cDAefoaxALD[NERALUAe1uTr CPP0004894 05/26/09 05/26/10 ' a.a,,,I.,o,( 1100,000 7-1 0LAI1e m4 a OCCUR leo so(A Tae pol) 1 5,000 - IWOIML$AW , . 0 NJIIT f 1000000 GENEAaAOawaATI f 2,000,00 OQJL AOOREGATI MT AMP PIN PRODUOT'I-00041IOP MPS $Inca in OA 7 POLICTirgin El LOG -. Ammons marry A R ANT AUTO CA0007672 05/26/09 06/26/10 �,1W 6 11,000,000 ALL OWNED AUTOS —ICFRVU4.ED AUTON WyY f X HIMDAUTOS ON f X NONOWNEDAUTOS . pWAOE $ Rums LI MEAN AUTO ONLY•PAAOOIDENT Pm AUTO PA A00 I A00 • - EXLOEMRJaE m 1ELLA UAaL OWN 00OURRENCE $ OCCUR ❑OLAYA$MADE AOCRIOATE a I DIDUCTRLE f _ memos t 11 CONPENMMI01 AND vet:sIL AAMI s I �U>a1 mown,*UNIIJ:Y }�qq�� E.I,EDEN ACO CIE lIT S OPPICENMI�yOV1 E.LOREAME-EAIMPLOrII• ONaOIaNA, • Le..0IIAXE-mum war I ,...QT , DliCAPTONOF OPERATIONS iLOOAUCNIVINICLRJIaOGOI$ONM mono e7 wit KIAO ONTIPPEC1ALPRWIIION5 Collier County Purchasing Department is listed as an additional insured with respects to the general liability. *10 days notice of cancellation applies for non-payment. • Tau* 239-262-6597 CERTIFICATE HOLDER CANC➢LLATION COLL80L SHOULD ANY OFTN ABOVE DENOIWEOPOLOIIRCA11Da,LID UPON ITN emata 1 Collier County • . OMBTNNEOF.T ISNIINONEURERMIU.MOMIWORTOMM. 30* OATS van-e Purchasing Department NOTICE To TIN caRII�IQATE1401.01 NN TO THE Lam,our mums T000,0IIW Attn: Diana DeLeon MIPOSI NO ONJ/ATION OR MINIM OF ANT AMU UPON TIN NNMRR,Re ANINTS 00 3301 B. Taaisai Trail, Bldg 11 • Naples IL 34118 * ATNI4 _ �� 1,/ ATM ACORP 214(BOO VOS) O ACORD CORPORATION IS; • No . C♦.Cr�lttlrhy Adrrllrlbtr�etlus u�'snlioes P]NAelort petthaolea May 25, 2019 Mr. David Reeder SIRE Technologies,Inc. 3676 W.Calfomia Avenue, Unit 8100 Salt Lake City,Utah 84104 Fax: 801-977-8775 Email: dwilcnxCsiretechnd gles.com RE: Renewal of Contract#08-5009 Enterprise Content Management Software Solution" Dear Mr.Reeder: Collier County has been under Contract with your company for the referenced services for the past two years. The County would Ilke to renew this agreement under the same terms and conditions for one(1)additional year in accordance with the renewal dause In the agreement. If you are agreeable to renewing the referenced contract, please Indicate your intentions by providing the appropriate information as requested below: _ _ I am agreeable to renewing the present contract for Enterprise Content Management Software Solution under the same terms,conditions,and pricing as the existing contract. I am not agreeable to renewal of this contract. If you are agreeable to renewing the contract,said renewal will be In effect from October 1, 2010 until September 30, 2011. Also,please provide a current Insurance certificate for our flies,as per the original contract requirements. Due to the volume of insurance certificates received in the Purchasing Department, the contract number should be referenced on the certificate to ensure that our records are updated accordingly. aarsirerorre.....■ADow■• •• PurchisYq OpWIri/n1.3301 Union'Trail East•Naples.Florida 34112•wwwrairpor,nMipu n01 `%(4.. Page 2 of 2 RE: Renewal of Contract#08-5009"Enterprise Content Management Software Solution" Please return this letter to the Purchasing Department with your response and Insurance certificate by August 2, 2010. Your prompt attention is urgently requested. If you have any questions you may contact me at 239-252-6020, email b ndareayesaooiliergov.net and fax 239-252-6592 or 239-732-0844. Best regards, Brenda Reaves Contract Technician Acceptance: SIRE Technologies"Inc. Contra r endor By: Signature t St. paIntev' CEO Typed Name and Title (Corporate Officer) Date: 1M j a 20tO In order to make sure our contact information Is current, please provide the following: Contact person: \■Mtti\t Phone # 4i30 ' 14 O Fax # 1' 111 ' Si-15 Email Avaik ocix, e, 6vvt%te5its .C-ovti, -1 Address: 221 e, 'L tip �1�''both UV VC, j VC}I C: Michael Cox,Administration Services Co i r Comity Administrative Services Division: Purchasing April 4,2011 Mr. David Reeder Sire Technologies, Inc. 2211 West 2300 South West Valley City, Utah 84119. Fax 801-977-877S: Errtail:dreederftsiretechnolooies_com RE: Renewal of Contract:SOS.5009"Enterprise Content.Management Software Solution" Dear Mr. Reeder Collier County would like to renew the above agreement under the same terms and conditions for one(1) additional year in accordance with the renewal clause in the agreement. If you are agreeable please indicate your intentions by providing the appropriate information as requested below: X" I am agreeable to renewing the above referenced contract under the same terms, conditions,and pricing as the existing contract. The following attached documentation must be provided with response: • Provide updated and current insurance certificate, and. • Provide a.copy of the company's Department of Homeland Security executed E-Verify profile page or memorandum of understanding. I.am not agreeable to renewal of this contract. By your signature this contrail will be in effect from September 1, 2011 until October 91,2012. ok 1fI Purchasing Department.3327 Tamlami Trait East•Naples,Florida 34112.4901•wwwcolllergou.netipurchasIng Page 2 of 2 RE: Renewal of Contract H06-5009"Enterprise Content ManaSeiinont Software Solution" Please return this letter to the Purchasing Department with your response, insurance certificate, E. Verify or MOIL at your earliest convenience.If you have any qu stions you may contact me at 239- 252-6020, email ave brendareacoliiernarsv net and fax 239-2520592 or 239 4'32-0844_ Best regards, Brenda Reaves Contract Technician Acceptance of Contract Renewal (Submit updated Insurance roqutrements andSpxecuted E Varify'protha•page orMHUO. Name of Company SIRE Technologies.Inc. Company.Signature (Corporate Officer) Print Corporate. _Kris.Painter, President Officer Name Signature Date 04105/2011 • Updated Contact Information - (In order to make sure our contact Information is current) Contact Name David Reeder Telephone Number 801-450-3441 FAX Number 801-977-8775 Email Address dreeder©>tiretechnologies.com Address 2211 W 2300 3 wort Valiev City, Utah 84119 • an, Co per County Administrative Services Division Purchasing • June 25, 2012 . Mr. David Reeder Sire Technologies, Inc. 2211 West 2300 South West Valley City, Utah 84119 Fax: 801-977-8775 Email: dreederasiretechnologies.com RE: Renewal of Contract#08-5008" Enterprise Content Management Software Solution" Dear Mr. Reeder. Collier County would like to renew the above agreement under the same terms and conditions for one (1) additional year in accordance with the renewal clause in the agreement. If you are agreeable please indicate your Intentions by providing the appropriate information as requested below: _x I am agreeable to renewing the above referenced contract under the _ same terms, conditions, and pricing as the existing-contract. The following attached documentation must be provided with response. I am not agreeable to renewal of this contract. . By your signature this contract will be in effect from September 2, 2012 through September 1, 2013. Purthaig Department-3327 Tarnia d Tra i East•Naples,Florida 34112-4901•www.colle gov.neYpun erin9• r Page 2 of 2 RE: Renewal of Contract#08-5009" Enterprise Content Management Software Solution" Please return this letter to the Purchasing Department with your response at your earliest convenience. If you have any questions you may contact me at 239-252-6020, email brendareavesOcolllergov.net and fax 239-252-6592 or 239-732-0844. Best regards, Joann, arkiewicz <` r +� Interim Director—Purchasing/General Services i 3 Name of Company ec no ogles, nc. Company Signature , Co .orate Officer Print Corporate Officer YillrlIVIEUrcillalgarZFIPli = Name Signature Date 4 � . n, ...rd.o.. ... ) t Contact Name David Reeder Telephone Number :i 1 . I- • u••' = :s -;•s: • ii - FAX Number :I ' Email Address •reedernsiretec noiocies.com Address ' II r West Valley City, Utah 84119 (1) °'® CERTIFICATE OF LIABILITY INSURANCE 3/4/2013/YYYY, THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must 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 CONTACT NAME: Judy Milcinovic Hylant Group Inc- Cleveland ra/°"N,Ext): 216-674-2503 FAX No):216-447-4088 6000 Freedom Square Drive, #400 ADDRESS: Judy.milcinovicAhylant.com Cleveland, OH 44131 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:Federal Insurance Company 020281 INSURED INSURER B:Great Northern Insurance Co. 020303 Hyland Software, Inc. INSURER C: 28500 Clemens Road INSURER D:Vigilant Insurance Company 20397 Westlake, OH 44145 INSURER E: INSURER F: _ COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN SR INSR WVD POLICY NUMBER R TYPE OF INSURANCE A POLICY EFF POLICY EXP (MMIDD/YYYY) (MMlDDIYYYV) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY X 35783325 07/02/12 07/02/13 DAMAGE TO RENTED PREMISES(Ea occurrence) $ 1,000,000 CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 POLICY PRO- LOC - – $ JECT AUTOMOBILE LIABILITY {EOa accideDISINGLE LIMIT $ 1,000,000 B X ANY AUTO 73522883 07/02/12 07/02/13 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS _ , NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS (Per accident) _ $ D X UMBRELLA LIAB X OCCUR 79882068 07/02/12 07/02/13 EACH OCCURRENCE $ 1,000,000 —, EXCESS LIAB CLAIMS-MADE AGGREGATE $ 1,000,000 DED r' RETENTION$ 0 $ WORKERS COMPENSATION X WC STATU- 0TH- AND EMPLOYERS'LIABILITY TORY LIMITS ER Y/N A ANY PROPRIETOR/PARTNER/EXECUTIVE N/A 71713993 07/02/12 07/02/13 E.L.EACH ACCIDENT $ 1,000,000 B• OFFICER/MEMBER EXCLUDED? (Margrlatory in NH) 71738566 07/02/12 07/02/13 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 It yes;'llescribe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD,101,Additional Remarks Schedule,If more space is required) HSI#14595 Collier County Government Center is include as additional insured as required by written contract as respects General Liability. 30 Day Notice of Cancellation will be given on the General Liability and Auto policies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. • Collier County Government Center AUTHORIZED REPRESENTATIVE 3301 Tammiami Trail, East , ,(vt,6 ,', UtioR4, , Naples FL ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD