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Agenda 07/09/2013 Item #16E5 7/9/2013 16.E.5. EXECUTIVE SUMMARY Recommendation to approve and authorize the Chairwoman to sign the First Amendment to Contract 08-5009 with Hyland Software Inc. for continued support of the existing Sire Agenda,Electronic Content Management System, and Electronic Plan Submittal Systems. OBJECTIVE: To maintain support for the County's existing Agenda, Electronic Content Management System, and Electronic Plan Submittal applications. CONSIDERATIONS: The Sire application supports the Board Agenda process, electronic document management, and electronic plan submittal. Collier County originally entered into an agreement with Sire Technologies on July 22, 2008 to purchase their ECM (electronic content management) application. Currently, the Sire software platform includes ECM (electronic content management) purchased in 2008, Agenda Plus, the Board agenda software purchased in 2010, and the Active Review System, purchased in 2012. This represents a significant investment in equipment, software, personnel time, and resources, which would be difficult and costly to replace. The original Sire Contract was approved by the Board of Collier County Commissioners on July 22, 2008 (Item 16E4) for a period of one year with four one year renewals. Hyland Software has purchased Sire Technologies (see attached Assumption Agreement) and the current contract expires in September of 2013. Staff is requesting a waiver of formal competition under Section V(A).4 of the Purchasing Policy to extend this Contract for an additional five (5) years for annual software maintenance, additional licenses to support growth, technical support and design system modifications assistance. The Purchasing Director certifies that it is in the best financial interest of the County to renew this Contract with Hyland Software. An Amendment to the contract has been reviewed and approved by the County Attorney. FISCAL IMPACT: Funding for the annual software maintenance in the amount of$70,327.00 is available in the user department operating budgets. The contract allows for as-needed professional services for system design changes and enhancements as well as additional licenses for future growth. Public Utilities has budgeted $35,000 for planned work flow process modifications. Any additional needed professional services and /or licenses, will be paid for by the department(s) requesting such services or software. LEGAL CONSIDERATIONS: This Extension Agreement was prepared by the County Attorney, is approved as to form and legality, and requires majority vote for approval. Please note that although this is a five year renewal, the County retains the sole and absolute right to terminate the agreement on 30 days written notice.—JAK GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this action. Packet Page-1174- 7/9/2013 16.E.5. • RECOMMENDATIONS: Approve and authorize the Chairwoman to sign Amendment 1 to Contract 08-5009 with Hyland Software Inc. for five (5) years for maintenance, licensing, and technical services for system modifications to the Sire Agenda\Electronic Document Management\and Active Review software. PREPARED BY: Richard Badge, Applications Manager, Information Technology Department, Administrative Services Division. Packet Page-1175- 7/9/2013 16.E.5. COLLIER COUNTY Board of County Commissioners Item Number: 16.16.E.16.E.5. Item Summary: Recommendation to approve and authorize the Chairwoman to sign an amendment to contract 08-5009 with Hyland Software Inc.for continued support of the existing Sire Agenda, Electronic Content Management System, and Electronic Plan Submittal System. Meeting Date: 7/9/2013 Prepared By Name:BerriosMike Title: Manager-Network Operations,Information Technolog 6/21/2013 4:11:21 PM Submitted by Title: Manager-Network Operations,Information Technolog Name:BerriosMike 6/21/2013 4:11:23 PM Approved By Name: pochopinpat Title: Administrative Assistant,Facilities Management Date: 6/21/2013 4:36:49 PM Name: WardKelsey Title: Manager-Contracts Administration,Purchasing&Ge Date: 6/24/2013 10:09:10 AM Name: JohnsonScott Title: Purchasing Agent,Purchasing&General Services Date: 6/24/2013 10:49:46 AM Name: MarkiewiczJoanne Title: Manager-Purchasing Acquisition,Purchasing&Gene Date: 6/24/2013 10:50:48 AM Packet Page-1176- 7/9/2013 16.E.5. fine Name: GreeneColleen Title: Assistant County Attorney,County Attorney Date: 6/24/2013 4:54:42 PM Name: PriceLen Title: Administrator, Administrative Services Date: 6/25/2013 4:35:13 PM Name: PryorCheryl Title: Management/Budget Analyst, Senior,Office of Manag Date: 6/25/2013 5:10:45 PM Name: KlatzkowJeff Title: County Attorney Date: 6/28/2013 8:56:45 AM Name: OchsLeo Title: County Manager Date: 7/1/2013 11:59:10 AM koasp Packet Page-1177- 7/9/2013 16.E.5. 16E EXHIBIT A t..,, RISK ki;.i A.2,c'.4.F: ASSUMPTION AGREEMENT This Assumption Agreement is made and entered into as of r2[ 2f , 2013, by and between Hyland Software, Inc., an Ohio corporation ("Hyland") 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 Packet Page-1178- . 7/9/2013 16.E.5. 16E7 � ....., IN WITNESS WHEREOF,the undersigned have executed and delivered this Assumption Agreement effective as of the date first above written. FOR COLLIER COUNTY: ATTEST3''.'.tOARo`' BOARD OF CO COMMISSIONERS DIArlO 1.a'BR©K. 1erk COLLIER CO ',FLORIDA F~:7.,:x,�, ii 1 i By.,..."imp. h .,....g. A .a... �, • n A� LLER,ESQ. Attest I to. .., �� � ` . OMAN signs iti P. FOR HYLAND SOFTWARE,INC.: hi 4.. , _ ' B y: �'(e.c LI /1 5.. _ fitness(signs NA pearl (,. 164/k,a.n e.) V P. e,./.c ` 1 G■l� Print Name/Title oiatk (print name) -( 1—v4' 1 HYLAND SOFTWARE Witnes (signature) 410 �-~ IsgRal Dee J t-:, ee.,. + LEGAL (print name) Approved : to o I and legal - c n• : 111i.!r By: Jeffrey j.14;�: : ,w County c tto i ey ■ 2 ® ,, Packet Page -1179- 7/9/2013 16.E.5,7 I.- • • ..----1 • I , 1 6.E A CERTIFICATE OF LIABILITY INSURANCE 37;17271/7"") 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 POUCIES 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 NAME: Judy Milcinovic Hylant Group Inc.Cleveland O!i Exd: 216-674-2503 I r;,c.N,1:216-447-4088 6000 Freedom Square Drive,#400 EMAIL Cleveland,OH 44131 ADDRESS; Judy.mlIcinovicthylant.com INSURER(S)AFFORDING COVERAGE NAIL I INSURER A:Federal Insurance Company 020281 INSURED INSURER a:Great Northern Insurance Co. 020303 Hyland Software Inc. INSURER C: 28500 Clemens toad 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 POUCIES.UNITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDLSUBR POLICY EFF POLICY EXP LIMITS TYPE OF INSURANCE INSR wvn POLICY NUMBER _EB MIDO YYYY) (MM/D01YYYY1 tGENERAL LIABILITY EACH OCCURRENCE S 1,000,000 A f`GE COMMERCIAL GENERAL LIABILITY X 35783325 07/02/12 07/02/13 DMGETO RE E° A mace) $ 1,000,000 ICLAIMS-MADE 71 OCCUR MED EXP(Any one parson) $ 10,000 PERSONAL&ADV INJURY S 1,000,000 GENERAL AGGREGATE S 2,000,000 GENY.AGGREGATE LIMIT APPLIES PER PRODUCTS•COMP/OP AGG S 2,000,000 UC RO —1 POLICY ri P • $ AUTOMOBILE LIABILITY ' I L� COMBINED a ac oenn NGLE LIMIT S 1,000,000 B X ANY AUTO 73522883 07/02/12 07/02/13 BODILY INJURY(Par penon) $ ALL OWNED SCHEDULED BODILY INJURY(Per incident) S AUTOS AUTOS NON-OWNED PROPERTY DAMAGE S HIRED AUTOS AUTOS (Per eccldanl) S 0 X UMBRELLALIAB X OCCUR 79882068 07/02/12 07/02/13 EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE S 1,000,0001 DED IX I RETENTIONS 0 S WORKERS COMPENSATION X I WC STATU-S ER I IOTH AND EMPLOYERS'LIABILITY TWIN'S IMR A ANY PROPRIETOR/PARTNER/EXECUTIVE D N/A 71713993 07/02/12 07/02/13 E.L.EACH ACCIDENT S 1,000,000 B• OFFICEFUMEMR R EXCLUDED? 71738566 07/02/12 07/02/13 E.L.DISEASE-EA EMPLOYEES 1,000,000 II cSCRI ascribe under E.L.DISEASE•POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS below 1 I DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Aback ACORD 101,Additional Remarks Schedule,II more span 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 AUTHORIZEDREPRESENTATIVE 3301 Tammiaml Trail, East d,(Ar; , 04L14ki Naples Fit.. 0 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD Packet Page -1180- 7/9/2013 16.E.5. 16E 7 EXHIBIT A AGREEMENTO8-5009 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 Amok (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 lof10 � GP` Packet Page-1181- I 7/9/2013 16.E.5. 16E 71 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 8100 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 Carnell,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, P.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 •Aa Packet Page-1182- 7/9/2013 16.E.5. 1 6 E 7 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 3of10 A GP Packet Page -1183- 7/9/2013 16.E.5. 16E 7r . 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, includingr 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 P,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. Page4of10 CA• Packet Page -1184- 7/9/2013 16.E.5. 16 E 7 1 • 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. OFFER 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 I TEMyS/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 """tea CA Packet Page -1185- . 7/9/2013 16.E.5. 16E71 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 Packet Page-1186- 7/9/2013 16.E.5. 1 6 E • 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 10 isms q i. Packet Page-1187- 7/9/2013 16.E.5. • 1 6 E 7 1 C 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 8 of 10 Packet Page-1188- 7/9/2013 16.E.5. ma sell~rommeama 1 6 E 7 is ,..... • 37. KEY PERSONNEL/PROTECT 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 author ized person or agent,hereunder set their hands and seals on the date and year first above W '; OP.A . BOARD OF COUNTY COMMISSIONERS :A , T ... , COLLIER COUNTY,FLORIDA ..lain ; .4 , 'l., ( k of Courts ...._._..i.B ':A..,. ,' By: •a IN'•;';: .�' 0,*iiy . . Tom Henning, irman Aotak At Ir,,, 3te,.mess $ $i9siaturt"Oal.q.. SIRE Technologies,Inc. ,7.�—^ By: VtAkt. 111Vs.. 4.- First Witness Sig,hature Y-Y't s ?ct1 '& 'I-Type/print witness namet Second Witness Typed signature and title V)ay\ e►te, \N i 1 cox, - TType/print witness nameT Approv-, as •• •rm and legal s 1 is II d Ri ifib 1�__,` . :, Attorney Pr'• ame Page 9 of 9 Allik• 0 Packet Page -1189- 7/9/2013 16.E.5. 16E Ti ,.. . 4, . . Rug 13 2008 11:54RM 8018778775 p.2 Fran:Carla Banat AtNnaloul Inaranes I Invslstrtlalts F oda To:Q31114414 OUL:N12rd0ps 06:42 PIA Pap.:2 of 3 ACOAD CERTIFICATE OF LIABILITY INSURANCE Wigs I n ost12/s FRCOIItR1: NlUl �u� WILY AD CONPFER**NO WETS TN SCERTIFICATE American 2 i 7avestmswt Corp HOLDER TNIB CERTIFICATE 00!8 NOT ARa!10.EXTENDOR 448 South 00 Bas t • ALTER THE COVERAGE AITORDl!O WITH!PO0dES 8ELOW. Salt Lake ••ty OT 84111 FIAC f ?bone:801 '64-3434 Tax:*01-355-5234 INSWI!R aR S AFFORDING COVAOE roman ,441.111611/4: se.caul n..•loss..s..a 24761 'S BURSITIS .s.rau ri..4 m i..Ss.at 24767 • i Tecba 1 � r.n■...1 e...,.LSy ar...s..s. . 29424 . rout6RE: C0V!RAOE8 • TIE POUCIEfOF1 - • • LIla'DSnow ant MIN mum TonE Daum team envsporespoucy riipoo 300.4 300.N0PNR4RpO043 • No • - 11364 OR C040fIN14OPN Y wows OR 0111111000.1011 wnHASSOSCT 0S1410u va na1'FMSwIilY a6 WRY OR WAYPEATA►1 •row:nom WPO1 04:626360teatil a*e.eGTTO.MLMWOOL MAW*ANDCOwwilst4 Oy urn POLICES. - -• LSSWIDIMI WAY NMI se111mareo S r PAID dA N. LTV • YIPS OP.EUbW0 Pau.TNIaRrR WA/ort I D7PLNI• _ uour BMIOOO. ICE • Ti 1,000,D O0 A X ' -.Leanne newly 290940107.9 06/01/06 06/91./09 P1EKai i... s2E0,000 CuRMS..00 Q OCCUR IMO IDCP Owens prar4 110,000 , • PESW 80L IA SAOVANY $1,000,000 III • a8!!AL MORONIC 42,000,000 OEHL •'• • LINT NFP41ES PER • Pawues•aosec.•Aso 000.000 • Aga Floc - -U*ULUTY seas LT •82,000,00 • 0 s d#N Arlo TT09400962 R6/01/O8 06/01/08 IE.«aeN.: IN Imo sums SCOW MARY • 1 III -.:. -,.ARCS . B El ••=•AUTOS TT0940I002 05/03/06 00/01/09 law MUST 1 5 © • • A.106 5209400902 06/01/08 06/03/06 4Pomo43 • g Y i • - Lamar - auroaria.EAA ooDif. F • IIII MJiO pT{�pµ CAA= P Wort - LA IMAM • awn ovum= 62.000,000 A. al•—• . ED cwbu'C6 i'T0$401019 06/01/08 06/01/09 mamas •2,000,000 s . ... $ „. 110,0I20 7n irA� 1 1s macaw - 1eNAM ]ClT01Ftssls I 1'R • 0 44R777 09/03/08 O /03/09' • r ° . ,M. ;, S as�� 41;000,000 , u1.-•. ..I.. E1.OICEME.Pa.Syuurr_*1,000,000 D Exotic tonal • •1HSD313826 os/0i/08 03/01/09 Liability 02;000,006 dials* bade Rm o OATS s/I/oa Ded 810,000 macaeTpN OF 0 raan.oc&1 SAW4 LIs,EEOWEionsit ssI reucse[Ye$rrIPS01 4P000110a • !ax # 2•$ 252-6583. Cirtirioata 8014er collier County sioserneSnt Ia Additions Insured Kith respects.to Oenarai Liability, p sr GL polioy form . 47151 1/4 +8xaapG 10 dslye notioe tor non-pays•Contract 4 06-5009 . . En tarpris- Content.3sanagemeft Software BolaCion. - • • CERTIFICATE OLDER _. . cNNCEttA1O i coy=er SHOULD PAY Orgill MOVI 011110111111)POU0e.SEOASatLmalSON11e SI,TRAPON • DATE11e11aOP.1 aIMMOPI filet Ytu.ma'am TO ten +l0. OAWVwu1TSN - p1006110101 ERO19CAIE MOM HMCOTo THE Lap;IVY U6A110 TO 0010 jHY4 . • •11 Ler county Government • svote a0 mammon asaP•rmorma mo SPOP11:E MUNK ITC MVO.Ott E abasing 'Building . 3 01 5. Tatum. Trail „ . �� •• Plea r1. 3411x /OW •�/►I+� / . • ACORD 2S( •1 Aai •ACORD CORPORATION 989• • . e Packet Page-1190- 7/9/2013 16.E.5. 16E 71 Rug 13 2008 11:54RM 8018778775 pee Frain Cuts Darker At Nnufwn nsuranoa&nveNnonto few0: To;Danielle • Dots:4112 a&G PIA Page:secs • • • IMPORTANT • If the oehttIcete holder lean ADDITIONAL INSURED,the pplloy(lee)must be endorsed.A statement • on this certifloate dose not confer lights to the certificate holder In lieu of such endorsement(e) If SUBROGATION IS WAIVED,subject to the tarme and conditions of the policy,certain policies may require•an endorsement A statement on this certificate does;not confer rights to the oertlttoate holder in lieu of such endoreement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not oonstilute a oontraol between • the Issuing Insurer(a),authorized representative or produoer,and the oertufoete holder,nor doss It •aiflrmatively.or negatively amend,extend or after the coverage afforded by the policies listed thereon. • • • • Packet Page-1191- 7/9/2013 16 E 5 1 6 E 74 $ 8. 8 Ei gkiRRR g r,-; a lav :taiga a m .. .. W . Z u 111E Fi 4..,• VW'`.., =:.". • . 8 8 818 En .. , gif 4. 18Uig ti . . . . N ,..■ . ...• t1 i lif■ vi CA •C '(NT c a_ 4. Lo 1 • 2- 8 8 8 8 8 (111 til ,.... .... II 4 -- -- " ii (A rs a CZ -, IL to■4 cf) D. , C) , m ... . CO i 2 ! , 4 11 1 I ... P.011 Me . , A • - 1 I § • I .0E .01 N , 0 0 I g 1 , a . , CO ••••• a : .. , . . a F • LL 2 4 s-— a )4 3 1 , r o i 1 ,I g 4 . 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IA 41 •• ilitil •1 g • I li • , • •.bs t;•,•::,• •;:i 1,.,•E Hifi i :g ..41:1•,;..:::' `E : a 9 9 9 8 -d g ... - g. Eil .t� ft* i;I: A ult1:1 ti 1'1 • ..:. ' t3 0 0 p `._ — .,•, pp I C p •• N 0 0 0 O 0 N O 0 te w • • Packet Page-1193- i 7/9/2013 16.E.5. 1 6 E • , , ..,,, ,,_ . ,, ...... 4., ..... , .} . „Li. , t • .;. 8 8 0 8 88 = ° $ 3 ; 8 $ 8838 t�I' oo �Nf N try" cri ci ril w' p MYl n ...- NNKww 4 C'- N t N 8 8 8 8 _ 14 1 t c • c �,� �.1 01 E co 2; e. .? g CO t • i , ■ w yt. t2 I .0 $ $ ., ' co R.,, e • C.4 U3 i- c z E - Q u 1 ii, q �: 5 0 r 0).. a ' 7 12' �i W to N 111 - O 1 i w v r O,:. 3 V , W n t ' s N E. .I uS d o S !' •C4' C e. E § a I c f t PI E ...- ` 0 4 ill.. .. ,g- A ,, 1 til o . E In z . / 1 ..., . ._ 1_, ,,, E . 0 0 0 0 1 t �'r G}, - .. i 19. ..:i�. i X74 i ef Packet Page-1194- 7/9/2013 16.E.5. 16E 74 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 Flies(Note: these will havesecurity 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) .y Packet Page -1195- 7/9/2013 16.E.5. 1 E 7 4 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 flies(#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 141 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) I TESTING 27) Perform complete UAT based on CC with oversight • functionality outline in proposal for and corrections from items#14-#24 above ' SIRE Packet Page-1196- • 7/9/2013 16.E.5. .._._....._ 1 6 E 71 ..„..b, . . . . • . 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 0 LIVE . . . . . FINAL ACCEPTANCE—PAYMENT MILESTONE#3 $10,044.95 • . . . : . . • . . . . . . . • . . . . . . . . . . . ' . . . . • • • . . . . . . - • . . -,-0••,- . . . . . . . . • . . . . , . . . . . . . . . . ' . . . . . . . . . •• • • . . . . • . . . . . . . . • . • . • . . . . . . .. . . . . 1 . . . .• . . • . . . . . . • • . . • . • . . . . . . . . . , . . . . . ' • . . . • . . • . .. . . . . . - . . • . . . . . • ' . • . • . . .. . . . . . . . , . . • . . . . . . . . . . . . . . . . . . . , • ' • . . • . . . . • • • 1 . . . . . . . . • . . . . . • . . . - 1 . • . . • . . . . . . . . . 10404. 1 • . .. .• . . . . . • . • . . . .. • . . . . • . : . r,...,....v,' • . _ ___ _ • . 1 Packet Page-1197- 7/9/2013 16.E.5. 16E 7 * . . - XIUBITC• . . . • SIRE TECHNOLOGIES • . • SOFTWARE LICENSE AGREEMENT This Agreement,effective ea of this 22nd day of July ,2008,between SIRE Technologies,(hereinafter referred to as"Licensor")and Collier County Burg a County Cornmissiotei. (hereinafter referred to as"Licensee"). • RECITALS • . WHEREAS,Licensor has prepared and will prepare certain computer software programs;and holds proprietary rights in arena computer software programs;and , WHEREAS,Licensee is desirous eluting said computer software programs,subject to the restrictions and limitations set forth Main, NOW,THEREFORE,in consideration of the covenants and oonditlass set forth below,the parties hereto agree as follows: I) GRANT OF LICENSE a) Licensor,end/or third party supplier,owns the copyright and/or certain proprietary infixmation protect/Me by taw in the Software Product. • b) Unmoor grants to Licenses a non-exclusive,non-uans>erable license to use each Software Product(s),or portions thereof In Object Code form only,on the Designate d Server.Nothing in this Agreement Is intended to transfer to Licensee any rights hi said Software Product,except for the right to uss a set forth herein. 2) CONSIDERATION-As consideration for the license of the Software Product,Licensee shall pay Licensor a stated License Foe. • . 3) . TERM OF AGREEMENT-The teen of this Agreement shall commence upon the execution of this Agreement and shall terminate upon the Licenser's or Licensees prior written notice,or default by Ueansor.or Licensee es may be set forth in other provisions of this Agroeaont Upon•termination,Licensee shill immediately return the Software Product and ell copies thereof to Licensor,and within five(5)days of termination,Licensee shall dative a written'certification to• . Licensor certifying that it no longer has custody of any copies of the Software Product. in no event shaft 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 softwere,the property of the third party). H DEFAULT-In the event that Licensee or Licensor fails to observe or perform ny 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 shell any action or inaction by Liceihor or Licensee oonsti uto a waiver of any rights or remedies provided 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 age 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,mist bear any proprietary notice which may appear on the • Software Product copy furnished by Licensor under this Agreement. 7) COPYRIGHT/TRADE SECRET PROTECTION-Licenses agrees to place a copyright/trado secret notice in a form specified by Licenser 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 cement 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 Is employees and third party agents having access to the Software Product to restrict tint control the use,copying,modification,disclosure,transfer, protection,and security of rock Software Product in accordance with the provisions of this Agreement.Subject to Chapter 119,Florida Statutes,also known at the Public Records Law. . 9) CONFIDENTIALITY-Licensee shall keep the Software Product confidential within is own organization.The confidendatity provisions of this Agreement.shall continue in effect between the parties regardless of whether or cot 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 ii already in or falls into the public domain through no ad or omission on the part of the Licensee,its Director,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 Rot violate any obligations to Licensor: . This section subject to Chapter 119,Florida Statuter,also known as the Public Records Law. • 10) PATENT,COPYRIGHT AND TRADE SECRET INFRINGEMENT-Licensor shall defend,at Is expense,any claim or spit broyght against Licensee alleging that the Software Product furnished hereunder'infringes a United States Patent,-Copyright or Trade Secret,and shall pay all ascend and sitornay Tess finally awarded,provided that Licensor is given prompt written notice of such calm,sole authority to defend or settle the claim,and MI cooperation by Licensee.In the • defense or settlement of the claim,Licensor may obtain for Lice see,at Usenaor'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 throe- year amortized schedule,providing return of two thirds(2/3)of the Ulcense Fee during the first year,and one third(1/3)of the License Pee during the second year, with no monies being returned doing the third year.Ueenanr shall not have any liability If tin alleged Infringement Is based upon the modification of the Software Product at the use or sale of the Software Product in combination with other eoftwafs or devices where imfringemea would not have occurred from the normal use of the Software Product. II) WARRANTY-Licensor warrants that the Software Product delivered pursuant to this Agreement shall conform to Lbxnsor's written specifications.Licensor's obligations under tills warranty are limited to making the revisions of replacements Ina ramenable 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 • . ; .. • I . Z Packet Page-1198- 7/9/2013 16.E.5. 16E71 • EXCEPT FOR THE EXPRESS WARRANTY STATED ABOVE,.LICENSOR GRANTS NO WARRANTIES,EITHER EXPRESSOR IMPLIED;.WITH RESPECT TO THE SOFTWARE PRODUCT,INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR • PURPOSE. NO LIABILITY FOR CONSFr i[7FNT7A DA AG S.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,TN 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)ARISING OUT OF THE USE OR INABILITY TO USE THIS SIRE TECHNOLOGIES PRODUCT,EVEN IP STRE TECHNOLOGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.BECAUSE SOME STATESJIURISDICTIONS 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 nsee Y 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 shalt vest in Licensee,provided nothing In such modiftations incorporates the Licensor's Software Product which shall be subject to all other tams of this Agreenent•Lioensee will not claim as its property a re-implementation of Lieensor'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. IS) ASSIGNMENT-Except as set forth hereinafter,this Agreement may not be assigned, Licensor,which consent shall not be unreasonably withheld.This Agreement shall ee binding upon any otherwise transfused Li n without the prior written consent of • Y gr binding upon rrY assignee of Licensee.• 16) LIMITATION OF REMEDY-Licensee agrees float the Licenser's sole liability in contrast,tort or otherwise arising out of or in any way connected with each software Product hereunder for damages shall not exceed the Liccose Fee paid by Licensee for the particular software Product In no event sbal 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 motion,suit,or proceeding shall be . commenced,maintained,or prosecuted other than in Utah in a court of competent jurisdiction. IS • ) 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 4001FRIfts, telegraphic means,or by the United States mall,postage prepaid.Notices shall be addressed es follows: TO LICENSOR SIRE Technologies • , '. 3676 West California Ave. Unit B 100 Salt Lake City,Utah$4104 • ATTENTION: Jim Painter TO LICENSEE: Collier County Board of County Commissioners • 3301 Tsmismi Trill 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 agrw to take reasonable step,to comply with all applicable Local,State and Federal laws and Executive Orders and regulations issued pursuant to thereto. • b) Tbis agreement must nab*deemed or construed to be modified,amended,rescinded,cancelled or waived ire whole or in part,except fly writteti 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 tingled 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 coeditioas of this Agreement they eadersteed all such terms and conditions and that they agree to be bound thereby. • • • • Page 2of2 • 0044 • Packet Page-1199- 7/9/2013 16.E.5. 16E 7 . . , . • ..EXIUBIT D •• • SIRE TECHNOLOGIES SOFTWARE MAINTENANCE AGREEMENT 3676 West California Avenue Unit B100 Salt Lake City,UT 84 104 . This Maintenance Agreement Is made by and between SIRE Iechnologles,and . "Custome" ' RISK OF LOSS.This Agreement does not cover service,maisde ance or repair CUSTOMER NAME AND ADDRESS neoessated by loss or damage resulting from nay aloe beyond the control of ' I 1 . SIRE TECHNOLOGIES;including.but not limited to loss or damage due to Collier County fire,water,lightning,earthquake,tint,unauthorized envies or modifications. Attaabn:Michael Cox,Records Manager theft,or any other cause originating outside the Product With respect to any loss • 3301 Taoism Trail East • or damage,SIRE TECHNOLOGIES shall submit lo the Customer a deswipdon Naples,FL 34112 • of the work to be done and request the Custodial consent to restore the Product I I to Mensal operating condition at SIRE TECFII OWOIES'rates.If the Castanet does not agree to restore Product to normal operating condition, SIRE ANNUAL MAINTENANCE CHARGES TECHNOLOGIES shat have the right to terminate its obligations under this • t t Agreement . '$31,828.00 PERFORMANCE.S1RE TECHNOLOGIES shall exercise Its best efforts in pertonning services covered under this Agreement,but shall not be liable for I t . damages.direct or otherwise;for failure to perform services at a location damned . • hazardous to health or safety Cr arising out of delays or failure in fitnisiing pare or services caused by Acts of God.Acts of Government,labor disputes or• TERMS AND CONDITIONS difficulties,failure of Irsnspatatioa,or other causes beyond its control,or fur • any consequential damage whatsoever. TERM.The initial tern 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 thgll not be responsible, nor incur Acceptance of the system by Customer. Upon expiation of the initial tam of • liability of any kind,nurture or description to the Customer, its agents or ' the Agreement,it shall be deemed renewed with the sane terms and conditions employees or any other firm or corpaWon,whether direct or consequential,in for further successive periods of one(I)year unieas either party has given the event of(glum or fault in condition or operation of the Product or for camp of • other patty written notice of termination not leas than thirty(30)days prior to the omission in the transmission oe display of information arising nom the actual or expiration of the initial tern)or subsequent renewal tum(s). alleged use of operation of the Product • CHARGES.The charges for the maintenance described hereunder,aro the total SIRE TECH NOLOGIES'S LIABILITY. SIRE TECHNOLOGIES shall of the charges listed above.SIRE TECHNOLOGIES shit invoice the Customer procure and maintain in full fora and effect al all times during the performance sixty(60)days prior to anniversary due, and the Customer shall pay the of smite tnalntmtawe under this•Agreement. Worienhhen's Compensation . aggregate to SIRE TECHNOLOGIES in accordance with Chapter 218,Florid* Ins�ce•SIRE TECHNOLOGIES personnel shall comply with,all reasonable • Statutes,also blown as the Local Government Prompt Payment Act SIRE mice itid rageslasioss incifest 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 lass than thirty(30)days before the Florida Statutes.also mown as die Local Government Prompt Payment Act,and. . anniversary.of the effective date.In addition,the Cuearncr shall pay all federal, collection twat,including coat coo and reasonable aetomey's fees,In the avant .state,or local taxes on the services rendered or parts supplied.Customer is sales of dofauh by the Customer in any tam or condition herein, SIRE• tax exempt pursuant to Chapter 212,Florida Ststuta. . . TECHNOLOGIES may,at he option.reline service or terminate its obligations under this Agreement if Customer does not cure the dehuk within thirty(30) SERVICE HOURS. This Maintenance Agreement.provides for unlimited days after notice bySIRETECENOLOGIES.. . telephone software support If the castanet requests on site support, the customer will be billed at S IRE TECHNOLOGIES established service fees pip NOTIFICATION.Any notice required herein shall be in writing and'shall be . expenses. SIRE TECHNOLOGIES shell provide maintenance service as . deemed gig if mailed or delivered to tine other party at Ms last known mailing .. expeditiously es pussible attr notice from the Customer that the Product in eddied. • - . inoperable.Service may be obtained during maintenance enter office hours . which arc 6:00 AM to 6:)X1 PM daily(Mountain Standard Tyne),Monday WAIVER.This Monument.Gematra die entire Agreement of the parries.It ,. through Friday,excluding public holidays.Service at times other that during cannabis changed,altered or modified wally.All changes or modifications must maintenance center hours,shall be famished upon the customers request and at be in welting by the partics iwzto. , SIRE TECHNOLOGIES'established charges for labor in effect at the time such . service is performed. Travel expenses stall be paid in accordance with Section TAX. The customer is responsible for any and all tax. Customer is sales tot • 112.061,Florida Statutes. exempt pursuant to Chapter 212,Florida Statutes. • TYPES OF SUPPORT.Teehnioa!support Includes telephone and smell when SERVICE NOTIFICATION. The Customer shall notify SIRE the customer hu problems or questiory. . . . . TECHNOLOGIES of suspected Product malfunction, by calling•SIRE TECHNOLOGIES service and identifying the problem and symptoms. SOFTWARE SUPPORT. The customer will supply the conditiap and data Notification may be made to SIRE TECHNOLOGIES vie telephone,or mall. which caused the m alt snetien and help reproduce the faihmt. • • I Packet Page-1200- 7/9/2013 16.E.5. 16E7 .,40.. • .. . ,...... • EXHIBIT E 4p , . t a a N N .0 L o a 1 I t . B Y A t •P H A Q Q R Po • PrOject P lan.• .• • . . . . • . . Prepared April 24, 2008 • For: • • EDMS implementation . • . • . . Collier County, Florida • • • ti 4 1 • .'400 . . • . Eiji: . . . • M . el Cox,'SpOnsor, Collier County • Barry Axelrod, IT Director, Collier County . . • Linda Lang, Project Manager, SIRE Technologies . • i i • • • • Page 1 of 14 - SIRE EDMS Project Packet Page -1201- 7/9/2013 16.E.5. - 1 6 E 7 4 1 SIRE 0, 1 1, TEOHNOLOCilis D V Al. A D O R P. • 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.Llcense 14 16. Project Decisions 14 17. Project Acceptance and Signoff 14 • • • • • • • Pep 2 of 14 SIRE EDMS Project . • (01 Packet Page-1202- - - 7/9/2013 16.E.5. 1 6 E 7 10 • 4'• • w T I C H N 0 1.' 0 0 1 1 C P Y A L P X A 0 0 1i P• 1. Project Overview 2. Project Overview • Collier County, Florida is Implementing an Initiative to use SIRE EDMS,workflow, and e4orms 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 Amok • 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(84 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 Aliek Packet Page-1203- 7/9/2013 16.E5. . 1 6 E 7 i1 S 0 R E . 4p. . . . • T E O' It N O 1. O R 1 tt $ . I S Y A L P N A C O R P. 3. Scope Statement(Project Kick-off and software installation to occur the week of September 1`t,2008) Contract Signing • Responsible Party Completion Dates I Contract Review and approval • SIRE 2 Contract Review and approval Collier County,Board of • County Commissioners 3 Contract Si ing Joint 4o 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 :. • e. Office Products used to open does for PDF conversion • Database Server: a. MSQL Server 2000 or 2005 • Web Server: a. Windows 2003 Server or Web Server b. US c. .Net Framework 2.0 • 6 Provide VPN Access Collier County r. 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 Weds 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 9/1/08 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 OS-1 provide to SIRE Page 4 of 14 SIRE EDMS Project I (4:5 Packet Page-1204- 7/9/2013 16.E.5. 16E7 * • , • • T e C H M O t. O O i t 8 • • ,.• it Y I t. • y 1 0• n R P. - Development. • • 14 Sire installs software on Servers and local PCs .• SIRE(knowledge transfer Weak of 9/22/Q8 to Collier County) • 15 Build Cabinets to support#7 above SIRE(knowledge transfer Week of 10/6/08 • to Collier County) • 16 Migrate flies outlined in#7 above • SIRE(knowledge transfer Week of 10/20/08 to Collier County) • 17 Scan new files(#7 above)and save in Sirs 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 81es(#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 Weak of 10/6/08 to Collier County) 25 Perform Workflow Admin Training . SIRE(knowledge transfer Week of 11/10/08 to Collier County) • 26 Perfonn Forms Administrator Training • SIRE(knowledge transfer Week of 11/10/08 • to Collier County) 27 Perform Scanner Training • SIRS(knowledge transfer Week of 10/6/08 ' to Collier County) • • Testing • 28 Perform complete 1TAT based on Functionality outlined in Collier County with Week of 11/10/08 . . proposal for items#14—#24 above oversight and corrections . from 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 0 • 1. Project Plan • • Page 5 of 14 SIRE EDMS Project •. • Q Packet Page-1205- I 7/9/2013 16.E.5. 16E 7 T I C H N O L O G I I S . „, , , . . . . ,,, , ,, iff • SORE. • I! .Y A I. P. H A O 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 • • Packet Page-1206- ' 7/9/2013 16.E.5. 16E 7 SIRE Asitk '44000-- • • 411P TICKNOL0111111 • • Y A 1. 11 HA CON 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 000111111tk Packet Page-1207- 7/9/2013 16.E.5. 16E7 . . . . , . . SIRE . . . . • T t O N N O L O d I t $ BY A L P H A G D R P• Project Directory Assigned Role Email Phone • • Michael Cox Records . (239)252$832 (Collier County) Manager rgicheelcox®tcoilleroov.net Lyn Wood Contract JvinWooddicoiliergov.net (239)252-2867 (Collier County) Specialist Richard Badge IT Analyst RichardBadoedoolilergov.net (239)252-2392 (Collier County) Linda Lang (SIRE) Project Manager ,(801)910.5909 Brad Painter Analyst boalntert siretechnologies.com (801)415.0630 (SIRE) Matt Baker(SIRE) Installation mbakerbeiretechnologies.com (801)977.8808 • • TBD Installation (SIRE) • tThsiretechnolpgies.colri (801)415.0626 Help Desk Technical Support--SIRE su000 ®siretechnoloaIes.com (801)415.0826 Technologies Page 8 of 14 . SIRE EDMS Project. b) I Packet Page-1208- 7/9/2013 16.E.5. 16E 7 . • (740 w Twirl) 1. 0' 0 1 ..1 1 Y A L P H A ADO 0 Pr 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 NOTto 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 8 of 14' SIRE EDMS Project' 4•. Packet Page-1209- 7/9/2013 16.E.5. • • 16E 7 ° • • „.6 • • T E C H H O L O a 11 B BY A L P H A .0 4 6 P• 3. Communications Grill Communication Project Mgr Project Team Delivery Day to Day X X D,E Status Meeting Minutes X D`,AN,T,E- , Status Report X W E _Change Assessment X • 6W,-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. • • • • • • • • • • • ; . • • • • • Page 10 of 14 • SIRE EDMS Project • Packet Page -1210- 7/9/2013 16.E.5. 16E 7 1 • • • • �v. T a C H N o 1. 0 6 .1 1 $ ■ r A L P H A O O' 11 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. 8. 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 one contingency plan and decide the trigger points for action. 11. Issues I 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' `I I • I Packet Page-1211- 7/9/2013 16.E.5. i6E7 ' • • r e co H o L o u I r e It Y A L P H A O O H 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 canno •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 produot 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 • • 1 Packet Page-1212- 7/9/2013 16.E.5. 16E7 1 ..... . ,. T E C O N O L O G I B B. . . . . . ,. I I /,. , BY • A L P N A O O E P. • • 12. Payment Milestones—To be processed In accordance with Appendix B •. • 13. Technology Plan-Outline SIRE .Net Architecture Diagram . •ss_ EaMrM usNa• 4.gw1 CUM•1 ."."....".4"."....• . . i ST y Rt 14.. n,,.e u.nY WM Mgl.Mr rH N.Y. 1• .1 exterriWitIlervamux • . r 1 : ]it-:1.-1-777 . . . • : ROM* Appwww, AipM.M Mn..roaYUpH i li 111.1_, n. ...Alum s'• i t• B.vlaw Fwl • Ml • • ...,7141.11;.r.---1 1r.w.al.MrahN . •i� • i :1.::.7 DU1.Appiwtlons F4 i=�1 .111.4.- 1 `ill IFI r..... •A,n, Emil , • • • • • Page'13 of 14 SIRE EDMS Project j • ' . • (:) Packet Page-1213- 7/9/2013 16.E.5. 16E7 • • SORE.. • • • 46. t. T t C H N O L O O r t t • e Y A L P N. A C I O A P• • 14. Sire Training • • SIRE TRAINING 24 • SIRE Workflow Administrator Training—includes 4 days for workflow I&Ii. Per Person cost 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 ManagementSper 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 ' Packet Page-1214- 7/9/2013 16.E.5. 16E7 111 • • 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. • • • • • • U� Packet Page-1215- 7/9/2013 16.E.5. 16E7 klinittotrative Services Division Purchasing 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. PwdwY4 Depe iwt•330t TsMeml Tali Ent-Wis.Foddo$1112•wiw.aollogoV.M JPUrohashq CP • • Packet Page -1216- 7/9/2013 16.E.5. 1 6 E , Page 2 of 2 RE: Renewal of Contract#08.8009"Enterprise Content Management Software Solution" Please return this letter to the Purchasing Department with your response and insurance certificate no later than May 29, 2009. Your prompt attention is urgently requested. If you have any questions you may contact me at 239-252-6020, email brendareavesti2lcollieraov,ne(and fax 239-252-6592. Best regards, Brenda Reaves Contract Technician Acceptance: SIRE Technologies,Inc. ContractorNendor By: ti1i. Signature ,J ROIL 1�o�lbtte.V, CFA Typed Name and Title (Corporate Officer) Date: Pr?t\k 'O1 a009 In order to make sure our contact Information is current, please provide the following information: Contact person: l AYn veil(ti W I t(X Phone# —911—'1(0a� Fax# `601—9~11- Email t W I Ictx e wY-<rtecAntnolo9 j$S,. Cowl Address:? 1 b V■J � bUti, t410(f C:Michael Cox,Admin Srvcs IOW Packet Page-1217- 7/9/2013 16.E.5. 16E ? 1 •. AcoRb. CERTIFICATE OF LIABILITY INSURANCE ;,;, "0/09/09 .NWAW THIS CERTIFICATE MEWED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ls•rioan Ina 6 Investment Corp HOLDER.THIS CERTIFICATE DOSE NOT AMEND,EXTEND OR 44e south 400 gait ALTER THE COVERAGE AFFORDED EYTHE POWER EEI.OW. S alt Lake City UT 61/11 S hone: 101-304-3414 lax: 901-355-S234 .INSURERS FFORDING COVERAGE NAIL 9 ...... .....ER$ r.MA nor,..,.... or :4767 WAD. r.or...r.r,..r.. 21767 u ba Corp abs 91r. 7°°°°°149Y .MNraa: r..w...,.,.,t*ON r 2/424 3676 M..t California Ave S-100 MUSS •,I,r,•„•,,.,,,,•.�,,, Solt Lake City OT 14101 .•wa - COVERAOE9 M.WewWM...a.b ITOSYNINWM/Y. TNII~iIYYaMMten Wr.MYNN.O...IM1a1WMIM.NM NMMIKOMMIIMIMIw.NwW,01W MNO WNW.eaO.M..aeNMNONNtaWOr.e NN01N0 p.wMMawa MUM ON wrlMrM(w/NW W NIMW.w.q M1111..MOW,MMMr O&M!.o All M HealkaIY•■O.N YYOiY.M W nP. .o.ouraM.wwuMaoo.Nwoomwmmouco rp..Wan Um rent N{i4..i.. • ..waarrMM. ,•�• .w MNI. T.W.NNNI.. rM1.Y,1./w MW.Iae.N'TI a1I.11.0111n •„M•a„ OM .Mrae.w_M.M 11,000,000 .mmann m a 250 OOo A X X Oe.naaara..aN.NM111..NT Tl09401019 96/61/09 66/91/69 rNaa.a.I.........V . i01�•,•ro ©•••r ,.OWPromo wool 11Qr690 r.- .4MMOINr 13,000,000 '— NOMA 1195.. a 2,000,000 O...-Aeoa.Olnwr a,w mowon.moowoO a 2,000,000 — -.•. n r--1 LOG YIONOn.YN.N,• a°'0"°'""'." 412,000,000 B x wwww ST00400962 06/01/90 06/01/09 a..+.w .LLrw.AMW .00.T.YMY B X 0no.ww TT09400112 06/01/09 06/01/09 �•••ra,a,„ OvwNN 1 B X No..maeAO1M TT09400962 06/01/09 06/01/09 __ Na1MRTOMIN. , 1..4- Lao. AIMO OW.YMIrMW 1 AA WIO qNN,, ••J•• I AN00.N A.a 1 mMANwuwWn .MWWW IS a 2,000,000 A avow El e+.weo. TT09401019 06/01/01 06/01/09 mambos ,8 2,000,000 1 X- wWM.a 110,000 'I IN.wN,....w..,.N.w X I, . I I i C O1Y`D1OO r 34ISI9X7797 09/01/09 09/01/01 uamam..5 -11,000,000 o;,,coWn. Mm,Omi IL Oww.uuma 81,000,000 II pc r0.r uWar.•wsrurl I 1,000,000 OVUM D Yrot.ssionsl 119D403114 03/01/09 03/01/10 Liability 62,000,000 • Claim, Made SS2O PATS 31/04 0.d 410,000 m W O.w,Nr,mama OI.MwYIOMAINO.A..aarMMNaIM101 MON.Iar.OS fax 0 239-252-6593. Certiticata Solder Collies County 0owsanaat is Additional Insured with r..p.ots to General Liability, par(IL policy tom 47151 1/96. •Lxo.pt 10 days notice for non-pay. Contsaut 9 09-5009 . Snt.spsi.s Content Sanage..at Software solution. . • i CERTIFICATE HOLDER CANCELLATION COLLIs1 ri°rO•'"'W FO11aMM'aN`WMrr MW.MaOWe.a,N.aNw,a .s,a ,..NM.wwr.* 515.0515 16■. •30 MWw,ran y.4 W,.a.0la.aaw.ONMN.I.a.O ra aw.Ow.rue.NOM Anew/ Collier County Covirgwat .•warm....Ml.auualnWanMrwaraw.Ir•s.I MO. Vuscha.iag Building '• !!O1 i. Taaisas Trail M�` ��•� t V.pl•. Pi. 34112 ACORD 25 X2001109) 6,ACORD CORPORATION IOU GP • Packet Page-1218- 7/9/2013 16.E.S. 16E 7 4 IMPORTANT If the adNwte holder la en ADDITIONAL INSURED,the polioy(Ia)must be endorsed.A statement on this oediacele does not confer rights to the ari01°ate holder In lieu of such.ndorsemenl(s). If SUBROGATION 1S WAIVED,subject to the tens and conditions of the policy,oerteln polldes may • require en endorsement.A Madmen(an this certificate does not canter fights to the certificate holder In lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of Oils farm doss not anahud•oontnd Wharton . the Issuing Insurer(s),authorized rspreesndthe or producet and the artMoeM holder,nor does It alnnadwy or negatively amend,extend or eller the°overage afforded by the policies listed thereon. I 1 • • ACORD 2$(2001100) • 1 CA Packet Page-1219- 7/9/2013 16.E.5. ....___ - . 16E 7 . • From:Coda Barlow AY.Amsriasn Insurance&Invsrsrwlts Feat To Collar County Government Data:6/1/2009 03:60 PM Page:2 of 3 ACORV. CERTIFICATE OF LIABILITY INSURANCE aM0100DiTYCO• u�x s 05/02/09 IMODUCOR THIS OERTE'ICATE IS MUM)AS A LATTER OP INFORLATION ONLY AND CONFERS NO RIGHTS UPON THE CERTE'ICATE Ameriaan Ins & Investment Corp HOLDER.THIS CERTIPICATE DOES NOT A8IEND.EXTEND OR 448 South 400 East ALTER THE COVERAGE AFFORDED BY THE PORGIES BELOW. Salt Lake City UT 84111 rbone:001-364-3434 Tax:801-355-6234 INSURERS AFFORDING COVERAGE NAXIS RIItAliO MUM n,taut nee•6••w Sr a 24767 NaaltetDI ss.scut not•suaa•ass a. 24767 • 3 ifCo dba pSi r TOcbfl 1t G swami wwuq ammo,.o. 29424 Sal Lame C1lty 1).-, 410, etaADto: .ut.supee.Lamm.~pop INSURER E: COVERAGE& TIE POLICES OF P5U1106E LI61110e1LOININVE BEEN MINED TO 11€INSURE)NAMED ABOVE FORTE POLICY PERIOD MGM NGTWIIHBTANDING NW REDIAREA5NT.TERM OR CONDITION OF ANY COMRACT OIt0DER DOCI.wIM WDH RQSP6CTTO WHICHTH$CERTIFICATE WY BE PALM OR MAY PERTAN,ME NIARANCE AFFORDED BY THE POLICES DUCR10ED HOW a OURAtTTONI M TB NAB.nul.UB10NB AND CONDITIONS OF SUCH POF7LICrE��S.AGGREGATE Limn a10M1►NY KISS e�lREDUCCO BY PAID CL*54. ' L.11t INtRO DPI OPRNIatFN0U POLICYMBa0 gArIagga J OA7f(lawwnl LASTS ONIBRAL LIABILITY EACH OCcURRE cE 41,000,000 unranOc A X X CCM.BICHLODENLLI'aLm 7509401019 06/01/08 06/01/08 PReiIBReisa' ' l •250,000 1 CIAMt woe ©oCC* MID IAM.M►swn) *10,000 PBR8ON L a ADV wtarY '1 1,000,000 . Be *1.•AGGREGATE *2,000,000 • GENE AGGREGATE LAW APPLIES PER: PRDDUC15-001 #OP ASG 12,000,000 7 POLICY n j& n LOC - AUTOMOSUILMatJ1Y WHOM °SNGLEUUIT 3 X NV TT09400962 06/01/09 06/01/09 G�sO°�'L) _4$2,000,000 HY - N.L.OWNED AUTOS BCOILY INJIRY T t BCHEOIA AUTOS IPr Down) ED B X HIED AUTO; VT09400962 06/01/08 06/01/09 DCOGY imARY B NE X NON DAUTOS TT09400962 06/01/08 06/01/09 O'awaNS•l • PROPECRY ._ P 9 I Lr ■ GA/Gm Iim UABL.RY - AMPLY•GA ACCIDENT I .,--.ANY AUTO pp1���THW EA ACC 4 _ .5Jm O,LY: A00 • olCIUAJwaa.A UNARY EACHDCCUIRENCE ' ' 12,000,000 ' 'A iocoic ❑Wane mom TT09401D19 06/01/08 06/01/09 AGGREGATE $2,000,000 4 DEDUCTIBLE • X RE'LLwnN *10,000 • a. WORM*,COal1IA110NIND • IC TORYLo lI/ I I°ea IIMPLOVIRIt LIABILITY C gRp�pT�p�arrne 34115RE7797 09/01/08 09/01/09 E EAcRAODIDEHr 41,000,000' OPfIDrJtND.EIR lA7tfl> E.L.D1BE1B6•EAtDNPLOYEE I 1,000,000 IIy�a asr.Aw unris ePCCIN.pROVISIONebs. CL.MEW-POLICY Lear •1,000,000 • mwe D processional 0H5D40341e4 03/01/00 03/01/10 Liability 42,000,000 Claims Made RETO DATE 3/1/06 Dad $10,000 DEOERPTION OPOPERATIONS1 LOCATIONS7Yi3B CLYB/EXUANION,ADMREENDonssaM1IBCHLPROYTBIDRB .' tax 1 239-252-6593. Certificate Bolder Collier County Government is • Additional Insured with respects to General Liability, per GL policy form 41151 1/96. *Except 10 days notice for non-pay. Contract 6 08-5009 Enterprise Content Management Software Solution. • CERTIFICATE HOLDER CANCELLATION • • COLLIE! s101AXANYOFTTl MOW ObCRiiDPO1XKBUCANCF.lfD SWOPS TOEXPIRATION 0ATirnoRaor,THE mourn NORSE Wli IINDEAYOR To et,L +20 DAYS MOON • - •7111211 TO THE GORTPICATt HOLDER NAMED TO TO LOT.BUT FAUN"TO DO a0 NON. . Collier County Government NAM NO ORLKIAnOM OR LUVLLRY OF ANY IOND UPON TIM MURK aB 100911 OR Purchasing Building•• 3301 E. Tamiami Trail RwlmtaLTATTUBS ' • Naples TL 34112 �GG� t y al ACORD 25(2001/08) �`°�, ACORD CORPORATION 198$ I Packet Page-1220- 7/9/2013 16.E.5. ,01..a. 16E7 '1 el* From:Carla Barker At:Amarloan Uauranoa I horabnenta FWD To:Collaroounty Government Date:e/11200e 03:e0 PM Papa:3 d3 IMPORTANT If the oortltioate holder Is an ADDITIONAL INSURED,the polloy(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 oertifloate does not confer rights to the certificate holder In lieu of such endorsement(s). DISCLAIMER The Certificate of Insurenoe 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 emend,extend or alter the coverage afforded by the polioles listed thereon.' ACORD 25(2001/00) .td1 atallk Packet Page -1221- 7 7/9/2013 16.E.5. I 16E 7 , . .-:• 05/04/2009 10:00 2392703613 RISK MANAPEFENT INS • PAVE 81/01 AgQn, CERTIFICATE OF LIABILITY INSURANCE "°"�°°';s'ze 1110111:111- MN• ONLY kNO�NO ININIT0 UPON DOI T6 Risk IbD3sgenoat Insurance NCLOIR.1560 OR19lQA71i 00110 NOTANIEND,RX18ND 0R P,O. coat 6107 AL TON TWO COMMIE AFFORD.,WNW POUCiOBMW. Tort Wore IL 33011-6107 Phone t Z39-270-3939 INOUIrR$APPORD01600N011I! MAIO* haulm . WSW=Pc FOCI M � COa11Y .. • JIN/14111N 1141 POUCpOFM110111N1_tm111AIYIIIUaQWIM ODTOMMU=NAMMA IaM wow MPOUOYPOD00SOR1011RN1114 11 wwwo o NWPOLO1OtaRR idM010010101101MM=MOT MOOR 000fA111t71MIN111amerTO WNW 1W 011111lMI WAY 11g/DOOq Wit PIIRT N, W11 111111111411A1410111311111111411PaXammloMIDIamo NMNaCTTOMLf11t:WM*1MOW110111AND001 D11gM1011101 POLCGLA03 SATILMR mawMYNM1111NRIOUM1YPAOOLAYI. VII= 17P1OP1aRw1tN/ POUDY111111111CON. MR • MGM MIRY 1aA01000�v�111110It0! $1,000,000 A X X onsunc'A.um ,LltrNUTY CP20004$04 05/26/00 05/21/10 .t110 "0 ,111 1100,000 _�=sawn n 000118 M106tP jagloSlsaM $3,000 . w$ClULIaxNAw. 01.900 ADO — oN1i11LAO1aMH $2,000.000 OttftM01110�MDMt1MD.TMPuN1Pat 70T1.sows.AW•Zbal. in OR 7 POLICY] La:DT n to, AIITONOO1aUNARM p�1�1�MIn.$L r 11,000,000 A X AMY AVM 020007472 OS/26/09 00/26/10 ��yp�s111Paf ALL OMIEDAU10S Vr 11.101•Iwr sons*. AU101 1 X my Arms • 1sDcW x sOMO1YNeDAtTPD1 0"rawM • . N1OPef4YYpIWi01 1 . • aw---1111IIuOLUJTY AMClnOati�L�1IY�O-MAXIM! I 1�AMYAIRO 4 NMgC'1 ADS • oresausonaLA Lawny Ms 000111ORI D WW1 ❑OtA1M LAD! 111111110171 • • s Ddr1=11.1 • • °'L UJTY ""N° Jv 1 rat "04 IV 1iM01A000GIT 1 �,A,, LI.o11M11.IP OI'LUI • • �pY. . ILL 11111/11.POW/MIT_II tawirnot4o$0.11NAVONIMADmion mows tire Mao woo Re1100ashavr IP60NLM0HRaM1 . Col'Asr County Pordgssiaq Dopartasmt i.a listed as an sddttiaosi tweezed With . respeota to the queers' '3abi.iity. +1.0 days notion of oasos"stioe sppite. for non-payment. • • Pane 239-252-6307 ceNTOiOA18 MOLDER CANC0LLA00N • ocazgDL' WORD MYOFTIRAr01lUNOIrtPOLAYOW10siMSOOSTt/aM1g11011 • OulOkas County acs nomoso tsaanno uarsu.nstaa1aRT0 au. 301 oAnm1w1ta1• Pro sia�taa t nouns arcayeT+sOOt nosisms 1s1onaata rsurmuss10Dosoeau. 3301 '. ?s>•i.O1ai 'trail, iidq G 111011 N000txAT+0M 0rLwR+TT 01 NW ate WON 1MS1MIM11R n+ASaaD ON • Ilaplw lZ 967.32 h'I! ^14�`V AOORD$MAW) 0AC011D 00RtORA110N 91$ • Packet Page-1222- 7/9/2013 16.E.5. 16E 7 ' ' fronek „.0640,, Pechaela May 25, 2410 Mr, David Reeder SIRE Technologies,Inc. 3676 W.California Avenue,Unit 0100 Salt Lake City,Utah 84104 Fax:801-977-8775 Email:dEtindlifikatitfinkgigliaM REr Renewal of Contact a08-5000'Entetpritw 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 like to renew this agreement under the same terms and conditions for one(1)additional year in accordance with the renewal douse 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 Ent:erprIse 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 wpi 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. 0 Palish;Ospinnint Met T.abmr Tqi East•lispin.fbdla J1r12•ww.se6rwa re Packet Page-1223- 7/9/2013 16.E.5. 16E 7 Page 2 of 2 RE: Renewal of Connect:#06-5051:"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 239-252-8020, email brendareaveslieoollismov.net and fax 239-252.8592 or 239-732-0844. Best regards, Brenda Reeves Contract Technician Acceptance: SIRE Technologies,Inc. Contra or Sy: Signature PM V. pck.tketter CFt) 11'ped Name and Title (Corporate Officer) Date: IA M 25 2010 In order to make sure our contact Information Is current,please provide the Miming: Contact person; 1(1itAt., V-71 om) Phone# • �1� • `ZIP 0% Fax# c6011` `11^11 • 8r1^I 5 Email dtU l cAx e tvi~ic'teMvotG iti .Cow, Address: 22..I l vgte:A "7.14"00 14111 C: Michael Cox,Administration Services r r Packet Page-1224- 7/9/2013 16.E.5. • 1.6E 7 Cr Cam, • Administrative Services Division • 'Purchasing • • April 4,2011 • Mr. David Reeder • Sire Technologies; Inc. 2211 West 2300 South West Valley City Utah 84116 Fax 8014177-875: Email:fee li9feiretechnoloolesoont • • RE: Renewal of Contrrct .B.6oOa MEnterprIse•Cordant.Manapament Software Solution" Dear Mr.Reeder Collier County would like to renew the above agreement under the same terns and®hnditlona for one(1)additional year in ac cordancewith the renewal clause In the agreement. If you are agreeable please indicate your Intentions by providing the appiopriete'infonnetioft.as requested.below: X' I am aQrsgebiie to renewing the above rstiwnped centred under the same terns,conditions,and pricing as the existing contract. The following ettached.documsntatlon Must bpi provided with response: • Provide updated and current Insurance.certinteds,Ind. • Provide a copy of tha.companyes Department of Hrunriland Security executed E-Verify profile page or memorandum of understanding. I.am riot sgreeabio 10 renewal of this contract. By your signature.thia contract will be in effect from September 1,2011 until October 91.,2012. • • Putheing*Omni•3397 Temlan i Tres East•NapIN..Fiafi s 34112.4901•-www r4 srgov.aatlpumiieaYq • • Packet Page-1225- 7/9/2013 16.E.5. 16E7 Page 2of2 RE: Renewal of Contract aoB-5009"Enterprise Content Manapernent Software Solution" Please return this letterto:ths:Purchasing Department with your response,ineunrice certificate,E. Verify or MOU at your earliest convenience.If you have-any queetiohe you may cootac!"nnr"tat 239.: 252-8020,email)xendareavea®lcotllernov net and fax 239-252.8592 or 239-732-0844. Best regards, • Brenda Reaves Contract Technician Ae ptance of Contrstt Rertewat • (Submit updated linenance rsgtilire rants andlexecu ed E�Wrlfy p(otrir dpi=oyMOLf :. ; • Name of Company SIRE Tecrnoloales.Inc, Company.Signature (Corporate Officer) Print Corporates Kris.Painter,President . • Officer Name Signature Date 041051201.1 . - Updated Contact Information •-` •(In-order to make sure our iiontact.lrafovtptioiris.currint.• Contact Name David Reeder Telephone Number 841-450-314i FAX Number 8014177-8775 Email Address dreade'rf@eretechnpigulea,com Address 2211 W 2300 WeltIrepey City, Utah 84110 • • Packet Page-1226- 7/9/2013 16.E.5. • 16E7 . Co ier County Administrative Services Division Purchasing • June 25,2012 • • Mr. David Reeder Sire Technologies, Inc. 2211 West 2300 South • West Valley City, Utah 84119 Fax 801-9774775 Email:dreedarR>lsiretechnoloples. om • RE: Renewal of Contract 008-6009"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: I am agreeable to renewing the above-referenced contract under the L earns termsr conditions,and pricing as the existing contract. The • foNowing 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. 0. . Po tted%OrpsIM•3327 Tenlon Tai East•Nabs,Fluida 34112.4901•www.eollagov.nellpuia iaMi • •. Packet Page-1227- 7/9/2013 16.E.5. 16E 7 . • Page2of2 RE: Renewal of Contract 808.5009"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 brendareavesli taollierpov.net and fax 239-252-6592 or 239-732-0844. Best regards, 04(44.-4 Joann- arkiewicz 1 enm Director—Purchasing/General Services Name of Company 11:4111M117:1... Company Signature Co •• to Office Print Corporate Officer vd1:Z7_1_C$_i]f-Il - c____i1 Name Signature Date 11734.t. 1 Contact Name David Raeder Telephone Number 801450-3441 Mobile 110t977-8608 Dfce FAX Number :1 . Email Address t=RT 0:1 re -c nog•.•._ +.c� Address II .114 West Valley City, Utah 84119 • • Packet Page-1228- 7/9/2013 16.E.5. EXTENSION OF AGREEMENT 08-5009 for Enterprise Content Management Software Solution THIS EXTENSION OF AGREEMENT 08-5009 is entered into this day of , 2013, by and between Collier County, a political subdivision of the State of Florida, (hereinafter the "County") and Hyland Software, Inc., an Ohio Corporation (hereinafter "Hyland"). WITNESSETH 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,hereinafter the "Agreement;"and WHEREAS, as provided in Paragraph 1 "COMMENCEMENT," the initial term of the Agreement was extended for additional one (1) year periods and will expire on September 1, 2013; and WHEREAS, on April 23, 2013, the County entered into an Assumption Agreement with Hyland Software, who by virtue of an asset purchase agreement, became the successor in interest to AlphaCorp in relation to the Agreement; and WHEREAS, a copy of the Agreement, all extensions thereto, and the April 23, 2013 Assumption Agreement are attached hereto at Exhibit A and are made a part of this Extension; and WHEREAS,the Parties wish to extend the term an additional five(5)years. NOW, THEREFORE, in consideration of the foregoing Recitals, and other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, the Parties agree as follows: 1. The foregoing Recitals are true and correct and are incorporated by reference herein. 2. The Agreement is hereby extended to September 1,2018. 3. Except as modified by this Extension,the Agreement shall remain in full force and effect. If there is a conflict between the terms of this Extension and the Agreement, the terms of this Extension shall prevail. Packet Page-1229- 7/9/2013 16.E.5. IN WITNESS WHEREOF, the parties have executed this Extension on the date set forth above. FOR COLLIER COUNTY: ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROCK, Clerk COLLIER COUNTY,FLORIDA By: , Deputy Clerk GEORGIA A. HILLER, ESQ. CHAIRWOMAN FOR HYLAND SOFTWARE, INC.: By: Witness (signature) Print Name/Title (print name) Witness(signature) (print name) Approve la•rm .•• -_ality: .i?1r1 Jeffr.'i • - ow Co i orney Packet Page-1230-