REQUEST FOR PROPOSAL AND CONTRACT DOCUMENTS

Commissioner Kevin L. Boyce Commissioner John O’Grady Commissioner Erica C. Crawley President

Purchasing Department Megan A. Perry-Balonier, Director

REQUEST FOR PROPOSAL AND CONTRACT DOCUMENTS

REQUEST FOR PROPOSAL NUMBER: 2021-07-08

DATE AND TIME OF PROPOSAL OPENING: SEPTEMBER 30, 2021 AT 2:00 P.M.

PROJECT NAME: ANIMAL SHELTER CASE MANAGEMENT SYSTEM

This Request for Proposals (RFP) is issued under the provisions of the Ohio Revised Code (ORC) Sections 307.86 to 307.92. All proposals submitted in response to this RFP shall comply with Ohio law. The laws of the State of Ohio will govern any disputes rising under this RFP and subsequent contract.

SUMMARY OF PROJECT/PROPOSAL

The Franklin County Board of Commissioners, on behalf of Franklin County Animal Care and Control, is seeking proposals from Offerors who can provide an Animal Shelter Case Management System.

*NAME OF COMPANY: _________________________________________

NAME OF OFFICIAL: _________________________________________

** ORDER PLACEMENT/CONTACT NAME: _________________________________________

ADDRESS: _________________________________________

CITY, STATE, & ZIP: _________________________________________

TELEPHONE NUMBER: _________________________________________

FAX NUMBER: _________________________________________

EMAIL: _________________________________________

PRINTED NAME & TITLE OF AUTHORIZED OFFICIAL:_____________________________________

SIGNATURE OF AUTHORIZED OFFICIAL:__________________________________________

* This must be your company’s complete legal name. ** Order Placement/Contact Name is the Party whom will be main point of contact for Franklin County in regards to any and all questions pertaining to Offeror’s Proposal. All contract terms, conditions, and specifications set forth in this RFP document shall become part of the contract documents. Those making proposals are reminded to return the entire Request for Proposal with their submission to Franklin County Purchasing Department, 373 South High Street, 25th Floor, Columbus, Ohio 43215-6315.

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Please indicate whether you or your company intends to respond to this RFP or chooses not to submit a response on this commodity or service. Your feedback allows Franklin County to adjust bid lists as needed. Please complete this form and return as soon as possible to: Fax: 614-525-3144 RE: RFP# 2021-07-08 Animal Shelter Case Management System Email: [email protected] Mail: Franklin County Purchasing

Attn: Jennifer Fair-Masten 373 South High Street-25th Floor Columbus, OH 43215-6315

________ We have received the notification of the RFP and it is our intent to offer a proposal. ________ We have received the notification of the RFP and we decline to submit a proposal for the

following reason(s): Please check all that apply: ________ Specifications too “tight”, i.e. geared toward one brand or manufacturer (explain below). _________ Insufficient time to respond. _________ We do not offer this product or service. _________ We are unable to meet the specification(s). _________ We are unable to meet the bond requirements. _________ Specifications are unclear. _________ We are unable to meet insurance requirements. _________ Remove us from your notification list for this commodity or service. _________ We are not interested in this RFP, but wish to be considered for future solicitations. _________ We are unable to obtain the documents. _________ Other (specify below). Remarks: ____________________________________________________________________________ Please note: This form is designed to allow feedback and will assist us in structuring our processes in the most efficient and user friendly manner. You will not be removed from the notification process unless you request it.

COMPANY NAME: ________________________________________

AGENT: ________________________________________

DATE: ___________TEL #:_______________________

ADDRESS: ________________________________________

ADDRESS: ________________________________________

EMAIL: ________________________________________

FAX#:___________________________________

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mailto:[email protected]

INSTRUCTIONS TO COMPLETE FOLLOWING SIGNATURE PAGE titled “Proposal Data Sheet”

Each Offeror must complete and submit three originals of the following Signature page when submitting a proposal (titled “Proposal Data Sheet”). Please use blue ink.

1. To properly complete this form, please only fill out the information on the right-hand side under “Offeror Information.”

2. Have the Authorized Person from your organization Type or Print their name in the “Printed/Typed

Signature Name” space and then have them Sign their name in the “Authorized Signature (Original Signature Only)” space.

Certificate of Good Standing:

If Offeror’s company is incorporated or registered in the State of Ohio, we require a Certificate of Good Standing. If the Offeror’s company is not registered or incorporated in the State of Ohio, we require a Certificate of Good Standing from the State of your incorporation:

To obtain a State of Ohio Certificate of Good Standing, please visit: https://bsportal.ohiosos.gov/OBCFiling/OrderCertificates.aspx.

Please note that your business name on the following Signature Pages MUST be consistent throughout your proposal on ALL documents including Affidavits, Appendixes, W-9, Amendments and/or Clarifications and all other documents requiring your Company Name to be placed on the document. This must be your company’s complete legal name. Offerors must submit their proposal under their legal name and not under a trade name or fictitious name. If a DBA is used, Offeror must include the legal name as well. This information will be confirmed prior to a contract being awarded.

https://bsportal.ohiosos.gov/OBCFiling/OrderCertificates.aspx

RFP#: 2021-07-08 DESCRIPTION: Animal Shelter Case Management System

Phone: (614) 525-3750 Fax: (614) 525-3144 E-mail: [email protected]

Franklin County Purchasing—25th Floor 373 South High Street Columbus, Ohio 43215-6315

Request for Proposal

C o m m i s s i o n e r s K e v i n L . B o y c e , P r e s i d e n t J o h n O ’ G r a d y , C o m m i s s i o n e r E r i c a C . C r a w l e y , C o m m i s s i o n e r P u r c h a s i n g D e p a r t m e n t M e g a n A . P e r r y - B a l o n i e r , D i r e c t o r

Offeror Information FEDERAL TAXPAYER IDENTIFICATION NUMBER:

OFFEROR NAME:

STREET ADDRESS:

CITY: STATE: ZIP:

TELEPHONE NO.: FAX NO.:

CONTACT PERSON:

The Original Signed Proposal must be submitted to the Franklin County Purchasing Department to receive consideration for award. Attn: RFP 2021-07-08

Franklin County Purchasing 373 South High Street – Floor 25 Columbus, Ohio 43215-6315 PROPOSAL NUMBER:

2021-07-08 PROPOSAL ADVERTISEMENT DATE:

August 20, 2021 BID BOND AMOUNT: N/A; Performance Bond is required. E-MAIL ADDRESS:

PROPOSALS ARE BEING SOLICITED FOR:

The Offeror is responsible for completing all required information in the prescribed format in order for their submittal to be considered responsive. Failure to comply with the requirements will be identified during the evaluation process.

Authorized Signatures (This page must be signed and returned with your proposal submittal - it does not constitute an award of a contract) General Information Background Information & Calendar of Events Administrative Requirements: Section 1 – General Instructions Section 2 – Proposal Requirements Section 3 – Pricing and Estimates Appendices: Appendix A – Affidavits (A-1 thru A-6) Appendix I – Franklin County Draft SaaS Agreement Appendix B – References Appendix J – Deadline for Questions Submittal Form Appendix C – Performance Bond W-9 Form Appendix D – Offeror Deliverables Instructions/Checklist Appendix E – Pricing Section Appendix F – Proposal Response Format Overview Appendix F Section 1 – Proposal Response Appendix F Section 2 – Functional Specifications Appendix F Section 3 – Background Appendix G – Draft Contract Appendix H – Iron Mountain Three Party Master Agreement & Amendment

OPENING DATE: September 30, 2021 OPENING TIME: 2:00 p.m. PERFORMANCE BOND REQUIRED: YES X NO

PRE- PROPOSAL CONFERENCE: YES X NO A Pre-Proposal Teleconference will take place September 10, 2021 at 10:00 a.m.

PRINTED/TYPED SIGNATURE NAME:

AUTHORIZED SIGNATURE (ORIGINAL SIGNATURE ONLY) PLEASE SIGN IN BLUE INK:

FRANKLIN COUNTY PURCHASING PERSONNEL ONLY Opened By:

Bid Bond Present: Yes No

General Information Any questions that arise during the preparation of the submission of the RFP response shall be submitted via the Deadline for Questions Submittal Form (see Appendix J) emailed to Jennifer Fair-Masten, for this project:

Jennifer Fair-Masten, Senior Purchasing Coordinator Franklin County Purchasing Department 25th Floor 373 S. High Street Columbus, Ohio 43215-6315 Office: (614) 525-3673 Fax: (614) 525-3144 Email: [email protected]

• A Pre-Proposal Teleconference will take place virtually on September 10, 2021 at 10:00 a.m. via the online video service Zoom. See Section 2.02 below form more information.

• The deadline for submitting questions is 5:00 p.m. on September 15, 2021. Questions must be submitted using the Deadline for Questions Submittal Form provided (see Appendix J).

• Sealed proposals are due to the Franklin County Purchasing Department by September 30, 2021 at 2:00 p.m. at which time they will be publicly opened and read aloud. Proposals received after this date and time will be deemed non-responsive and cannot be accepted.

Amendments and Clarifications for this RFP are posted on the Franklin County Purchasing web site (http://purchasing.franklincountyohio.gov/businesses/bid-opportunities). It is the responsibility of the Offeror to monitor the web site for those additional documents. Amendments and Clarifications become a part of the RFP and any subsequent awarded contract.

RFP Instructions Franklin County requires clear and concise Proposals. Offerors should take care to completely answer questions and meet the RFP’s requirements.

Format Each proposal must include sufficient data to allow for the verification of the total cost of the Offeror's ability to meet the RFP's requirements. Each proposal must respond to every request for information in this document whether the request requires a simple "yes" or "no" or requires a detailed explanation. Do not refer to outside documentation or reference other responses when responding to the questions unless you are specifically directed to do so.

Proposal Contents Each proposal must contain all information requested in the RFP. A checklist has been provided in the RFP (Appendix D) as a tool for Offerors to use. However, it is ultimately the responsibility of the Offeror to make sure they submit the required information to submit a complete proposal.

Submittal of Proposals Proposals should respond concisely and clearly to all of the inquiries contained in the RFP. All rates/fees/costs should be provided as requested in the RFP and any additional costs should be clearly explained. Using the form provided, an Offeror who receives a copy of this RFP, but declines to make an offer, is requested to submit a “Statement of Receipt/No Response Form.” Franklin County will not enter into a Contract with an agent or broker on behalf of the Offeror. All proposals must be signed and submitted by the Offeror. Expectations and related performance requirements addressed in the RFP Specifications should be specific to your business model proposed for Franklin County. The Offeror will be evaluated only on the product/services it provides, or it provides in collaboration with subcontractors.

Contract The successful Offeror will enter into a contract with the Franklin County Board of Commissioners (see Section 1.03, Administrative Requirements).


http://purchasing.franklincountyohio.gov/businesses/bid-opportunities

BACKGROUND INFORMATION The Franklin County Board of Commissioners, on behalf of Franklin County Department of Animal Control Dog Shelter and Adoption Center, is seeking proposals from Offerors who can provide a Case Management System. CALENDAR OF EVENTS The schedule for the RFP is given below. Please note that dates are tentative and subject to change and/or modified by Franklin County, as necessary.

Key Dates Event

August 20 – September 3, 2021 Request for Proposal (RFP) Advertising period. Inquiry process begins.

August 20, 2021 Proposal instructions and documents are posted on Franklin County’s website for additional interested parties to retrieve.

September 10, 2021 at 10:00 a.m.

Pre-Proposal Teleconference: A Pre-Proposal Teleconference will take place virtually on September 10, 2021 at 10:00 a.m. via the online video service Zoom.

September 15, 2021 Offeror Question Submission Deadline (Q&A): All questions pertaining to this RFP should be submitted using the form provided (see Appendix J) and emailed to the attention of Ms. Fair-Masten at [email protected] in word format.

September 23, 2021 Answers provided to Offeror’s questions are posted to Franklin County’s website in the form of a Clarification and/or Amendment.

Up to RFP Opening The Offeror should submit their intention to propose or decline to propose via Statement of Receipt Form and “No Response” Form.

September 30, 2021 at 2:00 p.m.

RFP Opening: Sealed proposals are due by 2:00 p.m. on September 30, 2021. Offerors must submit two (2) original hard copy originals and two (2) flash drives of all requested documentation, including binding signatures by 2:00 p.m. on the RFP Opening date or the proposal will be rejected. Proposals will be publicly opened at 2:00 p.m. and the names of Offerors read aloud. All interested parties may attend the proposal opening but are not required to do so.

October 20, 2021 Evaluation of proposals is complete, finalists selected.

October 21, 2021 Purchasing review of Scoring with Agency October 22, 2021 through October 29, 2021 Notification of Oral Presentation Finalists

November 8 – 12, 2021 Oral presentations/demonstrations at Franklin County, if deemed necessary. May also include a site visit by Franklin County, if necessary.

November 15, 2021 Finalization of Scoring Sheets

November 16, 2021 Evaluation Committee recommends finalist.

November 22, 2021 Contract Negotiations, if necessary. November 23 – December 3, 2021 Finalize Contract documents/Obtain needed signatures

December 3, 2021 Contract paperwork submitted to Clerks Office

December 9, 2021 Board of Commissioners Briefing

December 14, 2021 Board of Commissioner Approval/Contract Award

January 1, 2022 Effective Contract Start Date


ADMINISTRATIVE REQUIREMENTS

SECTION 1 GENERAL INSTRUCTIONS

Section 1.01 Entire Agreement; Parties to the Contract

If awarded, this Contract is the entire agreement between the Offeror (“Offeror”) and Franklin County (“County”) on behalf of the agency/agencies requesting the Contract as signed by the Franklin County Board of Commissioners.

Section 1.02 Exclusions from Making a Proposal

Offerors who have assisted the Agency with the development of the Scope of Work specified in this RFP document shall be excluded from being considered for a contract award regarding this RFP.

Section 1.03 Negotiated Contract Agreement

The final contract shall be a negotiated agreement between the County and the Contractor. If during the negotiation process an impasse is reached between the two parties, the County has the right to cease negotiations and begin negotiations with the next selected contractor.

Section 1.04 Contract Components

This Contract consists of the complete Request for Proposal, including the Contract Terms and Conditions, the Specifications, Pricing Forms, all documents requiring Offeror’s signatures, and any written amendments/addendums to the Request for Proposal; the Offeror’s complete competitive sealed proposal, including proper modifications, clarifications, and samples; and applicable, resolutions, purchase orders and/or other ordering documents.

Section 1.05 Registration with Franklin County

All Offerors interested in doing business with Franklin County should register with the County before the award of any contract. Offerors may register with Franklin County Monday through Friday, 8:00 a.m. to 4:30 p.m., in the Franklin County Purchasing Department located on the 25th Floor, 373 South High Street, Columbus, Ohio, 43215-6315 or online at http://purchasing.franklincountyohio.gov/businesses/vendor-registration.cfm

Section 1.06 Specifications

Franklin County may use any form of specification it determines to be in the best interest of the County and that best describes the goods or services to be purchased. Specifications may be in the form of a design specification, a performance specification, or a combination thereof.

Section 1.07 Inquiry Process/Additional Information

Any questions that arise during the preparation of proposals concerning the content of the RFP shall be submitted in writing to the Franklin County Purchasing Department. Unauthorized contact with any Franklin County employee including members of Franklin County Animal Care and Control concerning this RFP, except through the inquiry method with questions specific to the contents of this RFP, is strongly discouraged. This does not apply to communication during the evaluation process if Franklin County initiates the communication.

All Questions pertaining to this RFP should be submitted via the Deadline for Questions Submittal Form (see Appendix J) and emailed to [email protected] in Word format, not PDF. Questions must be received by the Deadline for Questions by 5:00 p.m. on September 15, 2021 to be considered for a response.

Section 1.08 Oral Explanations

Franklin County will not be bound by oral explanations or instructions given at any time during the competitive procurement process or after the selection of the successful Offeror.

Section 1.09 Decline to Offer

Any Offeror who receives a copy of this RFP but declines to make an offer is requested to submit a Decline to Offer notification by utilizing the Statement of Receipt & No Response Form.

http://purchasing.franklincountyohio.gov/businesses/vendor-registration.cfm


Section 1.10 Compliance with Specifications and Terms and Conditions Please review the Terms and Conditions (see Appendix G Draft Contract). Any exceptions to terms and conditions or other requirements in any part of this RFP must be clearly identified in Appendix F Section 2 Proposal Response, Section 1.2 Exceptions to the RFP and Contract and submitted with Offeror’s proposal by the proposal opening due date. Otherwise, it will be assumed that all items offered are in strict compliance with the RFP and that the Offeror does not take exception to any terms and conditions. Franklin County will consider such exceptions during the evaluation process and the negotiation phase. Any exceptions to the terms and conditions must be accompanied with a complete and clear explanation for the exception. Exceptions without a complete and clear explanation for the exception will not be considered.

Section 1.11 Conflict of Interest Each proposal must answer the statement indicating whether the Offeror or any people that may work through the Offeror have a possible conflict of interest (e.g., employed by Franklin County, etc.) and, if so, the nature of the conflict. Franklin County has the right to reject a proposal in which a conflict is disclosed or cancel the Contract if any interest is later discovered that could give the appearance of a conflict.

Section 1.12 Representations and Warranties

The Offeror warrants the accuracy of information submitted and acknowledges that Franklin County will rely on the Offeror’s information in making its selection and contracting with the successful organization.

SECTION 2 PROPOSAL REQUIREMENTS

Section 2.01 Proposal Opening

Sealed proposals are due September 30, 2021 at 2:00 p.m. Offerors must submit their sealed proposal by the Proposal Opening date and time. All sealed proposals received after this time and date, for any reason will be rejected. The time clock in the Franklin County Purchasing Department will serve as the official record of the time and date that sealed proposals are received and will be the sole factor in determining if proposals are received in time to be considered. The opening of the sealed proposals will take place at the Franklin County Purchasing Office, 373 S. High Street, 25th Floor, Columbus, Ohio 43215-6315. The Proposal opening will be public; however, Proposal contents will not be read or made public. Due to the Covid-19 pandemic and until further notice, the Proposal Opening will take place via the online video service Zoom. To attend the Zoom Proposal Opening, please see the following:

Join Zoom Meeting https://franklincountyohio.zoom.us/j/94507196619?pwd=Ukw1YUI0QTMxTmVxRVI2NS9YSnJYQT09

Meeting ID: 945 0719 6619 Passcode: 506101 One tap mobile +13017158592,,94507196619#,,,,*506101# US (Washington DC) +13126266799,,94507196619#,,,,*506101# US (Chicago)

Dial by your location +1 301 715 8592 US (Washington DC) +1 312 626 6799 US (Chicago) +1 929 436 2866 US (New York) +1 253 215 8782 US (Tacoma) +1 346 248 7799 US (Houston) +1 669 900 6833 US (San Jose) Meeting ID: 945 0719 6619 Passcode: 506101 Find your local number: https://franklincountyohio.zoom.us/u/adaKCzLcMn

https://franklincountyohio.zoom.us/j/94507196619?pwd=Ukw1YUI0QTMxTmVxRVI2NS9YSnJYQT09

https://franklincountyohio.zoom.us/u/adaKCzLcMn

Join by SIP [email protected]

Join by H.323 162.255.37.11 (US West) 162.255.36.11 (US East) Meeting ID: 945 0719 6619 Passcode: 506101

Section 2.02 Pre-Proposal Conference

A Pre-Proposal Conference will take place virtually on September 10, 2021 at 10:00 a.m. via the online video service Zoom. While attending the pre-proposal teleconference is not mandatory, those intending to submit a proposal are encouraged to attend. To join the Pre-Proposal Conference, please use the following links:

Join Zoom Meeting https://franklincountyohio.zoom.us/j/96502041814?pwd=SUlZYWJPWEV0SEFmZVJUdzJvSmRmdz09

Meeting ID: 965 0204 1814 Passcode: 716265 One tap mobile +19294362866,,96502041814#,,,,*716265# US (New York) +13017158592,,96502041814#,,,,*716265# US (Washington DC)

Dial by your location +1 929 436 2866 US (New York) +1 301 715 8592 US (Washington DC) +1 312 626 6799 US (Chicago) +1 669 900 6833 US (San Jose) +1 253 215 8782 US (Tacoma) +1 346 248 7799 US (Houston) Meeting ID: 965 0204 1814 Passcode: 716265 Find your local number: https://franklincountyohio.zoom.us/u/adhAvj2gPX

Join by SIP [email protected]

Join by H.323 162.255.37.11 (US West) 162.255.36.11 (US East) Meeting ID: 965 0204 1814 Passcode: 716265

Section 2.03 Proposal Preparation Costs

The County will not be liable for any costs incurred by a contractor prior to the award of any contract resulting from the Proposal. Total liability of the County is limited to terms and conditions of a resulting Contract between the County and the successful Offeror.

Section 2.04 Proposal Instructions

1) Franklin County requires clear and concise proposals. Offerors should take care to completely answer questions and meet the RFP’s requirements.


https://franklincountyohio.zoom.us/j/96502041814?pwd=SUlZYWJPWEV0SEFmZVJUdzJvSmRmdz09

https://franklincountyohio.zoom.us/u/adhAvj2gPX


2) Each contractor two (2) signed hard copies of the original completed proposal plus a complete copy of their completed proposal onto two (2) flash drives in a sealed envelope or similar containers with the proposal number clearly marked on the exterior by no-later-than 2:00 p.m. the day the proposals are scheduled for opening (See Section 2.01 above). Offerors will not staple, bind or place document hardcopies in 3-ring binders or GBC type binders. Documents may be secured by using paper clips, binder clips or rubber bands to keep them orderly. This includes any amendments or addendums applicable to the proposal. All hardcopy documents will be on 8.5-inch x 11-inch paper, brochures should be copied to the same format. Appendix D, Offeror Deliverables List is provided within this RFP for your convenience as a “check off list” when preparing your proposal for submission.

3) Each Proposal must be submitted in a SEALED envelope or similar container(s) with the submitting Proposer’s Company Name and Address, RFP Number and RFP Title CLEARLY MARKED on the exterior. If an Offeror uses an express mail or courier service, the Bid number must be clearly marked on the express mail or courier envelope or must be enclosed in a sealed envelope inside the express mail or courier service envelope. A Bid that is not properly and clearly marked and is inadvertently opened before the scheduled Bid opening time may be disqualified without additional consideration. Faxed and emailed submissions are not acceptable.

4) Proposals shall be opened so as to avoid disclosure of contents to competing Offerors. In order to ensure fair and impartial evaluation, proposals and related documents submitted in response to a request for proposals are not available for public inspection and copying under Section 149.43 of the Ohio Revised Code until after the award of the contract. Any information deemed confidential or proprietary under Section 149.43 will be included by reference in the final Contract but will not be subject to public release.

Section 2.05 When Bids / Proposals May Be Delivered The Purchasing Department (“Purchasing”) must receive Bids prior to and no-later-than 2:00 P.M. the day the Proposals are scheduled for opening. Sealed proposals received after the specified date and time will be considered late and will not be opened. Sealed proposals received through the mail after the specified Proposal Opening date and time will be returned to the Offeror unopened. Purchasing does not accept Bids / Proposals with postage due. Sealed proposals received through a courier service after the specified proposal opening date and time will not be accepted from the courier service.

Purchasing receives Bids / Proposals during the hours of 8:00 a.m. through 4:30 p.m. Monday through Friday, except state observed holidays. The time clock in the Franklin County Purchasing Department will serve as the official record of the time and date that sealed Bids / Proposals are received and will be the sole factor in determining if Bids / Proposals are received in time to be considered.

Section 2.06 Where Bids / Proposals Must Be Delivered Proposals must be delivered to:

Franklin County Purchasing Department Attention: RFP# 2021-07-08 Animal Shelter Case Management System 373 South High Street– 25th Floor Columbus, Ohio 43215-6315

Section 2.07 Clarifications, Amendments, and Addendums

A. If an Offeror discovers any inconsistencies, errors, or omissions in the Request for Proposal, the Offeror should request clarification from the Franklin County Purchasing Department. Such requests will be made only in writing and emailed to the assigned Senior Purchasing Coordinator. No other form for submitting clarifications is acceptable. All Questions pertaining to this RFP should be submitted via the Deadline for Questions Submittal Form (see Appendix J) and emailed to [email protected] in Word format, not PDF. Questions must be received by the Deadline for Questions of 5:00 p.m. on September 15, 2021 to be considered for a response.

B. Requests for clarifications received after the above timeframe will not be considered unless the County ascertains that the answer to the clarification could result in a material change to the specifications which could effect all proposals.


C. During the proposal process, Offerors may be furnished certain amendments / addendums covering additions and / or deletions to the RFP documents. Amendments / addendums will be included in the Proposal documents and will become a part of Contract. Amendments / addendums may be issued at anytime preceding the Proposal opening date. Franklin County reserves the right to postpone the Proposal opening for its convenience. Any information given a prospective Offeror concerning the Proposal will be furnished promptly to all other prospective Offerors as an amendment / addendum or clarification. All amendments and addendums will be posted to the Franklin County Purchasing Web Site under this proposal. Those interested in submitting a response to this proposal shall monitor that web site for any amendments and addendums to assure complete compliance with specifications, terms and conditions.

D. When it is necessary to modify a Request for Proposal, Purchasing does so by written amendment or addendum only. All amendments / addendums will be posted to the Purchasing Department’s website at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities. Oral instructions, given before the opening of a proposal or the award of a contract, will not be binding.

Section 2.08 Corrections before Proposal Opening

Prior-to the proposal opening, if an Offeror withdraws its proposal and resubmits it with revisions, the revisions should be clearly identified and signed or initialed by the Offeror. The omission of an Offeror’s signature or initials to a modification may result in a proposal being determined to be not responsive. Any corrections made must be completed outside of all County offices. It is preferable that all corrections are made off of the County premises.

It is the responsibility of the Offeror to resubmit a corrected proposal within the time constraints of the established proposal opening time and date. Failure to resubmit a corrected proposal within the established time and date shall be considered late and will not be accepted. Corrected proposals received through the mail after the specified proposal opening date and time will be returned to the Offeror unopened.

Section 2.09 Corrections after Proposal Opening

A. After the proposal opening, Offeror’s may only withdraw their proposals as provided in Ohio Revised Code §9.31. Withdrawal of a proposal after a proposal opening exposes an Offeror to legal liability for sanctions, including costs for re-proposal, or may result in a proposal being awarded to the next lowest Offeror. Notice of a claim of right to withdraw a proposal submitted in error, after the proposal opening, must be made in writing and filed with Franklin County Purchasing Department within two (2) business days after the conclusion of the proposal opening procedure.

B. When there are errors in multiplication or addition in a proposal, the unit price quoted will be used for calculating the correct total proposal. If the error is in the unit price, the proposal will automatically be disqualified. Notice of a claim of right to withdraw such proposal must be made in writing filed with the contracting authority within two (2) business days after the conclusion of the proposal opening procedure (O.R.C. §9.31).

Section 2.10 Proposals are Firm for 180-Days

Unless stated otherwise, once opened all proposals are irrevocable for one hundred and eighty (180) days. Beyond one hundred and twenty (180) days, Offeror will have the option to honor their Proposal or make a written request to withdraw their proposal from consideration.

Section 2.11 Proposal Rejections

Ohio Revised Code §307.90 and §307.91 permits Franklin County to reject all proposals and advertise for new proposals on the required items, products, or services. Franklin County may reject any proposal, in whole or in part, if any of the following circumstances are true:

A. Proposals offer supplies or services that are not in compliance with the requirements, specifications, terms, or conditions stated in the Request for Proposal.

B. Franklin County determines that awarding any item is not in the best interest of the County.


Franklin County reserves the right to reject any or all of the proposals on any basis without disclosure of a reason. The failure to make such a disclosure will not result in the accrual of any right, claim, or cause of action by any unsuccessful contractor against Franklin County.

Section 2.12 Highest-Ranked Proposal

Proposals will be evaluated in accordance with the evaluation process outlined herein. The evaluation process may result in a proposal being the highest-ranked proposal based upon points awarded by an evaluation committee.

Franklin County reserves the right to award a contract to the Offeror that best meets the county’s requirements. This is intended to be an all or none award; however, if it is in the best interest of the County, the County reserves the right to award multiple contracts, to reject all proposals and re-bid, or to reject all proposal and elect to not re-bid.

Section 2.13 Evaluation Process

During the evaluation process, Franklin County may request clarifications from any Offeror under active consideration and may give any Offeror the opportunity to correct defects in its proposal if Franklin County believes doing so does not result in an unfair advantage for the Offeror and it is in Franklin County’s interests to do so. The evaluation process will consist of the following phases:

Phase 1 - Initial Review of Proposal Franklin County will review all proposals for format and completeness.

Phase 2 - Evaluation of Proposal Documents Franklin County will evaluate each proposal and the requirements according to the non-financial and financial criteria contained in this part of the RFP. At any time during this phase, Franklin County may ask an Offeror to clarify any portions of its proposal. Proposal Evaluation Criteria Franklin County will rate the Proposals submitted in response to this RFP based on the requirements and criteria outlined in this RFP. Criteria include, but are not limited to the following elements (not ranked in any particular order of weighting):

A. Pricing; B. Capability of the Offeror to perform or meet the specifications and specific requirements outlined

in this RFP; C. Experience of the Offeror; D. References; and E. Completeness of the RFP proposal and response.

The proposal evaluation will result in a point total being calculated for each proposal. Those Offerors submitting the highest-ranked proposals may be scheduled for the next phase. It is the intent of Franklin County to select some number of the highest-ranked proposals for oral presentations.

Phase 3 - Oral Presentations Franklin County may require selected Offerors to make an oral presentation about their proposal and/or demonstrate and provide their products or services. In addition, Franklin County may conduct a site visit of a finalist facilities and operations. Such activities provide an Offeror and Franklin County with an opportunity to clarify the proposals submitted and to ensure a mutual understanding of the proposal's content. The oral presentations will be held, if necessary, beginning tentatively on the date noted in the Calendar of Events. Actual dates, times and locations are subject to change. Adequate notice will be provided to the Offerors. The evaluation committee will numerically rank interviews, demonstrations, and presentations, and site visits.

Phase 4 - Contract Negotiations

Negotiations, if required, may be conducted with the highest-ranked Offeror upon completion of the evaluation. Any clarifications, corrections, or negotiated revisions that may occur during the negotiation phase will be memorialized in writing and incorporated in the final contract document.

At any time during the negotiation process, if an Offeror fails to provide the necessary information for negotiations in a timely manner, or fails to negotiate in good faith, Franklin County may terminate negotiations with that Offeror and proceed to the next highest-ranked Offeror.

The parties will utilize the County’s contract documents as the basis of negotiations.

Section 2.14 Communication during Evaluation

A. During the evaluation process, unless requested by County as part of the evaluation process, any attempt on the part of the Offeror, the offertory's agent(s), or any party representing the Offeror, to submit correspondence that is determined by County to be an attempt to compromise the impartiality of the evaluation or any party on the part of the Offeror, the offertory’s agent(s), or any party representing the Offeror to communicate with any member of the County regarding the evaluation process may be grounds for immediate disqualification of the Offeror. A determination to cease the evaluation or reverse an award determination will be at the sole discretion of the County.

B. County may request additional information to evaluate an offertory’s responsiveness to the Request for Proposal or to evaluate an offertory’s responsibility. If an Offeror does not provide the requested information, it may adversely impact County’s evaluation of the offertory’s responsiveness or responsibility.

Section 2.15 References

Utilizing Appendix F Section 1 Proposal Response template, under subsection 3.2.1 Vendor References, Offerors should provide information for at least five (5) most recent customers/references that will provide feedback about your company and for which implementations of a similar scope have been initiated and completed. In Section 3.2.2, Offerors are requested to provide at least three (3) customer references for the Offeror’s proposed Project Manager for this project.

Please provide references that can confirm your firm’s ability to provide products or services or a similar scope to the requirements to this RFP. Failure to provide these references may be annotated as a discrepancy during evaluation.

Section 2.16 Affidavits and Declarations

A. Non-Collusion Certification

Offerors must sign and notarize Exhibit A-1 (Non-Collusion Affidavit) of Appendix A of the Proposal, and by doing so the Offeror certifies that he/she is (sole owner, partner, president, secretary, etc.) of the party making the forgoing proposal; that such proposal is genuine and not collusive or sham; that Offeror has not colluded, conspired or agreed, directly or indirectly, with any Contractor or person, to put in a sham proposal; or colluded or conspired to have another not propose and has not in any manner, directly or indirectly, sought by agreement or collusion or communication or conference, with any person to fix the proposals price of its proposal or any other Offeror, or that of any other Offeror, or to secure any advantage against any Offeror or any person or persons interested in the proposed contract and that all statements contained in the proposal are true; and further, that the Offeror has not, directly or indirectly, submitted this proposal, or the contents thereof, or divulged any related information or data to any association or to any member or agent of any association.

B. Non-Discrimination / Equal Opportunity The Offeror agrees that in the hiring of employees for the performance of work under the contract Contractor shall not, by reasons of race, color, religion, sex, age, disability or military status, veteran status, national origin, or ancestry, sexual orientation, or gender identity, discriminate against any citizen of this state in the employment of a person qualified and available to perform the work to which the contract relates. That the Offeror or any person

acting on behalf of Offeror, shall not, in any manner, discriminate against, intimidate, or retaliate against any employee hired for the performance of work under the contract on account of race, color, religion, sex, age, disability or military status, veteran status, national origin, or ancestry, sexual orientation, or gender identity.

The Offeror must sign and notarize Exhibit A-2 (Non-Discrimination / Equal Opportunity Affidavit), of Appendix A of the proposal, and by doing so the Offeror certifies that he/she complies with the express language contained in §125.111 of the Ohio Revised Code regarding Non-Discrimination / Equal Opportunity.

All Offerors who contract with the state or any of its political subdivisions for materials, equipment, supplies, contracts of insurance, or services shall have a written affirmative action program for the employment and effective utilization of economically disadvantaged persons, as defined in §122.71 of the Ohio Revised Code. Annually, each such Offeror shall file a description of the affirmative action program and a progress report on its implementation with the equal employment opportunity officer of the department of administrative services.

C. Small and Emerging Business Enterprise Information

For statistical purposes, Franklin County is seeking information on the size and demographic type of Offerors replying to our bids. Utilizing Appendix A Exhibit A-3 (Small and Emerging Business Enterprise Information Form), Proposers are asked to indicate whether their company, business or organization meets the descriptions provided for a Disadvantaged Business Enterprise (DBE), Minority Business Enterprise (MBE), Small and Emerging Business Enterprise (SEBE), a Woman Business Enterprise (WBE), an Encouraging Diversity, Growth and Equity Certified Business Enterprise (EDGE), a Local Economically Disadvantaged Enterprise (LEDE) or Veteran Business Enterprise (VBE). This is only for informational purposes and is not part of the evaluation process and will not be given any consideration with regard to an award.

D. Lobbyist/Consultant Declaration Form

In order to maintain transparency in the County procurement process, each Offeror is required to list the name, company and address of any lobbyist or consultant that assisted them with the RFP which they are now submitting to the County for their consideration for an award. The information should be provided utilizing Exhibit A-4 of Appendix A. If more than one Lobbyist or Consultant provided assistance, then the Offeror should provide one Exhibit A-4 for each one.

E. Delinquent Personal Property Tax Affidavit

By the signature affixed on Appendix A Exhibit A-5 (Delinquent Personal Property Taxes) of the Proposal, the Contractor certifies that they are not charged with delinquent personal property taxes on the general list of personal property in Franklin County, Ohio, or any other counties containing property in the taxing districts under the jurisdiction of the Auditor of Franklin County, Ohio.

F. Off Shore Affidavit

By the signature affixed on Appendix A Exhibit A-6 (Off Shore Work) of the Proposal, the Contractor certifies they will or will not offshore any services provided under this contract, and any services that are described in the specifications or scope of work that directly pertain to servicing this contract shall be performed within the borders of the United States. This shall include, but not be limited to, any back up services for data, back-office services, customer support, etc., including work performed by subcontractors at all tiers.

Section 2.17 Public Record and Treatment of Confidential and Proprietary Information

With limited exception, pursuant to Ohio Revised Code 149.43, all information submitted by the Contractor/ Bidder/ Proposer, shall be considered a public record. In the event the County receives any request for any information received as part of this Contract, the County will immediately take steps to release the information to the requesting party. The Contractor may clearly mark certain information as a trade secret or proprietary if that information derives actual or potential independent economic value from not being generally known to, and not being readily ascertainable by proper means, other persons who can obtain economic value by its disclosure or use and is subject to efforts reasonable under the circumstances to maintain its secrecy; however, the County may nonetheless be required to release the information under Ohio law. The marking of the information shall not in itself make the information a trade secret or proprietary but rather shall be determined under Ohio law. The determination of confidentiality shall not apply to (a) information that at the time of the disclosure is in the public

domain; (b) information that, after disclosure, becomes part of the public domain by publication or otherwise, except by breach of the agreement by a party or (c) information that is considered an open public record pursuant to the Ohio Sunshine law. Any document submitted to the County not marked as proprietary or trade secret will not be reviewed for confidentiality by the County upon a public records request and may be released In most cases a competitive submittal will be released as soon as the contract is entered into the Commissioners Resolution Management System (CRMS) in accordance with 307.862(c).

SECTION 3 PRICING AND ESTIMATES Section 3.01 Pricing

Please provide all costs associated with this project in Appendix E Pricing Section. The response sections are editable – it is intended that Offerors will edit the response sections as needed in order to complete each section thoroughly. Offerors are otherwise not to change or alter these documents.

For the convenience of submitting proposals, Appendix E Pricing Section is also available on the Purchasing Department website in Word Format. Please use the electronic version of Appendix E Pricing Section when preparing your proposal. For a copy, please visit http://purchasing.franklincountyohio.gov/businesses/bid-opportunities. Unless otherwise requested, Offerors are not to alter or change the Pricing Section in any way.

The remainder of this page is intentionally blank.


APPENDIX A AFFIDAVITS AND DECLARATIONS

The following pages contain the Affidavits required for this proposal: NON-COLLUSION AFFIDAVIT, Exhibit A-1 (Must be Completed and Notarized) NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY AFFIDAVIT, Exhibit A-2 (Must be Completed and Notarized) SMALL AND EMERGING BUSINESS ENTERPRISE INFORMATION FORM, Exhibit A-3 (Please Complete for Informational purposes. Does not need to be notarized.)

LOBBYIST/CONSULTANT DECLARATION FORM, Exhibit A-4 (Please Complete for Informational purposes. Does not need to be notarized.) DELINQUENT PERSONAL PROPERTY TAX AFFIDAVIT, Exhibit A-5 (Must be Completed and Notarized) OFFSHORE AFFIDAVIT, Exhibit A-6 (Must be Completed and Notarized)

EXHIBIT A-1 NON-COLLUSION AFFIDAVIT

STATE OF OHIO, COUNTY OF FRANKLIN, SS: ________________________________________________________________________being first duly SWORN, deposes and says that they are the or authorized representative of_____________________________________________________________ or is the party submitting this bids; that such bids is genuine and not collusive or sham; that said bidder has not colluded, conspired, connived, or agreed, directly or indirectly, with any other bidder or person to submit a sham bid, or refrain from bidding; has not in any manner, directly or indirectly sought by agreement or collusion, or communication or conference, with any person, to fix the bid price of affiant or any other bidder; to fix any overhead, profit or cost element of said bid price, or of that of any other bidder; to secure any advantage against the County of Franklin or any person or persons interested in the proposed contract; that all statements contained in said bid of bids are true, and that, such bidder has not, directly or indirectly submitted this bids, or the contents thereof, or divulged information or data relative thereto to any other potential bidder. Further, Affiant affirms that no county employee has any financial interest in this company or the bids being submitted.

_____________________________________________________ Affiant and Title

SWORN to before me and subscribed in my presence this

____________________day of __________________________, 20_____.

_______________________________ Notary Public My Commission expires _____________________, 20_____ (Seal)

EXHIBIT A-2 NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY AFFIDAVIT

STATE OF __________________________ COUNTY/PARISH OF__________________________ ________________________________________________________________________________ being first Printed Name duly sworn, deposes and says that they are ______________________________________________________________________________________ (President, Secretary, etc.) of ___________________________________________________, the party who made the foregoing bid; that such party as contractor does not and shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, age, disability or military status, veteran status, national origin, or ancestry, sexual orientation, or gender identity. If awarded a contract under this bid, said party shall take affirmative action to insure that applicants are employed and that employees are treated, during employment, without regard to their race, color, religion, sex, age, disability or military status. If successful as the lowest and best bidder under the foregoing bids, this party shall post non-discrimination notices in conspicuous places available to employees and applicants for employment, setting forth the provisions of this affidavit. __________________________________________________ Signature ___________________________________________________ Affiant __________________________________________________ Company/Corporation _________________________________________________ Address _________________________________________________ City/State/Zip Code Sworn to and subscribed before me this ________ day of _________________________, 20_________. ___________________________________________ Notary Public

My Commission expires ___________________________, 20_____. (Seal)

EXHIBIT A-3 SMALL AND EMERGING BUSINESS ENTERPRISE INFORMATION

Businesses seeking to do business with Franklin County are asked to complete, for statistical purposes, information regarding the certifications and demographics concerning their business. Please take a moment and check the following descriptions that apply. Again, this is only for information purposes and is not part of the evaluation and award process. Information supplied will not be given any consideration with regard to a bid award.

Please check all that apply:

Small and Emerging Business Enterprise (SEBE) Definition A small and emerging business enterprise is defined as a business concern, operated, not dominant in the field of operation in which it is bidding on government contracts, and qualified as a small business under the criteria and size standards in 13 CFR Part 121.201. Such a concern is “not dominant in its field of operation” when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. The below designations require that the Offeror selecting them be certified by an appropriate certification entity. Franklin County will recognize and accept certifications from: the City of Columbus, Columbus City Schools, the Department of Administrative Services (DAS), Ohio Unified Certification Program (ODOT), the US Department of Veterans Affairs (Office of Small & Disadvantaged Business Utilization) and the Women’s Business Enterprise National Council (WBENC) certifying bodies. In addition to other agencies approved by the County i.e. Ohio Minority Business Assistance Center or Columbus City Schools we will accept certifications from any appropriate certification body for these certifications. Please upload a copy of your certification at the end of this section if you select one of the below.

Disadvantaged Business Enterprise (DBE) DBEs are for-profit small business concerns where socially and economically disadvantaged individuals* own at least a 51% interest and also control management and daily business operations. (*African Americans, Hispanics, Native Americans, Asian-Pacific and Subcontinent Asian Americans, and women are presumed to be socially and economically disadvantaged). Other individuals can also qualify as socially and economically disadvantaged on a case-by-case basis. To participate in the DBE program, a small business owned and controlled by socially and economically disadvantaged individuals must receive DBE certification from the relevant state– generally through the state Uniform Certification Program (UCP).

To be regarded as economically disadvantaged, an individual must have a personal net worth that does not exceed $1.32 million. To be seen as a small business, a firm must meet SBA size criteria AND have average annual gross receipts not to exceed $22.41 million. Size limits for the airport concessions DBE program are higher. The Department has issued a final rule amending its disadvantaged business enterprise (DBE) program at 49 CFR part 26.

Encouraging Diversity. Growth and Equity (EDGE)-Certified Business Enterprise (“EDGE”) Definition An EDGE-certified business must be owned and controlled by a U.S. citizen who is a resident of Ohio. A business may qualify for EDGE certification if either (a) its owner is both socially and economically disadvantaged, or (b) the business is located in a qualified census tract and the owner is economically disadvantaged. A business enterprise that is eligible for EDGE certification must (1) have been in business for at least one year prior to applying; and (2) be at prior to the date of determination in connection with the County’s contracting or procurement activities and that meets certain size limitations based on the Federal Small Business Administration Regulations set forth in 13 C.F.R. §121.201 and the revisions thereto. The enterprise must be local, having (a) its principal place of business within Franklin County, Ohio as determined by the payment of real or personal property taxes on property located in such county for not less than one taxable year immediately prior to the date of determination or (b) more than 50% of its full-time employees residing within the boundaries of Franklin County; and must be economically disadvantaged such that the enterprise is at least 51% owned and controlled directly or indirectly by one or more individuals, each with a personal net worth equal to or less than $750,000. Personal net worth of an individual includes the personal net worth of the individual’s spouse, if any, but does not include (1) the individual’s ownership interest in the enterprise being

considered in connection with the County’s contracting and procurement activities or (2) the individual’s equity in his or her primary residence. Additionally, a contingent liability does not reduce an individual’s personal net worth.

Local Economically Disadvantaged Enterprise (LEDE) Definition

A sole proprietorship, partnership, company, corporation or joint venture that has been in business for at least one year prior to the date of determination in connection with the County’s contracting or procurement activities and that meets certain size limitations based on the Federal Small Business Administration Regulations set forth in 13 C.F.R. §121.201 and the revisions thereto. The enterprise must be local, having (a) its principal place of business within Franklin County, Ohio as determined by the payment of real or personal property taxes on property located in such county for not less than one taxable year immediately prior to the date of determination or (b) more than 50% of its full-time employees residing within the boundaries of Franklin County; and must be economically disadvantaged such that the enterprise is at least 51% owned and controlled directly or indirectly by one or more individuals, each with a personal net worth equal to or less than $750,000. Personal net worth of an individual includes the personal net worth of the individual’s spouse, if any, but does not include (1) the individual’s ownership interest in the enterprise being considered in connection with the County’s contracting and procurement activities or (2) the individual’s equity in his or her primary residence. Additionally, a contingent liability does not reduce an individual’s personal net worth.

Veteran Business Enterprise (VBE) Definition A veteran business enterprise is defined as a business concern (1) which is at least 51 percent owned by one or more veterans or service-disabled veterans, or in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more veterans or service-disabled veterans; and (2) whose management and daily business operations are controlled by one or more veterans or service-disabled veterans. “Veteran” means a veteran of the U.S. military, – either active duty or reservist – from all five Service Branches (Army, Navy, Air Force, Marine Corps and Coast Guard).

Minority Business Enterprise (MBE) Definition Minority business concern, as used in this definition, means a small business concern (1) which is at least 51 percent owned by one or more minorities or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more minorities; and (2) whose management and daily business operations are controlled by one or more minorities. “Minority business enterprise” means Blacks or African Americans, American Indians, Hispanics or Latinos, and Asians as defined in the Ohio Revised Code.

Please select the proper designation of Minority Business Enterprise

Black or African American

American Indian

Hispanic or Latino

Asian

Women Business Enterprise (WBE) Definition Women-owned business concern, as used in this definition, means a small business concern (1) which is at least 51 percent owned by one or more women or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more women; and (2) whose management and daily business operations are controlled by one or more women.

Please include in your proposal the Certification Documents from the appropriate certification agencies to support the DBE, EDGE, LEDE, VBE, MBE and WBE demographic definitions for your business.

If your business does not meet one of the above categories, please select “None of the Above” in the box below.

None of the Above

* * * * * * * * * * * * * * *

Exhibit A-4 LOBBYIST/CONSULTANT DECLARATION STATEMENT

Did any lobbyist(s) or consultant(s) assist your firm with this contract? Offeror must select “Yes” or “No,” and provide all required information.

CHECK ONE:

□ No

□ Yes

I certify that the information provided herein is correct:

____________________________________________ Proposer Name/Title (Printed)

____________________________________________ _________________ Proposer Signature Date

If ‘Yes,’ please submit the information below for each lobbyist or consultant (if more than one lobbyist or

consultant assisted, a separate form should be submitted for each):

Lobbyist/Consultant Name

Lobbyist Company Name

Lobbyist Company Address

______________________________________ Address:

______________________________________

City, State:

______________________________________ Zip:

Contact Name

Phone Number

Fax Number

Exhibit A-5 DELINQUENT PERSONAL PROPERTY TAX AFFIDAVIT

This sworn affidavit should be properly completed by the authorized representative of your firm and will be incorporated as a portion of the bids and resulting contract for the following: Project: Animal Shelter Case Management System Department: Franklin County Animal Care and Control RFP No.: 2021-07-08 State of County of , ss: Being first duly sworn, deposes and says that he/she is the (Name) of (Title) with offices located at , and as it’s duly, authorized representative states that effective this day of , ( ) is not charged with delinquent property taxes on the general list of personal property in Franklin

County, Ohio, or any other counties containing property in the taxing districts under the jurisdiction of the Auditor of Franklin County, Ohio.

( ) is charged with delinquent personal property taxes on the general list of personal property in Franklin

County, Ohio, or any other counties containing property in the taxing districts under the jurisdiction of the Auditor of Franklin County, Ohio.

County Amount: (include total amount and any penalties and interest thereon)

Franklin $ $ $ (Affiant) Sworn to and subscribed this day of , 20 . (Notary Public)

Section 5719.042 O.R.C. My Commission expires , 20 (Seal)

Exhibit A-6 OFFSHORE AFFIDAVIT

It is the Franklin County Board of Commissioners policy to procure goods and services that are able to be sourced, performed and/or supported within the borders of the United States or other countries with which the United States is engaged in an active free trade agreement. Proposals received in response to this Request for Proposal (“RFP”) will be evaluated against established criteria, including but not limited to offshore activities that would be performed by the Proposer, or any of Proposer’s subcontractors, in support of servicing a resulting contract. This sworn affidavit shall be completed by the Proposer’s authorized representative and will be incorporated into Proposer’s submittal and, if awarded, a resulting contract for the following:

RFP No.: 2021-07-08 RFP Name: Animal Shelter Case Management System

State of County of , ss: Being first duly sworn, deposes and says that he/she is the (Affiant’s Name) of (Title) (Company Name) with offices located at , and as its duly authorized representative affirms that effective this day of , ( ) Proposer will not offshore any services provided under this contract, and any services that are described in the specifications or scope of work that directly pertain to servicing this contract shall be performed within the borders of the United States. This shall include, but not be limited to, any back up services for data, back-office services, customer support, etc., including work performed by subcontractors at all tiers. ( ) Proposer or its subcontractor(s) will offshore the following services under this contract:

___________________________________________________________________________

___________________________________________________________________________

(Affiant Signature) Sworn to and subscribed this day of , 20 . (Notary Public) Section 5719.042 O.R.C. My Commission expires , 20 (Seal)

APPENDIX B REFERENCES

Utilizing Appendix F Section 1 Proposal Response, under subsection 3.2.1 Vendor References, Offerors should provide information for at least five (5) most recent customers/references that will provide feedback about your company and for which implementations of a similar scope have been initiated and completed. In Section 3.2.2, Offerors are requested to provide at least three (3) customer references for the Offeror’s proposed Project Manager for this project.

* * * * * * * * * * * * * * *

APPENDIX C PERFORMANCE BOND DATA SHEET

Surety Company Name

Surety Company Address Address:

______________________________________

City:

______________________________________

State:

Zip:

Contact Name

Phone Number

Fax Number

APPENDIX D OFFEROR DELIVERABLES INSTRUCTIONS

Offerors should submit TWO (2) original hard copy originals and TWO (2) flash drives of all requested documentation, including binding signatures, of the documents listed in Appendix D Offeror Deliverables Checklist. The following instructions are provided to assist you with preparing and submitting your response:

• Print two copies of the RFP from the Franklin County Purchasing Department website.

• Using blue or black ink, complete / type all forms/documents in both copies:

o Offeror may type or print responses; however, all signatures MUST BE ORIGINAL.

NOTE: ** An electronic version of Appendix E & Appendix F (Section 1 & 2) is available on our website at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/. These Appendices have been released in Microsoft Word format on the Franklin County Purchasing Department website for ease in typing responses and evaluation purposes.

o Note: Forms are provided for most information the County requests; however there may be instances in the RFP where the County is requesting information from an Offeror that we have not provided a form for; in these instances, it is the Offeror’s responsibility to create the form/provide the written information and include a copy with each set of their original proposal.

o Requested samples such as statements, Project Plans, Gantt Charts, etc., should be included in both hard copy and electronic format in your proposal submission; however it is acceptable for very large reports or material to only be submitted via the two (2) requested flash drives.

o Please be sure to label your flash drives with your company name and include the access password, if applicable, for all flash drives submitted with your proposal.

• When completed, you should have two complete original hard originals and the requested two (2) flash drives.

• Place both copies and drives into a sealed envelope, box or container. This is the Offeror’s complete proposal.

• Offeror shall print their Name, Address and RFP Title & RFP Number on the exterior of the sealed envelope/box or container and submit all to the Franklin County Purchasing Department no later 2:00 p.m. on September 30, 2021.

Any proposal received after the proposal opening date and time will not be accepted or considered. The Purchasing Department time clock will be used to determine whether a proposal was received on time or not. When delivering proposals, Offerors should allow adequate time for navigating numerous construction sites downtown, finding parking and accessing security checkpoints within the building along with elevator wait times. Please use the attached Appendix D – Offeror Deliverables Checklist as a reference when preparing your Proposal.

** An electronic version of Appendix E & Appendix F (Section 1 & 2) is available on our website at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/. Please use the electronic versions for submission of your proposal; type responses and conduct a “Save as” onto the requested two (2) flash drives (no PDF) as an individually saved and named file, to be included with your proposal. Please also provide printed hard copy originals of these completed Appendices with each of your two (2) hard copy proposals.

http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/


APPENDIX D – OFFEROR DELIVERABLES CHECKLIST Offerors should submit two (2) original hard copy originals and two (2) flash drives of all requested documentation, including binding signatures:

FORM OR DOCUMENT DESCRIPTION & NUMBER OF DOCUMENTS Cover Page 2 Copies – Completed.

Statement of Receipt Form & “No Response” Form

Feedback allows us to update our bid lists. Please complete and fax to our office at (614) 525-3144. Thank you.

Certificate of Good Standing 2 Copies

Proposal Data Sheet 2 Copies – please use instructions provided.

Workmen’s Compensation Liability Certificate 2 Copies, if required by Offeror’s State law (Ohio law requires proof of Workers Compensation).

Certificate of Insurance (See Appendix G Draft Contract)

2 Copies – COI’s should list as ‘additional insured’: “RFP 2021-07-08 Animal Shelter Case Management System and the Franklin County Board of Commissioners.”

Appendix A – Affidavits & Forms (Exhibit A1 Non-Collusion; Exhibit A2 Non-Discrimination & Equal Employment Opportunity; Exhibit A3 SEBE Information; Exhibit A4 Lobbyist/Consultant Declaration; Exhibit A5 Delinquent Personal Property Tax; Exhibit A6 OffShore)

2 Originals of Appendix A1 – Completed, Signed & Notarized 2 Originals of Appendix A2 – Completed, Signed & Notarized 2 Originals of Appendix A3 – Completed 2 Originals of Appendix A4 – Completed and Signed 2 Originals of Appendix A5 – Completed, Signed & Notarized 2 Originals of Appendix A6 – Completed Signed & Notarized

Appendix B – References References are to be provided in Appendix F Section 1 Proposal Response

Appendix C – Performance Bond (see Appendix G Draft Contract, section 4.04)

2 Copies, Completed.

Appendix D – Offeror Deliverables N/A Appendix E – Pricing Section **Please use electronic version

2 Copies; Completed.

Appendix F – Proposal Response Overview Submittal not required; please review.

Appendix F – Section 1 Proposal Response **Please use electronic version


Appendix F – Section 2 Functional Specifications **please use electronic version


Appendix F – Section 3 Background N/A; for informational purposes only.

Appendix G – Draft Contract

Submittal not required; please review. This document will be basis of contract negotiations.

Appendix H – Iron Mountain Three Party Master Beneficiary Escrow Service Agreement


Appendix I – Franklin County’s Draft SaaS Agreement


Appendix J – Deadline for Questions Submittal Form **Please use electronic version; see below.

All questions pertaining to this Request For Proposals should be submitted using Appendix J and emailed to [email protected] in Word format, not PDF, by the Deadline For Questions of 5:00 p.m. on September 15, 2021.

W-9 Form 2 Copies, Signed and Completed.

Amendments / Clarifications, if applicable 2 Copies, Signed (signature page only, as applicable)

** An electronic version of Appendix E and Appendix F (Section 1 & 2) are available on our website at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/.



Animal Control Case Management System

RFP# 2021-07-08

APPENDIX E PRICING SECTION

It is requested that Proposers utilize the electronic version of this Appendix by visiting http://purchasing.franklincountyohio.gov/businesses/bid-opportunities for a copy. Unless otherwise requested, Offerors are not to alter or change the Pricing Section in any way. If an Offeror takes exceptions to any aspect of this Request for Proposals, then it should be noted in Appendix F – Section 1, 1.2 Exceptions to the RFP and Contract.


RFP# 2021-07-08 Appendix E Pricing Section

Introduction This Pricing Section provides the format for Offerors to provide the detailed breakdown and summary of costs for the system(s), and is organized into the following subsections:

1.0 Software Licensing – Identify software licensing included in your proposal. Provide an itemized list of the cost of all software being provided, including application and system software (i.e., OS, DBMS, etc.).

2.0 Software Customization – Identify the cost of required and optional customizations to meet any functional specification identified as “Customization”, including the cost for interfaces to external systems.

3.0 Hardware Costs – Provide an itemized list of all hardware included in your proposal. Please note that Franklin County reserves the right to purchase specified hardware from its own designated hardware vendor(s) and may not include hardware in a final contract.

4.0 Implementation Services – Describe and list all costs for services that are associated with the implementation of the system(s). These include project management, installation, integration, data conversion, training, and others. Please note that travel related costs cannot be specifically identified.

5.0 Backfile Conversion – Cost proposal to complete full backfile conversion operation. Please note that Franklin County reserves the right to purchase specified services from its own designated vendor(s) and may not include backfile conversion in a final contract.

6.0 Other Costs – Provide an itemized list of any costs not identified elsewhere in this proposal.

7.0 Cost Summary – Provides the means to carry forward detailed costs from preceding pages and summarize all one-time and annually recurring costs.

8.0 Excluded Costs – Provide a summary of costs specifically excluded from this proposal.

9.0 Payment Schedule – Provide a payment schedule for project costs and maintenance and support charges.

10.0 Assumptions – State any assumptions associated with the pricing of this proposal.

11.0 Standard Rates – Provide potentially billable services for client-generated requests, change orders and optional services that may be offered by the Contractor.

Pricing must be consistent with the State Term pricing requirements. All cost pages must be filled out completely. Please note that all cost tables include bottom lines for totaling the line items in the table.


1.0 Software Licensing This section is to contain information on licensing and costs for all software included in the proposal, whether required or optional. Include application and system software (i.e., OS, DBMS, etc.) in both sections. The total software cost dollar figure should agree with the total in the Cost Summary. Insert additional lines as needed. List and describe all software components for at least one hundred (100) concurrent users which licensing is required (including the application and system software) for your proposed system. Specify the number of users for which license is provided for in this proposal, including any limitations on the number of concurrent users, locations, or volume of documents/workflows/forms/transactions.

Software Component (List and Describe Functionality) # of Users Comments

Insert additional lines as needed

1.1 State any limitations on usage including whether or not there are restrictions on the total number of users who can be defined to the system or access it concurrently:

1.2 Describe what would be needed to increase the number of concurrent or defined users. Specify any differences between application and system software:

1.3 Describe any component-specific licensing constraints or suggestions:


1.4 Cost of Software Licenses

1.4.1 Provide the cost of required licenses for the proposed system in the table below:

Software Component(s) Base Package One-Time Cost

Annual Maintenance

Cost

TOTAL COST OF REQUIRED SOFTWARE


1.4.2 Cost of Optional Software Licenses

Optional software is software which is not required for the system to function properly but would augment the capabilities of the system. This software is to be priced separately as indicated below.

Optional Software Component Base Package One-Time Cost

Annual Maintenance

Cost

TOTAL COST OF OPTIONAL SOFTWARE



2.0 Software Customization 2.1 Required Software Customization

List each specification identified as Customization which could be met by software customization. Insert additional lines as needed. If there are any groupings of related specifications for which customization cannot be separated (i.e., all or none as it applies to the group of specifications), identify all items in the grouping and provide a single price for the grouping.

REQUIRED SOFTWARE CUSTOMIZATION SUMMARY

Spec Item #(s) Comment or Note Cost (One-Time)

TOTAL REQUIRED SOFTWARE CUSTOMIZATION COST



2.2 Optional Software Customization

List customizations which may be considered “optional” based on your understanding of the specifications and requirements that Franklin County may want to consider. If these relate to specific specification items, please provide the Spec Item #; otherwise, specify “other”. Insert additional lines as needed. If there are any groupings of related specifications for which customization cannot be separated (i.e., all or none as it applies to the group of specifications), identify all items in the grouping and provide a single price for the grouping.

OPTIONAL SOFTWARE CUSTOMIZATION SUMMARY

Spec Item #(s) Comment or Note Cost (One-Time)

TOTAL OPTIONAL SOFTWARE CUSTOMIZATION COST



3.0 Hardware Costs List the pricing for all required and optional hardware, including purchase cost and annual maintenance charges. This should include servers, desktop PCs (if existing PCs are not adequate) and adding dual-monitor capabilities (monitor/adapter) to existing PCs.

3.1 Required Hardware

Component Description / Purpose Make / Model Qty Unit Price

One-Time Cost

Annual Maint. Charge

TOTAL COST OF REQUIRED HARDWARE


3.2 Optional Hardware

Component Description / Purpose Make / Model Qty Unit Price

One-Time Cost

Annual Maint. Charge

TOTAL COST OF OPTIONAL HARDWARE



4.0 Services

4.1 Implementation Services

List all required costs associated with implementation of the system. All charges listed in this section are assumed to be required. Also, please note that Travel and related expenses cannot be itemized.

Implementation Category Cost

Project Management

Software Installation

Hardware Installation

Requirements Gathering/Process Refinement

Taxonomy Design (logical and physical)

Solution Design (logical and physical)

Implementation (configuration and unit testing)

Database migration/conversion

Integrated/System Testing (prior to roll-out)

User Acceptance Testing

Implementation/Deployment (if multiple please separate)

On-site “go-live” Assistance (during roll-out)

Others (list below):

TOTAL COST OF IMPLEMENTATION SERVICES



4.2 Training Services

List all recommended training courses and the associated costs/location of training that will be required for Franklin County personnel including but not limited to train the trainer, software configuration for IT staff, etc.

Training course Cost

Number of Franklin County

Personnel to be Trained Location

TOTAL COST OF TRAINING



5.0 Backfile Conversion This section is to contain information on backfile conversion services to be provided to meet the needs/requirements.

Backfile Conversion Services Cost Comments

Scanning/indexing services (please also specify per page/image cost)

Project management services

Storage costs

Transportation costs

Other costs


5.1 State any assumptions being made that specifically relate to the backfile conversion services:


6.0 Other Costs 6.1 Other Required Costs

List any other costs required in your proposal.

Cost Item Description / Purpose One-Time

Cost

Annual/ Recurring

Cost Comments

TOTAL OTHER REQUIRED COSTS


6.2 Other Optional Costs

List any other costs for optional items included in your proposal.

Cost Item Description / Purpose One-Time

Cost

Annual/ Recurring

Cost Comments

TOTAL OTHER OPTIONAL COSTS



7.0 Cost Summary

7.1 Required Items

Provide a summary of one-time costs for required items in your proposal. All subtotals carried forward to this page should agree with the previous detail pages.

Section / Subsection Cost Category One-Time Cost

Annually Recurring

1.4.1 Required Software Licenses

2.1 Required Software Customization

3.1 Required Hardware


4.2 Training Services

5.0 Backfile Conversion Services

6.1 Other Required Costs

TOTAL COST FOR ALL REQUIRED ITEMS

7.2 Optional Items

Provide a summary of costs for all optional items in your proposal. All subtotals carried forward to this page should agree with the previous detail pages.

Section / Subsection Cost Category One-Time Cost

Annually Recurring

1.4.2 Optional Software Licenses

2.2 Optional Software Customizations

3.2 Optional Hardware

6.2 Other Optional Costs

TOTAL COST FOR ALL OPTIONAL ITEMS


8.0 Excluded Costs Please identify any items or services for which costs are specifically excluded from this proposal:

Item / Description Notes or Comments


9.0 Payment Schedule

9.1 Project Fees

9.1.1 Identify any suggested changes to the preliminary fee payment schedule outlined in Appendix G Draft Contract. Note that all payments must be based on the completion and acceptance of defined milestones and deliverables. The final payment plan will be included in the contract:

9.2 Maintenance and Support Charges

9.2.1 Identify each item category (e.g., all hardware for which support would be provided under one contract) for which maintenance and support charges are required, and either the start date or triggering event (e.g., 1 year after System Acceptance)

Item / Component Start Date or Trigger Event

9.2.2 Identify the length of time you will provide fixed pricing for the following:

Item / Component # of Years

Application Software

System Software

Hardware

Other (List Below)


9.2.3 State whether or not you will agree to limits on any annual increases to maintenance and support charges. Identify any indices (e.g., CPI, etc.) which will be used as the basis for the limit.


10.0 Assumptions

State any additional assumptions associated with the pricing of this proposal, numbered:

1. 11.0 Standard Rates The following Price Schedule represents all potentially billable services for client-generated requests, change orders and optional services that may be offered by the Contractor at the time of the award. These prices will remain in effect for no less than five (5) years from the contract award date and may be adjusted only with mutual written agreement of both parties.

Description Unit - Fixed/SOW/Time & Materials, per day, Hourly, Weekly, etc.

Amount per hour:

Technical Engineering, including Custom Code Development (Onsite) – Minimum 100 Hrs or more

$


$


$

Consulting, including Custom Code Development (Remote) – Minimum 4 Hrs or more

$

Time Block / Advanced Purchase / Expires after 60 Months (Onsite or Remote) – Minimum 50 Hrs

$

Training / Onsite (does not include travel costs) User limited to classroom size provided by Franklin County

$

Training / On-line (CBT) by using WebEx or GotToMeeting with user registration, visual representation of information, questions, answers. Unlimited Users based in Ohio.

$

Project Management (Onsite) $ Project Management (Remote) $ Business Analyst (Onsite) $ Business Analyst (Remote) $ Solution Architecture – Analysis / Design / Manage (Remote or Onsite)

$

Onsite hardware assistance not covered by Maintenance Agreement / Minimum 2 Hrs

$

* * * * * * * * * * * * * * * * *

3 - SOFTWARE Appendix F Proposal response Overview updated 8-16-21.doc 1


RFP# 2021-07-08

APPENDIX F

PROPOSAL RESPONSE FORMAT OVERVIEW

RFP# 2021-07-08 Appendix F Proposal Response Overview

3 - SOFTWARE Appendix F Proposal response Overview updated 8-16-21.doc 2

PROPOSAL RESPONSE

In order to facilitate the analysis of responses to this RFP, Offerors are required to prepare their proposals in accordance with the format outlined in Appendix E Pricing Section and Appendix F (Sections 1, 2 & 3). These response sections are editable – it is intended that Offerors will edit and submit these sections as the core documents of their proposal. Offerors whose proposal deviates from this may be considered non-responsive and may be disqualified at the discretion of the County.

The sections that are required to be edited and submitted by Offerors are organized into the following major sections and sub-sections:

Appendix E – Pricing Section

Appendix F:

Proposal Response Overview

Section 1 – Proposal Response template

Section 2 – Functional Specifications

Section 3 – Background of Animal Care & Control

Appendix F Section 3 is provided for informational purposes only. ** An electronic version of Appendix E Pricing Section and Appendix F (Section 1 & 2) are available on our website at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/.

* * * * * * * * * * * * * *




RFP# 2021-07-08

APPENDIX F – SECTION 1

PROPOSAL RESPONSE

It is requested that Proposers utilize the electronic version of this Appendix by visiting http://purchasing.franklincountyohio.gov/businesses/bid-opportunities for a copy. Unless otherwise requested, Offerors are not to alter or change this Appendix in any way. If an Offeror takes exceptions to any aspect of this Request for Proposals, then it should be noted in Appendix F – Section 1, 1.2 Exceptions to the RFP and Contract.


RFP# 2021-07-08 Appendix F – Section 1 Proposal Response

PROPOSAL RESPONSE In order to facilitate the analysis of responses to this RFP, Offerors are required to prepare their proposals in accordance with the formats of Appendix F, Sections 1 and 2, and Appendix E – Pricing Section. These response sections are editable – it is intended that Offerors will edit and submit these sections as the core documents of their proposal. Offerors whose proposal deviates from this may be considered non-responsive and may be disqualified at the discretion of the County. For the convenience of proposal submittal, Appendix F – Sections 1 and 2, and Appendix E – Pricing Section, are available on the Franklin County Purchasing Department website: http://www.franklincountyohio.gov/commissioners/prch/.

Appendix F is organized into the following major sections and sub-sections: Section 1 – Proposal Response

1.0 Proposal Overview

2.0 Contact Information

3.0 Vendor Information

4.0 System Technology


6.0 Service and Support

7.0 Roles and Responsibilities

8.0 Application Functionality


Section 3 – Background / Overview of Animal Care and Control

http://www.franklincountyohio.gov/commissioners/prch/



1.1 Executive Summary

Provide a Cover Letter / Executive Summary for your proposal (NOTE: this does not need to be included within this template). The Summary is to provide a brief narrative highlighting the major elements of the proposal, explaining how the solution meets the needs of the County, and containing as little technical “jargon” as possible. A statement that the solution satisfies the functional, technical, and support/implementation requirements outlined in the RFP should be included.

The Executive Summary is not to contain any cost information.

Attached? (Y/N):

1.2 Exceptions to the RFP and Contract

Note any exceptions or comment on any aspect of the RFP (other than detailed functional specifications – any exceptions or comments involving the specifications are to be documented in the following section). This includes any requested changes to terms and conditions in the County’s contract agreement. All exceptions must be documented here regardless of whether they appear elsewhere in your proposal. Where a specific exception is noted, please reference the RFP section / item number and identify the proposal page number. For requested changes to the County’s contract, please include your rationale for the change.

RFP EXCEPTIONS LIST

Ref. # Page # Description of the Exception / Comment

Insert additional lines as needed.

1.3 Comments on the Specifications

The Application Functional Specifications included in this RFP identify system functionality desired by the County. The Response Codes in the instructions at the beginning of the Specifications document identify the extent to which


requirements would or would not be provided. In the following table, please identify any specification for which you would like to make some comment:

SPECIFICATIONS COMMENTS

Spec. # Code Comment


1.4 Assumptions

State any of your assumptions or dependencies presumed in this proposal. Please identify each item with a unique identifier:

Item # Assumption or Dependency



2.0 Contact information

2.1 Identify the primary contact for this proposal (Required)

PRIMARY CONTACT

Name:

Title:

Company:

Mailing Address:

City, State, Zip:

Phone Number:

Fax Number:

E-mail Address:

2.2 Identify an alternate contact for this proposal (Optional)

ALTERNATE CONTACT

Name:

Title:

Company:

Mailing Address:

City, State, Zip:

Phone Number:

Fax Number:

E-mail Address:


2.3 Vendor Services Overview Identify the vendor for each product or service to be provided. If multiple vendors will be providing any particular system/service component item, identify each vendor and the specific system and/or service component they will provide.

VENDOR SERVICES OVERVIEW

System/Service Component Provided By

(Vendor Name)

Prime Contractor

Project Management Services

Application Software (identify all vendors and software)

System software (e.g., OS, DBMS)

Systems Integration

Interfaces Development

Hardware

Hardware Maintenance

Training (identify all vendors)

Others (list below)

NOTE: Franklin County will contract with only one organization, which will become the Prime Contractor. The Prime Contractor will be responsible for the performance of all sub-contractors and their components.


3.0 Vendor Information NOTE: If multiple vendors are partnering to provide the proposed solution, this section must be completed for each vendor.

3.1 General and Financial Information:

3.1.1 Organization Name:

3.1.2 Franklin County requires that one vendor take responsibility as the Prime Contractor for the contract and the implementation. Indicate whether or not this organization is the Prime Contractor:

Prime Contractor? (Yes/No):

3.1.3 Organization’s Headquarters Address:

Organization Headquarters

Address Line 1:

Address Line 2:

City, State, Zip

3.1.4 Location of the office responsible for implementation services and post-implementation support:

Location of Serving Office

Implementation Support

Address Line 1:

Address Line 2:

City, State, Zip

3.1.5 Describe this vendor’s relationship with the vendor which would become the Prime Contractor, including the extent to which this vendor and the Prime Contractor vendor have previously worked together:


3.1.6 Indicate how long this vendor has been in business:

Years

3.1.7 Indicate how long this vendor has been actively providing systems, services or components similar to that which it is providing in this proposal:

Years

3.1.8 Provide this vendor’s revenue and net earnings during the last three fiscal years. For companies with multiple lines of business, column 1 is for the Line of Business specific to this implementation:

Revenue for this Line of Business(1)

Total Corporate Revenue

Corporate Net Earnings

Fiscal Year 2011:

Fiscal Year 2010:

Fiscal Year 2009:

(1) i.e., just the division of the company responsible for this system. If not available, please leave blank.

3.1.9 Attach a copy of this vendor’s latest audited financial statement.

Attached? (Yes/No):

3.1.10 Explain any reason why financial information is not being provided at this time, and if it will be provided at any time:

3.1.11 Provide this vendor’s Dun & Bradstreet D-U-N-S Number:

3.1.12 Disclose any judgments, pending litigation, or other legal concerns that have occurred with this vendor in the past 5 years. If none are known to exist, state “None”:


3.1.13 Disclose any contract terminations (i.e., projects cancelled prior to contract completion) for any reason during the past 5 years. Describe the circumstances, and provide the customer’s name, Email or mailing address, and telephone number. If none, state “None”:

3.1.14 Disclose any known or planned sale, merger or acquisition of this vendor’s company, divisions or products. Also disclose any mergers or acquisitions which have occurred during the past 18 months. If none, state “None”:

3.1.15 Identify any potential conflicts of interest this vendor may have with Franklin County or the Franklin County Animal Care and Control’s Office. If none, state “None”:

3.2 Vendor References

3.2.1 Provide the following information for at least 5 customers for which implementation of a similar scope have been completed.

Agency/Jurisdiction Name, Location, Contact Name, Title, Phone Number

# of Users

Average # of Parcels

Installation Start

Installation Completed

(1)

(2)

(3)

(4)

(5)

3.2.2 Provide the following information for the 8 most recent contracts for this vendor:


# of Users


Installation Start


(1)

(2)



# of Users


Installation Start


(3)

(4)

(5)

(6)

(7)

(8)

3.3 Vendor’s Project Organization

NOTE: The County reserves the right to refuse any staffing assignment made initially or in replacement, and to request changes in staffing in any position. Additionally, individuals assigned to work under this contract may be subject to finger-printing, background checks and investigations in order to work under contract with the County:

3.3.1 Provide a list of the names, positions, on-site hours per month, duration of assignment and percentage of time dedicated to the project for each of your key personnel to be assigned to this project. Indicate who will act as project manager (PM) and technical lead (TL). Provide resume’ / bio for each person.

Name Position / Role % of time

on Project

Duration Monthly On-Site Hours

Monthly Off-Site Hours

Resume’ Y/N?


3.3.2 Provide three customer references for the Project Manager:

Contact Name, Title, Organization Phone Email

(1)

(2)

(3)

3.3.3 Describe your approach to ensure continuity of staffing, and how you handle the replacement of key project staff if such a replacement is needed:

3.3.4 Describe your on-site requirements for workspace and system access:


4.0 System Technology The following is a high-level conceptual model of the system configuration, including integration with existing systems. It is the Franklin County Animal Care and Control’s intent to have a production environment and a test/training/failover environment While the actual system configuration does not need to resemble this exact model, it must address the overall functional, integration and performance needs of the Animal Care and Control.


System Architecture and Configuration

4.1.1 Describe the system architecture (e.g., browser, n-tier, thin client, etc.) of your application. Identify any particularly beneficial aspects of this architecture: Provide diagrams as needed:

4.1.2 Describe the response time which can be expected of this system. Identify any factors which will affect response time:

4.1.3 Describe the uptime and availability which can be expected of this system. Identify any factors which will affect uptime:

4.1.4 Describe the network infrastructure that must be in place to achieve optimum end-to-end system performance:

4.1.5 Describe how the system configuration prevents catastrophic failures, and/or enables recovery should a failure occur:

4.1.6 Describe the extent to which the system shall be capable of accommodating an increase in transaction volume without performance degradation or upgrade:

4.1.7 Describe the extent to which the system shall be capable of accommodating an increase in storage volume without requiring an upgrade:


4.1.8 Describe any circumstances under which the system might be unavailable to users. Please distinguish between normal (anticipated) circumstances and extraordinary circumstances:

4.1.9 Explain any restrictions on access or system functions during backup & restoral processes:

4.1.10 Describe the process for archiving and retrieving data:

4.2 Integration Architecture and Interfaces

4.2.1 The Franklin County Animal Care and Control currently has a legacy system in use that utilize data from the current shelter management system. Describe the method by which the system will integrate with existing systems:

4.2.2 Franklin County Animal Care and Control records are subject to specific retention requirements. Describe how the system will handle record retention requirements:

4.2.3 The Franklin Animal Care and Control has approximately 10 years of historical data within their current system. Describe if the system has a mechanism for converting and importing this data. If so, describe the method employed.

4.2.4 Describe the general approach which will need to be followed for ensuring continuity of integration when any interfaced system is upgraded:


4.3 System Security

4.3.1 Describe the overall security environment for the system. Explain how security authorizations are managed that enable or restrict access to documents or functions:

4.3.2 Identify integrity features which would enable multiple user groups (e.g., adoption clerk, medical staff, and kennel staff) to share the system and have access to the same data while maintaining data integrity:

4.3.3 Describe security for remote access into the system:

4.3.4 Describe the mobile (iOS, Android) capabilities of the system:

4.4 Hardware Specifications

4.4.1 List all hardware components for the system required to support the planned configuration. (NOTE: Pricing is to be provided in Appendix E – Pricing Section). Additionally, the County reserves the right to separately procure hardware which meets the specifications of the hardware listed below):

Hardware Components

Component Purpose Qty


4.4.2 Specify the minimum and recommended desktop/workstation & server configurations which should be used with the system:

Desktop/Workstation Configuration

Component Minimum Recommended

Processor

Hard Drive

Memory

Monitor Size

Video Card Configuration

Network

Other

Server Configuration


Processor

Hard Drive

Memory

Monitor Size


Network

Other

4.4.3 Describe problems if the associated desktops/workstations are not at the recommended configuration:


4.5 Software Specifications

4.5.1 List system software and utilities (e.g., interface adapters, report writer, etc.) required by the system.

System Software

Function Vendor Software / Release

Operating System

DBMS

4.5.2 State the programming language used to develop the application. If multiple languages are used, specify the areas of the application each language is used for:

4.5.3 Describe how the system incorporates XML and supports industry standards such as the National Information Exchange Model (NIEM), or your plans to do so in the future:

4.5.4 Describe future plans for ongoing development/upgrades of the system. Please be as specific as possible:


4.5.5 Describe any Software Development Kit (SDK) or other design/development toolset supplied with the system (or otherwise available by purchase with any associated costs included in Appendix E - Pricing Section). List and describe functions provided by the SDK:

4.5.6 Explain what is necessary to ensure that customer developed modifications are not affected with upgrades to the base system:

4.5.7 State how often new releases are typically provided. State whether or not installation of new releases is mandatory and how long maintenance is continued for older releases. Describe any issues which might result from not installing a new release when one is available:


5.0 Implementation Services The Contractor is to prepare a Statement of Work for the provision, implementation, and support of the case management system. This Implementation Services section contains many, but not necessarily all, elements to be reflected in the Statement of Work.

5.1 Include a preliminary Statement of Work with your proposal. Describe any concerns or limitations below:

5.2 Project and Risk Management

The Contractor will be responsible for providing the following project and risk management services, subject to the direction of the Franklin County Animal Care and Control Project Managers. This responsibility includes: a. Maintaining the ongoing project schedule

b. Developing and maintaining a risk management plan identifying potential project risks and mitigation strategies

c. Developing acceptance criteria for each defined milestone and/or deliverable

d. Developing an issue resolution process, including the tracking and management of project issues using an electronic issue-tracking tool.

e. Providing a change control plan outlining the process for documenting and approving changes in project scope

f. Coordinating project status meetings weekly (or other schedule as agreed to by Franklin County Animal Care and Control Project Managers)

g. Preparing project status reports monthly (or other schedule as agreed to by the Franklin County Animal Care and Control Project Managers) describing accomplishments, progress against the work plan, key issues and risks, and upcoming activities

h. Managing its own and its subcontractor(s) activities, including coordinating problem resolution activities for its and its subcontractors’ products and services

i. Providing and maintaining a project organization chart and a staffing plan for its and its subcontractor(s) personnel.


5.2.1 Describe your overall project management approach and methodology that will be used in the implementation of the Case Management system. Include description of the management tools, processes, and techniques that will be employed to guide the project, to measure and monitor progress, to facilitate completion of tasks, to manage issues and risks, and to accommodate unforeseen changes in scope or functionality & maintain the project schedule:

5.2.2 Provide an initial project schedule Gantt Chart, including identification of major milestones and deliverables. The schedule should be based on timeframe from the start of the project, not specific dates:

5.2.3 Identify any risks that would interfere with successful system implementation. Describe your approach for managing/mitigating such risks:

5.2.4 Identify any risks that would interfere with the operation of existing systems during implementation. Describe your approach for managing/mitigating such risks:

5.2.5 Describe your Quality Assurance program, including standards and procedures:

5.2.6 Describe your change control process and procedures:

5.3 System Analysis and Design

The Contractor will be responsible for the design, development, and provision of the shelter management system to meet the business and technical functional specifications of Franklin County Animal Care and Control. The system shall include all functionality specified in the contract with Franklin County.

The Contractor will be expected to analyze the assessment business processes and workflows to understand the details of the operations for configuration of the


case management system. Key implementation deliverables include, but are not limited to, general and detailed design documentation for system functions, software modifications, interfaces and reports, such as:

□ Listing and description of all screens

□ Listing and description of all customizations

□ Listing and description of all interface transactions

□ Diagram of all information flows between systems

□ Identification of triggering events at a functional level

□ Description of processing to be performed by the receiving system

□ Identification of approach for reliability, guaranteed delivery, performance, failover, and exception handling

□ Security framework to ensure that transactions are secure

5.3.1 Describe your approach for learning Franklin County Animal Care and Control’s current environment and workflow processes, and how you incorporate that knowledge into your implementation program:

5.3.2 Describe your overall system design and development methodology. Include in your description the phases, steps and tasks involving customer involvement and approvals (e.g., review of prototypes). List and provide a brief description of the deliverables (e.g., design documents) which are produced:

5.4 Installation and Testing Services The Contractor is expected to work with Franklin County technology staff to install and establish the system environments.

The Contractor is to prepare a system test plan, including unit, integration, data conversion, and system performance stress and reliability testing. The system testing must demonstrate the successful operation of the system, ensuring that the solution is functioning, and data is processed correctly. The Contractor is to provide a mechanism for tracking expected versus actual test results, and for tracking all errors, problems, and their resolution. Franklin County and the


Contractor shall jointly develop the criteria for determining significant, medium and low impact bugs. The Contractor will be responsible for resolving problems identified in the functioning of the system and integration transactions, and supporting all retesting efforts, without additional expense to Franklin County.


The Contractor is expected to perform the following services in support of the hardware installation:

□ Perform a site visit and evaluation of the physical environment

□ Deliver a Site Requirement Document that includes a final Hardware Configuration

□ Assist with the procurement of any required hardware that is not provided under the terms of the contract

□ Configure and install system hardware and operating system software, or assist Franklin County technical staff in the configuration and installation of the hardware and software

□ Test hardware and network connectivity

5.4.1 Describe hardware installation services to be provided:

5.4.2 Describe your site review process to ensure that the Data Center facilities are prepared for the installation of the required hardware:

Software installation and Configuration

The Contractor is expected to work with Franklin County technical staff to install system and application software, customizations, and integration components in each system environment.

5.4.3 Describe software (system and application software) installation and configuration services to be provided:


5.5 Deployment and Acceptance Testing

The Contractor is to develop a system deployment plan that defines key milestones, deliverables, tasks, and responsibilities. The Contractor shall provide pre-implementation support to resolve outstanding issues prior to go-live; onsite support at time of go-live to provide Franklin County Animal Care and Control with user and technical trouble shooting assistance; and provide post go-live support to ensure smooth transitions to expanded usage of the system. The Contractor is also to develop an Acceptance Test Plan. The acceptance test will include all activities that will take place during the actual deployment and is to include, but not be limited to, verifying the following:

□ All functional aspects of the system □ Response time and overall system performance and reliability □ Accuracy and performance of system interfaces □ System, data, and application security

The Contractor is to provide a mechanism for tracking expected versus actual test results, and for tracking all errors, problems, and their resolution. Franklin County and the Contractor shall jointly develop the criteria for determining significant, medium and low impact bugs. The Contractor will be responsible for resolving problems identified in the functioning of the system and integration transactions, including supporting any retesting efforts.

5.5.1 Describe your system acceptance and verification processes. Provide an initial Acceptance Testing plan, including the identification of key milestones:


5.6 Data Conversion

The contractor will be responsible for the conversion of data from Franklin County Animal Care and Control’s existing shelter management system, ShelterBuddy). The contractor must demonstrate a comprehensive understanding of the existing data model. This responsibility includes: a. Create a conversion plan that addresses the conversion of approximately 10

years of dog and associated records: (1) Approximately 144,676 dog (animal) records (2) Approximately 36,335,163 total system records

b. Creating a conversion matrix detailing the old system fields and the new system fields.

c. Clearly identify any discrepancies between the old system fields and the new system fields.

d. Create a plan documenting how these discrepancies will be addressed prior to data conversion.

e. Develop quality control and balancing methodologies to be tested prior to final data conversion.

5.6.1 Describe your overall data conversion approach and methodologies that will be used when implementing a case management system package.

5.6.2 Regulatory requirement may dictate that multiple data conversions must be

performed at various points in time after Go Live. Describe how these efforts will be supported.

5.6.3 In instances where data must be managed in the Franklin County Animal Care and Control’s existing case management system, please describe how users will identify these records and how they could be managed and maintained without duplicate data entry.


6.0 Service and Support 6.1 Training

The Animal Care & Control requires a training program that provides direct training to all initial users of the system, including clerks, medical staff, supervisors/administration, enforcement etc. Following is a breakdown of the anticipated number of users to be trained:

User Category # of Users

Administration 3

Animal Care 9

Enforcement Staff 24

Medical 5

Leadership 11

Kennel Attendants 19

Clerks 6

Fiscal 7

6.1.1 List the training classes and approximate number of hours each category of user would receive. Indicate “ALL” in category if the same class is to be attended by all end-users. Include all costs in Appendix E – Pricing Section:

Training Class Description Category Number of Days/ Hours


6.1.2 The Contractor is to provide training for system administration and technical support staff. These staff would maintain tables, define business rules, perform security administration, and may develop new screens or modify the application as needed. Identify the training and approximate number of hours each individual would receive. Include all costs in Appendix E - Pricing Section:

System Administrator and Technical Training Classes

# of People Per Class

Number of Days/ Hours

6.1.3 In addition to the direct training outlined above, the Contractor is to instruct Franklin County Animal Care and Control in how to provide training to new users and staff performing various functions. List the training classes and approximate number of hours each of the Animal Care & Control trainers would receive. Include all costs in Appendix E - Pricing Section:

Train the Trainer Classes # of People Per Class


6.1.4 Describe any available ongoing (after system acceptance and production implementation) training program. Include descriptions of any Computer-Based Training, Interactive Web-based training, or video training available, including options for utilizing your organization to provide training in the future:


6.1.5 Describe the facilities which Franklin County Animal Care and Control will need to provide for training purposes:

6.2 Documentation

Contractor is to provide complete documentation on the system as installed (i.e., not just the Contractor’s base system), including but not necessarily limited to, the following: □ User Documentation, including description of all screens, definition of all

fields, and process/workflow steps describing registration, log-in, etc., for users, data review and approval; listing and description of all reports.

□ Technical Documentation, including application and interface design documentation, data flow diagrams, entity relationship diagram, database schema, Software Development Kit etc.

□ Operations and Maintenance Documentation, including description of system administration and maintenance functions, etc.

6.2.1 List and describe all documentation that will be provided, including the formats in which the documentation is available. Insert additional lines as necessary:

DOCUMENTATION SUMMARY

Document “Title” Description Hardcopy

(Y/N) Online (Y/N)

Elec. File Format(s)

6.2.2 Provide samples of the above documentation. To assist in reducing the amount of paperwork in your proposal submission, all documentation provided may be submitted in electronic format on a flash drive.

Flash Provided? (Y/N):


6.3 Warranty and Maintenance

Contractor is to provide ongoing system support and maintenance after system acceptance, including updates and modifications required to meet legislative mandates and statutory requirements, corrections to software defects, new releases, and updates to documentation as changes are made.

Contractor is to provide a warranty period for at least one (1) year commencing at system acceptance.

When applicable the contractor shall provide source code to the County under the terms of a separate escrow agreement.

6.3.1 Describe what the warranty covers, the length of the warranty period, and whether it can be extended:

6.3.2 Describe what your maintenance and support agreement(s) cover(s), the length of the maintenance and support agreement, and whether it can be extended:

6.3.3 Describe any alternatives to your maintenance and support services:

6.3.4 Provide the location and toll free 1-800 telephone number of the Help Desk/Call Center which Franklin County will contact for service calls:

6.3.5 Describe the procedure for placing a service call:

6.3.6 State the hours during which service calls can be placed. Explain how service can be obtained at other times:


6.3.7 Identify your service levels for responding to and resolving problems. Indicate if differences exist for different levels of severity, and any guarantees which you provide:

6.3.8 Describe your process for escalating service calls:

6.3.9 Indicate whether or not you coordinate a user group and the purpose it serves:

6.3.10 Describe your process for correcting software defects and installing fixes, and your approach for scheduling such corrections:

6.3.11 Discuss your capability for performing remote diagnostics and installing updates via electronic software distribution methods:

6.3.12 Provide any additional information regarding your warranty and maintenance services, including any exceptions or limitations:

6.3.13 Describe the level of support provided for customer-developed modifications (e.g., screen changes, new forms, etc.). Identify any limitations or other considerations. Identify any costs in Appendix E - Pricing Section:

6.3.14 Describe the level of installation assistance provided (i.e., at no additional charge) with new releases of your system:


7.0 County Roles and Responsibilities 7.1 List and describe roles and responsibilities for Franklin County Animal Care and

Controls’ project team during implementation of the shelter management system. Include the level of effort in hours per month your organization suggests would be estimated for each role/person. Insert additional lines as needed.

IMPLEMENTATION ROLES AND RESPONSIBILITIES

Role / Responsibility # of Staff

% of Time on Project Duration Comments

7.2 Franklin County will need to allocate resources to enable the integration with existing systems. Based on your experience, please provide an estimate on the number of staff hours that should be allocated by Franklin County for modifying each existing public facing applications.

EXISTING SYSTEM INTERFACE PROGRAMMING ESTIMATE

System Estimated # of Hours Duration Comments

Rayence/PACS

DocuSign

Adopets

Converge

GeoTabs

API to export adoptable dogs to the Adoptable Dogs site

7.3 List and describe the roles and responsibilities needed to support normal operations and maintenance of the system following implementation. Include technical (e.g., database administration, forms development, etc.) and administrative (e.g., system administrator, table updates, etc.) roles, and identify


the approximate level of effort required in full-time equivalent (FTE) staff. Identify any specific skills which will be needed. Insert additional lines as needed:

ONGOING OPERATIONS ROLES AND RESPONSIBILITIES

Role / Responsibility # of

FTEs Technical Skills (e.g., SQL, VB) Comments

8.0 Application Functionality This Application Functionality section is organized into two primary subsections. The first subsection provides a number of questions requesting text-based answers. The second subsection requires coded (located in Appendix F Section 2) responses to a listing of features and functions of the case management application. Both subsections are not intended to be comprehensive and/or exhaustive, however a means of evaluating individual systems.

8.1 Usage and Operations

8.1.1 Describe the overall process for user registration and account administration:

8.1.2 Describe the general process workflows (provide diagrams as appropriate), for the following: (a) Intake\Data Collection

(b) Medical

(c) Adoption


(d) Enforcement

(e) Review & Reporting

(f) Quality Control & Assurance

8.1.3 The Franklin County Animal Control requires a system which will verify data entry as being valid. Please describe how the system assists with the identification of: (1) Erroneous Data Entry (2) Or data that does not match and integration point (e.g., Owner Name and

Address, etc)

8.1.4 The Franklin County Animal Care and Control envisions a system which will incorporate the use of role-based work queues to enable the right individuals the ability to perform various parts of a workflow process. Describe how this is provided for in your system, including how roles are defined. Identify any restrictions on the number of individual work queues which can be established, and describe how new roles and work queues would be established:

8.1.5 Franklin County Animal Care and Control has many volunteers who will need access to the shelter management system. Explain how this role would be accommodated in your system, and describe any issues which may arise or considerations which need to be made:


8.1.6 Franklin County Animal Care and Control expects that changes will be required to PDF forms, Word templates, and Web forms used for field surveys, notifications, and other documents. Describe how Franklin County staff will be able to make these changes without vendor involvement. Describe any potential issues that must be considered:

8.1.7 The County anticipates extending electronic filing use Describe the capability of your system to adapt to and provide for such future usage, and what would be necessary to enable this:

8.2 Application Functional Specifications

The Functional Specifications are provided in Section 2 of this Appendix. Please complete all sections using the Response Codes provided.

This subsection is not intended to be comprehensive and/or exhaustive, however a means of evaluating individual systems.

* * * * * * * * * * * * * * * * * * * * *


RFP# 2021-07-08


PROPOSAL RESPONSE




PROPOSAL RESPONSE In order to facilitate the analysis of responses to this RFP, Offerors are required to prepare their proposals in accordance with the formats of Appendix F, Sections 1 and 2, and Appendix E – Pricing Section. These response sections are editable – it is intended that Offerors will edit and submit these sections as the core documents of their proposal. Offerors whose proposal deviates from this may be considered non-responsive and may be disqualified at the discretion of the County. For the convenience of proposal submittal, Appendix F – Sections 1 and 2, and Appendix E – Pricing Section, are available on the Franklin County Purchasing Department website: http://www.franklincountyohio.gov/commissioners/prch/.

Appendix F is organized into the following major sections and sub-sections: Section 1 – Proposal Response


2.0 Contact Information

3.0 Vendor Information

4.0 System Technology


6.0 Service and Support

7.0 Roles and Responsibilities

8.0 Application Functionality


Section 3 – Background / Overview of Animal Care and Control

http://www.franklincountyohio.gov/commissioners/prch/



1.1 Executive Summary

Provide a Cover Letter / Executive Summary for your proposal (NOTE: this does not need to be included within this template). The Summary is to provide a brief narrative highlighting the major elements of the proposal, explaining how the solution meets the needs of the County, and containing as little technical “jargon” as possible. A statement that the solution satisfies the functional, technical, and support/implementation requirements outlined in the RFP should be included.

The Executive Summary is not to contain any cost information.

Attached? (Y/N):

1.2 Exceptions to the RFP and Contract

Note any exceptions or comment on any aspect of the RFP (other than detailed functional specifications – any exceptions or comments involving the specifications are to be documented in the following section). This includes any requested changes to terms and conditions in the County’s contract agreement. All exceptions must be documented here regardless of whether they appear elsewhere in your proposal. Where a specific exception is noted, please reference the RFP section / item number and identify the proposal page number. For requested changes to the County’s contract, please include your rationale for the change.

RFP EXCEPTIONS LIST

Ref. # Page # Description of the Exception / Comment


1.3 Comments on the Specifications

The Application Functional Specifications included in this RFP identify system functionality desired by the County. The Response Codes in the instructions at the beginning of the Specifications document identify the extent to which


requirements would or would not be provided. In the following table, please identify any specification for which you would like to make some comment:

SPECIFICATIONS COMMENTS

Spec. # Code Comment


1.4 Assumptions

State any of your assumptions or dependencies presumed in this proposal. Please identify each item with a unique identifier:

Item # Assumption or Dependency



2.0 Contact information

2.1 Identify the primary contact for this proposal (Required)

PRIMARY CONTACT

Name:

Title:

Company:

Mailing Address:

City, State, Zip:

Phone Number:

Fax Number:

E-mail Address:

2.2 Identify an alternate contact for this proposal (Optional)

ALTERNATE CONTACT

Name:

Title:

Company:

Mailing Address:

City, State, Zip:

Phone Number:

Fax Number:

E-mail Address:


2.3 Vendor Services Overview Identify the vendor for each product or service to be provided. If multiple vendors will be providing any particular system/service component item, identify each vendor and the specific system and/or service component they will provide.

VENDOR SERVICES OVERVIEW

System/Service Component Provided By

(Vendor Name)

Prime Contractor

Project Management Services

Application Software (identify all vendors and software)

System software (e.g., OS, DBMS)

Systems Integration

Interfaces Development

Hardware

Hardware Maintenance

Training (identify all vendors)

Others (list below)

NOTE: Franklin County will contract with only one organization, which will become the Prime Contractor. The Prime Contractor will be responsible for the performance of all sub-contractors and their components.


3.0 Vendor Information NOTE: If multiple vendors are partnering to provide the proposed solution, this section must be completed for each vendor.

3.1 General and Financial Information:

3.1.1 Organization Name:

3.1.2 Franklin County requires that one vendor take responsibility as the Prime Contractor for the contract and the implementation. Indicate whether or not this organization is the Prime Contractor:

Prime Contractor? (Yes/No):

3.1.3 Organization’s Headquarters Address:

Organization Headquarters

Address Line 1:

Address Line 2:

City, State, Zip

3.1.4 Location of the office responsible for implementation services and post-implementation support:

Location of Serving Office

Implementation Support

Address Line 1:

Address Line 2:

City, State, Zip

3.1.5 Describe this vendor’s relationship with the vendor which would become the Prime Contractor, including the extent to which this vendor and the Prime Contractor vendor have previously worked together:


3.1.6 Indicate how long this vendor has been in business:

Years

3.1.7 Indicate how long this vendor has been actively providing systems, services or components similar to that which it is providing in this proposal:

Years

3.1.8 Provide this vendor’s revenue and net earnings during the last three fiscal years. For companies with multiple lines of business, column 1 is for the Line of Business specific to this implementation:

Revenue for this Line of Business(1)

Total Corporate Revenue

Corporate Net Earnings

Fiscal Year 2011:

Fiscal Year 2010:

Fiscal Year 2009:

(1) i.e., just the division of the company responsible for this system. If not available, please leave blank.

3.1.9 Attach a copy of this vendor’s latest audited financial statement.

Attached? (Yes/No):

3.1.10 Explain any reason why financial information is not being provided at this time, and if it will be provided at any time:

3.1.11 Provide this vendor’s Dun & Bradstreet D-U-N-S Number:

3.1.12 Disclose any judgments, pending litigation, or other legal concerns that have occurred with this vendor in the past 5 years. If none are known to exist, state “None”:


3.1.13 Disclose any contract terminations (i.e., projects cancelled prior to contract completion) for any reason during the past 5 years. Describe the circumstances, and provide the customer’s name, Email or mailing address, and telephone number. If none, state “None”:

3.1.14 Disclose any known or planned sale, merger or acquisition of this vendor’s company, divisions or products. Also disclose any mergers or acquisitions which have occurred during the past 18 months. If none, state “None”:

3.1.15 Identify any potential conflicts of interest this vendor may have with Franklin County or the Franklin County Animal Care and Control’s Office. If none, state “None”:

3.2 Vendor References

3.2.1 Provide the following information for at least 5 customers for which implementation of a similar scope have been completed.


# of Users


Installation Start


(1)

(2)

(3)

(4)

(5)

3.2.2 Provide the following information for the 8 most recent contracts for this vendor:


# of Users


Installation Start


(1)

(2)



# of Users


Installation Start


(3)

(4)

(5)

(6)

(7)

(8)

3.3 Vendor’s Project Organization

NOTE: The County reserves the right to refuse any staffing assignment made initially or in replacement, and to request changes in staffing in any position. Additionally, individuals assigned to work under this contract may be subject to finger-printing, background checks and investigations in order to work under contract with the County:

3.3.1 Provide a list of the names, positions, on-site hours per month, duration of assignment and percentage of time dedicated to the project for each of your key personnel to be assigned to this project. Indicate who will act as project manager (PM) and technical lead (TL). Provide resume’ / bio for each person.

Name Position / Role % of time

on Project

Duration Monthly On-Site Hours

Monthly Off-Site Hours

Resume’ Y/N?


3.3.2 Provide three customer references for the Project Manager:

Contact Name, Title, Organization Phone Email

(1)

(2)

(3)

3.3.3 Describe your approach to ensure continuity of staffing, and how you handle the replacement of key project staff if such a replacement is needed:

3.3.4 Describe your on-site requirements for workspace and system access:


4.0 System Technology The following is a high-level conceptual model of the system configuration, including integration with existing systems. It is the Franklin County Animal Care and Control’s intent to have a production environment and a test/training/failover environment While the actual system configuration does not need to resemble this exact model, it must address the overall functional, integration and performance needs of the Animal Care and Control.


System Architecture and Configuration

4.1.1 Describe the system architecture (e.g., browser, n-tier, thin client, etc.) of your application. Identify any particularly beneficial aspects of this architecture: Provide diagrams as needed:

4.1.2 Describe the response time which can be expected of this system. Identify any factors which will affect response time:

4.1.3 Describe the uptime and availability which can be expected of this system. Identify any factors which will affect uptime:

4.1.4 Describe the network infrastructure that must be in place to achieve optimum end-to-end system performance:

4.1.5 Describe how the system configuration prevents catastrophic failures, and/or enables recovery should a failure occur:

4.1.6 Describe the extent to which the system shall be capable of accommodating an increase in transaction volume without performance degradation or upgrade:

4.1.7 Describe the extent to which the system shall be capable of accommodating an increase in storage volume without requiring an upgrade:


4.1.8 Describe any circumstances under which the system might be unavailable to users. Please distinguish between normal (anticipated) circumstances and extraordinary circumstances:

4.1.9 Explain any restrictions on access or system functions during backup & restoral processes:

4.1.10 Describe the process for archiving and retrieving data:

4.2 Integration Architecture and Interfaces

4.2.1 The Franklin County Animal Care and Control currently has a legacy system in use that utilize data from the current shelter management system. Describe the method by which the system will integrate with existing systems:

4.2.2 Franklin County Animal Care and Control records are subject to specific retention requirements. Describe how the system will handle record retention requirements:

4.2.3 The Franklin Animal Care and Control has approximately 10 years of historical data within their current system. Describe if the system has a mechanism for converting and importing this data. If so, describe the method employed.

4.2.4 Describe the general approach which will need to be followed for ensuring continuity of integration when any interfaced system is upgraded:


4.3 System Security

4.3.1 Describe the overall security environment for the system. Explain how security authorizations are managed that enable or restrict access to documents or functions:

4.3.2 Identify integrity features which would enable multiple user groups (e.g., adoption clerk, medical staff, and kennel staff) to share the system and have access to the same data while maintaining data integrity:

4.3.3 Describe security for remote access into the system:

4.3.4 Describe the mobile (iOS, Android) capabilities of the system:

4.4 Hardware Specifications

4.4.1 List all hardware components for the system required to support the planned configuration. (NOTE: Pricing is to be provided in Appendix E – Pricing Section). Additionally, the County reserves the right to separately procure hardware which meets the specifications of the hardware listed below):

Hardware Components

Component Purpose Qty


4.4.2 Specify the minimum and recommended desktop/workstation & server configurations which should be used with the system:

Desktop/Workstation Configuration


Processor

Hard Drive

Memory

Monitor Size


Network

Other

Server Configuration


Processor

Hard Drive

Memory

Monitor Size


Network

Other

4.4.3 Describe problems if the associated desktops/workstations are not at the recommended configuration:


4.5 Software Specifications

4.5.1 List system software and utilities (e.g., interface adapters, report writer, etc.) required by the system.

System Software

Function Vendor Software / Release

Operating System

DBMS

4.5.2 State the programming language used to develop the application. If multiple languages are used, specify the areas of the application each language is used for:

4.5.3 Describe how the system incorporates XML and supports industry standards such as the National Information Exchange Model (NIEM), or your plans to do so in the future:

4.5.4 Describe future plans for ongoing development/upgrades of the system. Please be as specific as possible:


4.5.5 Describe any Software Development Kit (SDK) or other design/development toolset supplied with the system (or otherwise available by purchase with any associated costs included in Appendix E - Pricing Section). List and describe functions provided by the SDK:

4.5.6 Explain what is necessary to ensure that customer developed modifications are not affected with upgrades to the base system:

4.5.7 State how often new releases are typically provided. State whether or not installation of new releases is mandatory and how long maintenance is continued for older releases. Describe any issues which might result from not installing a new release when one is available:


5.0 Implementation Services The Contractor is to prepare a Statement of Work for the provision, implementation, and support of the case management system. This Implementation Services section contains many, but not necessarily all, elements to be reflected in the Statement of Work.

5.1 Include a preliminary Statement of Work with your proposal. Describe any concerns or limitations below:

5.2 Project and Risk Management

The Contractor will be responsible for providing the following project and risk management services, subject to the direction of the Franklin County Animal Care and Control Project Managers. This responsibility includes: a. Maintaining the ongoing project schedule

b. Developing and maintaining a risk management plan identifying potential project risks and mitigation strategies

c. Developing acceptance criteria for each defined milestone and/or deliverable

d. Developing an issue resolution process, including the tracking and management of project issues using an electronic issue-tracking tool.

e. Providing a change control plan outlining the process for documenting and approving changes in project scope

f. Coordinating project status meetings weekly (or other schedule as agreed to by Franklin County Animal Care and Control Project Managers)

g. Preparing project status reports monthly (or other schedule as agreed to by the Franklin County Animal Care and Control Project Managers) describing accomplishments, progress against the work plan, key issues and risks, and upcoming activities

h. Managing its own and its subcontractor(s) activities, including coordinating problem resolution activities for its and its subcontractors’ products and services

i. Providing and maintaining a project organization chart and a staffing plan for its and its subcontractor(s) personnel.


5.2.1 Describe your overall project management approach and methodology that will be used in the implementation of the Case Management system. Include description of the management tools, processes, and techniques that will be employed to guide the project, to measure and monitor progress, to facilitate completion of tasks, to manage issues and risks, and to accommodate unforeseen changes in scope or functionality & maintain the project schedule:

5.2.2 Provide an initial project schedule Gantt Chart, including identification of major milestones and deliverables. The schedule should be based on timeframe from the start of the project, not specific dates:

5.2.3 Identify any risks that would interfere with successful system implementation. Describe your approach for managing/mitigating such risks:

5.2.4 Identify any risks that would interfere with the operation of existing systems during implementation. Describe your approach for managing/mitigating such risks:

5.2.5 Describe your Quality Assurance program, including standards and procedures:

5.2.6 Describe your change control process and procedures:

5.3 System Analysis and Design

The Contractor will be responsible for the design, development, and provision of the shelter management system to meet the business and technical functional specifications of Franklin County Animal Care and Control. The system shall include all functionality specified in the contract with Franklin County.

The Contractor will be expected to analyze the assessment business processes and workflows to understand the details of the operations for configuration of the


case management system. Key implementation deliverables include, but are not limited to, general and detailed design documentation for system functions, software modifications, interfaces and reports, such as:

□ Listing and description of all screens

□ Listing and description of all customizations

□ Listing and description of all interface transactions

□ Diagram of all information flows between systems

□ Identification of triggering events at a functional level

□ Description of processing to be performed by the receiving system

□ Identification of approach for reliability, guaranteed delivery, performance, failover, and exception handling

□ Security framework to ensure that transactions are secure

5.3.1 Describe your approach for learning Franklin County Animal Care and Control’s current environment and workflow processes, and how you incorporate that knowledge into your implementation program:

5.3.2 Describe your overall system design and development methodology. Include in your description the phases, steps and tasks involving customer involvement and approvals (e.g., review of prototypes). List and provide a brief description of the deliverables (e.g., design documents) which are produced:

5.4 Installation and Testing Services The Contractor is expected to work with Franklin County technology staff to install and establish the system environments.

The Contractor is to prepare a system test plan, including unit, integration, data conversion, and system performance stress and reliability testing. The system testing must demonstrate the successful operation of the system, ensuring that the solution is functioning, and data is processed correctly. The Contractor is to provide a mechanism for tracking expected versus actual test results, and for tracking all errors, problems, and their resolution. Franklin County and the


Contractor shall jointly develop the criteria for determining significant, medium and low impact bugs. The Contractor will be responsible for resolving problems identified in the functioning of the system and integration transactions, and supporting all retesting efforts, without additional expense to Franklin County.


The Contractor is expected to perform the following services in support of the hardware installation:

□ Perform a site visit and evaluation of the physical environment

□ Deliver a Site Requirement Document that includes a final Hardware Configuration

□ Assist with the procurement of any required hardware that is not provided under the terms of the contract

□ Configure and install system hardware and operating system software, or assist Franklin County technical staff in the configuration and installation of the hardware and software

□ Test hardware and network connectivity

5.4.1 Describe hardware installation services to be provided:

5.4.2 Describe your site review process to ensure that the Data Center facilities are prepared for the installation of the required hardware:

Software installation and Configuration

The Contractor is expected to work with Franklin County technical staff to install system and application software, customizations, and integration components in each system environment.

5.4.3 Describe software (system and application software) installation and configuration services to be provided:


5.5 Deployment and Acceptance Testing

The Contractor is to develop a system deployment plan that defines key milestones, deliverables, tasks, and responsibilities. The Contractor shall provide pre-implementation support to resolve outstanding issues prior to go-live; onsite support at time of go-live to provide Franklin County Animal Care and Control with user and technical trouble shooting assistance; and provide post go-live support to ensure smooth transitions to expanded usage of the system. The Contractor is also to develop an Acceptance Test Plan. The acceptance test will include all activities that will take place during the actual deployment and is to include, but not be limited to, verifying the following:

□ All functional aspects of the system □ Response time and overall system performance and reliability □ Accuracy and performance of system interfaces □ System, data, and application security

The Contractor is to provide a mechanism for tracking expected versus actual test results, and for tracking all errors, problems, and their resolution. Franklin County and the Contractor shall jointly develop the criteria for determining significant, medium and low impact bugs. The Contractor will be responsible for resolving problems identified in the functioning of the system and integration transactions, including supporting any retesting efforts.

5.5.1 Describe your system acceptance and verification processes. Provide an initial Acceptance Testing plan, including the identification of key milestones:


5.6 Data Conversion

The contractor will be responsible for the conversion of data from Franklin County Animal Care and Control’s existing shelter management system, ShelterBuddy). The contractor must demonstrate a comprehensive understanding of the existing data model. This responsibility includes: a. Create a conversion plan that addresses the conversion of approximately 10

years of dog and people records. b. Creating a conversion matrix detailing the old system fields and the new

system fields. c. Clearly identify any discrepancies between the old system fields and the new

system fields. d. Create a plan documenting how these discrepancies will be addressed prior

to data conversion. e. Develop quality control and balancing methodologies to be tested prior to final

data conversion.

5.6.1 Describe your overall data conversion approach and methodologies that will be used when implementing a case management system package.

5.6.2 Regulatory requirement may dictate that multiple data conversions must be

performed at various points in time after Go Live. Describe how these efforts will be supported.

5.6.3 In instances where data must be managed in the Franklin County Animal Care and Control’s existing case management system, please describe how users will identify these records and how they could be managed and maintained without duplicate data entry.


6.0 Service and Support 6.1 Training

The Animal Care & Control requires a training program that provides direct training to all initial users of the system, including clerks, medical staff, supervisors/administration, enforcement etc. Following is a breakdown of the anticipated number of users to be trained:

User Category # of Users

Administration 3

Animal Care 9

Enforcement Staff 24

Medical 5

Leadership 11

Kennel Attendants 19

Clerks 6

Fiscal 7

6.1.1 List the training classes and approximate number of hours each category of user would receive. Indicate “ALL” in category if the same class is to be attended by all end-users. Include all costs in Appendix E – Pricing Section:

Training Class Description Category Number of Days/ Hours


6.1.2 The Contractor is to provide training for system administration and technical support staff. These staff would maintain tables, define business rules, perform security administration, and may develop new screens or modify the application as needed. Identify the training and approximate number of hours each individual would receive. Include all costs in Appendix E - Pricing Section:

System Administrator and Technical Training Classes

# of People Per Class


6.1.3 In addition to the direct training outlined above, the Contractor is to instruct Franklin County Animal Care and Control in how to provide training to new users and staff performing various functions. List the training classes and approximate number of hours each of the Animal Care & Control trainers would receive. Include all costs in Appendix E - Pricing Section:

Train the Trainer Classes # of People Per Class


6.1.4 Describe any available ongoing (after system acceptance and production implementation) training program. Include descriptions of any Computer-Based Training, Interactive Web-based training, or video training available, including options for utilizing your organization to provide training in the future:


6.1.5 Describe the facilities which Franklin County Animal Care and Control will need to provide for training purposes:

6.2 Documentation

Contractor is to provide complete documentation on the system as installed (i.e., not just the Contractor’s base system), including but not necessarily limited to, the following: □ User Documentation, including description of all screens, definition of all

fields, and process/workflow steps describing registration, log-in, etc., for users, data review and approval; listing and description of all reports.

□ Technical Documentation, including application and interface design documentation, data flow diagrams, entity relationship diagram, database schema, Software Development Kit etc.

□ Operations and Maintenance Documentation, including description of system administration and maintenance functions, etc.

6.2.1 List and describe all documentation that will be provided, including the formats in which the documentation is available. Insert additional lines as necessary:

DOCUMENTATION SUMMARY

Document “Title” Description Hardcopy

(Y/N) Online (Y/N)

Elec. File Format(s)

6.2.2 Provide samples of the above documentation. To assist in reducing the amount of paperwork in your proposal submission, all documentation provided may be submitted in electronic format on a flash drive.

Flash Provided? (Y/N):


6.3 Warranty and Maintenance

Contractor is to provide ongoing system support and maintenance after system acceptance, including updates and modifications required to meet legislative mandates and statutory requirements, corrections to software defects, new releases, and updates to documentation as changes are made.

Contractor is to provide a warranty period for at least one (1) year commencing at system acceptance.

When applicable the contractor shall provide source code to the County under the terms of a separate escrow agreement.

6.3.1 Describe what the warranty covers, the length of the warranty period, and whether it can be extended:

6.3.2 Describe what your maintenance and support agreement(s) cover(s), the length of the maintenance and support agreement, and whether it can be extended:

6.3.3 Describe any alternatives to your maintenance and support services:

6.3.4 Provide the location and toll free 1-800 telephone number of the Help Desk/Call Center which Franklin County will contact for service calls:

6.3.5 Describe the procedure for placing a service call:

6.3.6 State the hours during which service calls can be placed. Explain how service can be obtained at other times:


6.3.7 Identify your service levels for responding to and resolving problems. Indicate if differences exist for different levels of severity, and any guarantees which you provide:

6.3.8 Describe your process for escalating service calls:

6.3.9 Indicate whether or not you coordinate a user group and the purpose it serves:

6.3.10 Describe your process for correcting software defects and installing fixes, and your approach for scheduling such corrections:

6.3.11 Discuss your capability for performing remote diagnostics and installing updates via electronic software distribution methods:

6.3.12 Provide any additional information regarding your warranty and maintenance services, including any exceptions or limitations:

6.3.13 Describe the level of support provided for customer-developed modifications (e.g., screen changes, new forms, etc.). Identify any limitations or other considerations. Identify any costs in Appendix E - Pricing Section:

6.3.14 Describe the level of installation assistance provided (i.e., at no additional charge) with new releases of your system:


7.0 County Roles and Responsibilities 7.1 List and describe roles and responsibilities for Franklin County Animal Care and

Controls’ project team during implementation of the shelter management system. Include the level of effort in hours per month your organization suggests would be estimated for each role/person. Insert additional lines as needed.

IMPLEMENTATION ROLES AND RESPONSIBILITIES

Role / Responsibility # of Staff

% of Time on Project Duration Comments

7.2 Franklin County will need to allocate resources to enable the integration with existing systems. Based on your experience, please provide an estimate on the number of staff hours that should be allocated by Franklin County for modifying each existing public facing applications.

EXISTING SYSTEM INTERFACE PROGRAMMING ESTIMATE

System Estimated # of Hours Duration Comments

Rayence/PACS

DocuSign

Adopets

Converge

GeoTabs

API to export adoptable dogs to the Adoptable Dogs site

7.3 List and describe the roles and responsibilities needed to support normal operations and maintenance of the system following implementation. Include technical (e.g., database administration, forms development, etc.) and administrative (e.g., system administrator, table updates, etc.) roles, and identify


the approximate level of effort required in full-time equivalent (FTE) staff. Identify any specific skills which will be needed. Insert additional lines as needed:

ONGOING OPERATIONS ROLES AND RESPONSIBILITIES

Role / Responsibility # of

FTEs Technical Skills (e.g., SQL, VB) Comments

8.0 Application Functionality This Application Functionality section is organized into two primary subsections. The first subsection provides a number of questions requesting text-based answers. The second subsection requires coded (located in Appendix F Section 2) responses to a listing of features and functions of the case management application. Both subsections are not intended to be comprehensive and/or exhaustive, however a means of evaluating individual systems.

8.1 Usage and Operations

8.1.1 Describe the overall process for user registration and account administration:

8.1.2 Describe the general process workflows (provide diagrams as appropriate), for the following: (a) Intake\Data Collection

(b) Medical

(c) Adoption


(d) Enforcement

(e) Review & Reporting

(f) Quality Control & Assurance

8.1.3 The Franklin County Animal Control requires a system which will verify data entry as being valid. Please describe how the system assists with the identification of: (1) Erroneous Data Entry (2) Or data that does not match and integration point (e.g., Owner Name and

Address, etc)

8.1.4 The Franklin County Animal Care and Control envisions a system which will incorporate the use of role-based work queues to enable the right individuals the ability to perform various parts of a workflow process. Describe how this is provided for in your system, including how roles are defined. Identify any restrictions on the number of individual work queues which can be established, and describe how new roles and work queues would be established:

8.1.5 Franklin County Animal Care and Control has many volunteers who will need access to the shelter management system. Explain how this role would be accommodated in your system, and describe any issues which may arise or considerations which need to be made:


8.1.6 Franklin County Animal Care and Control expects that changes will be required to PDF forms, Word templates, and Web forms used for field surveys, notifications, and other documents. Describe how Franklin County staff will be able to make these changes without vendor involvement. Describe any potential issues that must be considered:

8.1.7 The County anticipates extending electronic filing use Describe the capability of your system to adapt to and provide for such future usage, and what would be necessary to enable this:

8.2 Application Functional Specifications

The Functional Specifications are provided in Section 2 of this Appendix. Please complete all sections using the Response Codes provided.

This subsection is not intended to be comprehensive and/or exhaustive, however a means of evaluating individual systems.

* * * * * * * * * * * * * * * * * * * * *

5 - SOFTWARE Appendix F Section 2 Funct Specs final draft.docx 1


RFP# 2021-07-08


FUNCTIONAL SPECIFICATIONS



Appendix F – Section 2

RFP # 2021-07-08 Functional Specifications


Functional Specifications For your convenience, an electronic version of this Appendix can be found on the Franklin County Purchasing Department Web site at: http://purchasing.franklincountyohio.gov/businesses/bid-opportunities/. Please use the electronic versions when preparing your response. This section presents two parts. Part 1 contains questions that require a narrative response from the Vendor. The narrative response is to be provided in the answer box below the question. There is no space limitation on the content that a Vendor may put into an answer box. The questions are intended to provide the Vendor with an opportunity to:

• Demonstrate their understanding of and experience in several functional areas • Address any aspects listed in bullets, where applicable, and add other information

that is relevant to the County, in the view of the Vendor. • Provide answers that efficiently convey the usefulness and quality of the Vendor’s

solution. Individual questions that require a narrative response are numbered and listed below.

1. Security............................................................................................................................ 3 2. Training, Support, and Maintenance ............................................................................. 5 3. Animal Database ............................................................................................................. 6 4. People Database ............................................................................................................. 7 5. Adoption Management ................................................................................................... 8 6. Redemption Management ..................................................................................................... 9 7. Intake Management ...................................................................................................... 10 8. Enforcement Case Management ................................................................................. 11 9. Medical Management .................................................................................................... 12 10. Behavioral Management ............................................................................................... 13 11. License Management ................................................................................................... 14 12. Fiscal Management ....................................................................................................... 15 13. Kennel Management ..................................................................................................... 16 14. Foster Management ...................................................................................................... 17 15. Fundraiser Management .............................................................................................. 18 16. Volunteer Management ................................................................................................ 19 17. Public Relations ............................................................................................................ 20 18. Rescue Management .................................................................................................... 21 19. Reporting ....................................................................................................................... 22 20. System Training ............................................................................................................ 23






Part 2 contains requirements that require coded responses from the Vendor.




Part 1 – Narrative Responses 1. Security Describe the security built into the system architecture. How are you addressing cybersecurity concerns and what cybersecurity framework (NIST, CSF, etc.) or standards (CJOS) are you incorporate. Describe how user roles are defined and how confidential information is secured. Describe how your organization ensures that you and your clients are in compliance with the latest regulations and guidelines regarding the handling and disclosure of PHI and PII. Describe your data center environment and how your data centers provide network protection and are protected from physical intrusion. How many and what level of vendor personnel have access to the database(s)? Please describe what security system and user access events are logged on your systems.




What protocol is used for secure data transmission? Include the encryption methods your product utilizes. Do you permit portable storage devices (e.g., laptops, smart phones, PMPs, USB or other memory devices) to store privacy data? If so, describe what protections you have in place. Do you encrypt the data on these devices? Explain how users are authenticated. Please describe the system in place to monitor and prevent electronic, internal and physical breaches. Do you have an incident management function that includes notification to client in the event of a breach? Please describe. List the 3rd party certifications for your hosting environment for the last 2 years of your hosting program. Include all the types and frequency of independent audit reviews done for your sites




How many data centers do you have currently active, how many are planned for the next calendar year, and are they geographically diverse? Provide your current business continuity plans detailing their responses in maintaining their solution during various outages.




2. Training, Support, and Maintenance Describe and provide screen shots to illustrate system maintenance tools (i.e. archiving, active and inactive record maintenance, code table maintenance, etc.). Include information on how trainings are conducted along with system support and customizations. Describe and provide screen shots to illustrate system maintenance tools (i.e. archiving, active and inactive record maintenance, code table maintenance, etc.). Include information on how trainings are conducted along with system support and customizations. Describe your typical maintenance procedures. Are they on-line or off-line? Describe your IT support model including how the support personnel are trained and how often documentation is update and how it is accessible to users.




3. Animal Database Describe how your system handles dog data (i.e. dog’s that are in the Shelter, dogs that have left the Shelter, dogs that return to the Shelter, people who are associated the dogs, et al.). Include the various ways Shelter staff can access this data (i.e. reporting, exports, etc.).




4. People Database Describe how your system handles dog data (i.e. dog’s that are in the Shelter, dogs that have left the Shelter, dogs that return to the Shelter, people who are associated the dogs, et al.). Include the various ways Shelter staff can access this data (i.e. reporting, exports, etc.).




5. Adoption Management Describe your system’s adoption module. Explain how your system processes a dog’s adoption. Please include what can be customized (i.e. APIs to third-party vendors, how dogs can be requested for adoption, etc.). Provide details on searchable fields. Include screenshots where applicable.




6. Redemption Database Describe how your system handles returning the dog to their owner and associated charges and fees. Include any ways the solution can be customized around this process.




7. Intake Management Describe your system handles the dog’s intake into the Shelter. Describe how a dog is tracked from intake through disposition. Please include what can be customized (i.e. holding periods, dog locations, etc.). Provide details on searchable fields. Include screenshots where applicable.




8. Enforcement Case Management Describe how your system manages data and tasks related to a particular pet, complaints/calls, law enforcement case, etc. Include if it can manage various costs associated with legal case or housing a dog that is involved in a legal case. Please include what can be customized. Provide details on searchable fields. Include screenshots where applicable. Describe how your solution handles and tracks the dispatching of enforcement officers. Include any GIS functionality and reporting capabilities. Include screenshots where applicable. Describe how enforcement staff can add information regarding specific calls, complaints, cases including notes and the attachment of the supporting documentation. Please include the types of documents that could be attached to a record, the maximum number of attachments, and the maximum size of note records. Include screenshots where applicable.




9. Medical Management Describe how your system tracks medical records associated to each dog including test, procedures, and medications. Provide details on searchable fields. Include screenshots where applicable.




10. Behavioral Management Describe how your system tracks behavioral records associated to each dog including testing and behavior documentation. Provide details on searchable fields. Include screenshots where applicable.




11. License Management Describe how your system issues dog licenses including customizing how the fees are calculated. Include how the fees are maintained within the system. Please include what can be customized and if data can be exported to other systems. Provide details on searchable fields. Include screenshots where applicable. Describe if your system provides microchip management.




12. Fiscal Management Describe how your system tracks charges related to external services, fines, and licensing sales. Include how the fees are maintained within the system. Please include what can be customized and if data can be exported to other systems. Provide details on searchable fields. Include screenshots where applicable. Describe if your solution tracks donation and event information. If so, does it allow for Shelter staff to extract data for reporting purposes? Please include what can be customized and if data can be exported to other systems. Describe if your solution tracks shelter inventory. Please include what can be customized and if data can be exported to other systems.




13. Kennel Management Describe if your system can allow the Shelter to create customized kennel layouts and provide the ability to allow Shelter staff to move a dog throughout the facility or to external locations outside of the onsite kennel. Please include what can be customized. Provide details on searchable fields. Include screenshots where applicable.




14. Foster Management Describe how your system allows for dogs to be temporary placed with approved individuals. Please include how the system tracks those dogs and what can be customized. Provide details on searchable fields. Include screenshots where applicable.




15. Fundraising Management Describe if your system allows for the Shelter to create and manage fundraising efforts within the system. Please include how the system tracks financial aspects of the fundraising and what can be customized. Provide details on searchable fields. Include screenshots where applicable.




16. Volunteer Management Describe if your system allows for the Shelter to manage volunteers and their activities at the Shelter and various events. Please include how the system allows Shelter staff to communicate with volunteers (individually and as a group) and what can be customized. Provide details on searchable fields. Include screenshots where applicable.




17. Public Relations Describe if your system allows for the Shelter to manage aspects of their public relations and social media. Please include what can be customized. Include screenshots where applicable.




18. Rescue Management Describe if your system allows for the Shelter to manage approved rescue groups and the dogs that are placed with them. Please include features of this functionality and what can be customized. Provide details on searchable fields. Include screenshots where applicable.




19. Reporting Describe how your system allows for the Shelter staff to access system data through reporting. Include a description of standard reporting items along with the amount of flexibility Shelter staff have to create their own reports and what can be customized. Provide details on searchable fields. Include screenshots where applicable.




20. System Training FCAC desires vendor to provide expert, timely, effective, and efficient training of its staff on the new shelter management system, which is both necessary and critical to support FCAC staff in the next steps of implementation of the new software. Training should be in-person and accessible via online. The vendor should explain HOW they will provide training to FCAC team members and other staff responsible for training to achieve an understanding of the new Case Management system, services, or new patch releases.

The vendor should explain system documentation - Describe the system-level and end-user documentation that will be provided to FCAC.




Part 2 – Coded Responses Part 2 presents functional requirements that require a coded response from the Contractor. Categories of functional requirements are shown below. For each category, the table shows the count of individual requirements in that category, the number range of the individual requirements in each category and the name of the category and can be found in this Section F Part 2.

INSTRUCTIONS

The Functional Specifications below identify desired functions and features of the Franklin County Shelter Management System. For each item in the table, Offerors are to provide one of the following response codes:

RESPONSE CODES

Response Code (1) Definition

E Existing Function is operational in installed systems and is provided in the system proposed with no modification or customization required. All items in this category can be demonstrated and function as expected by the Franklin County Animal Control (FCAC).

D In Development Function is currently in Development or in testing and not in the generally available release but will be included at no additional charge in the installed system. Items in this category may or may not be able to be demonstrated to the FCAC.

M Modification Function will be met by modification to the base software and will be provided in the installed system. All work in this category would be performed by the vendor at no cost to the FCAC. All functionality identified in this category is expected to become part of the base package and supported through all future releases of the system. Items in this category may not be able to be demonstrated to the FCAC.

C Customization Function will be met by customization made to the base system that is specific to the FCAC and at a defined cost. All work in this category would be performed by the vendor. The specific cost associated with each requirement met via customization, including description of the customization, must be identified (costs for inter-related requirements can be combined) in Appendix E - Pricing Section. The total cost for customization must also be summarized in Appendix E - Pricing Section. Items in this category are not likely able to be demonstrated.

Examples of customization include programming for interfaces, development of custom query screens, or custom reports not included in the vendor’s base package.




RESPONSE CODES

Response Code (1) Definition

B Business Rule Function will be met by the entry of FCAC-defined business rules (e.g., IF-THEN-ELSE). No customization or programming modification to the vendor’s software is required, and there would be no direct cost for any item in this category. Work in this category is most likely to be done as part of system setup during the implementation. The writing and execution of business rules can be demonstrated to the FCAC.

R Report or Query Function will be met by running a report or query using software or features provided with the system. Work in this category may be performed by the FCAC or FCAC staff or may be performed by the vendor. Any specific costs associated with this category, including required software, training or development effort must be identified and summarized in Appendix E - Pricing Section. The development and execution of reports and queries can be demonstrated to the FCAC.

X eXcluded Function will not be met or provided for in the proposed system.

Notes: 1. Any deviation from the response codes will be recoded at the discretion of the FCAC. Proposers have

the opportunity to document any issues or exceptions to the requirements along with the coding. 2. Response codes of C along with costs are to be documented in Section 2.0 of Appendix E - Pricing

Section.




# Functional Specifications Response Code

Comments

1.0 ADHERANCE TO STANDARDS & RULES a. System is compliant with requirements of the

American Disabilities Act (ADA) and Section 508 of the Federal Rehabilitation Act of 1973, as amended (29 U.S.C. 794d)

b. Data structures are based on XML or other national standards.

c. System is capable of being migrated to new releases of core programing language and database standards

d. System must pass a complete security review by the FCDC Security Team

e. System must be accessible to all FCAC staff both onsite and in the field. Solution must be mobile friendly or provide a mobile application for staff use for both the Shelter and Control areas.

f. Ability to migrate current FCAC data from their current shelter management system, ShelterBuddy.

g. Vendor will provide 5 user references that can speak to customer service provided by the Vendor.

h. System must have the capability of providing for all State of Ohio mandates.

i. The home office of the vendor must be based in the United States.

j. Vendor will provide complete, on-site training for Shelter staff

k. System supports the current and two previous versions of Internet browsers that have more than 10% market share based on industry metrics.

2.0 GENERAL REQUIREMENTS SECURITY/USER MANAGEMENT

a. System maintains a register of FCAC’s authorized users and identifiers. System supports registration/authorization process for data entry and storage, computation of values, submission of electronic and paper reports as specified by the authorized user.





Comments

b. System provides domain processing of existing and new user accounts

c. System requires unique usernames and passwords for each user

d. System will provide the ability for users to change and/or reset their own password

e. System shall have complete and quality documentation and be supported by knowledgeable personnel.

GENERAL APPLICATION REQUIREMENTS f. System shall support at least 100 concurrent staff

users. g. Vendor will take Customer input into account when

planning and implementing new features

h. FCAC is not required to host any solution hardware

i. Software must be adaptable to the requirements of the user and easily modified with security measures in place, even during the installation and conversion process and must be compatible to the hardware, if applicable.

j. System shall be provided with complete and accurate file\field definitions and table layouts (i.e. database schema)

k. System shall meet all requirements of the State of Ohio and any governing bodies within the State of Ohio according to the ORC

l. Vendor will provide complete, on-site training for Shelter staff

m. System will allow FCAC to give access to external groups (i.e. contractors and volunteers) and to be able to control the access of those groups

n. System will provide the ability for FCAC to set up an "Administrator" account that will have the authority to create individual user accounts on behalf of authorized users within the FCAC’s office.

o. System will provide the ability to define, manage and control user rights and authorizations.





Comments

p. System will provide the ability to establish different security levels for different users/organizations.

3.0 DATA MANAGEMENT SEARCHING/REPORTS/ATTACHMENTS

a. System shall have defined reports generated by the system and the capability for custom report designing.

b. System will allow ad hoc, read-only queries to the system/database. If this is not an option, FCAC and their IT staff will be granted read-only access to all FCAC data to allow for the creation of ad-hoc reports via SSRS or PowerBI.

c. System will provide the ability to allow staff to search by address range within a specific geographic location.

d. System will provide the ability to provide a pre-defined kennel vacancy report or provide the ability to allow staff to create a vacancy report detailing empty kennels

e. System will provide the ability for FCAC to create custom searches based on search criteria fields (i.e. impound number, street address, owner name) and sort fields defined by FCAC.

f. System will provide instructions, conditions, and specific requirements for each report/document type

g. System provides the ability to direct users to appropriate web page(s) / help sources that indicate how to carry out certain functions and produce reports/documents.

h. System shall permit the reports to be exported to editable PDFs, preformatted Word templates, and Excel templates

i. System will provide the ability to attach multiple supporting documents and link to main document/report





Comments

j. System shall permit for an unlimited amount of file attachments to a dog’s record. (i.e. jpgs, tiffs, pdfs, word documents, x-rays etc.)

DATA ENTRY MANAGEMENT k. System will provide the ability for FCAC staff admin

to designate which data entry points are required for each record type

l. System will provide the ability to validate data at all input levels to prevent data entry errors

• Validate Rabies Tag Year by Range

m. System will provide the ability to view all historical data.

n. System will provide the ability to back up and restore data to its original format

o. System will provide the ability to track all changes to data records including but not limited to what was changed, when, by whom and the data that was changed

p. System will provide the ability to enter, design, and print building kennel configurations diagrams (i.e. virtual kenneling)

q. System shall provide the ability to print cage card for the kennels that contains information about the dog.

r. System shall provide the ability to create mailing labels for fundraising/volunteers

s. System will provide the ability to create forms/letters and be able to mail merge

t. System will allow Shelter staff to ‘connect’ people within the system either as family members or by location/address

u. System will provide the ability to merge duplicate people/households within the system





Comments

4.0 WORKFLOWS a. System will allow the Shelter to customize and

control animal workflows

b. System shall capture and store all available dog characteristics at the time of the arrival at the FCAC Shelter

c. System shall allow modification to the dog characteristics which were captured at the time of the dog’s arrival at the FCAC Shelter to update incomplete data at the time of arrival including the dog’s microchip number and rabies tag number, if applicable. (Intake/Owner Surrender)

d. System will allow the Shelter to document when an animal comes into the Shelter and is identified as an animal that is evidence in a case or linked in a criminal investigation (Evidence/Police Assist)

e. System will allow the Shelter to document the proper procedure for transferring an animal from one location to another. Animals are transferred for multiple reasons however the most common transfers occur in 3-day rotations based on holding periods to rescue organizations and other facilities (Transfer)

f. System will allow the Shelter to manage information regarding approved rescue groups

g. Ability for the Shelter to document the proper procedure regarding euthanizing a dog

h. Ability for the Shelter to document when an animal dies prior to its arrival at the Shelter.

i. System will allow the Shelter to document when an animal dies while in the custody of FCAC.

j. System shall provide the ability for the Shelter to document when an animal comes into the Shelter and is then permanently moved to an organization for various reasons.

k. System will allow the Shelter to capture the data needed for the animal adoption process (Adoption)





Comments

l. System will allow the Shelter to capture the data needed for the animal redemption process (Redemption)

m. System will allow the Shelter to capture the data needed for the animals being fostered outside the Shelter (Foster)

n. System shall be able to create notes in the dog’s record regarding its status in multiple areas (i.e., medical, behavioral, dispositions)

o. System shall provide the capability to assign tasks to staffing (i.e. cleaning, medical, enrichment activities)

p. System shall provide the ability for staff to see what tasks have been assigned to their departments

q. System should provide the flexibility needed to process dogs outside the standard documented processes

a. System will allow the Shelter to document the process for animals that have exceeded the appropriate hold period and staff have the ability to modify the workflow.

r. System would allow Shelter staff to manage large crowds with check-in capability (i.e. Lobby Central)

5.0 MEDICAL a. System will allow the Shelter to assess and

document the animal’s medical status at any point in the dog’s stay at the Shelter

b. System will allow the Shelter to document procedures/treatments/programs administered to the dog during its stay at the Shelter

c. System will allow the Shelter to track and report on activities for each dog (medical testing, procedures, treatments, etc.) and tie these activities into the audit trail and a reporting function.

d. System will provide the ability to track and audit the Shelter’s pharmaceutical inventory for the Shelter and each dog





Comments

e. System allow Shelter medical staff to save x-ray images using the current x-ray solution (Rayence/PACS) to a dog’s record

f. System will allow FCAC staff the ability to create notes in the dog’s record regarding its medical health

6.0 BEHAVIORAL a. System will allow the Shelter to assess and

document the animal’s behavioral at any point in the dog’s stay at the Shelter

b. System will allow the Shelter to track and report on activities for each dog (behavioral testing, procedures, enrichment activities, etc.) and tie these activities into the audit trail and a reporting function.

c. System will allow FCAC staff the ability to create notes in the dog’s record regarding its behavioral health

7.0 FINANCIAL a. System will allow for the calculation of fees

regarding a redemption, adoption, rescue or owner turn-in, as well as the ability to add in new fee codes as required

b. System will allow for the creation of a printable receipt

c. System allows defined costs to be overridden by FCAC staff with assigned privileges

d. System allow FCAC staff to track cost change overrides – force authorization

e. System will provide the ability to accept payments from cash, check, and credit card and allow FCAC to except split payments

f. System will allow the customize if fee calculations in accordance with Ohio laws including late fees and also include the ability to allow the Shelter staff to change license fees.





Comments

g. System will generate changes to adoption price based on age of dog and length of time on adoption floor

8.0 PERFORMANCE ANALYSIS a. System shall provide the capability to extract

statistical data as defined by FCAC staff for both Shelter and Control data.

b. System shall provide graphics capabilities, including bar charts and scatter diagrams, for displaying results.

9.0 VOLUNTEER MANAGEMENT a. System should track volunteer visits/assignments

b. System shall allow volunteers to create notes in a dog’s record regarding dog behaviors and their interactions with the dog.

c. System should allow volunteers to submit electronic notes to the Volunteer Coordinator regarding assigned events.

d. Vendor will have the ability to migrate volunteer data from the current volunteer management solution, Volgistics.

10.0 ENFORCEMENT a. System will allow the Shelter to track service calls,

subpoenas, and citations for performance measurements purposes.

b. System will provide the ability to document all calls coming into the Shelter

c. System will allow Shelter staff to dispatch staff members to incident locations using GIS information/mapping

d. System will allow control staff to capture investigation notes and incident/complaint disposition

e. System will provide the ability to create and distribute electronic subpoenas and citations

f. System should document incidents/complaints locations so it can be used to track bites and incidents in the community to be able to target community outreach and education





Comments

11.0 INTEGRATION/APIs a. System will provide the ability to pass

adoptable/lost dog information to third-party websites

b. System to provide the ability to integrate with the current shelter website, displaying dogs that are:

* Available for adoption * Rescue * Foster * Lost Dogs * Hold for Court

c. System will integrate with the current Animal Control x-ray solution (Rayence/PACS)

d. System will provide the ability to allow for electronic signatures on designated forms or have the ability to interface with the County’s electronic solution, DocuSign

e. System would have the ability to interface with 3rd party solutions that handle the adoption/rescue process including financials online (i.e. Adopets)

f. System will interface with third party credit card vendors – currently Converge

g. System will integrate with the current GIS vehicle/device tracking solution (Geotabs)

* * * * * * * * * * * * * * * * *

6 - SOFTWARE Appendix F Section 3 - Background .docx 1


RFP# 2021-07-08


BACKGROUND

RFP#2021-07-8 Overview of Animal Care and Control


About Franklin County

Franklin County, Ohio, named for the great statesman Benjamin Franklin, was among the first counties carved out of the new state of Ohio on April 30, 1803. Franklin County is located in the center of the state and is home to Columbus, the capital of Ohio and the seat of Franklin County.

Franklin County is the 31st largest county in the United States with approximately 1,316,756 people (according to 2019 census estimates), more than eleven percent of Ohio's population. The County covers 543 square miles and includes the Cities and Villages of Bexley, Brice, Canal Winchester, Columbus, Dublin, Gahanna, Grandview Heights, Grove City, Groveport, Harrisburg, Hilliard, Lockbourne, Marble Cliff, Minerva Park, New Albany, Obetz, Reynoldsburg, Riverlea, Upper Arlington, Urbancrest, Valleyview, Westerville, Whitehall, and Worthington. The steady growth of its



metropolitan area over the past 20 years is unique among the urban counties in the northeast quadrant of the United States. Franklin County is very rich in history. It is the home of the first Miss America, the world's first shopping center (Town & Country Shopping Center), the first White Castle and Wendy's hamburgers and the first ATM machine.

Being the site of the state capital, and home to The Ohio State University contributes significantly to Franklin County's success. The county has a stable yet diverse economy, combining urban attributes with small town friendliness. Franklin County is full of charming, quiet communities, all with excellent schools, businesses and public services, making Franklin County a great place to live and work.

Major employers in Franklin County include: Abbott Laboratories/Ross Products, American Electric Power, Battelle Memorial Institute, Cardinal Health, Huntington Bancshares, JP Morgan Chase, Limited Brands, National City, Nationwide Mutual Insurance, Ohio State University, OhioHealth, Schottenstein Stores, State of Ohio, and Wendy's International.

Franklin County’s government structure includes 33 agencies, 42 independently elected officials, and 39 appointed boards, commissions and committees. The Franklin County Commissioners manage a budget of more than $1 billion each year.

For more information about Franklin County, please visit: www.franklincountyohio.gov.

About the Franklin County Animal Care and Control The mission of the Franklin County Animal Care and Control is to balance the welfare and safety needs of the citizens and dogs in Franklin County. We are dedicated to providing responsible enforcement of dog laws in our community, compassionate treatment of the dogs in our shelter, and on-going education for our citizens. Franklin County Dog Shelter & Adoption Center is committed to saving lives. Our shelter is the largest county shelter in Ohio. Last year we took in 6,087 dogs and puppies, including all stray dogs in the county as well as owner surrenders and unwanted litters of puppies. What We Do Shelter dogs have been lost, discarded, abandoned, injured or neglected; we provide compassionate care and veterinary services when they arrive at our facility. We actively work with local law enforcement agencies and the Columbus Humane on animal abandonment, cruelty, abuse and neglect investigations. In 2020, approximately 2,000 lost dogs were reunited with their owners. For dogs not claimed by their owners, adoption, rescue, foster, and non-conventional placement is sought. In 2020, the Shelter helped 2,809 dogs find their forever homes and worked with rescue groups to place 322 dogs in their care. In Franklin County, dog licenses are required by law if you own a dog. The Shelter works with the County Auditor to issue approximately 85,000-90,000 license tags annually.

http://www.franklincountyohio.gov/



The Franklin County Dog Shelter has many educational programs designed to assist dog owners. The online behavior helpline and library assist owners in addressing common behavior problems with the goal of helping them solve the problem allowing them to keep their dogs. We collaborate with other community-minded organizations like the Columbus Humane, Citizens for Humane Action and Cat Welfare to promote adoption, spaying/neutering, proper pet health care, training and well-being. Our medical team performs approximately 3,675 spay/neuter procedures as part of our standard adoption preparation process and our low cost spay/neuter program, SNYP-IT. We also provide microchipping and vaccine clinic for dogs; the clinic is funded entirely through donations and grants.

Animal Control – Field Service

We enforce the dog laws in Franklin County and keep the public safe from animal-related health or safety dangers.

The Franklin County Department of Animal Care and Control provides field animal enforcement services to the citizens of Franklin County twenty-four hours a day, every day of the year. We are responsible for the enforcement of Ohio’s vicious, dangerous and nuisance dog laws in Franklin County.

Our officers respond to service requests, investigate complaints about nuisance, dangerous, and vicious dogs, investigate dog bites, impound stray and dangerous dogs, file criminal charges, make court appearances, and assist the police in crimes involving dogs, injuries caused by dogs and livestock attacks.

The field service staff of approximately 20 individuals are responsible for patrolling the 543 square miles of Franklin County. They receive approximately 14,000 calls/complaints a year, file approximately 4,000 - 5,000 citations a year. In addition, they impound approximately 4,500 dogs and various other animals a year. Some of Our Services Offered Dog Adoption Enforce Dog Laws & Issue Licenses Foster Placement Maintain Lost & Found Dog Records Field Services Enforcement Community Pet Pantry Spay/Neuter Vaccination Clinic Animal rescue organization Owner dog surrenders Humane Euthanasia Provide Microchipping & Other Resources

Owner Education Owner Dog Behavioral & Training Assistance Dog Bite Prevention Youth Safety & Responsibility Programs Adult Safety & Responsibility Programs Animal Awareness Program Spay and Neuter Facts Fundraising Management Volunteer Program Dog Play Groups Dog Enrichment Therapy Dog Running Club

For additional information, please visit: https://dogs.franklincountyohio.gov.

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https://dogs.franklincountyohio.gov/

APPENDIX G DRAFT CONTRACT C O N T R A C T

Between

FRANKLIN COUNTY BOARD OF COMMISSIONERS

And

THE CONTRACTOR

This Contract entered into by and between __________________________, a _________________ having its principal place of business located at _______________________________(hereafter referred to as “Contractor”) and the Franklin County Board of Commissioners, on behalf of the Franklin County Auditor, (hereafter referred to as “County”) to provide Dog Licensing Software pursuant to the authority of Sections 307.86 to 307.92 of the Ohio Revised Code and under the approval of Resolution No.________ dated _________________, 20___. For the mutual considerations herein specified, Franklin County and the Contractor have agreed and do hereby agree as follows:

Section 1 Administrative Requirements

This Contract consists of the complete Request For Proposals (hereafter referred to as RFP) including these Contract Terms and Conditions, the RFP specifications, Pricing Form, all documents requiring Contractor’s signatures, and any written amendments/addendums to the RFP; the Contractor’s complete competitive sealed RFP submission, including proper modifications, clarifications, and samples; and applicable resolutions, purchase orders and/or other ordering documents.

Any inconsistency in this Contract shall be resolved by giving precedence in the following order: 1) This signed Contract document and all attached Exhibits; 2) The RFP response submitted by the Contractor; and 3) The County’s original RFP 2021-07-08.

Section 2 Pricing and Delivery of Services

The Contractor must provide all services in accordance with the terms and conditions of the Contract and as offered in the Contractor’s proposal. The services will include, but are not limited to, the completion of the project plan in a form that is mutually acceptable to both parties and completion of the services outlined in the project plan by the dates noted in such plan as well as providing key personnel identified in the proposal submitted by the Contractor.

Upon completion of and approval of the deliverables outlined herein, the County will make payment to the Contractor in an amount not to exceed __________. Payment will be made in accordance with the fee payment schedule stipulated in Section 6.01 of the Contract.

Section 3 Term of Contract

The Contract shall be in effect upon the signatures of the Franklin County Board of Commissioners and shall continue until Acceptance Testing and Final Acceptance is completed.

Section 4 Miscellaneous Terms

Section 4.01 Standard of Care

Contractor shall discharge its respective obligations under the Contract with that level of reasonable care which a similarly situated business would exercise under similar circumstances. As an inducement to the County to enter into this Contract, the Contractor represents and warrants the following to the County:

(a) It (i) is duly incorporated, organized and validly existing under the laws of, and in good standing with its state of incorporation; (ii) has full authority to grant the County the rights granted in this Contract; (iii) has all requisite power and authority to execute and deliver, and to perform all of its obligations under this Contract.

(b) It shall execute any and all documents or Contracts with third parties in its name and shall not represent itself as conducting business on behalf of the County or any of its agencies.

(c) It has filed all tax returns (federal, state and local) required to be filed and has paid all taxes shown thereon to be due and all property taxes due, including interest and penalties, if any.

(d) It is in compliance in all material respects with all laws, regulations and requirements applicable to its business and has obtained all authorizations, consents, approvals, orders, Licensings, exemptions from, and has accomplished all filings or registrations or qualifications with, any court or governmental authority that are necessary for the transaction of its business.

Section 4.02 Affirmative Covenants Until the termination or expiration of this Contract, each Contractor shall:

(a) Maintain its existence and continue to be duly incorporated legal entity that is and organized and validly existing under the laws of its incorporation and duly qualified to do business in, the State of Ohio to the extent required by applicable law. (b) Give notice to the County, within ten (10) days of the Contractor learning thereof, of any litigation involving a claim for damages in excess of One Hundred Thousand Dollars ($100,000) affecting or relating to the Contractor or the services required under this Contract. (c) Promptly notify the County if:

(i) The Contractor learns of the occurrence of any event which constitutes, or, with the passage of time, the giving of notice or otherwise, will constitute, an Event of Default or a default under this Contract agreement or any of its other loan documents, together with a detailed statement by a duly authorized representative specifying the nature thereof and what action such Contractor is taking or proposes to take with respect thereto; (ii) Such Contractor receives any notice of default from, or the taking of any other action by, the holder(s) of any promissory note, debenture or other evidence of indebtedness of such Contractor, together with a detailed statement by the Contractor’s duly authorized representative specifying the notice given or other action taken by such holder(s) and the nature of the claimed default and what action such Contractor is taking or purposes to take with respect thereto; (iii) Such Contractor learns of the existence of any legal, judicial or regulatory proceedings affecting such Contractor or any of its properties or assets in which the amount involved is material and is not covered by insurance or which, if adversely determined, would cause a material adverse change in the business, prospects, profits, properties, assets or condition (financial or otherwise) of such Contractor; or (iv) There shall occur or exist any other event or condition causing a material adverse change in the business, prospects, profits, properties, assets or condition (financial or otherwise) of such Contractor.

Section 4.03 Indemnification

The Contractor shall assume the defense of, indemnify, and save harmless Franklin County and all Franklin County Agencies, including public officials, and employees acting in the course of their employment from any and all claims, damages, lawsuits, costs, judgments, expenses, and any other liabilities that may arise from the related Contractor’s performance of the work required under this Contract and including Contractor’s employees and agents.

Section 4.04 Performance Bond Requirements

Per the Performance Bond Data Sheet (Appendix C), the successful Contractor is required to provide a performance bond in the amount of 100% of the Contract annual amount within ten (10) days after approval of this Contract by the Franklin County Board of Commissioners. A Contractor must submit the name, address, contact, and phone number of the surety company that will provide this performance bond at the time of the submittal response.

Section 4.05 Ethics

The Contractor and employees of Franklin County are bound by the Ethics Laws of Ohio. Any Contractor or employee who violates any of these laws will be subject to penalties set forth by law.

Section 4.06 Subcontracting

Contractor confirms that it will be the primary Contractor who will be performing the work under the Contract. Contractor may use subcontractors for portions of the work under this Contract, but Contractor will remain the primary Contractor and will remain liable for all work performed hereunder regardless of whether performed directly by it or by a subcontracted entity. Prior to the effective date, Contractor must identify its subcontractors, suppliers, and joint ventures for performance of this Contract. The Contractor must provide updates to its list of subcontractors, suppliers, and joint ventures during the term of this Contract. The Contractor shall not use any subcontractor who has been subject to action that limits the subcontractor’s right to do business with the local, state, or federal government. County reserves the right to deny use of a subcontractor(s) if County determines that the Contractor will not be the primary Contractor who will be performing the work under the Contract.

Section 4.07 Consent to Assign

Contractor will not assign any of its rights under this Contract unless County consents to the assignment in writing including any assignment through a merger or other corporate reorganization. Any purported assignment made without County’s written consent is void and may be subject to termination of the Contract. County may assert against an assignee any claim or defense County may have against the assignor.

The Contractor shall notify the County as soon as possible, but no later than sixty (60) days, prior to the Contractor converting into, merging or consolidating with or selling or transferring substantially all of its assets or business to another corporation, person or entity.

Section 4.08 Record Keeping

The Contractor will keep all financial records consistent with Generally Accepted Accounting Principles (GAAP). During the period covered by the Contract and is required to provide the Franklin County Purchasing Department, Board of Commissioners, or their designated representative, authorized representatives (for the Contractor), and any person or agency instrumentally involved in providing financial support for the Contract work access and right to examine any books, documents, papers, or records related to this Contract. Claims documentation may be reviewed through a formal Audit and are not subject to the work access requirements set forth in this paragraph.

Section 4.09 Insurance Requirements

ALL INSURANCE COMPANIES PROVIDING COVERAGE SHALL BE LICENSINGD TO DO BUSINESS IN THE STATE OF OHIO.

Throughout the contract period, the Contractor must maintain a comprehensive insurance program affording as a minimum the items indicated below: A Certificate of Insurance reflecting the required coverage and amount must be submitted with Contractors response. The Franklin County Board of Commissioners must be identified as additional insured, project name, and the RFP number must be included on the Certificate of Insurance. If there is any change in the Contractor’s insurance carrier or liability amounts, a new certificate must be provided to the Franklin County Purchasing Department within seven (7) calendar days of change.

Comprehensive General Liability: up to $1,000,000 single limit occurrence including coverage for: a) Personal Injury Liability: all sums, which the company shall become legally obligated to pay as damages because of bodily injury, sickness, or disease including death at any time resulting there from, sustained by any person other than its employees; b) Broad form Property Damage Liability; c) products and completed operations; d)

premises and completed operations; and e) contractual liability insuring the obligations assumed by the Vendor under the Contract. This insurance does not apply or shall not be construed as being applicable to liability for damages arising out of bodily injury to any person or damage to any property of others resulting from the negligence of the Franklin County Board of Commissioners, its officers, employees or agents.

Automobile Liability Insurance: all sums, which the company shall become legally obligated to pay as damages because of injury to or destruction caused by occurrence rising out of ownership, maintenance or use of any automobile. Umbrella and/or Excess Annual Aggregate Limit: $1,000,000 dollars

During the term of this Contract and any renewal thereto, the Contractor, and any agent of the Contractor, at its sole cost and expense, shall maintain the required insurance coverage as described in the Contract. County may require the Contractor to provide respective certificate(s) of insurance in order to verify coverage. Failure to provide a requested certificate within a seven (7) calendar day period may be considered as default.

Section 5 Time of Performance

Section 5.01 Time of Contract

The Contract is effective on the later of the Effective date or the date upon the signatures of the Franklin County Board of Commissioners. The Contract beginning date is subject to the approval of the Commissioners. This Contract will remain in effect until the end date as noted on the Contract or until the Contract is fully performed by both parties or until it terminates in accordance with the termination language of the Contract.

Section 5.02 Contract Extension and Price Increase

There are no extension periods provided for in the Contract. Any pricing increase due to a scope modification must be agreed to by both parties, and any such modification shall be binding upon both parties upon execution of a Contract modification signed by both parties.

Section 5.03 Contract Extension at the End of Any Contract Period

Not applicable.

Section 6 Invoicing, Payment and Taxes

Section 6.01 Fee Payment Schedule

Payments will be made upon completion, delivery and acceptance by the County of the deliverables in accordance with the fee payment schedule below. The payment plan shall be broken down by phase or major deliverable components. A final payment plan will be determined in the contract. A sample payment plan will take the following format:

a. Five percent (5%) of the total purchase price due within 30 days of approval of the contract. b. Ten percent (10%) of the total purchase price due upon the mutual acceptance of the Implementation plan. c. Ten percent (10%) of the total price due upon the installation of the proposed hardware. d. Twenty-five percent (25%) of the total purchase due upon installation of the Licensed Software (as defined in the License Agreement). e. Twenty-five percent (25%) of the total purchase due upon the completion of the system acceptance testing as defined in Section 7.02 below. f. Twenty-five percent (25%) of the total purchase due upon final acceptance, which will include 60 days of operation in a production environment without system-related problems, as defined in Section 7.03 below.

Section 6.02 Standard Invoice and Payment

a. Contractor will provide an invoice five (5) working days prior to the end of the month in which the milestone outlined in Section 6.01 is met to ensure payment is made within fifteen (15) days from the first day of every month. The Contractor will be required to submit invoices by mail, sent by courier, sent as an attachment to an email to the bill to address identified in the purchase orders used to issue orders against this Contract. The Contractors Federal Tax Identification Number should appear on all statements and invoices.

b. Invoices should include: Invoice remittance address as designated in the Contract & description including:

• Name and Address of the Contractor • Billing Period • Unit Cost (must match contract pricing).

Section 6.03 Payment Due Date

Franklin County normally makes payments within forty-five (45-days) from the day the invoice is received and / or acceptance of supplies or services. Agencies only process an invoice for payment after delivery and acceptance of the ordered supplies or services have been completed or transpired. Franklin County will not pay late fees, interest, or other penalties for later payment, unless otherwise stated. Any entity authorized to utilize this Contract, outside the responsibility of Franklin County, is responsible for all orders, invoices, payment, and / or tracking.

Section 6.04 Taxes

Franklin County and the agencies therein responsible for are exempt from all federal, state, and local taxes. Participating Franklin County agencies will not pay any taxes on supplies or services purchased from a Contractor, unless the Special Contract terms and conditions state otherwise. A tax-exempt certificate will be provided on request by the Contractor receiving the award.

Section 7 Contract Administration and Reports

Section 7.01 Contract Administration

The Franklin County Animal Shelter Care and Control and the Franklin County Purchasing Department will be responsible for the administration of the Contract and will monitor the Contractors performance and compliance with the terms, conditions, and specifications of the Contract. If any agency observes any infraction(s), such shall be documented and conveyed to the Purchasing Department for immediate remedy. The Contractor will be notified by Purchasing and failure of the Contractor to rectify the infraction(s) may result in Contractor being deemed in default, whereas, County may apply the termination clauses of this Contract.

Section 7.02 Out of Scope Work and Contract Modification

The Contractor is not allowed to perform any work that is out of scope. If the Contractor believes that the work being requested to be performed is out of scope it must be brought to the attention of the Project Manager or the Franklin County Auditor. Any work that is out of scope, if it is determined to be necessary by the County, must be added to the Scope of Work through a written Contract Modification that is approved by the Board of County Commissioners, who has the sole authority to modify the Contract. Approval of a contract modification under this section by the Board of County Commissioners shall be at their sole and complete discretion. If the Contractor knowingly performs work that is out of scope and does so without the proper written authorization from the Board of Commissioners they do so at the their own risk. The County will not be liable for any cost of the work performed that was out of scope and done without the proper authorization.

Section 7.03 Acceptance Testing and Final Acceptance

Franklin County will make full acceptance of the system and all related deliverables when satisfactory performance, according to requirements described in the RFP, have been met and documentation delivery requirements have been satisfied, along with the delivery of all required training.

Franklin County personnel will perform the acceptance test for a period of approximately 120 days from the installation of the licensed software and completion of the data conversion process. During the acceptance test period, it is required that all Contractor-supplied hardware and software operate failure-free in the Franklin County production-computing environment.

In measuring acceptance, a system failure resulting from external causes, including but not limited to acts of God, fire or Franklin County oversight, will be excluded from the acceptance testing. System failures, which occur and are not covered by the preceding sentence, will require a new period of acceptance testing at the discretion of Franklin County.

If it is discovered that the system or any part thereof requires correction, Franklin County must, nevertheless, have

the absolute right to continue to use the system until such time as it is convenient to Franklin County for change implementation.

If the system does not function because of a problem in Franklin County’s production-computing environment, it is the Contractor’s responsibility to define/document the problem and furnish the corrective action to fix the problem. Franklin County will notify the Contractor in writing when the system has passed/completed the final acceptance test.

Section 7.04 Status Reports

1. Reports required under the specifications of the County will be provided by the required timeframes, the required format and to the stipulations of the County.

2. Upon request, and at no cost to the County, the Contractor shall be required to provide updates and status with regard to milestones and timelines to the Franklin County Auditor as directed by the department. Electronic media is the preferred method of these reports. Delivery timeframe of such reports, after notification, may be deemed as deficiency and may result in corrective action being taken by the County.

Section 7.05 Developed Materials

All materials that have been prepared, written, created, or developed pursuant to the specifications in this Contract shall become the property of Franklin County and may be returned only at Franklin County’s discretion. Furthermore, Franklin County owns the entire title, right, and interest to said materials including the right to reproduce or distribute said material.

Section 7.06 Quality Assurance

The Contractor is responsible for the quality of the materials developed for the County under this contract. The County reserves the right to inspect and review all deliverables as they are being developed and written. Furthermore, the County reserves the right to have the Contractor make any and all corrections to the deliverables, at no cost to the County, prior to final acceptance.

Section 7.07 Warranties No certificate of payment, no provisions in the RFP documents, nor any partial shipment of materials or entire occupancy of government shall constitute an acceptance of work, materials or equipment not done or provided in accordance with the contract documents; or relieve _________ (Contractor) of liability for any express warranties or responsibility for faulty materials, workmanship or service. _______ (Contractor) shall remedy any defects in the work, material or equipment in accordance with the express warranties provided under this Contract.

Section 8 Contract Cancellation; Termination; Remedies

Section 8.01 Contract Cancellation

The County may cancel this Contract Upon any one of the following events. The cancellation will be effective on the date delineated by County.

1) 90-Day Notice Termination Franklin County reserves the right to terminate the Contract immediately by giving the vendor 90-days written notification. If this Contract is terminated for convenience, Franklin County shall be liable only for payment under the payment provisions of the Contract for goods and services rendered before the effective date of termination. 2) Non-Appropriation of Funds This Contract is contingent upon Franklin County budgeting and appropriating the funds on an annual basis necessary for the continuation of this Contract in any Contract year. In the event that the funds necessary for the continuation of this Contract are not approved for expenditure in any year, this Contract shall terminate on the last day of the fiscal year in which funding was approved, without penalty to Franklin County. Franklin County will provide the Contractor with written notification within 10 business days after being notified that the funding for the contracted services is no longer approved.

3) Cancellation for Failure to Retain Certification Pursuant to the requirements as stated in the Contract, all certifications and / or registrations must be maintained for the life of the Contract. Failures to renew and certification(s) or the de-certification by certifying entity, may result in the immediate termination of the Contract.

4) Cancellation for Financial Instability Franklin County may cancel this Contract by written notice to the Contractor if a petition in bankruptcy or similar proceeding has been filed by or against the Contract.

Section 8.02 Termination for Default

Franklin County may, subject to the paragraphs below, by written notice of default to the Contractor, terminate this Contract in whole or in part if the Contractor fails to:

a) Deliver the supplies or to perform the services within the time specified in this Contract or any extension; b) Make progress, so as to endanger performance of this Contract the services required under this Contract.

1) Franklin County may exercise its right to terminate this Contract under this Section of the Contract if after receipt of the notice from Franklin County specifying the failure of the Contractor to perform such services, the Contractor does not offer a plan to cure such failure within 10-days (or more if authorized in writing by Franklin County) in a manner acceptable to the County.

2) If Franklin County terminates this Contract in whole or in part, for default under this Section 8.02 it may acquire, under the terms and in the manner, the County considers appropriate, supplies or services similar to those terminated, and the Contractor will be liable to Franklin County for any excess costs for those supplies or services. The maximum amount of liability of the Contractor shall not exceed the total amount of Implementation fees that have been paid to the Contractor as of the termination date of the Contract. However, the Contractor shall continue the work not terminated.

3) Force Majeure: Except for defaults of subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include (1) acts of God or of the public enemy, (2) acts of the Government in either its sovereign or contractual capacity, (3) fires, (4) floods, (5) epidemics, (6) quarantine restrictions, (7) strikes, (8) freight embargoes, (9) unusually severe weather. In each instance, the failure to perform must be beyond the control and without the fault or negligence of the Contractor. 4) If failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is beyond the control of the Contractor and subcontractor, and without fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to perform, unless the subcontracted supplies or services were obtainable from other sources in sufficient time for the Contractor to meet the required delivery schedule.

Section 8.03 Actual Damages

Contractor is liable for all damages caused by the Contractor’s default or gross negligence. The County may buy substitute services or supplies, from a third party, for those that were to be provided by the Contractor. The County may recover the costs associated with acquiring substitute supplies or services, less any expense or costs saved by Contractor’s default, from Contractor. The maximum amount of the liability to the Contractor shall not exceed the total amount of the payments that have been paid to the Contractor as of the termination date of the Contract.

Section 9 Certifications and Affidavits

Section 9.01 Contractor’s Warranty against an Unresolved Finding for Recovery Ohio Revised Code (O.R.C.) §9.24 prohibits the County from awarding a Contract to any Contractor against whom the Auditor of the State has issued a finding for recovery if the finding for recovery is “unresolved” at the time of the award. By signing this Contract, the Contractor warrants that it is not now, and will not become subject to an “unresolved” finding for recovery under O.R.C. §9.24, without notifying the County of such finding. If, after the Contract is awarded, it is determined that an “unresolved” finding for recovery had been issued against the Contractor prior to the award, the Contract shall be void. The Contractor understands that Contractor shall be responsible to the County for any expenditure against the Contract.

Section 9.02 Suspension and Debarments The County will not award a Contract for goods or services, funded in whole or in part with federal funds, to a person or vendor who has been suspended or debarred from doing business with the State of Ohio or who appears on the Excluded Parties List in the System for Award Management (SAM) database at https://www.sam.gov/SAM/, or as may be amended. Section 9.03 Legal Compliance

The Contractor must agree to comply with all applicable local, state, and federal laws in the performance of the work specified in the Contract including applicable state and federal laws regarding drug-free work places. The Contractor will be required to accept full responsibility for payment of all taxes and insurance premiums including, but not limited to; Unemployment Compensation insurance premiums, Workers’ Compensation, all income tax deductions, Social Security deductions, and any other taxes or payroll deductions required for all employees engaged by the Contractor in the performance of the work specified in this Contract.

Section 9.04 Workers’ Compensation Provision

The Contractor shall be required to carry Workers’ Compensation Liability Insurance as required by Ohio law for any work to be performed within the state of Ohio, as applicable by law. Unless otherwise listed in the RFP specifications, the awarded Contractor will be required to provide said certificate within seven (7) calendar days after notification to award to: Franklin County Purchasing Department, 25th Floor, 373 S. High St., Columbus, OH 43215-6315. Failure to provide certificate within the stated time period may deem the Contractor as non-responsive and dismissal of award recommendation. Failure to maintain Workers’ Compensation Liability Insurance coverage as required by law and any renewal thereto will be considered as a default.

Section 9.05 Non-Collusion Certification

By the signature affixed on Exhibit A-1 of Appendix A (Non-Collusion Affidavit) of the RFP, the Contractor certifies that he/she is (sole owner, partner, president, secretary, etc.) of the party making the forgoing submission; that such submission is genuine and not collusive or sham; that Contractor has not colluded, conspired or agreed, directly or indirectly, with any Contractor or person, to put in a sham submission; or colluded or conspired to have another not submit a submission and has not in any manner, directly or indirectly, sought by agreement or collusion or communication or conference, with any person to fix the submission price or any other Contractor, or that of any other Contractor, or to secure any advantage against any Contractor or any person or persons interested in the proposed Contract and that all statements contained in the submission are true; and further, that the Contractor has not, directly or indirectly, submitted this, or the contents thereof, or divulged any related information or data to any association or to any member or agent of any association.

Section 9.06 Non-Discrimination / Equal Opportunity

The Contractor agrees that in the hiring of employees for the performance of work under the contract the Contractor shall not, by reasons of race, color, religion, sex, age, disability or military status, veteran status, national origin, or ancestry, sexual orientation, or gender identity, discriminate against any citizen of this state in the employment of a person qualified and available to perform the work to which the Contract relates. That the Contractor or any person acting on behalf of Contractor, shall not, in any manner, discriminate against, intimidate, or retaliate against any employee hired for the performance of work under the Contract on account of race, color, religion, sex, age, disability or military status, veteran status, national origin, or ancestry, sexual orientation, or gender identity.

By the signature affixed on Exhibit A-2 of Appendix A of the RFP (Non-Discrimination / Equal Opportunity Affidavit), the Contractor certifies that he/she complies with the express language contained in §125.111 of the Ohio Revised Code regarding Non-Discrimination / Equal Opportunity.

All Contractors who contract with the state or any of its political subdivisions for materials, equipment, supplies, contracts of insurance, or services shall have a written affirmative action program for the employment and effective utilization of economically disadvantaged persons, as defined in §122.71 of the Ohio Revised Code. Annually, each such Contractor shall file a description of the affirmative action program and a progress report on its implementation with the equal employment opportunity officer of the department of administrative services.

https://www.sam.gov/SAM/

Section 9.07 Lobbyist/Consultant Declaration Form

In order to maintain transparency in the County procurement process, the Contractor is required to list the name, company and address of any lobbyist or consultant that assisted them with the RFP which they have submitted to the County for their consideration for an award. The information should be provided utilizing Exhibit A-4 of Appendix A of the RFP. If more than one Lobbyist or Consultant provided assistance then the Contractor should provide one Exhibit A-4 for each Lobbyist or Consultant.

Section 9.08 Delinquent Personal Property Taxes

By the signature affixed on Appendix A Exhibit A-5 (Delinquent Personal Property Taxes) of the Bid, the Contractor certifies that they are not charged with delinquent personal property taxes on the general list of personal property in Franklin County, Ohio, or any other counties containing property in the taxing districts under the jurisdiction of the Auditor of Franklin County, Ohio.

Section 10 Special Considerations Section 10.01 Public Record and Treatment of Confidential and Proprietary Information Pursuant to Ohio Revised Code 149.43, all information submitted by the Contractor shall be considered a public record. In the event the County receives any request for any information received as part of this Contract the County will immediately take steps to release the information to the requesting party. In the event the competitive submittal was an RFP, then in accordance with 307.862(c) the information will be released as soon as the Contract is entered into the Commissioners Resolution Management System (CRMS).

Section 10.02 Governing Law/Venue

This Contract shall be governed by the laws of the State of Ohio (regardless of the laws that might be applicable under principles of conflicts of law) as to all matters, including but not limited to matters of validity, construction, effect and performance. All actions regarding this Contract shall be forumed and venued in the Court of Common Pleas Civil Division located in Franklin County, Ohio and the parties hereby consent to the jurisdiction of such court.

Section 10.03 Independent Status of the Contractor

1) The parties will be acting as independent Contractors. The partners, employees, officers, and agents of one party will act only in the capacity of representatives of that party and not as employees, officers, or agents of the other party and will not be deemed for any purpose to be such. Each party assumes full responsibility for the actions of its employees, officers, and agents, and agents while performing under this Contract and will be solely responsible for paying its people. Each party will also be alone responsible for withholding and paying income taxes and social security, workers' compensation, disability benefits and the like for its people. Neither party will commit, nor be authorized to commit, the other party in any manner.

2) The Contractor shall have no claim against the County for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or other employee benefits or any kind.

Section 10.04 Entire Contract/Amendment/Waiver

This Contract and its exhibits and schedules and any documents referred to herein or annexed hereto constitute the complete understanding of the parties. This Contract shall not be changed, modified, terminated or amended except by a writing signed by a duly authorized officer of each party to this Contract. Any waiver must be in writing. Any waiver shall constitute a waiver of such right or remedy only and not of any other right or remedy of the waiving party. For purposes of any amendments or waivers, such amendment and waivers shall only be binding against the County if signed by the Board of County Commissioners.

Section 10.05 Green Initiatives

By adoption of Resolution 432-17, the Franklin County Board of Commissioners have reaffirmed the County’s commitment to the mutually compatible goals of environmental protection and economic growth, and also expressed its intention to promote sustainable principles in policy decisions and programs. In that spirit, the County (a) promotes the purchase and use of products and services that enhance environmental, social and economic health; (b) develops waste management policies that reduce the amount of materials directed to landfills

for disposal; and, (c) improves air quality through environmentally appropriate fleet management practices through deployment of alternate fuel and hybrid electric vehicles.

It is the Board of Commissioners intent to support the green energy economy through workforce partnerships and doing business with providers of goods and services who promote sustainable environmental policies within their own businesses and while doing business with Franklin County.

Section 10.06 Notices

All notices and other communications which may or are required to be given hereunder shall be in writing and shall be deemed duly given if personally delivered, or sent by overnight express courier, or sent by United States mail, registered or certified, return receipt requested, postage prepaid, to the address set forth hereunder or to such other address as the other party hereto may designate in written notice transmitted in accordance with this provision. If either overnight express courier or United States mail delivery is not available or delivery is uncertain, then notices may be given by telecopier or by e-mail.

Notice shall be sent to the following addresses:

To the: <Insert Name of Contracting Company> Attention:<Insert Name or Title of Contact> Address: <Insert Address of Contractor> City, State, Zip: Telephone <Insert Phone Number> Facsimile:<Insert Fax Number if available> Email: <Insert Email Address if available> If to the County: Franklin County Animal Care & Control Attention: Director 4340 Tamarack Blvd. Columbus, OH 43229 Telephone: 614-525-3647 Facsimile: 614-525- With a copy to: Franklin County Purchasing Department Attention: Purchasing Director 373 S. High Street, 25th Floor Columbus, OH 43215 Telephone: (614) 525-2402 Facsimile: (614) 525-3144 Email: [email protected]

Section 10.07 Off-Shore Activities

No portion of this Contract may be performed offshore. All services under this Contract shall be performed within the borders of the United States. Any services that are described in the specifications or scope of work that directly pertain to servicing this Contract shall be performed within the borders of the United States. This shall include any back up services for data, back office services and work performed by subcontractors at all tiers.

Section 10.08 Time of the Essence

The time limits and time lines set forth herein are of the essence of this Contract. The Contractor has reviewed and approved all such time limits and time lines and confirms that all such limits are reasonable periods of time for its performance hereunder.

Section 10.09 Offset

The County may set off any amounts the Contractor owes the County under this or other contracts against any payments due from the County to the Contractor under this or any other Contracts with the County.

Section 10.10 Travel Expenses

Any travel that the Contractor requires to perform its obligations under the Contract will be at the Contractor’s expense. The County will pay for any additional travel that it requests only with prior written approval. The County will pay for all additional travel expenses that it requests in accordance with the Public Health travel policy.

Section 10.11 Headings

The headings used in this Contract are for convenience only and will not affect the interpretation of any of the Contract terms and conditions.

Section 10.12 Survivorship

All sections herein relating to payment, confidentiality, Licensing and ownership, indemnification, publicity, construction warranties, limitations of warranties and limitations on damages shall survive the termination of this Contract.

Section 10.13 Business Associate Agreement

Not applicable.

The parties hereto have set their hands and seals or caused this agreement to be executed by the duly authorized

officer or agents on this ___________day of __________________________, 2020.

Franklin County Board of Commissioners: Contractor Name: By: _____________________________ By: _____________________________ Kevin L. Boyce, President

By: _____________________________ John O’Grady, Commissioner By: _____________________________ Erica C. Crawley, Commissioner APPROVED AS TO FORM: APPROVED AS TO FORM: G. Gary Tyak Megan A. Perry-Balonier Prosecuting Attorney Director, Purchasing Department Franklin County, Ohio Franklin County, Ohio

By: ___________________________ By: ___________________________ Assistant Prosecuting Attorney

Date: __________________________ Date: __________________________

* * * * * * * * * * * * * * * * * *

APPENDIX I FRANKLIN COUNTY DRAFT SOFTWARE AS A SERVICE AGREMENT (SAAS)

Iron Mountain Intellectual Property Management

S4198731

• IRON MOUNTAIN Iron Mountain offers records management for both physical and digital media, disaster recovery support, consulting services, and is the leader In intellectual property protection, specializing in technology escrow management, Data backup and recovery and Information destruction. Iron Mountain is committed to delivering responsive and reliable service to meet our customers' needs. Our proven systems and processes ensure that we provide quality and consistent service to our customers. Be sure to visit our website, www.ironmountain.com for more information.

© 2011 Iron Mountain Incorporated. All rights reserved. Iron Mountain and the design of the mountain are registered trademarks and Iron Mountain Connect is a trademark of Iron Mountain Incorporated. All other trademarks and registered trademarks are the property of their respective owners.

i k IRON MOUNTAIN'

" Effecthfe Date . / y . count Number \ ^ $ y ^ ^ ^ Master Deposit Account Number

•Effective Date and Deposit Account Number to be supplied by Iron Mountain only.

Three-Party Master Beneficiary Escrow Service Agreement

1. Intfoductlcm ' This Escrow Service Agreement (the "Agreen>ent'') is entered Into by and between Franklin Countv Board of Commissioners ("Beneflclary"), and by any additional party enrolling as a "Depositor" upon execution ofthe Depositor Enrollment Form attached as Exhibit E to this Agreement and by Iron Mountain Intellectual Property Management, Inc. ("Iron Mountain"). Beneficiary, Depositor, and Iron Mountain may be referred to individually as a "Party" or collectively as the "Parties" throughout this Agreement. (a) The use ofthe term services in this /Agreement shall refer to Iron Mountain services that facilitate the creation, management,

and enforcement of software or other technology escrow accounts as described in Exhibit A attached to this Agreement {"Services"). A Party shall request Services under this Agreement by selecting such Service on Exhibit A upon execution of the Agreement or by submitting a work request for certain Iron Mountain Services ("Work Request") via written instruction or the online portal maintained at the website located at www.ironmountalnconnect.com or other websites owned or controlled by Iron Mountain that are linked to that website (collectively the "Iron Mountain Website").

(b) The Beneficiary and Depositor have, or will have, entered into a license agreement or other agreement ("License /^reement") conveying intellectual property rights to the Beneficiary, and the Parties intend this Agreement to be considered as supplementary to such agreement, pursuant to Title 11 United States [Bankruptcy] Code, Section 365(n).

2. Depositor Responsibllittes and Representations (a) It shall be solely the Depositor's responsibility to: (i) make an initial deposit of all proprietary technology and other materials

covered under this Agreement "Deposit Materiat") to Iron Mountain within thirty (30) days ofthe Effective Date; (ii) make any required updates to the Deposit Material during the Term (as defined below) of this Agreement; and (III) ensure that a minimum of one (1) copy of Deposit Material is deposited with Iron Mountain at all times. At the time of each deposit or update. Depositor will provide an accurate and complete description of all Deposit Material sent to Iron Mountain using the form attached to this Agreement as Exhibit B.

(b) Depositor represents that it lawfully possesses all Deposit Material provided to Iron Mountain under this Agreement and that any current orfuture Deposit Material liens or encumbrances witl not prohibit, limit, or alter the rights and obligations of Iron Mountain under this Agreement. Depositor warrants that with respect to the Deposit Materiat, Iron Mountain's proper administration of this Agreement will not violate the rights of any third parties.

(c) Depositor represents that all Deposit Material is readable and useable in its then current form; if any portion of such Deposit Material is encrypted, the necessary decryption tools and keys to read such material are deposited contemporaneously.

3. Beneficiarv Resoonslbilltles and Representations (a) Beneficiary acknowledges that, as between Iron Mountain and Beneficiary, Iron Mountain's obligation is to maintain the.

Deposit Material as delivered by the Depositor and that, otherthan Iron Mountain's inspection of the Deposit Material (as described in Section 4) and the performance of any of the optional verification Services listed in Exhibit A, Iron Mountain has no other obligation regarding the completeness, accuracy, or functionality of the Deposit Material.

(b) It shall be solely the Beneficiary's responsibility to monitor whether a deposit or deposit update has been accepted by Iron Mountain.

4. Iron Mountain Responsibilities and Representations (a) Iron Mountain agrees to use commercially reasonable efforts to provide the Sen/ices requested by Authorized Person(s) (as

identified in the "Authorized Person(s)/NoticesTable" below) representing the Depositor or Beneficiary in a Work Request. Iron Mountain may reject a Work Request (in whole or in part) that does not contain all required Information at any time upon notification to the Party originating the Work Request.

(b) Iron Mountain will conduct a visual inspection upon receipt of any Deposit Material and associated Exhibit B. If Iron Mountain determines that the Deposit Material does not match the description provided by Depositor represented In Exhibit B, Iron Mountain will notify Depositor of such discrepancy.

(c) Iron Mountain wili provide notice to the Beneficiary of all Deposit Material that is accepted and deposited into the escrow account under this Agreement. Unless Depositor or Beneficiary submits a Work Request for "Deposit Tracking Notification" as described in Exhibit A Iron Mountain shall not have any obligation to prompt the Depositor to make a deposit, nor shall it have an obligation to notify the Beneficiary of the Depositor's failure to make a deposit or deposit update. Nolwithstanding the

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forgoing, either Depositor or Beneficiary may obtain Infomiation regarding deposits or deposit updates upon request or through the Iron Mountain Website.

(d) Iron Mountain will follow the provisions of Exhibit C attached to this Agreement in administering the release of Deposit Material.

(e) Iron Mountain will hold and protect Deposit Material In physical or electronic vaults that are either owned or under the control of Iron Mountain, unless otherwise agreed to by the Parties.

(f) Upon receipt of written instructions by both Depositor and Beneficiary, Iron Mountain will permit the replacement or removal of previously submitted Deposit Material. The Party making such request shall be responsible for getting the other Party to approve the joint instructions. Any Deposit Material that is removed from the deposit account will be either returned to Depositor or destroyed in accordance with Depositor's written instructions.

(g) Should transport of Deposit Material be necessary for Iron Mountain to perform Services requested by Depositor or Beneficiary under this Agreement or following the termination of this Agreement, Iron Mountain witl use a commercially recognized overnight carrier such as Federal Express or United Parcel Service. Iron Mountain will not be responsible for any loss or destruction of, or damage to, such Deposit Material while in the custody of the common carrier.

5. Deposit Material Verification (a) Beneficiary may submit a verification Work Request to Iron Mountain for one or more ofthe Sen/ices defined in Exhibit A

attached to this Agreement and Depositor consents to Iron Mountain's performance of any level(5) of such Services. Upon request by Iron Mountain and in support of Benefidary's request for verification Services, Depositor shall promptly complete and return an escrow deposit questionnaire and reasonably cooperate with Iron Mountain by providing reasonable access to its technical personnel whenever reasonably necessary.

(b) The Parties consent to Iron Mountain's use of a subcontractor to perform verification Services. Such subcontractor shall be bound by the same confidentiality obligations as Iron Mountain and shall not be a direct competitor to either Depositor or Benefidary. Iron Mountain shall be responsible for the delivery of Services of any such subcontractor as if Iron Mountain had performed the Services. Depositor warrants and Beneficiary warrants that any material it supplies for verification Sen/ices is lawful, does not violate the rights of any third parties and is provided with all rights necessary for Iron Mountain to perform verification of the Deposit Material.

(c) Iron Mountain will work with a Party who submits any verification Work Request for Deposit Material covered under this Agreement to either fulfill any standard verification Services Work Request or develop a custom Statement of Work ("SOW"). Iron Mountain and the requesting Party will mutually agree in writing to an SOW on terms and conditions that include but are not liirjlted to: description of Deposit Material to be tested; description of verification testing; requesting Party responsibilities; Iron Mountain responsibilities; Service Fees; invoice payment instructions; designation ofthe paying Party; designation of authorized SOW representatives for both the requesting Party and Iron Mountain with name and contact information; and description of any final deliverables prior to the start of any fulfillment activity. Provided that the requesting Party has identified in the verification Work Request or SOW that the Deposit Material is subject to the regulations of the International Traffic in Arms Regulations (22 CFR 120)(hereinafter "ITAR"), Iron Mountain shall ensure that any subcontractor who is granted access to the Deposit Material for the performance of verification Services shali be a U.S. Person as defined in 8 U.S.C. 1101[a)(20) or who is a protected person as defined in 8 U.S.C. 1324b(a)(3). After the start of fulfillment activity, each SOW may only be amended or modified In writing with the mutual agreement of both Parties, in accordance with the change control procedures set forth In the SOW. Ifthe verification Services extend beyond those described in Exhibit A, the Depositor shall be a necessary Party to the SOW governing the Services.

6. Payment The Party responsible for payment designated in the Paying Party Billing Contact TableCPaying Party") shall pay to Iron Mountain all fees as set forth in the Work Request ("Service Fees"). All Service Fees are due within thirty (30) calendar days from the date of invoice in U.S. currency and are non-refundable. Iron Mountain may update Service Fees with a ninety (90) calendar day written notice to the Paying Party during the Term of this Agreement (as deflned below). The Paying Party is liable for any taxes (other than Iron Mountain income taxes) related to Services purchased under this Agreement or shall present to Iron Mountain an exemption certificate acceptable to the taxing authorities. Applicable taxes shall be billed as a separate Item on the invoice. Any Sen/Ice Fees not collected by Iron Mountain when due shall bear interest until paid at a rate of one percent (1%) per month (12% per annum) or the maximum rate permitted by law, whichever Is less. Notwithstanding the non-performance of any obligations of Depositor to deliver Deposit Material under the License Agreement or this Agreement, Iron Mountain is entitled to be paid all Sen/ice Fees that accrue during the Term ofthis Agreement.

7. Term and Termination ^ (a) The term of this Agreement is for a period of one (1) year from the Effective Date ("Initial Term") and will automatically renew

for additional one (1) year terms ("Renewal Term") (collectively the "Term"). This Agreement shall continue in full force and effect until one of the following events occur: (i) Depositor and Beneficiary provide Iron Mountain with sixty (60) days' prior written joint notice of their Intent to terminate this Agreement; (ii) Beneficiary provides Iron Mountain and Depositor with sixty (60) days' prior written notice of its Intent to terminate this Agreement; (iii) the Agreement terminates under another provision of this Agreement; or (Iv) any time after the Initial Term, Iron Mountain provides sixty (60) days' prior written notice to the Depositor and Beneficiary of Iron Mountain's intent to terminate this Agreement. The Effective Date and the Deposit Account

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Number shall be supplied by Iron Mountain only. The Effective Date supplied by Iron Mountain and specified above shall be the date Iron Mountain sets up the escrow account.

(b) Unless the express terms of this Agreement provide otherwise, upon termination of this Agreement, Iron Mountain shall return physical Deposit Material to the Depositor and erase electronically submitted Deposit Material. If reasonable attempts to return the physical Deposit Material to Depositor are unsuccessful, Iron Mountain shall destroy the Deposit Material.

(c) In the event of the nonpayment of undisputed Service Fees owed to Iron Mountain, Iron Mountain shatl provide all Parties to this Agreement with written notice of Iron Mountain's intent to terminate this Agreement. Any Party to this Agreement shall have the right to make the payment to Iron Mountain to cure the default. If the past due payment is not received in full by Iron Mountain within thirty (30) calendar days of the date of such written notice, then Iron Mountain shall have the right to terminate this Agreement at any time thereafter by sending written notice to all Parties. Iron Mountain shall have no obligation to perform'.the Services under this Agreement (except those obligations that sun/ive termination of this Agreement, which includes the confidentiality obligations in Section 10) so long as any undisputed Sen/ice Fees due Iron Mountain under thisAgreement remain unpaid.

8. Infringement Indemnification Anything in this Agreement to the contrary notwithstanding. Depositor at its own expense shall defend, indemnify and hold Iron Mountain fully harmless against any claim or action asserted against Iron Mountain (specifically including costs and reasonable attorneys' fees associated with any such claim or action) to the extent such claim or action is based on an assertion that Iron Mountain's administration of this Agreement infringes any patent, copyright, license or other proprietary right of any third party. When Iron Mountain has notice of a daim or action, it shali promptly notify Depositor in writing. Depositor may elect to control the defense of such claim or action or enter into a settlement agreement, provided that no such settlement or defense shall indude any admission or implication of wrongdoing on the part of Iron Mountain without Iron Mountain's prior written consent, which consent shall not be unreasonably delayed or withheld. Iron Mountain shall have the right to employ separate counsel and participate in the defense of any claim at its own expense.

9. Warranties IRON MOUNTAIN WARRANTS ANY AND ALL SERVICES PROVIDED HEREUNDER SHALL BE PERFORMED IN A COMMERCIALLY REASONABLE MANNER CONSISTENT WITH INDUSTRY STANDARDS. EXCEPT AS SPECIFIED IN THIS SEatON, ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPUED WARRANTIES OR CONDITIONS OF MERCHANTABIUTY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW. AN AGGRIEVED PARTY MUST NOTIFY IRON MOUNTAIN PROMPTLY UPON LEARNING OF ANY CLAIMED BREACH OF ANY WARRANTY AND, TO THE EXTENT ALLOWED BY APPLICABLE LAW, SUCH PARTTS REMEDY FOR BREACH OF THIS WARRANTY SHALL BE SUBJECTTO THE UMITATION OF LIABILITY AND CONSEQUENTIAL DAMAGES WAIVER IN THIS AGREEMENT. THIS DISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE.

10. Confidential Information Iron Mountain shall have t|ie obligation to implement and maintain safeguards designed to protect the confidentiality ofthe Deposit Material and use at least the same degree of care to safeguard the confidentiality of the Deposit Material as It uses to protect its own confidential information, but in no event less than a reasonable degree of care. Except as provided in this Agreement Iron Mountain shall not use or disclose the Deposit Material. Iron Mountain shatl not disclose the terms of this Agreement to any third party other than Its financial, technical, or legal advisors, or its administrative support service providers. Any such third party shall be bound by the same confidentiality obligations as tron Mountain. If Iron Mountain receives a subpoena or any other order from a court or other judicial tribunal pertaining to the disclosure or release ofthe Deposit Material, Iron Mountain will promptly notify the Parties to this Agreement unless prohibited by law. After notifying the Parties, Iron Mountain may comply in good faith with such order. It shall be the responsibility of Depositor or Benefidary to challenge any such

• order; provided, however, that Iron Mountain does not waive its rights to present its position with respect to any such order. Iron Mountain will cooperate with the Depositor or Beneficiary, as applicable, to support efforts to quash or limit any subpoena, at such Part/s expense.

11. Umitation of Liability EXCEPT FOR: (1) LIABILITY FOR DEATH OR BODILY INJURY; (II) PROVEN GROSS NEGLIGENCE OR WILLFUL MISCONDUa; OR (III) THE INFRINGEMENT INDEMNIFICATION OBLIGATIONS OF SECTION 8, ALL OTHER LIABILITY RELATED TO THIS AGREEMENT, IF ANY, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGUGENCE) OR OTHERWISE, OF ANY PARTY TO THIS AGREEMENT SHALL BE UMITED TO THE AMOUNT EQUAL TO ONE YEAR OF FEES PAIO TO IRON MOUNTAIN UNDER THIS AGREEMENT. IF CLAIM OR LOSS IS MADE IN RELATION TO A SPECIFIC DEPOSIT OR DEPOSITS, SUCH UABILITY SHALL BE UMITED TO THE FEES RELATED SPECIFICALLY TO SUCH DEPOSITS. ;

12. Conseouential Damages Waiver IN NO EVENT SHALL ANY PARTV TO THIS AGREEMENT BE UABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOST PROFITS, ANY COSTS OR EXPENSES FOR THE PROCUREMENT OF SUBSTITUTE SERVICES (EXCLUDING SUBSTITUTE ESCROW SERVICES), OR ANY OTHER INDIRECT DAMAGES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EVEN IF THE POSSIBILITY THEREOF MAY BE KNOWN IN ADVANCE TO ONE OR MORE PARTIES.

i

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13. General (a) Purchase Orders. In the event that the Paying Party issues a purchase order or other Instrument used to pay Sen/Ice Fees to

Iron Mountain, any terms and conditions set forth in the purchase order which constitute terms and conditions which are in addition to those set forth In this Agreement or which establish confiicting terms and conditions to those set forth in this Agreement are expressly rejected by Iron Mountain.

(b) Rightto Make Copies. Iron Mountain shall have the right to make copies of all Deposit Material as reasonably necessary to perform the Services. Iron Mountain shall copy all copyright, nondisclosure, and other proprietary notices and titles contained on Deposit Material onto any copies made by Iron Mountain. Any copying expenses incurred by Iron Mountain as a result of a Work Request to copy will be borne by the requesting Party. Iron Mountain may request Depositor's reasonable cooperation In promptly copying Deposit Materia! in order for Iron Mountain to perform this Agreement.

(c) Choice of Law. The validity, Interpretation, and performance of this Agreement shall be construed under the laws of the Commonwealth of Massachusetts, USA, without giving effect to the principles of confiicts of laws.

(d) Authorized Person(s): Depositor and Beneficiary must each authorize and designate one person whose actions will legally bind such Party ("Authorized Person" who shall be identified in the Authorized Person(s) Notices Table of this Agreement or such Party's legal representative) and who may manage the Iron Mountain escrow account through the Iron Mountain website or written instruction. Depositor and Beneficiary warrant that they shall maintain the accuracy of the name and contact information of their respective designated Authorized Person during the Term of this Agreement by providing Iron Mountain with a written request to update its records for the Party's respective Authorized Person which includes the updated information and applicable deposit account number(s).

(e) Rieht to Relv on Instructions. With respect to release of Deposit Material or the destruction of Deposit Material, Iron Mountain shall rely on Instructions from a Party's Authorized Person. In all other cases, Iron Mountain may act in reliance upon any instruction, instrument, or signature reasonably believed by Iron Mountain to be genuine and from an Authorized Person, officer, or other employee of a Party. Iron Mountain may assume that such representative of a Party to this Agreement who gives any written notice, request, or instruction has the authority to do so. Iron Mountain will not be required to inquire into the truth of, or evaluate the merit of, any statement or representation coniained in any notice or document reasonably believed to be from such representative.

(f) ForceMajeure. No Party shall be liable for any delay or failure in performance due to events outside the defaulting Party's reasonable control, Including without limitation acts of God, strikes, riots, war, acts of terrorism, fire, epidemics, or delays of common carriers or other circumstances beyond its reasonable control. The obligations and rights ofthe excused Party shall be extended on a day-to-day basis for the time period equal to the period of the excusable delay.

(g) Notices. Iron Mountain shall have the right to rely on the last known address provided by each the Depositor and Benefician' for Its respective Authorized Person and Billing Contact as set forth in this Agreement or as subsequently provided as an update to such address. All notices regarding Exhibit C (Release of Deposit Material) shall be sent by commercial express mail or other commercially approprjate means that provide prompt delivery and require proof of delivery. All other correspondence, including but not limited to invoices and payments, may be sent electronically or by regular mail. The Parties shall have the right to rely on the last known address of the other Parties. Any correctly addressed notice to the last known address of the other Parties, that is refused, undaimed, or undeliverable shall be deemed effective as of the first date that said notice was refused, unclaimed, or deemed undeliverable by electronic malt, the postal authorities, or commercial express mail.

(h) No Waiver. No waiver of any right under this Agreement by any Party shall constitute a subsequent waiver of that or any other right under this Agreement.

(i) Assignment. No assignment of this Agreement by Depositor or Beneficiary or any rights or obligations of Depositor or Beneficiary under this Agreement is permitted without the written consent of Iron Mountain, which shall not be unreasonably withhetd or delayed. Iron Mountain shall have no obligation in performing this Agreement to recognize any successor or assign of Depositor or Beneficiary unless Iron Mountain receives clear, authoritative and condusive written evidence of the change of Parties.

[)) Severabilitv. In the event any ofthe terms of this Agreement become or are declared to be illegal or othenwise unenforceable by any court of competent jurisdiction, such term{s) shall be null and void and shall be deemed deleted from this Agreement. All remaining terms of this Agreement shatl remain in full force and effect.

(k) Independent Contractor Relationship. Depositor and Beneficiary understand, acknowledge, and agree that Iron Mountain's relationship with Depositor and Beneficiary will be that of an independent contractor and that nothing in this /Agreement is intended to or should be construed to create a partnership, joint venture, or employment relationship.

(I) Attorneys' Fees. Any costs and fees incurred by Iron Mountain in the performance of obligations imposed upon Iron Mountain solely by virtue of its role as escrow service provider including, without limitation, compliance with subpoenas, court orders, discovery requests, and disputes arising solely between Depositor and Beneficiary, including, but not limited to, disputes concerning a release ofthe Deposit Material shall, unless adjudged othenwise, be divided equally and patd by Depositor and Beneficiary.

(m) No Agency. No Party has the right or authority to, and shall not, assume or create any obiigation of any nature whatsoever on behalf of the other Parties or bind the other Parties in any respect whatsoever,

(n) Disputes. Any dispute, difference or question arising among any of the Parties concerning the construction, meaning, effect or implementation of this Agreement or the rights or obligations of any Party will be submitted to, and settled by arbitration by a

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single arbitrator chosen by the corresponding Regional Office of the American Arbitration Association In accordance with the Commercial Rules ofthe American Arbitration Association. The Parties shall submit briefs of no more than 10 pages and the arbitration hearing shall be limited to two (2) days maximum. Arbitration will take place in Boston, Massachusetts, USA. Any court having jurisdiction over the matter may enter judgment on the award of the arbitrator. Service of a petition to confirm the arbitration award may be made by regular mail or by commercial express mail, to the attorney for the Party or, if unrepresented, to the Party at the last known business address.

(o) Interpleader. Anything to the contrary notwithstanding, in the event of any dispute regarding the interpretation ofthis Agreement, or the rights and obligations with respect to the Deposit Material in escrow or the propriety of any action contemplated by Iron Mountain hereunder, then Iron Mountain may, in its sole discretion, file an interpleader or similar action in any court of competent jurisdiction to resolve any such dispute.

(p) Regulations. Depositor and Beneficiary are responsible for and warrant, to the extent oftheir individual actions or omissions, compliance with all applicable laws, rules and regulattons, including but not limited to: customs laws; import; export and reexport laws; and government regulations of any country from or to which the Deposit Material may be delivered in accordance with the provisions of.thls Agreement. Depositor represents and warrants that the establishment of a deposit account containing ITAR regulated Deposit Material for the Beneficiary, and tron Mountain's subsequent release of such Deposit Material under the terms of this Agreement will be lawful under any applicable U.S. export control regulattons and laws, including ITAR. Conversely, Depositor shall refrain from establishing a deposit account containing ITAR regulated Deposit Material for the Beneficiary if the release of such Deposit Material to the Beneficiary, under the terms of this Agreement, would be In violation of any applicable U.S export control regulations and laws, Induding ITAR. With respect to Deposit Material containing personal information and data, Depositor agrees to (1) procure all necessary consents in relation to personal information and data; and (ii) othenwise comply with all applicable privacy and data protection laws as they relate to thesubject matter of this Agreement. Iron Mountain is responsible for and warranis, to theextent of their individual actions or omissions, compliance with all applicabte laws, rules and regulations to the extent that it is directly regulated by the law, rule or regulation and to the extent that it knows or has been advised that, as a result of this Agreement, its activities are subject to the law, rule or regulation. Notwithstanding anything in this Agreement to the contrary, if an applicable law or regulation exists or should be enacted which is contrary to the obligations imposed upon Iron Mountain hereunder, and results in the activities contemplated hereunder unlavkrful. Depositor and/or Benefidary will notify Iron Mountain and Iron Mountain will be relieved of its obligations hereunder unless and until such time as such activity is permitted.

(q) No Third Partv Rights. This Agreement is made solely for the benefit of the Parties to this Agreement and their respective permitted successors and assigns, and no other person or eniity shall have or acquire any right by virtue of this Agreement unless otherwise agreed to by all of the Parties.

(r) Entire Aereement. The Parties agree that this Agreement, which includes ail attached Exhibits and all valid Work Requests and SOWS submitted by the Parties, is the complete agreement between the Parties concerning the subject matter of this Agreement and replaces any prior or contemporaneous oral or written communications between the Parties. There are no conditions, understandings, agreements, representations, or warranties, expressed or implied, which are not specified in this Agreement. Each of the Parties warrant that the execution, delivery, and performance of this Agreement has been duly authorized and signed by a person who meets statutory or other binding approval to sign on behalf of its organization as named in this Agreement. This Agreement may be modified only by mutual written agreement of all the Parties.

(s) Counteroarts. This Agreement may be executed electronically in accordance wilh applicable law or In any number of counterparts, each of which shall be an original, but all of which togelher shall conslitute one Instrument.

(t) Survival. Sections 7 (Term and Termination), 8 (infringement Indemnification), 9 (Warranties), 10 (Confidenliai Informaiion), 11 (Limitation of Liability), 12 (Consequential Damages Waiver), and 13 (General) of this Agreement shall sun/ive termination of this Agreement or any.Exhibil attached lo this Agreement.

(the remainder of this page is left Intentionally blank - signature page follows)

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IN WITNESS WHEREOF, the Parties have duly executed this Agreement as of the Effective Date by their auihorized representatives:

BENEFICIARY

Signature

Print Name ICenneth N Wil.snn Title r.niinly A rim ini.it rai nr

Date

IRON MOUNTAIN

INTELLECTUAL PROPERTY MANAGEMEfiT, INC.

Signature f InTTn ^Vntfi

Print Name t jonn iroul Title iviar]aqer, uontracis Date

Provide the name and coniact information ofthe Authorized Person under this Agreement. Please complete all information as

Benefidary Authorized Person/Notices Table (Reauired information)

Print Name Jeffrey Nelson

Title pirector, Information Technology

Email Address Jlnelson@frankllncounyohio,gov

Street Address 373 S. High St., 18* rioor

City Columbus

State/Province OH

Postal/Zip Code 43215

Phone Number 614-525-3930

Fax Number 614-S25-4071

Approved as to 1PM Operational Content: Iron Mountain Operations

NarfffTJohD Stysiinger, Contrscls Specialtit oate: July 1*, 2015

address sel forth below. Incomplete Information may result in a delay of processing.

Paying Party Billing Contart Information Table (Reauired Information)

Please provide the name and contact information of the Billing Contact for the Paying Parly under this Agreement. All Invoices will be sentto this Individual at the address set forth betow. Incomplete information may result in a delay of processing.

Company Name

Print Name

Title i

Email Address

Street Address

City

State/Province

Postal/Zip Code

Phone Number

Fax Number

Purchase Order #

APPROVED AS TO FORM:

RON O'BRIEN PROSECUTING ATTOBNEY

Assistant Prosecuting Attorney

IRON MOUNTAIN INTELLECTUAL PROPERTV MANAGEMENT, INC. Atl notices should be sent to ipmcllentservices^ironmountain.com OR Iron Mountain Intellectual Property Management, Inc., Attn: Client Services, 2100 Norcross Parkway, Suite 150, Norcross, Georgia, 30071, USA. Telephone: 800-875-5569. Facsimile: 770-239-9201

M3P_B.US/IPM/01.01.15 ©2015 tron Mountain Incorporated Page 6 of 12

Exhibit A Escrow Services Fee Schedule - Work Request

Deposit Account Number

Service Service Description - Three-Party Masler Beneficiary Escrow Service Agreement All services are listed below. Check the requested service and submit a Work Request to iron Mountain for services requested

after agreement signature.

One-Time Fees

Annual Fees

~ S Setup Fee (RBqulred)

Beneflclary Fee (Required)

Iron Mountain will setup a new escrow deposit account using a standard escrow agreemerrt.

Iron Mountain will fulfill a Work Request to add a Beneficiary to an escrow deposit accoum and manage account access rights. • Beneficiary will have access to Iron Mountain Connect'" Escrow Managemenl Center for secure online account management, submission of electronic Work Requests, and communication of status.

$2,550

$825

• Deposit Account Fae

Iron Mountain will set up one deposit account to manage and administrate access to Deposit Material to be secured in a controlled storage environment Iron Mountain wil! provide account services that Indude unlimited deposits, electronic vaulting, access to Iron Mountain Connect™ Escrow Management Center for secure online account management, submission of electronic Work Requests, and communication of status. Release of deposit material Is also included in the annual fee. An oversiie fee of $200 USD per 1.2 cubic foot wilt be charged for deposits that exceed 2.4 cubic feet.

$1,100

• Additional Deposit Account and Beneficiary Enrollment

iron Mountain will set up one additional deposit account to manage and administrate access to new Deposit Material to be secured in a controlled storage environment In accordance with the Agreement that governs the Initial Deposit Account. Iron Mountain will fulfill a Work Request to add a new Beneficiary to an escrow deposit account in accordance with the sen/Ice description above and the Agreement

$1,925

" n f <« List Report

Iron Mountain will perform a File List Test which indudes a Deposit Material media readability analysis, a file listing, a file dassification table, virus scan outputs, and confirmation of the presence or absence of a completed escrow deposit questionnaire. A final report will be sent to the requesting Party regarding the Deposit Material. Deposit must be provided on CD, DVD-R, or deposited electronically.

$2,500 N/A

" • l e v e l J Inventory and Analysis Teat

Iron Mountain will perfomi an Inventory and Analysis Test on the initial deposit which Includes the outputs ofthe File Usting test Identifying the presence/absence of bulld, setup and design documenution (Including the presence or absence of a completed escrow deposit questionnaire), and identifying materials required to recreate the Depositor's application development and production environments. Output includes a report that Inciudes compile and setup documentation, file dassification tables and file listings. The report will list required software development materials, induding, without limitatkin, required source code languages and compilers, third-party software, libraries, operating systems, and hardware, and Iron Mountain's analysis of the deposit. A final report will bc sent to the requesting Party regarding the Deposit Material.

$5,000 or based on SOW If custom work

required

N/A

• Deposit Tracking

At least semi-annually, Iron Mountain wiil send a ranlnder to Depositor to update Deposit Matenal. Thereafter, Beneficiary will be notified of last deposit.

N/A $450

XJoual Vaulting

Iron Mountain will fulfill a Work Request to store and manage a redundant copy of the Deposit Materiat in one (1) additional location. All Deposit Material (original and copy) must be provided by the Depositor,

N/A $500

Q Remote Vaulting

Iron Mountain will fulfill a Work Request to store and manage the Deposit Material In a remote location, designated by the dient outside of Iron Mountain's primary escrow vaulting tocation. All Deposit Material (original and copy) must be provided by the Depositor.

N/A $500

~]!!!] Custom Contract Fee

Custom contrads are subject to the Custom Contract Fee, whlct) covers the review and processing of custom or modified contracts. _. ,. ——

$750 fJ/A

Additional Verification Services (Fees based an Statement of Work)

Level 2 Deposit Compile Test

Iron Mountain will fulfill a Statement of Work (SOW) to perform a Deposit Compile Test which Indudes the outputs ofthe level 1 - Inventory and Analysis Test plus recreating the Depositor's software development environment compiling source files and modules, linking libraries and recreating executable code, providing a passyfal! determination, and creation of comprehensive compilation documentation with a final report sent to the Paying Party regarding the Deposit Material. The requesting Party and Iron Mountain will agree on a custom SOW prior to the start of fulfillment A completed escrow deposit questionnaire Is required for execution of this test.

lAvel 3 Binary Comparison Test

iron Mountain will fulfill a Statement of Work (SOW) to perform one Binary Comparison Test - Binary Comparison, which indudes the outputs of the Level 2 test, a comparison of the executable files built from the Deposit Compile Test to the actual executable files in use bythe Beneflclary to ensure a full binary-level match, with a final report sent to the Requesting Party regarding the Deposit Material, The Paying Party and iron Mountain will agree on a custom SOW prior to the start of futfillment A completed escrow deposit questionnaire is required for execution of this test.

leveU Full Usability Test

Iron Mountain will fulfill a Statement of Work (SOW) to perform one Deposit Usability Test - Full Usability, which includes which Indudes the outputs ofthe Level 1 and Level 2 tests [if applicable). Iron Mountain will confirm that the deposited applKation can be setup, installed and configured and, when installed, will execute functional tests, based on pre-determined test scripts provided by the Parties, and create comprehensive setup and Installation documentation. A final report will be sent to the Paying Party regarding the Deposit Material, The Paying Party and Iron Mountain will agree on a custom SOW priorto the slart of fulfillment. A completed escrow deposit questionnaire Is required for execution ofthis test.

M3P_B.US/1PM/01.01.15 ©2015 Iron Mountain Incorporated Page 7 of 12

Pursuant to the Agreement, the undersigned hereby issues this Work Request for performance of the 5ervice(s) selected above.

Paying Party - For Future Work Request Use Only

Paying Party Name

Signature

Print Name

Title

Date

I R O N M o u n t I A I N I P H t l L t t l U A L f K U K t u i i i v i M n M U C i T i c i i i , i m . .

All Work Requests should be sent to iamdlentservlcesfflironmountain.com OR Iron Mountain Intellectual Property Management Inc., Attn: Client Services, 2100 Norcross Parkway, Suite 150, Norcross, Georgia, 30071, USA. Telephone: 800-875-5669. Facsimile: 770-239-9201

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Exhibit B Deposit Material Description

(This document must accompany each submission of Deposit Material)

Company Name Deposit Account Number

Deposit Name Deposit Version

(Deposit Name will appear In account history reports)

Deposit Media

Media Type Quantity Media Type Quantity

CD-ROM / DVD • USB Drive

DLT Tape 1 J Documentation

DAT Tape (4mm/8mm) n Hard Drive/CPU

LTO Tape ^ Circuit Board

Other (please describe below);

Total Size of Transmission (specify in bytes)

of Files # of Folders

~ n Electronic Deposit

Deposit Encryption (Please check either "Yes" or "No" below and complete as appropriate) Is the media orare any of the files encrypted? Qves or D No If yes, please include any passwords and decryption tools description beiow. Please also deposit all necessary encryption software

Encryption tool name Version

Hardware required

Software required

Other required Information

~ U ' certify for Depositor that the above described Deposit Material has been transmitted electronically or sent via commercial express mail carrier to Iron Mountain at the address below.

Q Iron Mountain has Inspected and accepted the above described Deposit Material either electronically or physically. Iron Mountain wiil notify Depositor of any discrepancies.

Print Name Name

Date Date

Email Address

Telephone Number

Note: If Depositor Is physically sending Deposit Material to tron Mountain, please label all media and mall all Deposit Material with the appropriate Exhibit B via commercial express carrier to the following address:

Iron Mountain Intellectual Property Management, Inc. Attn: Vault Admmistration 2100 Norcross Parkway, Suite 150 Norcross, GA 30071 Telephone: 800-875-5669 Facsimile: 770-239-9201

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Exhibit C Release of Deposit Material

Master Deposit Account t^umber fy^ ^ J'C^

Iron Mountain will use the following procedures to process any Beneficiary Work Request to release Deposit Material. All notices under this Exhibit C shall be sent pursuanl to the terms of Section 13(g) Notices.

1. Release Conditions. Depositor and Beneficiary agree that a Work Requesl for the release of the Deposit Material shall be based solely on one or more ofthe following conditions (defined as "Release Conditions"):

(I) Depositor's breach oflhe License Agreemenl or olher agreement beiween the Depositor and Beneflclary regulating the use of the Deposit Malerial covered under this Agreement; or

(II) Failure ofthe Depositor to funciion as a going concem or operate in the ordinary course; or (lli) Depositor Is subjectto voluntary or involuntary bankruptcy.

1, Release Work Request. A Beneficiary may submit a Work Requesl to Iron Mountain lo release the Deposit Material covered under this Agreement. To the extent that the Deposit Malerial is subject to applicable U.S, export control regulations and taws, including ITAR, the Beneficiary Work Request to release the Deposit Material must include Beneficiary's certification that such release would be compliant with the applicable U.S. export control regulations and laws, including ITAR. Iron Mountain will send a writlen nolice of this Beneficiary Work Request within five (S) business days to the Depositor's Authorized Person. •

3. Contrary Instructions. From the date Iron Mounlain malls written notice of the Beneficiary Work Request to release Deposit Material covered under this Agreemenl, Depositor's Auihorized Person shall have ten (10) business days to deliver to Iron Mountain contrary instructions. Contrary instructions shall mean the written representation by Depositor lhat a Release Condition has nol occurred or has been cured ("Contrary Instructions"). Contrary Instructions shall be on company letterhead and signed by a Depositor Authorized Person. Upon receipt of Contrary Instructions, Iron Mountain shall promptly send a copy to Beneficiary's Authorized Person. Additionally, Iron Mountain shall notify both Depositor and Beneficiary Authorized Persons that there is a dispute to be resolved pursuant lo the Disputes provisions ofthis Agreement. Iron Mountain will continue to store Deposit Material without release pending (i) instructions from Depositor lo release the Deposit Malerial to Beneficiary; or (11) dispute resolution pursuant to the Disputes provisions of this Agreement; or (111) withdrawal of Contrary Instructions from Depositor's Auihorized Person or legal representative; or(iv) receipt of an order from a coun of competent jurisdiction.

4. Release of Deposit Material. If Iron Mountain does not receive limely Conlrary Instructions from a Depositor Authorized Person or written instructions directly from Depositor's Authorized Person to release a copy of the Deposit Malerials to the Beneficiary, Iron Mountain is authorized to release Deposit Material to the Beneficiary or, if more than one Beneflclary is registered to the deposit, to release a copy of Deposit Material to the Beneflclary. Iron Mountain is entitled to receive any undisputed, unpaid Service Fees due iron Mountain from the Parties before fulfilling the Work Request to release Deposit Malerial covered under this /Vgreement. Any Parly may cure a default of payment of Service Fees.

5. Termination of Agreement Upon Release. This/Vgreemenl will lerminate upon the reiease of Deposit Material held by Iron Mountain. For the avoidance of doubt, each enrollment of a,Depositor made by the respective parties signing the Depositor Enrollment Form attached to this Agreement as Exhibit E constitutes and shall be construed as a separate agreement between Iron Mountain, Benefidary and the signing Depositor.

6. RIeht to Use Followinj; Release. Beneficiary has the right under this Agreement to use the Deposit Material for the sole purpose of continuing the benefits afforded to Beneficiary by the License Agreement. Notwithstanding, the Beneficiary shall not have access lo the Deposit Material unless there is a release of the Deposii Maierial In accordance with this Agreement. Beneficiary shall be obligated to maintain the confidentiality of the released Deposit Material.

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Exhibit E Depositor Enrollment Form

Beneficiary and Iron Mountain Intellectual Property Management, Inc. ("Iron Mountain"), hereby acknowledge that Depositor Company Name: is the Depositor referred to in the Escrow Agreement that supports Deposit Account Number: with Iron Mountain as the escrow agent. Depositor hereby agrees to be

bound by all provisions of such Agreement. The last date noted on the signature blocks of this enrollment shall be the Effective Date.

Authorized Person(s) Notices Table

Please provide the name(s) and contact information of the Authorized Person{s) under this Agreement. Please complete all information as applicable. Incomplete information may result in a delay of processing.

DEPOSITOR (Required information) BENEFICIARY (Reauired information)

Print Name Print Name

Title Title

Email Address ^' Email Address

Street Address Street Address

City Cily

State/Province State/Province

Postal/Zip Code Postal/Zip Code

Phone Number Phone Number

Fax Number Fax Number

Paying Party Billing Contact Information Table (Reauired information)

Please provide the name and contact information of the Billing Contact for the Paying Party under this Agreement. All Invoices will be sent to this individual at the address set forth below. Incomplete information may result in a delay of processing.

Company Name

Prinl Name

Title -

Email Address

Street Address

City r;

Stale/Province

Postal/Zip Code

Phone Number

Fax Number

Purchase Order tt


Depositor Enrollment Form Work Request

Please check boxes to order services.

Service Service Description One-Time

Fees

Annual

Fees • Additional Beneficiary

iron Mountain will fulfill a Work Request to add a new Beneflclary to an escrow deposit account and manage account access rights. Beneflclary will have access to Iron Mountain Connect'" Escrow Management Center for secure online account management, submission of electronic Work Requests, and communication of status.

$825

l_J Additional Deposit Account

Iron Mountain will set up one additional deposit account to manage and administrate access to new Deposit Material to be secured In a controlled storage environment in accordance with the Agreement that governs the Initial Deposit Account.

$1,100

• File Ust Report Iron Mountain will perform a File List Test which Includes a Deposit Material media readabliity analysis, a file listing, a file classification table, virus scan outputs, and confirmation of the presence or absence of a completed escrow deposit questionnaire. A final report will be sent to the requesting Party regarding the Deposit Material.. Deposit must be provided on CD, DVD-R, or deposited electronically.

$2,500 N/A

• l e v e l 1-inventory and Analysis Test

Iron Mountain will perform an Inventory and Analysis Test on the Initial deposit which Includes the outputs of the File Listing test. Identifying the presence/absence of build setup and design documentation (Including the presence or absence of a completed escrow deposit questionnaire), and Identifying materials required to recreate the Depositor's application development and production environments. Output includes a report that Includes compile and setup documentation, file classification tables and file listings. The report will list required software development materials. Including, without limitation, required source code languages and compilers, third-party software, libraries, operating systems, and hardware, and Iron Mountain's analysis of the deposit. A final report will be sent to the requesting Party regarding the Deposit Material.

$5,000 or based on sow if

custom work required

N/A

IN WITNESS WHEREOF, the Parties have duly executed this Enrollment as of the Effective Date by their authorized representatives:

DEPOSITOR BENEFICIARY

Signature Signature

Print Name Print Name

Title Title

Date Date

IRON MOUNTAIN

INTELLECTUAL PROPERTY MANAGEMENT, INC.

Signature

Print Name

Title

Date

All notices to Iron Mountain Intellectual Property Management, Inc. should be sent to ipmclientservicestSironmountain.com OR

Iron Mountain Intellectual Property Management, Inc., Attn: Client Services, 2100 Norcross Parkway, Suite 150, Norcross, Georgia,

30071, USA. Tetephone: 800-875-5669. Facsimile: 770-239-9201


APPENDIX I FRANKLIN COUNTY DRAFT SOFTWARE AS A SERVICE AGREMENT (SAAS)

Appendix I

SOFTWARE AS A SERVICE AGREEMENT

This Software as a Service Agreement is made between Vendor and County.

WHEREAS, County selected Vendor to provide certain products and services set forth in the Investment Summary, including providing County with access to Vendor’s proprietary software products, and Vendor desires to provide such products and services under the terms of this Agreement and the Services Contract to which this Agreement is attached;

NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Vendor and County agree as follows:

Section 1 Definitions

• "Agreement" means this Software as a Services Agreement. • "Annual Release" means an annual release of the Vendor Software that combines all of the

patches, content releases, technical improvements, and new features and functions into a single release.

• "County", "you", "your" and similar terms mean Franklin County Board of Commissioners. • "Configuration" means tables and processes to configure the Vendor Software to the County’s

standard without any Customizations or changes to the development code. • "Content Release" means an update to the Vendor Software, released as needed in support of a

client’s implementation. A Content Release is also referred to as a maintenance release and may include resolution of defects under this agreement.

• "Customization" or "Local Enhancement" means any change to the Vendor Software development code requested by the County.

• "Custom Package" means a portion of Vendor's software that delivers custom functionality separate from the core software release, as determined by Vendor. Custom Packages are released outside of the Annual Release timeline, such as to comply with legislative changes.

• "Data" means the County’s information, in any form or format and as stored in any database or entered into any Vendor application, which is necessary to utilize the Vendor Software.

• "Data Storage Capacity" means the contracted amount of storage capacity for your Data identified in the Investment Summary.

• "Defect" means a failure of the Vendor Software to conform tothe Functional Descriptions, or their functional equivalent. As to Defects caused by any third-party vendor utilized by Vendor Software for core functionality, Vendor shall not be subject to the resolution targets set forth in the Support Call Process applicable to such Defect. Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing Functional Descriptions for such future functionality will be set forth in our then-current Documentation.

• "Developer" means a third party who owns the intellectual property rights to Third Party Software.

• "Disaster" means an event that causes an unrecoverable failure of an operations center, such as fire, flood, etc. A system outage does not constitsute a Disaster.

• "Documentation" means any online or written documentation related to the use or functionality of the Vendor Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation.

• "Effective Date" means the last signature date set forth in the signature block. • "Enhancement" or "Update" means any change to the Vendor Software developed by Vendor

to support or maintain the Vendor Software. • "Final Acceptance" means as set forth in the Services Contract.

• "Force Majeure" means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us.

• "Functional Description" means the technical and functional specifications as set forth in Exhibit 1-4 to the Services Contract, and technical and functional specifications for any future enhancements/updates, patches, and customizations.

• "Hosting Solution" means all infrastructure and architecture utilized by Vendor and the Solution Host.

• "Integrations" means the connection of new and existing systems to the Vendor Software to facilitate the exchange of data, developed by Vendor and identified in the Investment Summary.

• "Investment Summary" means the agreed upon cost proposal for the products and services attached to the Services Contract as Exhibit 1.

• "Proper Invoice" is defined as being free of defects, discrepancies, errors, or other improprieties.

• "RPO" or "Recovery Point Objective" means the maximum tolerable period during which your data may be lost, measured in relation to a disaster we declare, said declaration will not be unreasonably withheld.

• "RTO" or "Recovery Time Objective" means the amount of time, after we declare a disaster, within which your access to the Vendor Software must be restored.

• "SaaS Fees" means the fees for the SaaS Services identified in Exhibit 1 to the Services Contract.

• "SaaS Services" means software as a service consisting of system administration, system management, and system monitoring activities that Vendor performs for the Vendor Software, and includes the right to access and use the Vendor Software, receive maintenance and support on the Vendor Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services.

• "Security Breach" means unauthorized access to and acquisition of computerized data that compromises the security or confidentiality of personal information owned or licensed by a person and that causes, reasonably is believed to have caused, or reasonably is believed will cause a material risk of identity theft or other fraud to the person or property of a resident of the State of Ohio, as defined by Ohio law.

• "SLA" means the service level agreement, which details certain responsibilities of the parties related to the Vendor Solution and the Hosting Solution. The SLA is attached hereto as Exhibit A.

• "Software Patches" means an update to the Vendor Software released as necessary to address Defects within the system and may be available to all customers or to remedy a Defect with a Local Enhancement.

• "Solution Host" means the party responsible for providing the hosting environment for the Vendor Software.

• "Statement of Work" means the attachment Section 4.1 of Exhibit 1 to the Services Contract. • "Support Call Process" means the support call processes available to all of our customers who

have access to the Vendor Software. Our current Support Call Process is attached as Tab 1 to Exhibit C.

• "Third Party Terms" means, if any, the end user license agreement(s) or similar terms, as applicable and attached as Exhibit D.

• "Third Party Hardware" means any hardware identified in the Investment Summary or sold to the County pursuant to an addendum to this Agreement.

• "Third Party Products" means the Third Party Software and Third Party Hardware. • "Third Party Software" means any software not developed by Vendor, as identified in the

Investment Summary, and not embedded in the Vendor Software.

• "Vendor Software" means our proprietary software, including any Integrations, Customizations, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement. . The Vendor Software also includes embedded third-party software that we are licensed to embed in our proprietary software and sub-license to you.

• "Vendor Solution" means the Vendor Software and the Hosting Solution on which the software is installed, as designed and implemented by Vendor.

• "Vendor" "we", "us", "our" and similar terms mean Vendor name.

Section 2 SaaS Services

Section 2.01 Rights Granted

Vendor grants to the County the non-exclusive, non-assignable limited right to use the SaaS Services solely for the County’s internal business purposes. The County may permit access to the SaaS Services to partner agencies solely to meet the County’s internal business purposes; provided, however, the County ensures that all partner agencies comply with the terms of this Agreement. The Vendor Software will be made available to the County according to the terms of the SLA. The County acknowledges that Vendor will not ship copies of the Vendor Software as part of the SaaS Services.The County may use the SaaS Services to access updates and enhancements to the Vendor Software, as further described in Sections 3.01-3.03.

Section 2.02 SaaS Fees

(a) SaaS Fees Prior to Final Acceptance

The County agrees to pay Vendor the SaaS Fees as outlined in the Investment Summary for SaaS Services prior to Final Acceptance. Those amounts are payable in accordance with the Investment Summary and the Invoicing and Payment Section below.

(b) SaaS Fees after Final Acceptance

The County agrees to pay Vendor SaaS fees for ongoing SaaS Services after Final Acceptance of the Vendor Solution. Those amounts are payable in accordance with the Invoicing and Payment Section below.

(c) Data Storage Capacity

The SaaS Fees are based on ? terabytes (TB) of Data Storage Capacity. You may add additional data storage capacity for a cost of five hundred dollars ($) per month per TB.

Section 2.03 Ownership

Vendor retains all ownership and intellectual property rights to the SaaS Services, the Vendor Software, and anything developed by us under this Agreement. The County does not acquire under this Agreement any license to use the Vendor Software in excess of the scope and/or duration of the SaaS Services.

The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only.Additionally, as part of any contract with the Solution Host, Vendor and the Solution Host shall agree that (1) prior to the Solution Host terminating any agreement with Vendor based upon Vendor’s default or for cause, the Solution Host shall provide 45 days written notice to the County; and (2) the Solution Host shall allow the County to contract with the Solution Host for the continued use of the Vendor Solution within the then existing Hosting Solution.

The County shall retain all ownership and intellectual property rights to the Data.

Vendor shall enter into a contractual relationship with the Solution Host such that (1) Vendor and the Solution Host indicate that the County has all ownership and intellectual property rights to the Data; and (2) in the event of a termination of this Agreement, the Solution Host shall be responsible for immediately providing the Data to the County.

Escrow Agreement. Vendor agrees to deposit and maintain in escrow an up-to-date copy, as well as the prior version release, of the Vendor Software source code which shall include all updates and Customizations applicable to Franklin County. This source code shall be held by the escrow agent in accordance with the three-party agreement, attached as Exhibit 8 to the Services Contract. So long as the County remains enrolled as a beneficiary and upon satisfaction of the release conditions as set forth in the escrow agreement, the County shall (a) be granted access to the Vendor Software pursuant to the terms of the escrow agreement; and (b) Vendor shall transfer the Hosting account it maintains with the Solution Host under this Agreement, to the County, in accordance with the procedures outlined at: ?. Following the completion of such transfer County acknowledges and understands that it will be required to pay the Solution Host directly for the fees associated with such account and work with the Solution Host to configure various elements of the hosting account, including user accounts and permissions, load balancers, active directors, and SSL certificates.

Section 2.04 Restrictions

The County may not:

(a) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS Services;

(b) license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise commercially exploit or make the SaaS Services, Vendor Software, or Documentation available to any third party other than as expressly permitted by this Agreement.

Section 2.05 Compliance

Example: Vendor’s SaaS Services are audited at least yearly in accordance with the AICPA’s Statement on Standards for Attestation Engagements ("SSAE") No. 18, SOC 1 & SOC 2 Type 2. We have attained, and will maintain, Type II SSAE compliance, or its equivalent. Additionally, services provided by us shall comply with the requirements of the Criminal Justice Information Services (CJIS) Security Policy (current version 5.7, dated August 16, 2018), as it may be amended. Vendor incorporates by reference the terms of the CJIS Security Addendum located at: https://www.fbi.gov/file-repository/cjis-security-policy_v5-7_20180816.pdf/view.. Upon execution of a mutually agreeable Non-Disclosure Agreement ("NDA"), we will provide you with a summary of our AICPA SSAE-18 SOC 1 & SOC 2 compliance report or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which you make a written request, we will provide that same information.

Section 2.06 Architecture

The Solution Host will have fully-redundant telecommunications access, electrical power, and the required hardware to provide access to the Vendor Software. You will be hosted on shared hardware by the designated Solution Host but in a database dedicated to you, which is inaccessible to our other customers. We provide secure data transmission paths from each of your workstations to our servers.

Section 2.07 Recovery

In the event any of your Data has been lost or damaged due to an act or omission of Vendor, the Solution Host, or any subcontractors of either, or due to a defect in Vendor’s Software, we will use best commercial efforts to restore all the Data on servers in accordance with the architectural design’s capabilities and with the goal of minimizing any data loss as greatly as possible. In no case shall the recovery point objective ("RPO") exceed a maximum of two hours from declaration of Disaster. For purposes of this subsection, RPO represents the maximum tolerable period during which your data may be lost, measured in relation to a Disaster we declare, said declaration will not be unreasonably withheld.

In the event we declare a Disaster, our Recovery Time Objective ("RTO") is four hours. For purposes of this subsection, RTO represents the amount of time, after we declare a Disaster, within which your access to the Vendor Software must be restored.

Section 2.08 Disaster Recovery Plan

Prior to the first "Go Live" event as provided in the Services Contract, Vendor will provide to the County a disaster recovery plan, which shall be updated after each go live event and again on the Final Acceptance date. County and Vendor will jointly review and approve the plan. Under the plan, our RTO shall not exceed twelve (12) hours.

Vendor will test the disaster recovery plan no more than once per year, upon receipt of sixty days’ written notice from County, and will provide any information related to the annual disaster recovery testing to the County upon completion. County and Vendor will schedule and execute such a test as mutually agreed.

Section 2.09 Security

(a) Employees

All Vendor employees have undergone criminal background checks. All Vendor employees sign a confidentiality agreement when hired and agree to follow our security policies. Evidence of background checks for all Vendor’s employees providing onsite services or who will have access to the County’s Data will be provided to the County upon County’s written request.

(b) Security Testing and Compliance

Vendor conducts annual penetration testing of both the production network and web application. This penetration test will include testing on the County non-production environment with customizations. We will maintain industry standard intrusion detection and prevention systems to monitor malicious activity in the network and to log and block any such activity. We will provide you with a written or electronic record of the actions taken by us in the event that any unauthorized access to your database(s) is detected as a result of our security protocols. We will undertake an additional security audit, on terms and timing to be mutually agreed to by the parties, at your written request. You may not attempt to bypass or subvert security restrictions in the SaaS Services or environments related to the Vendor Software. Unauthorized attempts to access files, passwords or other confidential information, and unauthorized vulnerability and penetration test scanning of our network and systems (hosted or otherwise) is prohibited without the prior written approval of our IT Security Officer.

We test our disaster recovery plan on an annual basis. Our standard test is not client-specific. Should you request a client-specific disaster recovery test, we will work with you to schedule and execute such a test on a mutually agreeable schedule.

We will be responsible for importing back-up and verifying that you can log-in. You will be responsible for running reports and testing critical processes to verify the returned data. At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request.

(c) Security Breach Response Plan

Vendor shall notify the County within twenty-four (24) hours of any Security Breach of which Vendor becomes aware Vendor will collaborate with the County throughout the incident and will provide updates on remediation every twenty-four (24) hours until the incident is resolved. Upon incident remediation Vendor will provide the County with a full incident report which includes incident timeline from awareness to remediation, method and timing of entry, at risk data, any data manipulation or exfiltration that occurred, remediation actions taken.

Vendor will provide to the County security policies and protocols for the Solution Host, including any updates to such policies and protocols, as such policies and protocols are publicly available.

Section 3 Maintenance and Support

Section 3.01 Obligations

For so long as the County timely pays their SaaS Fees according to the Invoicing and Payment Section, then in addition to the terms set forth in the SLA and the Support Call Process, Vendor will:

(a) perform our maintenance and support obligations in a professional, good, and workmanlike manner, at a minimum consistent with industry standards, to reasonably resolve Defects in the Vendor Software;

(b) perform telephone support during our established support hours;

(c) correct or otherwise cure documented Defects to the then-current Annual Release of Vendor Software made available to the County and the immediately preceeding two Annual Releases;

(d) maintain personnel that are sufficiently trained to be familiar with the Vendor Software, Third Party Software (if any), and Customizations and Vendor-developed Integrations in order to provide maintenance and support services;

(e) notify and make available to the County all Annual Releases, Content Releases, and Patches to the Vendor Software that Vendor makes generally available without additional charge to customers who have a maintenance and support agreement in effect; and

(f) provide non-Defect resolution support of prior Annual Releases of the Vendor Software in accordance with Vendor’s then-current release life cycle policy.

Section 3.02 Remote and Onsite Support

Will vary per vendor: Vendor will use all reasonable efforts to perform support services remotely. Therefore, the County agrees to maintain a high-speed internet connection capable of connecting Vendor to the County PCs, virtual desktops, workstations and other end user devices. The County agrees to provide Vendor with a login account and local administrative privileges as Vendor may reasonably require to perform remote services. Vendor will, at Vendor’s option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols. If Vendor cannot resolve a support issue remotely, Vendor may be required to provide onsite services. In such event, Vendor will be responsible for Vendor’s travel expenses, unless it is determined that the reason onsite support was required was a reason outside Vendor’s control. Any such travel shall be in accordance with the Board of Commissioners’ Travel Policy. Either way, the County agrees to provide Vendor with full and free access to the Vendor Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for Vendor to provide the maintenance and support services, all at no charge to Vendor.

Section 3.03 Restrictions

(a) For the avoidance of doubt, maintenance and support services do not include the following: (1) onsite support (unless Vendor cannot remotely correct a Defect in the Vendor Software, as set forth above); (2) application design; (3) other consulting services; (4) support outside our normal business hours as listed in our then-current Support Call Process; or(5) support of County operating systems or hardware.

(b) Requested services such as those outlined in this section will be billed: (1) during the 12-month period after Final Acceptance, at the rates set forth in the Investment Summary; or (2) following the 12-month period after Final Acceptance, on a time and materials basis, at our then-current rates. The County must provide one-week notice for these services.

Section 3.04 Legislative Change Support

(a) Vendor will provide the County with enhancements or other modifications to the Vendor Software as necessary to comply with enacted statewide legislation, statewide administrative regulation, or statewide changes by the Supreme Court of Ohio for the rules on the governance of

the courts pertaining to: (1) existing reports, exports, or data exchanges; (2) new reports; (3) new data entry fields for state reporting; (4) new fee calculations; (5) new disposition templates; (6) new sentence templates; or (7) new citation templates.

(b) Vendor will use commercially reasonable efforts to implement such changes within the time frames set in the applicable legislation, regulation, or rule, but in any event within the next Annual Release of the Vendor Software. For the avoidance of doubt, Vendor will deliver legislative changes to the Vendor Software in a Custom Package if the availability of the new functionality precedes the Annual Release.

(c) Vendor’s responsibility for legislative change support in each annual term is limited to the number of hours of analysis, post-release data migration, and testing services, at Vendor’s then-current hourly rates, equal to the greater of 10% of the total SaaS Fees paid by all of Vendor’s customers within the State of Ohio during that term or 1,000 hours.

(d) County is responsible for any fees in excess of the applicable limits under Section 3.04(c) above, as well as the cost of any other services required to implement such changes, including, without limitation, training, configuration, project management, or data conversion from external sources. Prior to performing any services under this Section that would result in fees to the County, Vendor will provide County with a change order or addendum.

(e) Vendor’s legislative change support obligations do not apply to services required to support new duties or responsibilities that expand upon the scope of County’s internal business purposes disclosed to us as of the Effective Date.

Section 3.05 Enhancements and Updates

(a) All Enhancements and Updates are available to the County through the Vendor Installation Management System (IMS). The IMS console allows the County to test the software updates in a non-production test environment, then deploy the software updates to the production environment when the County deems it appropriate.

(b) Vendor shall notify the County of all Enhancements and Updates available for the Vendor Software, and shall provide all Enhancements and Updates to the County that Vendor provides to other users of the Vendor Software at no additional charge.

(c) Vendor shall provide Software Patches as are deemed necessary to ensure that the Vendor Software continues to perform consistent with the terms of this Agreement, SLA, and the Support Call Process. As described in Exhibit C, Software Patches shall include commercially reasonable efforts to resolve certain Support Incidents without the need for a Circumvention Procedure with the next published maintenance update or service pack. This shall occur at least quarterly.

(d) If Customizations or Integrations fail to function in accordance with their specific functional description as a result of an Enhancement or Update, Vendor shall cure the Defect such that the intended functionality of the Customization or Integration is restored.

(e) The Enhancements and Updates of the software go through a full regression test prior to release. Vendor provides documentation available on our website and community forums including release notes and patch notes that describe newly developed software features and any functional or technical prerequisites.

(f) If Vendor and the County mutually determine that training for any Enhancements or Updates to the Vendor Software is necessary, Vendor shall provide such training to all users that the County deems necessary at no additional cost to the County; provided the County provides notice within ninety (90) days after the installation of the Enhancements or Updates to the staging environment.

Section 4 Other Professsional Services

Section 4.01 Implementation Services Prior to Final Acceptance

Vendor will provide implementation-related services for the Vendor Solution as itemized in the Investment Summary, in accordance with Section 2 of Exhibit 1 of the Services Contract, and described in the Statement of Work attached as Exhibit 2 of the Services Agreement.

Section 4.02 Other Services

After Final Acceptance of the Vendor Solution, the County may request consulting, design, analysis, project management, programming, or other services, all related to additional Customizations, integrations, configurations, solution hosting, or training for the Vendor Software. Fees for these services are as set forth below, any such series shall require execution of a written modification of the parties.

Section 4.03 Implementation and Professional Services Fees

(a) Fees Related to Implementation Services Through Final Acceptance

You agree to pay us the professional services fees in the amounts set forth in the Investment Summary and in accordance with Section 7 of the Services Contract for all services related to the implementation of the Vendor Software. The Investment Summary contains, and the Statement of Work describes, the scope of services and related costs (including Customization and/or Integration estimates) required for the project based on the documented scope of the project as of the Effective Date. If additional services or work is required, the County and Vendor will follow the change order process as established in Section 8.02 of the Services contract.

(b) Fees for Additional Products and Services Following Final Acceptance

You may purchase additional Vendor products and services, including training or Customizations, at the rates set forth in the Investment Summary for the duration of the project and for a period of twelve (12) months after the final acceptance date. If no rate is provided in the Investment Summary, or those twelve (12) months have expired following completion of the project, the County may purchase additional Vendor products and services at Vendor’s then-current list price. The terms of this Agreement will control any such additional purchase(s), unless otherwise mutually agreed to by the parties, any such additional purchases shall require execution of a written modification of the parties.

Section 4.04 Site Access and Requirements

At no cost to Vendor, the County agrees to provide Vendor with full and free access to County personnel, facilities, and equipment as may be reasonably necessary for Vendor to provide implementation services, subject to any reasonable security protocols or other written policies provided to Vendor as of the Effective Date, and thereafter subject to mutual agreement. The County agrees that it is the County’s responsibility to ensure that the County satisfies the then-current system requirements minimally required to run the Vendor Software

Section 4.05 County Assistance

The County acknowledges that the implementation of the Vendor Software, and the ability to meet project deadlines and other milestones, is a cooperative effort requiring the time and resources of County personnel, as well as Vendor’s personnel. The County agrees to use all good faith efforts to cooperate with and assist Vendor as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes at least the County working with Vendor to schedule the implementation-related services outlined in this Agreement.The parties hereto understand and agree that County shall at all times be allowed to take such reasonable actions necessary to ensure that essential business functions are uninterrupted (list essential business functions).

Section 5 Third Party Products

To the extent there are any Third Party Products identified in the Investment Summary, the Third Party Terms will apply.

The County acknowledges that Vendor may have embedded third-party functionality in the Vendor Software that is not separately identified in the Investment Summary. If that third-party functionality is not separately identified in the Investment Summary, the limited warranty applicable to the Vendor Software applies, and Vendor further warrants that the appropriate Developer has granted Vendor the necessary license to (1) embed the unidentified third-party functionality in the Vendor Software; and (2) sub-license it to the County through this Agreement. The County may receive maintenance and support on such embedded third-party software under this Agreement.

Section 6 Invoicing and Payment; Invoice Disputes

Section 6.01 Invoicing and Payment Prior to Final Acceptance

Vendor will invoice County for implementation services related to the Vendor Solution and SaaS Services in accordance with Section 7 of the Services Contract.

Invoicing and Payment After Final Acceptance. Vendor will invoice County as set forth below:

(a) SaaS Fees

Upon expiration of the initial term, the County’s annual SaaS fees will be as set forth in Section 7.02 below.

(b) Other Vendor Products and Services

Implementation of additional Vendor products, future Customizations, and other professional services shall be billed and invoiced as delivered and approved, at the rates agreed to by the parties in a separate contract or amendment hereto. Requested products and services such as those outlined in this section will be billed: (1) during the 12-month period after Final Acceptance, at the rates set forth in the Investment Summary; or (2) at the conclusion of the 12-month period after Final Acceptance, on a time and materials basis, at Vendor’s then-current rates.

(c) Third Party Products

(i) Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when Vendor makes it available to the County for downloading.

(ii) Third Party Software Maintenance: The first year maintenance for the Third Party Software is invoiced when Vendor makes it available to the County for downloading.

(iii) Third Party Hardware: Third Party Hardware costs, if any, are invoiced upon delivery.

Section 6.02 Invoicing Method

Vendor will submit a Proper Invoice itemizing which deliverables are being billed. Failure to provide a Proper Invoice will be cause for rejection of the invoice with a written notice stating the deficiencies. Payment will be delayed until the deficiencies are corrected and a proper invoice is submitted.

Vendor will be required to submit invoices electronically, by mail, sent by courier, or sent as an attachment to an email to the "bill to" address identified in the purchase orders used to issue orders against this Agreement. Vendor’s Federal Tax Identification Number should appear on all statements and invoices.

Invoice must include the remittance address, Vendor’s address, billing period, and unit cost (must match contract pricing).

Section 6.03 Payment

Payment for undisputed invoices is due within forty-five (45) days from the date the invoice is received. The County will only process an invoice for payment after delivery and acceptance of the ordered supplies or services have been completed or transpired. Franklin County will not pay late fees, interest, or other penalties for later payment, unless otherwise stated. Any entity authorized to utilize this Contract, outside the responsibility of Franklin County, is responsible for all orders, invoices, payment, and / or tracking.

Vendor’s electronic payment information is:

Bank:

Beneficiary: Vendor Name – Operating

Section 6.04 Invoice Disputes

If the County disputes the performance or delivery of any software, service, or product under this Agreement, the County will provide Vendor with written notice within thirty (30) days of the County’s receipt of a proper invoice. The written notice must contain reasonable detail of the disputed issues so that Vendor can confirm the issues and respond to the County’s notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in the County’s notice. Should Vendor’s justification, adjustment, or proposal addressing the issue be insufficient to resolve the dispute, Vendor will work with the County to develop an action plan that outlines reasonable steps to be taken by each of the parties to resolve any issues presented in the County’s notice.

The County may withhold payment of the amount(s) actually in dispute, and only those amounts, until Vendor completes the action items outlined in the plan. If Vendor is unable to complete the action items outlined in the action plan because of the County’s failure to complete the items agreed to be done by the County, and the County does not rectify that failure within a commercially reasonable timeframe after Vendor has notified the County of it, then Vendor may demand immediate full payment of the invoice.

Section 6.05 Failure to Pay

If the County fails to timely pay undisputed invoices, Vendor shall provide written notice of such alleged failure. The County shall cure any late payments within 30 days of receiving said written notice.

Section 6.06 Taxes

Franklin County and the agencies therein responsible for are exempt from all federal, state, and local taxes. Participating Franklin County agencies will not pay any taxes on supplies or services purchased from Vendor,. A tax-exempt certificate will be provided on request to Vendor receiving the award.

Section 7 Term, Renewals, and Termination

Section 7.01 Term

The initial term of this Agreement is five (5) years from the first day of the first month following the Effective Date, unless earlier terminated as set forth below. Prior to the expiration of the initial term of this Agreement, the parties will negotiate a mutually agreeable renewal term.

The annual recurring SaaS Fees in the initial contract shall be based on the annual SaaS Fees following Final Acceptance as set forth in Exhibit 1 of the Service Agreement.

Section 7.02 Renewals

Prior to the expiration of the initial term of this agreement, the parties may negotiate a mutually agreeable renewal term, which renewal terms may not exceed five (5) additional years.

(a) The second 5 year renewal term will begin on the expiration of the initial term of this agreement or the agreement may be extended for up-to 90 days, at the option of the County, to allow for the

Commented [1]:

completion of this renewal negotiations which shall be in accordance with the terms and conditions of this Contract.

This second renewal cost shall not exceed:

(i) 110% of the annual recurring SaaS Fees as specified in Exhibit 1 of the initial contract, or

(ii) the annual recurring SaaS Fees as specified in Exhibit 1 of the initial contract, plus the difference between the annual hosting costs specified in Exhibit 1of the initial contract and the hosting costs to be charged by the Solution Host for the renewal term.

(b) If the above renewal period is for one (1) year in lieu of the five (5) year period then each subsequent renewal terms shall be for a one (1) year period unless both parties agree to a longer time period.

(i) This one (1) year renewal cost shall not exceed 102% of the annual recurring SaaS Fees from the prior one (1) year renewal term, or

(ii) The renewal cost shall not exceed the annual recurring SaaS Fees from the prior one (1) year renewal term plus the difference between the annual hosting costs specified in the prior one (1) year renewal term and the hosting costs to be charged by the Solution Host for the impending renewal term.

(c) Vendor shall select their preferred calculation for the renewal term and shall notify the County at least one hundred and eighty (180) days in advance.

(d) The annual recurring SaaS Fees in the initial contract shall be based on the annual SaaS Fees following Final Acceptance as set forth in Appendix E of the initial contract

This renewal provision shall not apply if this Agreement is terminated in writing by either party at least one hundred and eighty (180) days prior to the end of the then-current renewal term, so long as the parties have not (1) agreed to a renewal term or (2) Vendor has not provided their preferred calculation for the impending one (1) year renewal term.

The County’s right to access or use the Vendor Software and the SaaS Services will terminate at the end of this Agreement or any renewal term unless otherwise set forth herein.

Section 7.03 Termination

This Agreement may be terminated as set forth below. In the event of termination, the County will pay Vendor for all undisputed fees and expenses related to the software, products, and/or services the County has received, or Vendor has incurred or delivered, prior to the effective date of termination. Disputed fees and expenses in all terminations must have been submitted as invoice disputes in accordance with Section 6.04.

(a) Failure to Pay SaaS Fees

Vendor shall provide written notice of our intent to terminate this Agreement for failure to pay undisputed SaaS Fees following the County’s receipt of a "Failure to Pay" notice pursuant to Section 6.05. If the County fails to cure the nonpayment within forty-five (45) days of receiving Vendor’s notice of our intent to terminate, Vendor may terminate this Agreement.

(b) For Cause

The County may terminate this Agreement for cause, which shall include, but not be limited to, the following material breaches: (1) Vendor no longer offers SaaS services for the Vendor Solution; (2) Vendor fails to maintain compliance and certifications as set forth in Section 2.05 (or their equivalent); (3) Vendor is subject to voluntary or involuntary bankruptcy; (4) Vendor merges or consolidates substantially all of its assets to an assignee who fails to maintain or offer the Saas services for the Vendor solution; (5) the County terminates the Services Agreeement for a material breach; (6) Vendor fails to maintain the deposited material pursuant to the escrow

agreement, as required under the SaaS Agreement.

If the County believes Vendor has materially breached this Agreement, the County will provide us with written notice of the alleged breach within forty-five (45) days. The County agrees to cooperate with Vendor in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within forty-five (45) days of the written breach notice, unless otherwise agreed. Vendor shall propose an action plan to address a material breach of this Agreement within ten (10) business days of notice of a material breach. The County may terminate this Agreement for cause in the event Vendor does not cure, or Vendor fails to create a mutually agreeable action plan to address a material breach of this Agreement within the forty-five (45) days of notice of a material breach.

(c) Lack of Appropriations

This Agreement is contingent upon Franklin County budgeting and appropriating the funds on an annual basis necessary for the continuation of this Agreement in any contract year. In the event that the funds necessary for the continuation of this Agreement are not approved for expenditure in any year, this Agreement shall terminate on the last day of the fiscal year in which funding was approved, without penalty to Franklin County. Franklin County will provide Vendor with written notification within thirty (30) days after being notified that the funding of System Name is no longer approved. The County will pay Vendor for all products and services delivered through the date of termination and will not be entitled to a refund or offset of previously paid, but unused SaaS Fees.

(d) Fees for Termination without Cause during Initial Term

If you terminate this Agreement during the initial term for any reason other than cause, Force Majeure, or lack of appropriations, or if we terminate this Agreement during the initial term for your failure to pay SaaS Fees, you shall pay us the following early termination fees:

(i) If you terminate during the first year of the initial term, 100% of the SaaS Fees through the date of termination plus 25% of the SaaS Fees then due for the remainder of the initial term;

(ii) If you terminate during the second year of the initial term, 100% of the SaaS Fees through the date of termination plus 15% of the SaaS Fees then due for the remainder of the initial term; and

(iii) If you terminate after the second year of the initial term, 100% of the SaaS Fees through the date of termination plus 10% of the SaaS Fees then due for the remainder of the initial term.

Section 8 Indemnification, Limitation of Liability, and Insurance

Section 8.01 Intellectual Property Infringement Indemnification

(a) Vendor will defend, indemnify, and hold harmless the County and the County’s agents, officials, and employees from and against any third party claim(s) that the Vendor Software or Documentation infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final judgment (or settlement to which we consent). The County must notify Vendor promptly in writing of the claim and give Vendor control over its defense or settlement. The County agrees to provide Vendor with reasonable assistance, cooperation, and information in defending the claim at our expense.

(b) Our obligations under this Section 8.01 will not apply to the extent the claim or adverse final judgment is based on your use of the Vendor Software in contradiction of this Agreement, including with non-licensed third parties, or your willful infringement.

(c) If Vendor receives information concerning an infringement or misappropriation claim related to the Vendor Software, Vendor may, at Vendor’s expense and without obligation to do so, either: (1) procure for the Countythe right to continue its use; (2) modify it to make it non-infringing; or (3) replace it with a functional equivalent, in which case the County will stop running the allegedly infringing Vendor Software immediately. Alternatively, Vendor may decide to litigate the claim to judgment, in which case the County may continue to use the Vendor Software consistent with the terms of this Agreement.

(d) If an infringement or misappropriation claim is fully litigated and the County’s use of the Vendor Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which Vendor consents), Vendor will, at Vendor’s option, either: (1) procure the right to continue its use; (2) modify it to make it non-infringing; (3) replace it with a functional equivalent; or (4) terminate this Agreement and refund the County the prepaid but unused SaaS Fees for the year in which the Agreement terminates. Vendor will pursue those options in the order listed herein. This section provides the County exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims.

Section 8.02 General Indemnification

We will defend, indemnify, and hold harmless the County’s and the County’s agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (1) personal injury or property damage to the extent caused by our negligence or willful misconduct; or (2) Vendor’s violation of a law applicable to Vendor’s performance under this Agreement. The County must notify Vendor promptly in writing of the claim and give Vendor sole control over its defense or settlement. The County agrees to provide Vendor with reasonable assistance, cooperation, and information in defending the claim at Vendor’s expense.

Section 8.03 DISCLAIMER

EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

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Section 8.04 ACTUAL LIABILITIES .

Vendor is liable for all damages caused by Vendor’s default or gross negligence. The County may buy substitute services or supplies, from a third party, for those that were to be provided by Vendor. The County may recover the costs associated with acquiring substitute supplies or services, less any expense or costs saved by Vendor’s default, from Vendor.

(a) In no event shall Vendor or its officers, agents and employees be liable to the County for any loss of profits, consequential, incidental, indirect or special damages under any circumstances even if Vendor has been advised of the possibility of same except for the amount of direct damages to real or personal property and personal injury caused by the negligent acts, errors or omissions of Vendor or its officers, agents or employees.

In any event, Vendor's liability for damages (except for damage to real or personal property or person injury and as provided under b. above), under any theory of liability or form of action shall not exceed the total amount paid by the County to Vendor under this Agreement.

Section 8.05 Insurance

(a) During the course of performing services under this Agreement, we agree to maintain the following levels of insurance:

(i) Commercial General Liability of at least $1,000,000;

(ii) Automobile Liability of at least $1,000,000;

(iii) Professional Liability of at least $1,000,000;

(iv) Workers Compensation complying with applicable statutory requirements; and

(v) Excess/Umbrella Liability of at least $5,000,000.

(b) Upon your written request, within a commercially reasonable timeframe after the Effective Date, we will provide you with a certificate of insurance identifying you as a certificate holder. You may also request to be added as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. That additional insured status will be reflected on the certificate of insurance we provide you at your request after the Effective Date. We agree that our insurance will be primary on claims for which we are responsible. Copies of our insurance policies are only available in the event of a disputed or litigated claim.

Section 9 General Terms and Conditions

Section 9.01 Software and Services Warranty

(a) Limited Software Warranty

We warrant that the Vendor Software will perform without Defects during the term of this Agreement. If the Vendor Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure any Defect in accordance with the maintenance and support process set forth in Section 3.01-3.03 of this Agreement, the SLA and our then-current Support Call Process, or to provide you with a functional equivalent. For the avoidance of doubt, to the extent any third-party software is embedded in the Vendor Software, your limited warranty rights are limited to our Defect resolution obligations set forth above; you do not have separate rights against the Developer of the embedded third-party software.

(b) Services Warranty

We will perform all services in a professional, workmanlike manner, consistent with industry standards. In the event we provide services that do not conform to this warranty, we will re-perform such services at no additional cost to you.

The County may purchase additional Vendor products and services at the rates set forth in the Investment Summary for the duration of the project by executing a mutually agreed amendment. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the amendment.

Section 9.02 Optional Items

Pricing for any listed optional products will be valid for twelve (12) months from the Effective Date. and services in the Investment Summary will be valid for the duration of the project.

Section 9.03 Dispute Resolution

You agree to provide us with written notice within forty-five (45) days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within forty-five (45) days of the

written dispute notice, unless otherwise agreed.

Section 9.04 Taxes

The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate. For clarity, we are responsible for paying our income taxes, both federal and state, as applicable, arising from our performance of this Agreement.

Section 9.05 E-Verify

We will comply with the E-Verify procedures administered by the U.S. Citizenship and Immigration Services Verification Division for all of our employees assigned to your project.

Section 9.06 Travel

(a) All travel required by Vendor under this Agreement is included as Exhibit 1 of the Services Agreement. The County will pay for any additional travel that it requests only with prior written approval. The County will pay for all additional travel expenses that it requests in accordance with the Board of Commissioner’s travel policy attached as Schedule 1 of this Agreement. If travel is required, Vendor will make all reasonable efforts to schedule travel for their personnel, including arranging travel reservations, at least two (2) weeks in advance of commitments.

(b) If the County cancels services less than two (2) weeks in advance (other than for Force Majeure or breach by Vendor) more than two times within a calendar year, the County will be liable for all:

(i) Nonrefundable expenses incurred by Vendor on the County’s behalf, and

(ii) Daily fees associated with cancelled professional services if Vendor is unable to reassign Vendor’s personnel.

(c) Vendor will make all reasonable efforts to reassign personnel in the event the County cancels within two (2) weeks of scheduled commitments.

Section 9.07 Subcontracting

Vendor confirms that it will be the primary contractor who will be performing the work under the Contract. Vendor may use subcontractors for portions of the work under the Contract, but Vendor will remain the primary contractor and will remain liable for all work performed hereunder regardless of whether performed directly by it or by a subcontracted entity. Prior to the effective date, Vendor provided Franklin County with a list of subcontractors it currently uses.

Vendor shall not use any subcontractor who has been subject to action that limits the subcontractor’s right to do business with the local, state, or federal government. County reserves the right to deny use of a subcontractor(s) if County determines that Vendor will not be the primary contractor who will be performing the work under the Contract.

Section 9.08 Binding Effect; No Assignment

This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party will assign any of its rights under this Agreement unless County consents to the assignment, in writing, except that Vendor may, without the prior written consent of the County, assign the Agreement in its entirety to the surviving entity of any merger or consolidation or to any purchaser of substantially all of Vendor’s assets.

Following any such assignment, the County may enter into a novation agreement with assignee acceptable to the County. The parties hereto understand that Franklin County is legally prohibited from making payment to any entity other than Vendor unless the aforementioned novation agreement is executed by Franklin County and assignee. County may assert against an assignee any claim or defense County had against Vendor under this Contract.

Vendor shall notify the County as soon as possible, but no later than sixty (60) days, after converting into, merging or consolidating with or selling or transferring substantially all of its assets or business to another corporation, person or entity.

Section 9.09 Delays due to Force Majeure

Neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event.

Section 9.10 No Intended Third Party Beneficiaries

This Agreement is entered into solely for the benefit of the County and Vendor . No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement. This provision does not affect the rights of third parties under any Third Party Terms.

Section 9.11 Entire Agreement; Amendment

This Agreement represents the entire agreement between the County and Vendor with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether written, oral, expressed, implied, or statutory, except for the Services Contract, and all attachments thereto, which is executed contemporaneously with this Agreement. Purchase orders submitted by the County, if any, are for the County’s internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party.

Section 9.12 Severability

If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law.

Section 9.13 No Waiver

In the event that the terms and conditions of this Agreement are not strictly enforced by either party, such non-enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non-enforcement prevent such party from enforcing each and every term of this Agreement thereafter.

Section 9.14 Independent Contractor

(a) The parties will be acting as independent contractors. The partners, employees, officers, and agents of one party will act only in the capacity of representatives of that party and not as employees, officers, or agents of the other party and will not be deemed for any purpose to be such. Each party assumes full responsibility for the actions of its employees, officers, and agents, and agents while performing under this Contract and will be solely responsible for paying its people. Each party will also be alone responsible for withholding and paying income taxes and social security, worker’s compensation, disability benefits and the like for its people. Neither party will commit, nor be authorized to commit, the other party in any manner.

(b) Vendor shall have no claim against the County for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or other employee benefits of any kind.

Section 9.15 Notices

(a) All notices or communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination for cause or an invoice dispute, must be in writing and will be deemed delivered upon the earlier of the following:

(i) Actual receipt by the receiving party;

(ii) Upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party;

(iii) Upon receipt by sender of proof of email delivery; or

(iv) If not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address set forth on the signature page hereto or such other address as the party may have designated by proper notice.

(b) The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party.

Section 9.16 County Lists

The County agree that Vendor may identify the County by name in County lists, marketing presentations, and promotional materials.

Section 9.17 Confidentiality

Each party acknowledges that performance of this Agreement may involve access to and disclosure of personal identifying information, trade secrets, data, rates, procedures, materials, lists, systems and information (collectively "Confidential Information") belonging to the other. Except as set forth in the next paragraph, no Confidential Information shall be disclosed to any third party other than representatives of such party who have a need to know such Information, provided that such representatives are informed of the confidentiality provisions hereof and agree to abide by them. All such Information must be maintained in strict confidence.

Notwithstanding the provisions of the previous paragraph, Vendor understands and agrees that any Confidential Information may become subject to a Public Request for Information under Ohio Revised Code Chapter 149. In the event the County receives any such request for any Confidential Information, it will promptly notify Vendor in writing of the request to enable Vendor to take whatever action it deems appropriate to seek protection from disclosure.

If Vendor fails to take any action within ten business (10) days of such written notice, the County may make such disclosure without any liability to the County.

These obligations of confidentiality will not apply to information that:

(a) Is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents;

(b) A party can establish by reasonable proof was in that party's possession at the time of initial disclosure; or

(c) A party receives from a third party who has a right to disclose it to the receiving party;

(d) Is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement, or a subpoena, for materials applicable to this Agreement; provided, however, that in the event the County receives such request above, the County will give Vendor prompt notice and otherwise perform the functions required by applicable law.

Section 9.18 Business License

In the event a local business license is required for Vendor to perform services hereunder, the County will promptly notify Vendor and provide Vendor with the necessary paperwork and/or contact information so that Vendor may timely obtain such license.

Section 9.19 Governing Law; Jurisdiction

This Agreement shall be governed by the laws of the State of Ohio (regardless of the laws that might be applicable under principles of conflicts of law) as to all matters, including but not limited to matters of validity, construction, effect and performance. All actions regarding this Agreement shall be forumed and venued in the United States District Court for the Southern District of Ohio or the Court of Common Pleas General Division located in Franklin County, Ohio and the parties hereby consent to the jurisdiction of such courts.

Section 9.20 Multiple Originals and Authorized Signatures

This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement.

Section 9.21 Contract Documents

This Agreement includes the following exhibits:

Exhibit 1 Investment Summary by Reference Exhibit 2 Statement of Work by Reference Exhibit C Service Level Agreement Tab 1 to Exhibit C Support Call Process Exhibit D Third Party Terms Schedule 1 Business Travel Policy

IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the date(s) set forth below.

Franklin County Board of Commissioners: Vendor Name.:

By: By: Kevin L. Boyce, President By: John O’Grady, Commissioner By: Erica C. Crawley, Commissioner APPROVED AS TO FORM: APPROVED AS TO FORM: G. Gary Tyack Megan Balonier Prosecuting Attorney Director, Purchasing Department Franklin County, Ohio Franklin County, Ohio By: By: Assistant Prosecuting Attorney Date: __________________________ Date: __________________________

Exhibit A

Investment Summary

The following Investment Summary details the software and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Exhibit B

SERVICE LEVEL AGREEMENT

I. Agreement Overview

This SLA operates in conjunction with, and does not supersede or replace any part of, the Agreement. It outlines the information technology service levels that we will provide to you to ensure the availability of the application services that you have requested us to provide. All other support services are documented in the Support Call Process.

II. Definitions. Except as defined below, all defined terms have the meaning set forth in the Agreement.

• Attainment: The percentage of time the Vendor Software is available during a calendar quarter, with percentages rounded to the nearest whole number.

• County Error Incident: Any service unavailability resulting from your applications, content or equipment, or the acts or omissions of any of your service users or third-party providers over whom we exercise no control.

• Downtime: Those minutes during which the Vendor Software is not available for your use, whether due to the Vendor Software or the Hosting Solution. Downtime does not include those instances in which only a Defect is present.

• Emergency Maintenance means (1) maintenance that is required to patch a critical security vulnerability, (2) maintenance that is required to prevent an imminent outage of Service Availability; or (3) maintenance that is mutually agreed upon in writing by Vendor and County.

• Scheduled Downtime: Vendor performs regularly scheduled maintenance on. For such other Scheduled Downtime to allow the performance of maintenance on the Vendor Solution, Vendor shall provide to the County notice of such activities. Vendor shall, to the maximum extent practicable, provide 14 days notice, but notice shall not be less than 48 hours prior to such activity.

• Service Availability: The total number of minutes in a calendar quarter that the Vendor Software is capable of receiving, processing, and responding to requests, excluding Scheduled Downtime, Emergency Maintenance, County Error Incidents and Force Majeure.

• Service Standards:

III. Service Availability

The Service Availability of the Vendor Software is intended to be 24/7/365. We set Service Availability goals and measures whether we have met those goals by tracking Attainment.

a. Your Responsibilities

Whenever you experience Downtime, you must make a support call according to the procedures outlined in the Support Call Process. You will receive a support incident number.

All Downtime that you have experienced during a calendar quarter is documented through the Vendor Client Portal. You must deliver such documentation to us within 30 days of a quarter’s end if you are requesting a credit (to be alighed per the vendor’s process).

b. Our Responsibilities

When our support team receives a call from you that Downtime has occurred or is occurring, we will work with you to identify the cause of the Downtime (including whether it may be the

result of a County Error Incident or Force Majeure). We will also work with you to resume normal operations.

Upon timely receipt of your Downtime report, we will compare that report to our own outage logs and support tickets to confirm that Downtime for which we were responsible indeed occurred.

We will respond to your Downtime report within 30 day(s) of receipt. To the extent we have confirmed Downtime for which we are responsible, we will provide you with the relief set forth below.

We will provide you with access to the Vendor Client Portal throughout the term of this SaaS Agreement.

c. County Relief

When a Service Availability goal is not met due to confirmed Downtime, we will provide you with relief that corresponds to the percentage amount by which that goal was not achieved, as set forth in the County Relief Schedule below.

The total credits confirmed by us in one or more quarters of a billing cycle will be applied to the SaaS Fee for the next billing cycle. Issuing of such credit does not relieve us of our obligations under the Agreement to correct the problem which created the service interruption.

Every quarter, we will compare confirmed Downtime to Service Availability. In the event actual Attainment does not meet the targeted Attainment, the following County relief will apply, on a quarterly basis:

Targeted Attainment Actual Attainment County Relief

100% 99% No credit will be issued

100% 95-98% 10% credit of fee for affected calendar quarter will be posted to next billing cycle

100% 91-94% 25% credit of fee for affected calendar quarter will be posted to next billing cycle

100% <91% 50% credit of fee for affected calendar quarter

will be posted to next billing cycle (to be negotiated)

You may request a report from us that documents the preceding quarter’s Service Availability, Downtime, any remedial actions that have been/will be taken, and any credits that may be issued. Vendor will provide remediation in all cases where the actual attainment does not meet the targeted attainment.

IV. Applicability

The commitments for service availability set forth in this SLA do not apply during Scheduled Downtimes, Emergency Maintenance, County Error Incidents, and Force Majeure.

Vendor performs maintenance during Scheduled Downtime. Scheduled Downtime shall occur during times known to be reliably low-traffic times. If and when maintenance is predicted to occur during

periods of higher traffic, we will work with the County to define a mutually agreeable window for that maintenance.

V. Force Majeure

The County will not hold Vendor responsible for not meeting service levels outlined in this SLA to the extent any failure to do so is caused by Force Majeure. In the event of Force Majeure, Vendor will file with the County a signed request that said failure be excused. That writing will at least include the essential details and circumstances supporting Vendor’s request for relief pursuant to this Section. The County will not unreasonably withhold its acceptance of such a request.

Exhibit C

Support Call Process – C&J

I. Definitions

Except as defined below, all defined terms have the meaning set forth in the Agreement.

• "Circumvention Procedures" means a temporary resolution for a reported Defect. • "Incident" or "Support Incident" means a Defect reported using the Support Channels listed below.

II. Support Channels

Vendor name provides the following channels of software support for authorized users:

(1) On-line submission (portal) – for less urgent and functionality-based questions, users may create unlimited Support Incidents through the customer relationship management portal available at the Vendor Technologies website.

(2) Email – for less urgent situations, users may submit unlimited emails directly to the software support group.

(3) Telephone – for urgent or complex questions, users receive toll-free, unlimited telephone software support. All Priority Level 1 Incidents must be reported by utilizing the telephone support channel.

III. Support Resources

A number of additional resources are available to provide a comprehensive and complete support experience:

(1) Vendor Website – www.Vendorname.com – for accessing County tools, documentation, and other information including support contact information.

(2) Vendor Community – an on-line resource with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation.

(3) Program Updates – where development activity is made available for County consumption

IV. Support Availability

Vendor name support is available during the local business hours of 8 AM to 8 PM Eastern (Monday – Friday). County may receive coverage across these time zones. Vendor’s holiday schedule is outlined below. There will be only support coverage for Priority Level One Support Incidents on these days.

New Year’s Day Thanksgiving Day Memorial Day Day after Thanksgiving Independence Day Christmas Day Labor Day

Vendor will provide County with procedures for contacting support staff after normal business hours for reporting Priority Level 1 and 2 Incidents only. Upon receipt of such an incident notification, we will use commercially reasonable efforts to meet the resolution targets set forth below.

V. Incident Handling

Incident Tracking

Every Support Incident is reported in Vendor’s Customer Relationship Management System and given a unique incident number. This system tracks the history of each Support Incident. The incident tracking number is used to track and reference open issues when the County contacts support. The County may track incidents, using the incident number, through the portal at Vendor’s website or by calling software support directly. Vendor will provide users specified by the County with multiple roles to view and/or edit tickets for a single entity or all County entities submitted for the Vendor Solution by Franklin County.

For each reported Defect, Vendor shall assign appropriate personnel to diagnose and correct the reported Defect as set forth in the chart set forth below. Vendor’s initial response shall include an acknowledgement of notice of the reported Defect and confirmation that Vendor has received sufficient information concerning the reported Defect. Remediation of reported Defects shall include either notification of Vendor’s resolution or an action plan for resolution of the reported Defect. All Defects reported to Vendor by the County shall be resolved by restoring the Vendor Solution to the same functionality that existed just prior to the reported Defect, unless otherwise agreed by the County.

Incident Priority

Each incident is assigned a priority level, which corresponds to the County’s needs and deadlines. Vendor and the County will reasonably set the priority of the incident per the chart below. "". The goal is to help guide the County towards clearly understanding and communicating the importance of the issue and to describe generally expected response and resolution targets in the production environment only.

References to a "confirmed Support Incident" mean that Vendor and the County have successfully validated the reported Defect/Support Incident.

Priority Level Characteristics of Support Incident Resolution Targets

1

Critical

Support incident that causes (a) complete Vendor Software failure or Vendor Software unavailability; (b) Vendor Software failure or unavailability in one or more of the County’s remote location; (c) systemic loss of multiple essential system functions; or (d) loss or corruption of data affecting multiple essential system functions.

Vendor shall provide an initial response to Priority Level 1 incidents within one (1) business hour of receipt of the incident. Once the incident has been confirmed, Vendor shall use commercially reasonable efforts to resolve such Support Incidents or provide a Circumvention Procedure within one (1) business day. For lost or corrupted data not due to a declared disaster, Vendor is responsible for the restoration of data to the most recent backup.

Priority Level Characteristics of Support Incident Resolution Targets

2

High

Support incident that causes (a) repeated, consistent failure of essential functionality affecting more than one user or (b) loss or corruption of data.

Vendor shall provide an initial response to Priority Level 2 incidents within four (4) business hours of receipt of the incident. Once the incident has been confirmed, Vendor shall use commercially reasonable efforts to resolve such Support Incidents or provide a Circumvention Procedure within ten (10) business days. For lost or corrupted data not due to a declared disaster, Vendor is responsible for the restoration of data to the most recent backup.

3

Medium

Priority Level 1 incident with an existing Circumvention Procedure that is accepted by the County, or a Priority Level 2 incident that affects only one user or for which there is an existing Circumvention Procedure.

Vendor shall provide an initial response to Priority Level 3 incidents within one (1) business day of receipt of the incident. Once the incident has been confirmed, Vendor shall use commercially reasonable efforts to resolve such Support Incidents without the need for a Circumvention Procedure with the next published maintenance update or service pack, which shall occur at least quarterly.

4

Non-critical

Support incident that causes failure of non-essential functionality or a cosmetic or other issue that does not qualify as any other Priority Level.

Vendor shall provide an initial response to Priority Level 4 incidents within two (2) business days of receipt of the incident. Once the incident

has been confirmed, Vendor shall use commercially reasonable efforts to resolve such Support Incidents, as well as cosmetic issues,

with a future version release.

Incident Escalation

Vendor name’s support consists of the following personnel:

If Vendor is unable to resolve any Priority Level 1 or 2 Incident as listed above or the priority of an Incident has elevated since initiation, you may escalate the Incident to your Support Account Manager at any time. Notwithstanding the above, Priority Level 3 Incidents may be escalated during normal business hours. Your Support Account Manager will meet with you and any Vendor staff to establish a mutually agreeable plan for addressing the Incident.

Remote Support Tool

Some support calls may require further analysis of the client’s database, processes or setup to diagnose a problem or to assist with a question. Vendor will, at its discretion and with notice to the County, use an industry-standard remote support tool. Vendor’s support team must have the ability to quickly connect to the client’s system and view the site’s setup, diagnose problems, or assist with screen navigation. Vendor shall, upon request, provide information about Vendor's remote support tool.

* * * * * * * * * * * * * * * * *

Appendix J – DEADLINE FOR QUESTIONS SUBMITTAL FORM

The Deadline for Questions is 5:00 p.m. September 15, 2021 at 5:00 p.m. All questions pertaining to this RFP should be submitted via this form listing the Appendix letter and/or document section number and emailed to [email protected] in Word format, not PDF. Questions submitted after the Deadline for Questions will not receive a response. This form has been released in electronic format for Offeror’s convenience; please visit http://purchasing.franklincountyohio.gov/businesses/bid-opportunities.

Appendix or RFP

Document: Section Number: Question: Response:


