February 19, 2013 Board Agenda Page 1 * Board Action Requested McLEOD COUNTY BOARD OF COMMISSIONERS PROPOSED MEETING AGENDA FEBRUARY 19, 2013 1 9:00 CALL TO ORDER PLEDGE OF ALLEGIANCE 2 9:03 CONSIDERATION OF AGENDA ITEMS * 3 9:08 CONSENT AGENDA * A. February 5, 2013 Meeting Minutes and Synopsis. B. February 1, 2013 Auditor's Warrants. C. February 8, 2013 Auditor's Warrants. D. Approve Confession of Judgment for Jon H. Quade on Property ID 23.056.0280 and 23.056.0290 in the City of Hutchinson. E. Sign consulting agreement with Burns & McDonnell for Solid Waste consulting services to research processing upgrade options for County Recycling Facility which was approved at the January 22 nd County Board Meeting. F. Consider Renewal of Maintenance Agreement for Zix Email Encryption with ZixCorp. This is a three year agreement paid for from the IT Budget annually. This agreement allows us to continue running and getting support of our Email encryption appliance. The appliance ensures that confidential emails sent outside of McLeod County are encrypted and also ensures that they are received by the person intended. 4 PAYMENT OF BILLS - COMMISSIONER WARRANT LIST * 5 PAYMENT OF BILLS - ADDITIONAL MISCELLANEOUS BILLS TO BE PAID BY AUDITORS WARRANTS * 6 9:15 ROAD AND BRIDGE – Highway Mechanic Brian Schrupp A. Consider out of state travel authorization for up to two Highway employees to attend American Traffic Safety Services Association’s (ATSSA) “How-To” Training and Education Workshop in Fargo, ND March 19-20, 2013.* This workshop is focused around traffic safety and signing. Early bird workshop registration fee is $120. Hotel is $109/night plus tax/fees. B. Consider approval to purchase a T550 Compact Track Loader from Farm-Rite Equipment (Dassel, MN) for $45,267.27 including tax (State Contract Pricing) with funding coming from the 2013 capital budget.* C. Consider to sell the 1990 New Holland skid steer loader by sealed bid or auction with minimum bid/starting price of $9,187.*
1 9:00 CALL TO ORDER PLEDGE OF ALLEGIANCE 2 9:03 CONSIDERATION OF AGENDA ITEMS * 3 9:08 CONSENT AGENDA *
A. February 5, 2013 Meeting Minutes and Synopsis. B. February 1, 2013 Auditor's Warrants. C. February 8, 2013 Auditor's Warrants. D. Approve Confession of Judgment for Jon H. Quade on Property ID 23.056.0280
and 23.056.0290 in the City of Hutchinson. E. Sign consulting agreement with Burns & McDonnell for Solid Waste consulting
services to research processing upgrade options for County Recycling Facility which was approved at the January 22nd County Board Meeting.
F. Consider Renewal of Maintenance Agreement for Zix Email Encryption with ZixCorp. This is a three year agreement paid for from the IT Budget annually. This agreement allows us to continue running and getting support of our Email encryption appliance. The appliance ensures that confidential emails sent outside of McLeod County are encrypted and also ensures that they are received by the person intended.
4 PAYMENT OF BILLS - COMMISSIONER WARRANT LIST * 5 PAYMENT OF BILLS - ADDITIONAL MISCELLANEOUS BILLS TO BE PAID BY
AUDITORS WARRANTS * 6 9:15 ROAD AND BRIDGE – Highway Mechanic Brian Schrupp
A. Consider out of state travel authorization for up to two Highway employees to attend American Traffic Safety Services Association’s (ATSSA) “How-To” Training and Education Workshop in Fargo, ND March 19-20, 2013.* This workshop is focused around traffic safety and signing. Early bird workshop registration fee is $120. Hotel is $109/night plus tax/fees.
B. Consider approval to purchase a T550 Compact Track Loader from Farm-Rite Equipment (Dassel, MN) for $45,267.27 including tax (State Contract Pricing) with funding coming from the 2013 capital budget.*
C. Consider to sell the 1990 New Holland skid steer loader by sealed bid or auction with minimum bid/starting price of $9,187.*
The Highway Department believes they can get more selling the old skid steer loader by bid or auction instead of trading it in.
7 9:20 SHERIFF’S DEPARTMENT – Chief Deputy Sheriff Tim Langenfeld and Emergency Services Director Kevin Mathews
A. Consider adopting Resolution 13-CB-04 and commitment of funds of a minimum
of $10,000 authorizing participation in planning process and execution of sub-grant agreement for the McLeod County All Hazard Mitigation Plan project.* These funds include a soft/in kind match of a minimum of $10,000.00. The Mid-Minnesota Development Commission will be working with McLeod County Emergency Management on the updating of this plan. This is necessary for the 5 year update on the McLeod County All Hazard Mitigation Plan. Our current hazard mitigation plan expires February 17, 2014.
B. Consider approval to enter into a contract with the City of Lester Prairie to lease one mobile computer. Computer will be purchased from Compar (Minnetonka, MN) for $4,899.15. This is a state contract quote.* Lease will last for 4 years and will cover the cost of the computer and air card/cell service. Lease is for $1,624.79 per year and a total price of $6,499.16. At the end of the lease, the City of Lester Prairie will be able to purchase the computer for $1. This will replace an existing computer and lease agreement. This will also allow the LPPD to continue to use/access the Sheriff’s Office mobile computing and RMS systems.
C. Consider approval to enter into a contract with the City of Winsted to lease two mobile computers. Computers will be purchased from Compar (Minnetonka, MN) for $4,899.15 each for a total of $9,798.30. This is a state contract quote.* Leases will last for 4 years and will cover the cost of the computer and air card/cell service. Lease is for $1,624.79 per year per computer and a total price of $6,499.16 per computer. At the end of the lease, the City of Winsted will be able to purchase the computers for $1 each. This will replace an existing computer and lease agreement as well as add one additional computer and lease agreement. This will also allow the WPD to continue to use/access the Sheriff’s Office mobile computing and RMS systems.
8 9:30 PUBLIC HEALTH – Agency Coordinator Kathy Nowak
A. Consider approval of the agreement between Supporting Hands Nurse Family Partnership and McLeod County to provide fiscal host services. The Auditor/Treasurers Office will be reimbursed at $5000/year and McLeod County Public Health will be reimbursed for $2000/year.*
9 9:35 JAIL – Administrator Kate Jones
A. Consider approval to purchase a 2013 Dodge Grand Caravan from Burnsville Dodge (Burnsville, MN) for a total in the amount of $21,553.00 State Bid Contract #35446.*
The vehicle will need to be outfitted with a safety a barrier before being placed into service. The majority of the safety barriers from the tow retired vans will be retrofitted. The front safety barrier will be updated and purchased through Setina for an approximate price of $800.00. This will replace one of the jail transport vans.
B. Consider out of state travel authorization for out of state travel to attend the American Jail Association conference in Grand Rapids, MI. from May 4 thru the 9th.* This workshop is focused on administrative training and a 2 day Prison Rape Elimination Act (PREA) workshop that precedes the regular conference agenda. MN has good resource material but no formal training in this area and jails are expected to be in compliance with these standards by August. Registration fee is $225 and hotel is $165/night plus tax/fees. Other fees include meal allowance and fuel cost for a total of $1,350.
C. Overview of the new video visitation option that is coming to the jail in March and also a short overview and question/answer on the Jail Treatment program that will also be starting in March.
10 9:50 ASSESSORS OFFICE – Assessor Sue Schulz
A. Consider approval to extend and change current contract with Xerox to include new Tax and Computer Aided Mass Appraisal (CAMA) system for a total cost of $269,513 with funding coming from the Recorders Compliance Fund.* This new contract will replace the old and extend it till 2020 while also providing the county with a new PC based system for both Tax and CAMA.
11 9:55 CENTRAL SERVICES – Coordinator Betty Werth
A. Consider approval to purchase an IS-480 Digital Mailing System from Deaton’s Mailing Systems, Inc. (St. Cloud, MN) for the Courthouse and Health and Human Services each at a cost of $8,114 plus tax which includes a trade-in value of $700 on current machines and IS-460 Digital Mailing System for the North Complex at a cost of $6,597 plus tax which includes a trade-in value of $600 on their current machine. Pricing is based on contracted pricing from the Western States Contracting Alliance * These purchases will save money on postage by taking advantage of USPS “Commercial Base Pricing”, maintenance agreements, meter rental and rate change protection. North Complex machine no longer has ability to add postage nor update postage rate increases.
12 10:05 PARKS – Director Al Koglin
A. Consider approval of the proposed Fairgrounds facility fee changes.* 11 COUNTY ADMINISTRATION
Commissioner reports of committee meetings attended since February 5, 2013.
A. Consider February 12, 2013 Staffing Request Recommendations.* B. Consider approval of changes to the committee appointments as presented.* C. 2013 Local Government Legislative Conference, March 20-21 at 7:30 am in St
Paul.
OTHER Open Forum Press Relations RECESS Next board meeting March 5, 2013 at 9:00 a.m. in the County Boardroom.
February 5, 2013 County Board Meeting
McLEOD COUNTY BOARD OF COMMISSIONERS
PROPOSED MEETING MINUTES – February 5, 2013
CALL TO ORDER The regular meeting of the McLeod County Board of Commissioners was called to order at 9:00 a.m. by Board Chair Paul Wright in the County Board Room. Commissioners Terlinden, Nies, Shimanski, Christensen and Wright were present. County Administrator Patrick Melvin, Central Services Coordinator, Betty Werth, County Attorney Michael Junge and County Auditor-Treasurer Cindy Schultz were also present. PLEDGE OF ALLEGIANCE At the request of the Board Chair, all present recited the Pledge of Allegiance. CONSIDERATION OF AGENDA ITEMS Nies/Shimanski motion carried unanimously to approve the agenda. CONSENT AGENDA A) January 22, 2013 Meeting Minutes and Synopsis. B) January 18, 2013 Auditor's Warrants. C) January 25, 2013 Auditor's Warrants. D) Approve the National Association of County and City Health Officials (NACCHO) Medical Reserve Corp. (MRC) grant of $4,000 to be used from January 5, 2013 thru July 31, 2013. This is the third year we have received this grant to assist in building our medical reserve Corp to respond to any large emergency. E) Approve of Conditional Use Permit 13-01 for Brian Roushar for a kennel permit to be named West Country Kennels for boarding and training up to fifty (50) hunting dogs and to breed up to a limit of fifteen (15) dogs. There shall be no more than sixty-five dogs. This property is located on 7.39 acres Section 26 of Bergen Township. .
The Bergen Township Board unanimously recommended approval at their meeting January 7, 2013. A letter was provided to the Planning Commission on January 23, 2013 from John C. Froning, DVM of Animal Medical Clinic in Hutchinson stating they have been providing
veterinary services to West Country Kennels for several years while in operation at Major Avenue Hunt Club and will provide on-site kennel inspection for certification. The Planning Advisory Commission unanimously recommended approval at their meeting on January 23, 2013 with the following conditions:
A letter from a licensed Veterinary shall be provided to the Zoning Office prior to the February 5, 2013 County Board meeting.
The hours of operation shall be Monday through Saturday from 8:00 AM to 5:00 PM. Pick up of boarding dogs shall be Sunday from 2:00 to 4:00 PM.
The maximum number of dogs shall be sixty-five (65). A review by the Planning Advisory Commission shall be conducted one year from the
date of approval by the County Board. A licensed Veterinary shall conduct a kennel inspection each year.
February 5, 2013 County Board Meeting
F) Approve a Conditional Use Permit 13-02 for Duininck Bros. Inc. on property owned by Sharen Farenbaugh for the excavation of a 25.28 acre gravel mining operation with crushing and stock piling. The mining will take place within the surveyed area of Agricultural, Shoreland District and Floodplain Area of the Crow River. Duininck Bros. Inc. is combining an abandoned pit area with a new mining area to mine, crush and stock pile gravel. Upon completion, the restoration will be used for wildlife purposes. This property is located in Section 5 of Lynn Township.
The Lynn Township Board unanimously recommended approval at their meeting on January 8, 2013. The Planning Advisory Commission unanimously recommended approval at their
meeting on January 23, 2013 with the following conditions:
Hours of operation, including crushing shall be Monday through Friday from 7:00 A.M. to 8:00 P.M.; Saturday's shall be 7:00 AM to 12:00N.
If mining shall occur later than 12:00N on Saturday's, applicant shall notify the Zoning office with reasoning for the extended hours so the Zoning office can properly notify and respond to property owners.
Mitigate any wetland areas. No stockpiling allowed within the floodplain area. Haul route shall be from Hansen's Demolition Landfill road to County Road 14. Applicant shall keep current DNR Dewatering Permit.
Terlinden/Shimanski motion carried unanimously to approve the consent agenda. PAYMENT OF BILLS - COMMISSIONER WARRANT LIST
General Revenue Fund $ 63,544.80 Road & Bridge Fund $ 10,538.79 Solid Waste Fund $ 4,490.15 County Ditch Fund $ 12,119.63
Nies/Christensen motion carried unanimously to approve the bills totaling $90,692.73 from the aforementioned funds. COURTS – Judge Savre Judge Michael Savre requested the Board to consider approval to order guardianship payment per Statute 524.5-502. Current policy allows payment if the county petitions for guardianship which is contrary to Statute. Statute states guardians shall be compensated a reasonable payment for all guardianships of indigent individuals. Judge Savre informed the Board that he had written an Order Directing Payment of Fees retroactive to when an individual’s estate ran out of money. McLeod County’s policy will be reviewed at a future Social Service meeting. ROAD AND BRIDGE – Engineer John Brunkhorst A) Consider Resolution 13-RB01-02
RESOLUTION 13-RB01-02
DESIGNATING McLEOD COUNTY WEBSITE
February 5, 2013 County Board Meeting
AS OFFICIAL PUBLICATION FOR TRANSPORTATION PROJECTS
WHEREAS: pursuant to authority contained in Minn. Stat. 331A.12 the McLeod County Board of Commissioners may designate the McLeod County Web Site as the official publication of transportation projects. NOW, THEREFORE, BE IT RESOLVED: that the McLeod County, MN web site is designated the official publication for transportation projects.
Nies/Terlinden motion carried unanimously to adopt Resolution 13-RB01-02 designating the McLeod County Website as the official publication for transportation projects.
B) John Brunkhorst request approval of Resolution 13-RB02-03 for 2013-2017 bridge program. This is required by MnDOT State Aid. It is used by their office to prioritize bridges on a statewide level. It also helps them get a handle on the amount of bridge replacements statewide and the amount of funding needed when they approach the legislature. Terlinden/Christensen motion carried unanimously to adopt Resolution 13-RB02-03. C) John Brunkhorst requested approval of the 2013-2017 Highway and Bridge Construction Plan. The 5-Year Plan is developed by the County Engineer and Highway Department staff to aid with budgeting, planning, programming, and construction. Numerous factors are considered when developing the 5 Year Plan, below are the most essential:
Traffic Volume (ADT=Average Daily Traffic). The higher ADT routes will typically receive higher priority.
Crash Data. Segments with higher numbers of crashes will be analyzed and given higher consideration.
Sufficiency Rating. Bridge projects are generally prioritized based on condition. Alignment. Bridges and roads with poor vertical and horizontal alignment are taken
into consideration as well. Fund Availability. Most projects require local money; there must be a local
commitment in place before a project is added to the plan. This is only a plan; Funding levels change, County Board directives change, etc. It is the goal of the Highway Department to maintain this schedule to the best of our ability with the resources given to us. Nies/Terlinden motion carried unanimously to approve the 2013-2017 Highway and Bridge Construction Plan with removal of the trail project from CSAH 1 to Boone Avenue in 2017 since it was also listed in 2016. D) John Brunkhorst requested approval to proceed with letting dates for the following projects:
SAP 43-602-29, reconstruction on County State Aid Highway 2 in Silver Lake SAP 43-602-30, concrete overlay on County State Aid Highway 2 south of Silver Lake SAP 43-715-04, bridge replacement on South Grade Road (CSAH 115) in Hutchinson SP 43-070-006, roundabout construction on County State Aid Highway 115 and Trunk
Highway 15 SP 4304-52& 90, mill/overlay and ADA improvements on Trunk Highway 15 SAP 43-607-15, reclamation/bituminous surfacing on County State Aid Highway 7
northeast of Hutchinson SP 43-00115, railroad crossing and gates on County State Aid Highway 25 in Brownton
These are the projects programmed for 2013 from the 5-year plan. Shimanski/Christensen motion carried unanimously to approve letting dates as listed above which are programmed for 2013 from the 5-year plan. E) John Brunkhorst requested approval of a road maintenance services agreement with City of Lester Prairie. The terms of the agreement have Lester Prairie performing street sweeping and snow removal on various County roads in Lester Prairie in return we will pay them a flat annual fee. This was approved by Lester Prairie City Council on January 8, 2013. Shimanski/Terlinden motion carried unanimously to approve the road maintenance agreement with the City of Lester Prairie. ENVIRONMENTAL SERVICES – Environmentalist Roger Berggren Roger Berggren request approval of the State of Minnesota Board of Water and Soil Resources FY 2013 Competitive Grants Program Grant Agreement for the amount of $95,000. This is the grant agreement for the City of Biscay to receive money from the Board of Water and Soil Resources to fix a number of failing septic systems in the city. On February 21, 2012 the County Board approved a request to act as the financial administrator for the City of Biscay concerning any grants. Terlinden/Nies motion carried unanimously to approve the State of Minnesota Board of Water and Soil Resources FY2013 Competitive Grants Program Agreement. SOLID WASTE – Coordinator Sarah Young A.) Sarah Young requested approval to renew an agreement between McLeod County and Tri-County Solid Waste Commission for the co-sponsoring of a Household Hazardous Waste Facility under their sponsoring agreement with the MPCA. This agreement will allow continuation of the current operations at the HHW and maintain compliance for funding and on-going training. Nies/Shimanski motion carried unanimously to approve the requested agreement between McLeod County and Tri-County Solid Waste Commission.
February 5, 2013 County Board Meeting
B) Sarah Young requested approval to hire Schauer and Sons Construction Inc. (Glencoe, MN) to construct a Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility for a total of $7,410.33 with funding coming from the Abatement Fee. Additional quotes received: Dammann Construction (Glencoe, MN) for $9,410.00; Dammann & Sons (Lester Prairie, MN) for $11,256.00. Shimanski/Terlinden motion carried unanimously to approve hiring Schauer and Sons Construction Inc., Glencoe, MN, to construct a Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility. C. Sarah Young requested approval to hire K&S Electric (Olivia, MN) to install electrical for $2,950.00 and Climate Air (Sauk Rapids, MN) for $4,450.00 to add ventilation both for the Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility with funding coming from the Abatement Fee. Nies/Shimanski motion carried unanimously to approve the hiring of K&S Electric, Olivia, MN, to install electrical for the Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility. PLANNING AND ZONING – Administrator Larry Gasow A. Larry Gasow, requested approval of Mining Conditional Use Permit 13-03 for Craig Reiner of Reiner Contracting for the purpose of mining, extracting, recycling and stockpiling and proposed hot mix plant. The existing Zoning is Agricultural. There is a residential subdivision directly and within a quarter of a mile. Restoration will be made into a wildlife area with backsloping at a 4:1 grade. The site location is approximately a 35 acre tract within the SE ¼ of the SW ¼ and part of Gov't 4, Section 14 of Acoma Township. The Planning Commission acted on the original application request by Craig Reiner. Mr. Reiner voluntarily amended his original application and removed the request for the hot mix plant operation all together. The Acoma Township Board unanimously recommended approval at their meeting on January 10, 2013. The County Highway Engineer has no issues or concerns. The Planning Advisory Commission unanimously recommended approval at their meeting on January 23, 2013 with the following conditions:
A letter of credit or bond in the amount of $35,000 shall be submitted to the Zoning Office prior to the February 5, 2013 County Board meeting.
No wetland impacts shall take place unless prior approval from any agency with jurisdiction.
Applicant shall apply for DNR Dewatering permit, if needed. Applicant shall follow an orderly restoration plan with back sloping at a 4:1 grade. Applicant shall notify Zoning Office as restoration takes place so an inspection can be
made. All MPCA Permits shall be maintained.
February 5, 2013 County Board Meeting
Hours of Operation shall be Monday through Friday from 7:00 A.M. to 6:00 P.M.; Saturday's shall be on special needs only and applicant shall call the Zoning Office if Saturday work is needed so the Zoning Staff can properly notify property owners.
All gravel pit conditions shall be adhered to, such as maintain the haul route and applying appropriate dust control measures.
Tom Dahl, representing Acoma Township, reported concerns of neighboring residents. The following conditions were agreed to through discussion with Craig Reiner:
Within the surveyed 35 acres site, a total of 5 acres will be opened for mining purposes at any time. Restoration shall be completed before opening another site.
Mining shall take place a minimum of 150 feet from the road right-of-way to CR #19. Stockpiling of recyclable concrete and asphalt shall be in the NW corner of the surveyed
area. Crushing of material shall take place no more than 15 days per year, every other year.
Nies/Christensen motion carried unanimously to approve Mining Conditional Use Permit 13-03 for Craig Reiner Contracting for the purpose of mining, extracting, recycling and stockpiling with the conditions as listed. COUNTY ADMINISTRATION Pat Melvin requested approval of the Administrative Services Agreement for the McLeod/Sibley Health Insurance Program and Stop Loss contract for Sibley / McLeod Counties and Medica which is effective January 1, 2013. Shimanski/Terlinden motion carried unanimously to approve the Administrative Services Agreement. The Stop Loss Contract is the two Counties purchasing outside insurance for all medical claims that rise above the $125,000 threshold. Shimanski/Terlinden motion carried unanimously to approve the Stop Loss Contract for Sibley / McLeod Counties and Medica effective January 1, 2013. Terlinden/Terlinden motion carried unanimously to recess at 11:05 a.m. until 9:00 a.m. February 19, 2013 in the County Boardroom. ATTEST: ___________________________________ ___________________________________ Paul Wright, Board Chair Patrick Melvin, County Administrator
McLEOD COUNTY
BOARD OF COMMISSIONERS SYNOPSIS – February 5, 2013
1. Commissioners Wright, Nies, Terlinden, Shimanski and Christensen were
present. 2. Nies/Shimanski motion carried unanimously to approve the agenda. 3. Terlinden/Shimanski motion approved the consent agenda including January 8,
2013 Meeting Minutes and Synopsis; January 22, 2013 Meeting Minutes and Synopsis; January 18, 2013 Auditor's Warrants; January 25, 2013 Auditor's Warrants; Approve the National Association of County and City Health Officials (NACCHO) Medical Reserve Corp. (MRC) grant of $4,000 to be used from January 5, 2013 thru July 31, 2013; Approve of Conditional Use Permit 13-01 for Brian Roushar for a kennel permit to be named West Country Kennels for boarding and training up to fifty (50) hunting dogs and to breed up to a limit of fifteen (15) dogs; and Approve a Conditional Use Permit 13-02 for Duininck Bros. Inc. on property owned by Sharen Farenbaugh for the excavation of a 25.28 acre gravel mining operation with crushing and stock piling.
4. Nies/Christensen motion approved payment of bills totaling $90,692.73 from the following funds: General Revenue $63,544.80; Road & Bridge $10,538.79; Solid Waste $4,490.15; and County Ditch Fund $12,119.63
5. Nies/Terlinden motion carried unanimously to adopt Resolution 13-RB01-02 designating the McLeod County Website as the official publication for transportation projects.
6. Terlinden/Christensen motion carried unanimously to adopt Resolution 13-RB02-03.
7. Nies/Terlinden motion carried unanimously to approve the 2013-2017 Highway and Bridge Construction Plan with removal of the trail project from CSAH 1 to Boone Avenue in 2017 since it was also listed in 2016.
8. Shimanski/Christensen motion carried unanimously to approve letting dates as listed above which are programmed for 2013 from the 5-year plan.
9. Shimanski/Terlinden motion carried unanimously to approve the road maintenance agreement with the City of Lester Prairie.
10. Terlinden/Nies motion carried unanimously to approve the State of Minnesota Board of Water and Soil Resources FY2013 Competitive Grants Program Agreement.
11. Nies/Shimanski motion carried unanimously to approve the requested agreement between McLeod County and Tri-County Solid Waste Commission.
12. Shimanski/Terlinden motion carried unanimously to approve hiring Schauer and Sons Construction Inc., Glencoe, MN, to construct a Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility.
13. Nies/Shimanski motion carried unanimously to approve the hiring of K&S Electric, Olivia, MN, to install electrical for the Pesticide/Dangerous Materials Room in the Household Hazardous Waste Facility.
14. Nies/Christensen motion carried unanimously to approve Mining Conditional Use Permit 13-03 for Craig Reiner Contracting for the purpose of mining, extracting, recycling and stockpiling with the conditions as listed.
15. Shimanski/Terlinden motion carried unanimously to approve the Administrative Services Agreement.
16. Shimanski/Terlinden motion carried unanimously to approve the Stop Loss Contract for Sibley / McLeod Counties and Medica effective January 1, 2013.
Complete minutes are on file in the County Administrator’s Office. The meeting recessed at 11:05 a.m. until February 19, 2013. Attest: Paul Wright, Board Chair Patrick Melvin, County Administrator
SCHWENDEMA
Explode Dist. Formulas?:
Paid on Behalf Of Name
1:05PM2/1/13Audit List for Board Page 1
Print List in Order By:
Y
on Audit List?: N
Type of Audit List: D
Save Report Options?:
AUDITOR'S VOUCHERS ENTRIES
D - Detailed Audit ListS - Condensed Audit List
2 1 - Fund (Page Break by Fund)2 - Department (Totals by Dept)3 - Vendor Number4 - Vendor Name
N
********* McLeod County IFS *********
SCHWENDEMA
General Revenue Fund1
Account/Formula
MN COUNTIES INTERGOVERNMENTAL TRUST
MN COUNTIES INTERGOVERNMENTAL TRUST
Copyright 2010 Integrated Financial Systems
1:05PM2/1/13
293.05 1
118,946.63 2
119,239.68
293.053402/01/2013 02/28/2013
116,286.636102/01/2013 02/28/2013
2,660.006002/01/2013 02/28/2013
AUDITOR'S VOUCHERS ENTRIESPage 2
Audit List for Board
Account/Formula Description Rpt Invoice #Warrant DescriptionVendor NamePaid On Bhf #Accr Amount On Behalf of NameNo. Service Dates
0 ...DEPT
CNA GROUP LONG TERM CARE2811
01-000-000-0000-2048 LONG TERM CARE GENERAL FD 1161002 Long Term Care Payable
CNA GROUP LONG TERM CARE Transactions2811
1874
01-000-000-0000-2045 MEDICAL PREMIUM GENERAL FD Health Insurance Payable
01-000-000-0000-2052 MEDICAL PREMIUM SELF PAY FD Cobra Health Insurance Payable
Transactions1874
0 ... 2 Vendors 3 TransactionsDEPT Total:
********* McLeod County IFS *********
SCHWENDEMA
General Revenue Fund1
Account/Formula
Copyright 2010 Integrated Financial Systems
1:05PM2/1/13
265.00 1
265.00
265.003
AUDITOR'S VOUCHERS ENTRIESPage 3
Audit List for Board
Account/Formula Description Rpt Invoice #Warrant DescriptionVendor NamePaid On Bhf #Accr Amount On Behalf of NameNo. Service Dates
41 County Auditor-Treasurer's OfficeDEPT
EHLERS1245
01-041-000-0000-6245 REG FEE J BECKER 51192748 Dues And Registration Fees
EHLERS Transactions1245
41 County Auditor-Treasurer's Office 1 Vendors 1 TransactionsDEPT Total:
********* McLeod County IFS *********
SCHWENDEMA
General Revenue Fund1
Account/Formula
Copyright 2010 Integrated Financial Systems
1:05PM2/1/13
215.96 6
215.96
51.7538
42.3539
15.7040
31.2341
29.4542
45.4843
AUDITOR'S VOUCHERS ENTRIESPage 4
Audit List for Board
Account/Formula Description Rpt Invoice #Warrant DescriptionVendor NamePaid On Bhf #Accr Amount On Behalf of NameNo. Service Dates
75 Central Services - Charge BacksDEPT
VISA1440
01-075-000-0000-6402 AP 4 GREG & STEVE PRODUCTIONS Office Supplies
01-075-000-0000-6402 AP 4 GLENCOE FLEET SUPPLY Office Supplies
01-075-000-0000-6402 AP 4 SHOPKO Office Supplies
01-075-000-0000-6402 AP 4 BOMGAARS Office Supplies
do hereby offer to confess judgment under M.S. 279.37 in the sum of $514.65 and waive all irregularities in the tax proceedings affecting such taxes and any defense or objections which I may have thereto, and direct judgment to be entered for the amount hereby confessed less the sum of $102.93 hereby tendered, being one-fifth ofthe amount of said delinquent taxes, penalties, interest, and costs.
I agree to pay the balance of such judgment in four equal annual installments, with interest at the rate provided in M.S. 279.03 (2013 equals 10%) and payable annually on the installments remaining unpaid. Each annual installment is to be paid on or before December 31 of each year following the year in which this judgment is confessed.
I also agree to pay current taxes on said parcel each year before they become delinquent or within thirty days after final judgment in proceedings to contest such taxes under M.S. 278.01 to 278.13, inclusive.
( ^ ^
C , J A _ , c^———-. i _ V :r~-s<~,—
Date ^ Owner Signature —-Address:
Telephone No.: ^>2-6? - 2 9 6 - 6 1 W L i
CONFESSION OF JUDGMENT FOR DELINQUENT REAL ESTATE TAXES
State of Minnesota District Court McLeod County 1st Judicial District
TO THE ADMINISTRATOR OF THE DISTRICT COURT OF MCLEOD COUNTY:
I, Jon H. Quade, owner of the following described parcel of real property located in McLeod County, Minnesota, to-wit:
Parcel ID # 23.056.0290 Municipality: Hutchinson City
Legal Description: E 77.51'of S 132'of Lot 8 & W 11.75' of S 132' of Lot 9 Block-003 North Half, Hutchinson
upon which there are delinquent taxes for the taxes payable year 2012 and prior years, as follows:
Total 7,341.59 interest Figured Through 01/31/2013
do hereby offer to confess judgment under M.S. 279.37 in the sum of $7,341.59 and waive all irregularities in the tax proceedings affecting such taxes and any defense or objections which I may have thereto, and direct judgment to be entered for the amount hereby confessed less the sum of $734.16 hereby tendered, being one-tenth of the amount of said delinquent taxes, penalties, interest, and costs.
I agree to pay the balance of such judgment in nine equal annual installments, with interest at the rate provided in M.S. 279.03 (2013 equals 10%) and payable annually on the installments remaining unpaid. Each annual installment is to be paid on or before December 31 of each year following the year in which this judgment is confessed.
I also agree to pay current taxes on said parcel each year before they become delinquent or within thirty days after final judgment in proceedings to contejt^uahjaxes under M.S. 278.01 to 278.13, inclusive.
Date Owner Signature
Address:
Telephone No.: ? JO - 2 9 ^ - / „7« / i j
MASTER AGREEMENT For
PROFESSIONAL SERVICES Between
McLeod County Solid Waste Department 1065 5th Avenue SE
Hutchinson, Minnesota 55350 And
BURNS & McDONNELL ENGINEERING COMPANY, INC. Kansas City, Missouri
THIS AGREEMENT is made as of February 6, 2013, by and between McLeod County Solid Waste Department (hereinafter called CLIENT) and Burns & McDonnell Engineering Company, Inc., a Missouri Corporation specializing in engineering and environmental services (hereinafter called CONSULTANT), and anticipates the issuance of various written work authorizations under which CONSULTANT will provide CLIENT with engineering and environmental consulting services related to McLeod County’s solid waste management program. Therefore, CLIENT and CONSULTANT in consideration of their mutual covenants agree as follows: SECTION 1 - AUTHORIZATION OF SERVICES Services on any assignment and/or changes in previously agreed scope of services shall be undertaken only upon written Authorization of CLIENT and agreement of CONSULTANT. SECTION 2 - SCOPE OF SERVICES The Services covered by this Agreement (the "Services") may include, without limitation, the engineering and consulting services relating to solid waste management and the environment. The Services required of CONSULTANT at a given location and any special terms and conditions will be detailed in an Authorization in the form of Exhibit "A" attached to this Agreement which, upon execution by the CLIENT and CONSULTANT, shall become a part of this Agreement.
SECTION 3 - RESPONSIBILITIES OF CLIENT CLIENT shall, within a reasonable time, so as not to delay the services of CONSULTANT: 3.1 Provide full information as to its requirements for a Project. 3.2 Place at CONSULTANT's disposal all available information pertinent to the
assignment, including previous reports and any other data relative thereto. CONSULTANT shall rely on information made available by CLIENT as accurate without independent verification.
3.3 Furnish CONSULTANT services or data such as property, boundary, easement,
right-of-way, topographic and utility surveys; zoning and deed restriction; and other special data or consultations, all of which CONSULTANT may rely upon in performing its services under this Agreement.
3.4 Guarantee access to and make all provisions for CONSULTANT to enter upon public
and private property as required for CONSULTANT to perform its services under this Agreement.
3.5 Examine all studies, reports, sketches, estimates, Bid Documents, Drawings,
proposals and other documents presented by CONSULTANT and render in writing decisions pertaining thereto.
3.6 CONSULTANT will provide engineering and environmental consulting services
required for each Authorization. Any additional services which may be necessary such as professional legal, accounting, financial and insurance counseling services as may be required for an Authorization, shall be provided by CLIENT.
3.7 Designate in writing a person to act as CLIENT'S representative with respect to the
services to be performed under this Agreement. Such person shall have complete authority to transmit instructions, receive information, interpret and define CLIENT'S policies and decisions with respect to materials, equipment, elements and systems to be used in a Project, and other matters pertinent to the services covered by this Agreement.
3.8 Give prompt written notice to CONSULTANT whenever CLIENT observes or
otherwise becomes aware of any defect in a Project or CONSULTANT's services. 3.9 Furnish approvals and permits from all governmental authorities having jurisdiction
over a Project and such approvals and consents from others as may be necessary for completion of a Project.
SECTION 4 - PERIOD OF SERVICE 4.1 This Agreement will become effective upon the first written notice by CLIENT
authorizing services hereunder. 4.2 This Agreement shall be applicable to all assignments authorized by CLIENT and
accepted by CONSULTANT subsequent to the date of its execution and shall be effective as to all assignments authorized.
4.3 Performance time for individual assignments shall be agreed upon at the time of each
Authorization.
SECTION 5 - PAYMENTS TO CONSULTANT
5.1 Amount of Payment 5.1.1 For services performed, CLIENT shall pay CONSULTANT as follows: 5.1.1.1 For time spent by personnel, payment at the hourly rates indicated in the attached
"Schedule of Hourly Professional Service Billing Rates" Form BMR913. Such rates include overhead and profit. The rate schedule is effective to December 31, 2013, and will be revised thereafter.
5.1.1.2 For photocopy, telephone, fax, normal computer usage and computer-aided drafting (CAD), and mail a technology charge per labor hour as specified on the rate schedule in effect at the time the service is provided.
5.1.1.3 For expenses incurred by CONSULTANT, such as authorized travel and subsistence including airfare, food, lodging, automobile rental, commercial services, and incidental expenses, the cost to CONSULTANT.
5.1.1.4 For reproduction, company vehicle usage, and testing apparatus, amounts will be charged according to the CONSULTANT's standard rates in effect at the time service is provided.
5.1.1.5 For services rendered by others as subcontractor(s) to CONSULTANT such as surveying, real property descriptions, soil borings, subsurface investigations, laboratory testing, field quality control tests, environmental data base search, photos, or other activities required or requested by CLIENT, will be billed at the cost to CONSULTANT plus 10 percent.
5.2 Statements 5.2.1. Monthly statements shall be submitted by CONSULTANT to CLIENT covering
services performed and expenses incurred during preceding month. 5.2.2. Statements will be certified and will set forth: hours worked by each person, total
hours worked and total labor billing, and a summary of expenses and charges. Upon request, documentation of reimbursable expenses included in the statement will be provided at the cost to CONSULTANT as described under 5.1.
5.3 Payments 5.3.1 Statements are payable upon receipt. A late payment charge of
1-1/2 percent per month will be added to all amounts not paid within 30 days of the statement date. Any costs incurred by CONSULTANT in collecting any delinquent amount shall be reimbursed by CLIENT. In the event a portion of CONSULTANT's statement is disputed by CLIENT, the undisputed portion shall be paid by CLIENT by the due date. CLIENT shall advise CONSULTANT in writing of the disputed portion of any statement.
5.3.2 Taxes other than federal and state income tax assessments, as may be imposed by state and local authorities, shall be in addition to the payment stated under 5.1.
SECTION 6 - GENERAL CONSIDERATIONS
6.1 Insurance 6.1.1 During the course of performance of its services, CONSULTANT will maintain the
following insurance coverages: Type of Coverage Limits of Liability Workers' Compensation Statutory Employers' Liability $500,000 Each Accident Commercial General Liability Bodily Injury and Property Damage $1,000,000 Combined Single Limit Automobile Liability Bodily Injury and Property Damage $1,000,000 Combined Single Limit If requested, CONSULTANT will provide to CLIENT certificates as evidence of the specified insurance. 6.1.2 If the project involves on-site construction-phase services by the CONSULTANT,
construction contractors shall be required to provide (or CLIENT may provide) OWNER's Protective Liability insurance naming the CLIENT as a Named Insured and the CONSULTANT as an additional insured, or to endorse CLIENT and CONSULTANT as additional insureds on construction contractor's liability insurance policies covering claims for personal injuries and property damage. Construction contractors shall be required to provide certificates evidencing such insurance to the CLIENT and CONSULTANT.
6.2 Professional Responsibility 6.2.1 CONSULTANT will exercise reasonable skill, care, and diligence in the performance
of its services and will carry out its responsibilities in accordance with the generally accepted standards of good professional practices in effect at the time of performance. CLIENT acknowledges that the Services to be performed by CONSULTANT involve standards, tests, calculations, analyses and procedures which are in a constant state of change and are expected to continue to evolve in the future. CLIENT recognizes that necessary and commonly used exploration methods, such as drilling, borings or excavating trenches involve an inherent risk to the site and adjoining properties. CLIENT recognizes that projects containing contaminated materials may not perform as anticipated even though the Services are performed in accordance with the required level of care and skill. Further, governmental regulations relating to hazardous waste sites may purport to require achievement of results which cannot be accomplished in an absolute sense. It is recognized that a satisfactorily designed, constructed and maintained monitoring system may assist in the early detection of environmental changes allowing for early correction of problems. Unless it is specifically included in the Scope of Services, CONSULTANT shall not perform such monitoring.
6.2.2 If the CONSULTANT fails to meet the foregoing standards, CONSULTANT will perform at its own cost, and without reimbursement from CLIENT, the professional services necessary to correct errors and omissions which are caused by CONSULTANT's failure to comply with above standard, and which are reported to CONSULTANT, in writing, within one year from the completion of CONSULTANT's services for a Project.
6.2.3 CONSULTANT shall, for the protection of CLIENT, request from all subconsultants and subcontractors from which CONSULTANT procures machinery, equipment, materials or services for the Scope of Services, guarantees with respect to such machinery, equipment, materials and services, which will be made available to CLIENT to the full extent of the terms thereof. CONSULTANT's responsibility with respect to such machinery, equipment, materials or services obtained from subcontractors or subconsultants shall be limited to the assignment of such guarantees and remedies and rendering reasonable assistance to CLIENT for the purpose of enforcing the same.
6.2.4 In no event will CONSULTANT be liable for any special, indirect or consequential damages including, without limitation, damages or losses for environmental impairment, increased project construction costs, loss of revenue or profit, lost production, fines or penalties. The CONSULTANT's aggregate liability for all damages connected with its services under each Authorization will not exceed the compensation paid under each Authorization.
6.2.5 The obligations and remedies stated in this Section 6.2, Professional Responsibility, are the sole and exclusive obligations of CONSULTANT and remedies of CLIENT, whether liability of the CONSULTANT is based on contract, warranty, tort or otherwise.
6.3 Estimates and Projections
Estimates and projections prepared by CONSULTANT relating to project costs and schedules, operation and maintenance costs, equipment characteristics and performance, and operating results are based on CONSULTANT's experience, qualifications and judgment as a design professional. Since CONSULTANT has no control over weather, cost and availability of labor, material and equipment, labor productivity, construction contractor's procedures and methods, unavoidable delays, construction contractor's methods of determining prices, economic conditions, competitive bidding or market conditions and other factors affecting such estimates or projections, CONSULTANT does not guarantee that actual rates, costs, performance, schedules, etc., will not vary from estimates and projections prepared by CONSULTANT.
6.4 On-Site Services
Project site visits by CONSULTANT during construction, site remediation or equipment installation, or the furnishing of Project resident representatives shall not make CONSULTANT responsible for the construction or remediation contractor's means, methods, techniques, sequences or procedures; for the contractor's safety precautions or programs; or for such contractor(s') failure to perform its work in accordance with the plans and specifications. Provided, however, CONSULTANT is and shall remain responsible for the performance of those persons or entities having a
contract with CONSULTANT to furnish services as CONSULTANT's independent subconsultant or subcontractor.
6.5 Changes
CLIENT shall have the right to make changes within the general scope of CONSULTANT's services, with an appropriate change in compensation, upon execution of a mutually acceptable amendment or change order signed by an authorized representative of the CLIENT and the President or any Vice President of the CONSULTANT.
6.6 Suspension of Services
Should CLIENT fail to fulfill his responsibilities as provided under Section 3 to the extent that CONSULTANT is unduly hindered in its services or if CLIENT fails to make any payment to CONSULTANT on account of its services and expenses within 60 days after receipt of CONSULTANT'S bill therefor, CONSULTANT may, after giving seven days' written notice to CLIENT, suspend services under this Agreement until CLIENT has satisfied its obligations under this Agreement.
6.7 Termination
Services may be terminated by the CLIENT or CONSULTANT by seven (7) days' written notice in the event of the institution of any bankruptcy proceedings by or against the other party, or the substantial failure to perform in accordance with the terms hereof by the other party through no fault of the terminating party. If so terminated, CLIENT shall pay CONSULTANT all amounts due CONSULTANT for all services properly rendered and expenses incurred to the date of receipt of notice of termination.
6.8 Indemnification for Pollution-Related Claims
In view of the uncertainties involved in investigating and solving environmental problems and the abnormal degree of risks of claims imposed upon the CONSULTANT in performing such services, the CLIENT agrees to indemnify the CONSULTANT as follows: For claims involving or related to pollution, toxic substances or hazardous wastes, CLIENT agrees to release, defend, indemnify and hold harmless CONSULTANT and its officers, directors, employees, agents, consultants and subcontractors from all liability, claims, demands, damages, losses, and expenses, including, but not limited to, claims of CLIENT and other persons and organizations, reasonable fees and expenses of attorneys and consultants, and court costs, arising out of the performance of this Agreement, so long as the claims are not due to the CONSULTANT's reckless disregard of its obligations under this Agreement. Such indemnification and release includes claims which arise out of the actual, alleged, or threatened dispersal, escape, or release of chemicals, wastes, liquids, gases or any other material, irritant, contaminant or pollutant.
6.9 Successor and Assigns
CLIENT and CONSULTANT each binds themself and their successors, executors, administrators and permitted assigns to the other party of this Agreement and to the
successors, and permitted assigns of such other party, in respect to all covenants of this Agreement. Neither CLIENT nor CONSULTANT shall assign, sublet or transfer its interest in the Agreement without the written consent of the other.
6.10 Disputes
In the event that a dispute should arise relating to the performance of the services to be provided and should that dispute result in litigation, it is agreed that the prevailing party shall be entitled to recover all reasonable costs of litigation, including staff time, court costs, attorneys' fees and other related expenses.
6.11 Rights and Benefits
CONSULTANT's services will be performed solely for the benefit of the CLIENT and not for the benefit of construction or other remedial action contractors, subcontractors, suppliers, their employees, or any other persons or entities.
6.12 Certifications
Certifications by the CONSULTANT of test results, reports or other matters constitute a statement of the professional judgment of the CONSULTANT based on the facts and data known to the CONSULTANT. Certifications or other "assurances" shall not give rise to any guarantees or warranties concerning the subject of the certification.
6.13 Hazards
CLIENT shall advise CONSULTANT of any known hazardous wastes existing on or near the premises upon which work is to be performed by CONSULTANT's employees or subcontractors. If any hazardous wastes not identified by CLIENT are discovered after a project is undertaken, CLIENT and CONSULTANT agree that the scope of services, schedule and compensation may be adjusted accordingly.
CONSULTANT shall advise CONSULTANT's employees, agents, representatives, and subcontractors of the known hazardous wastes existing on or near the premises and require that said employees, agents, representatives, and subcontractors exercise due care during their activities at the site, including the use of all adequate safety equipment.
6.14 Underground Structures and Utilities
It is recognized that CLIENT has superior knowledge of the location of a Project, the access routes to the location of the work, and surface and subsurface conditions. CLIENT is obligated to advise CONSULTANT of all conditions of which CLIENT has knowledge that may affect CONSULTANT's performance hereunder. Additionally, prior to the commencement of drilling, CLIENT shall have determined and marked the location of the drilling site and shall have identified and made provisions for necessary right-of-ways, reasonably maintained access roads, and firm-surfaced drilling locations, all adequate in size and capable of properly supporting the drilling unit. CLIENT shall furnish or make available to CONSULTANT such documents and information as are necessary to apprise CONSULTANT of the
location, identity, quantity, nature or characteristics of any underground obstructions or utilities at or under the jobsite (including site history). CLIENT agrees to provide CONSULTANT with such specifications, plans, studies, documents or other information on surface and subsurface conditions as will be reasonably required by CONSULTANT for proper and timely performance of its services. CLIENT shall procure all entry permits and hold harmless CONSULTANT for claims of trespass or damage to property, including underground utilities or structures, which arise out of the Work, except where CONSULTANT is negligent or has violated CLIENT's specific written instructions.
6.15 Witness Fees 6.15.1 CONSULTANT's employees shall not be retained as expert witnesses, except by
separate written agreement. 6.15.2 CLIENT agrees to pay CONSULTANT pursuant to CONSULTANT's then current
schedule of hourly labor billing rates for time spent by any employee of CONSULTANT responding to any subpoena by any party in any dispute as an occurrence witness or to assemble and produce documents resulting from CONSULTANT's services under this Agreement.
6.16 Entire Agreement
This Agreement plus Authorizations represents the entire and integrated Agreement between the CONSULTANT and CLIENT relative to the subject matter of this Agreement. All previous or contemporaneous proposals, promotional literature, agreements, representations, promises and conditions relating to CONSULTANT's services described herein are superseded. Since terms contained in purchase orders do not generally apply to professional services, in the event CLIENT issues to CONSULTANT a purchase order, no preprinted terms thereon shall become a part of this agreement. Said purchase order document, whether or not signed by CONSULTANT, shall be considered as a document for the CLIENT's internal management of its operations.
IN WITNESS WHEREOF, CLIENT and CONSULTANT, by their authorized officers, have made and executed this Agreement as of the day and year first above written. CLIENT: By: Title: BURNS & McDONNELL ENGINEERING COMPANY, INC. By: Stephen M. Linnemann, P.E. Title: Senior Vice President
Exhibit A McLeod County Solid Waste Department 1065 5th Avenue SE Hutchinson , Minnesota 55350 AUTHORIZATION NO. 1 For PROFESSIONAL SERVICES To BURNS & McDONNELL ENGINEERING COMPANY, INC. Kansas City, Missouri In accordance with the AGREEMENT for PROFESSIONAL CONSULTING SERVICES dated February 6th, 2013, between (CLIENT) and Burns & McDonnell Engineering Company, Inc. (hereinafter called CONSULTANT), CLIENT hereby authorizes CONSULTANT to proceed with the following services: I. SCOPE The Scope of Services to be provided by CONSULTANT, in connection with this Authorization, includes evaluation of a proposed retrofit of the County’s recycling facility for processing of single stream recyclable materials. This assistance may include the following:
Review of vendor proposals and related information to provide and install materials recovery processing equipment; Attendance at face-to-face and/or teleconference meetings with County representatives to discuss the issues associated with the potential retrofit of the County’s recycling facility; Attendance of vendor processing equipment demonstrations provided for County representatives at designated locations; Written evaluations, including recommendations where applicable, addressing potential modifications to the County’s existing recycling facility; and Other related tasks as directed by the County Solid Waste Department staff.
II. TIME OF SERVICE CONSULTANT will proceed with providing the services set forth herein upon receipt of a signed authorization and e-mail communication describing the specific tasks being requested. It is anticipated that the tasks completed will be requested intermittently during the term of the agreement
III. COMPENSATION CLIENT shall compensate CONSULTANT on a time and expenses basis for providing the services set forth herein in accordance with the terms of the existing Agreement as specified in Section 5 and BMR 913. AUTHORIZATION BY: McLeod County Solid Waste Department By: Date: ACCEPTED BY: BURNS & McDONNELL ENGINEERING COMPANY, INC. By: Title: Senior Vice President
MCLEODCOUNTY913.DOC
Schedule of Hourly Professional Service Billing Rates
Position Classification
Classification Level
Hourly Billing Rate
General Office*
5
$58.00
Technician*
6 $67.00
Assistant* 7 $80.00 8 $110.00
9 $124.00
Staff* 10 $133.00
11 $150.00
Senior 12 $160.00
13 $173.00
Associate 14 $184.00 15 $195.00 16 $200.00
17
$206.00
Notes 1. Position classifications listed above refer to the firm’s internal classification system for employee compensation. For
example, "Associate", "Senior", etc., refer to such positions as "Associate Engineer", "Senior Architect", etc. 2. For any nonexempt personnel in positions marked with an asterisk (*), overtime will be billed at 1.5 times the hourly
labor billing rates shown. 3. Project time spent by corporate officers will be billed at the Principal rate (Level 17) plus 25 percent. 4. For outside expenses incurred by Burns & McDonnell, such as authorized travel and subsistence, and for services
rendered by others such as subcontractors, the client shall pay the cost to Burns & McDonnell plus 10% 5. A technology charge of $3.50 per labor hour will be billed for normal computer usage, computer aided drafting
(CAD), long distance telephone, fax, photocopy and mail services. Specialty items (such as web and video conferencing) are not included in the technology charge.
6. Monthly invoices will be submitted for payment covering services and expenses during the preceding month.
Invoices are due upon receipt. A late payment charge of 1.5% per month will be added to all amounts not paid within 30 days of the invoice date.
7. The services of contract/agency personnel shall be billed to Owner according to the rate sheet as if such
contract/agency personnel is a direct employee of Burns & McDonnell. 8. The rates shown above are effective for services through December 31, 2013, and are subject to revision
Best Method of DeliveryBasic Policy Management Support
Service
None Lira, Kayvan
Attn: Vincent M. TraverAttn: Vincent M. Traver
McLeod County
Ste 111
Price
Glencoe, MN 55336
February 12, 2013
Ext. Price
Ship via:
Content Scanning Lexicons & Updates
ZixGateway Server(s) with monitoring
Description
PSO
830 E 11th Street 830 E 11th Street
United States
Ste 111Glencoe, MN 55336
PSO
Corporate
CorporateZixGateway
Service
Corporate
First year total
ZixDirect Encryption Service
ZixGateway Service with ZixPort & ZixDirect
Service Hardware/Software Maintenance & SupportService
Service ZixMobility
Administrator Training
Cust. PO:
McLeod County
ZixCorp reserves the right to change prices if not signed
United States
Renewal
PSOServiceService
PSO
PSO
Bill to:
Est. Install:
PSO
Fed Ex Express Saver
ZixDirectZixPort
PSO
Version: 1/7/2013
on or before Friday, March 01, 2013
Services Agreement2711 N. Haskell Ave. Suite 2300
Help Desk Services
Product
ZixGateway Corporate
ZixPort Corporate Encryption Service
6,752.20
13 1 12Year 2 6,752.20Year 3 6,752.20
Special Terms:
Special Handling:
This Services Agreement is subject to the terms and conditions of the original Services Agreement signed February 2, 2010. Annual subscription fees for year 1 are due upon execution of this Services Agreement as described in Item 1, "Invoicing and Payment". Annual subscription fees for year 2 and year 3 are due on the first and second anniversary of the Services Agreement, respectively. Customer agrees to participate in marketing initiatives, including but not limited to, (a) public customer listing; and (b) joint press release. Check here ___ if prior approval is required for a joint press release.
20,256.60
Service17,200.00
PSO
Version: 1/7/2013
* * * * Do not pay, this is not an invoice * * * *
Subtotal
Total 20,256.60$ -
Third year totalSecond year totalZixReporting Services
Initials
Page 1
# 34 35 36 37 38 39 40 41 42 43
1. Invoicing & Payment. ZixCorp Systems, Inc. ("ZixCorp") may issue invoices or initiate credit card payments, if applicable, upon the execution of this Services Agreement, and customer agrees to pay all invoices in U.S. dollars
within 30 days of the date of invoice. By signing below Customer is subscribing to the services indicated on the face of this Services Agreement for the service years indicated. Annual subscription fees are to be paid at the beginning of each service year, unless otherwise stated on the Services Agreement, with the initial subscription period beginning on the 30th day following the date of this Services Agreement or, if earlier, on the date the installation is completed and/or the services are initiated and made available to Customer.
A.
B.
2. Taxes; F.O.B. Upon presentation of invoices by ZixCorp, Customer agrees to pay any tariffs, duties or taxes imposed or levied by any government or governmental agency, including without limitation, federal, state and local sales,imposed use, value-added and personal property taxes (other than franchise and income taxes imposed on ZixCorp'snet income). Products are sent F.O.B. shipping location.
3.
(If P.O. No. provided, please attach copy of P.O.)
Services Agreement
Billing Address:Please verify and update billing address and contact information
830 E 11th StreetSte 111Glencoe, MN 55336
Purchase Order No.: None
Issue Invoice.
Initiate Credit Card Payment (must complete authorization form found at the end of the services agreement.)
United States
Billing Contact Information Technical Admin. Contact InformationName: Name:Phone: Phone:Email: Email:
4. SALES AND USE TAX - MARK (X) ONE OF THE FOLLOWING: (if no box is checked, sales and use tax will be charged)Customer will be charged sales and use tax upon invoicing. For tax purposes only, the pricing and discounts outlined onthe first page of this Services Agreement may be allocated to the various components of the Zix solution on the invoice.This is done for tax purposes only and does not change the pricing or payment terms of the Agreement.
Customer is a tax exempt organization (please attach a state tax exemption certificate to contract).The customer name on the certificate and the services agreement should be the same.
Printed:
Title: Date:
Page 2
RESOLUTION 13-CB-04
AUTHORIZING PARTICIPATION IN PLANNING PROCESS
AND EXECUTION OF SUB-GRANT AGREEMENT
WHEREAS, the County of McLeod, Minnesota, is participating in a hazard mitigation planning process as established under the Disaster Mitigation Act of 2000; and
WHEREAS, the Act establishes a framework for the development of a multi- jurisdictional hazard mitigation plan; and
WHEREAS, the Act as part of the planning process requires public involvement and local coordination among neighboring local units of government and business; and
WHEREAS, the plan must include a risk assessment including past hazards, hazards that threaten the county, maps of hazards, an estimate of structures at risk, estimate of potential dollar losses for each hazard, a general description of land uses and future development trends; and
WHEREAS, the plan must include a mitigation strategy including goals and objectives and an action plan identifying specific mitigation projects and costs; and
WHEREAS, the plan must include a maintenance or implementation process including plan updates, integration of plan into other planning documents and how the county will maintain public participation and coordination; and
WHEREAS, the draft plan will be shared with the State of Minnesota and the Federal Emergency Management Agency (FEMA) for coordination of state and federal review and comment on the draft; and
WHEREAS, approval of the all hazard mitigation plan will make the county eligible to receive Hazard Mitigation Assistance grants as they become available; and
NOW THEREFORE, Be it resolved that McLeod County will enter into a sub-grant agreement with the Division of Homeland Security and Emergency Management in the Minnesota Department of Public Safety for the program entitled Hazard Mitigation Assistance (HMA) for the development or update of the McLeod County All Hazard Mitigation Plan. McLeod County Administrator, Patrick Melvin, is hereby authorized to execute and sign such sub-grant agreements and any amendments hereto as are necessary to implement the plan on behalf of McLeod County.
I certify that the above resolution was adopted by the Board of Commissioners of McLeod County on
Paul Wright _______________________ Patrick Melvin McLeod County Board Chair McLeod County Administrator
February 19, 2013 __________________ February 19, 2013 _________________ (Date) (Date)
ATTACHMENT 2
McLeod County Hazard Mitigation Plan Grant Application
Letter of Commitment of Funds
McLeod County
830 E 11th
Street
Glencoe, MN 55336
As a potential sub-grantee in a Hazard Mitigation Assistance (HMA) Program, McLeod County hereby commits the matching funds necessary for the proposed McLeod County All Hazard Mitigation Plan. After FEMA approval and during project implementation, McLeod County acknowledges that it is responsible for providing a minimum of 25% of all eligible project costs or a minimum of $10,000 in local matching funds to comply with all grant cost share requirements. As signed, we understand the responsibilities of a sub-grantee participating in the HMA program and hereby authorize the use of these non-federal funds for this proposed project. Authorized Representatives:
_____________________________________ February 19, 2013_____ Paul Wright Date McLeod County Board Chair _____________________________________ February 19, 2013_____ Patrick Melvin Date McLeod County Administrator
Contract between McLeod County and the Lester Prairie Police Department
Whereas, the Lester Prairie Police Department wishes to utilize McLeod County's mobile computing to facilitate officers' ability to use mobile computing from their squad cars and
Whereas, support from the McLeod County Information Systems may be necessary from time to time,
It is hereby agreed between the parties:
A. Standard Hardware and Software
1. McLeod County will provide the computer hardware, air cards and software required that the Lester Prairie Police Department will be leasing to be part ofthe McLeod County Mobile Network. See Amendment A.
2. Lester Prairie Police Department will provide the squad hardware and installation specified by McLeod County that is required to support the mobile computing.
3. Lester Prairie Police Department will be held responsible for hardware repairs not covered under maintenance and/or warranty do to user's negligence or misuse.
4. If any unapproved hardware or software is installed on the laptop that causes conflict with the county applications, the county has the right to remove the program. Charges of $95 per hour with a minimum of one hour for correcting the problems incurred will apply. If vendor assistance is required to solve the problem, Lester Prairie Police Department will cover the vendor's costs.
5. McLeod County will attempt to have a spare laptop available to load to Lester Prairie Police Department in the event a laptop is out-of-service or being repaired.
B. Training
1. McLeod County Information Systems will provide training to user for operation of the communications hardware and software in connecting to the county network.
2. McLeod County Sheriffs Office will provide training to a Lester Prairie PD trainer for operation of the mobile programs.
C. Technical Support and Services
1. McLeod County Infonnation Systems will provide support for all approved laptops and devices connected to the county. This involves maintaining the infrastructure for connecting to the county.
2. Network setup and configuration on an approved laptop to allow connection to the county will be completed by the proper county staff and will be fully supported. This includes installation and configuration within the connectivity software.
3. The county will install Symantec Antivirus Coiporate Edition software on all laptops connecting to the county.
Page 1 1/8/2008
revised and adopted December 18, 2001. A copy ofthe Acceptable Use Policy for Computer and Network Systems is attached to this agreement and the Lester Prairie Police Department agrees to abide by this policy, especially as it pertains to the user's responsibilities in computer usage, internet usage, and telecommuting. Each user must sign a copy stating they have read and accepted the terms and conditions in the policy.
F. Lester Prairie Police Department Staff/Equipment Changes
1. The Lester Prairie Police Department agrees to notify the McLeod County Sheriffs Office prior to any additions, replacements, and/or user authority changes so that the proper security changes can be made.
2. The Lester Prairie Police Department agrees to notify the McLeod County Sheriffs Office prior to any additions or replacements of equipment so that the support staff can be aware of any potential additional support needed.
G. Terms and Agreements
1. Lester Prairie Police Department agrees to abide by the payment plan found on Amendment B for Lester Prairie's unit.
2. The McLeod County Sheriffs Office reserves the right to modify and/or amend this agreement after a 60 day notification to the Lester Prairie Police Department.
3. In the event the Lester Prairie Police Department should decide to terminate this contract, a 90 day advance notice must be given. If the Lester Prairie Police Department terminates this contract, it agrees to reimburse McLeod County for the outstanding balance owed on all hardware and software that was purchased for this project. McLeod County agrees to reimburse the Lester Prairie Police Department the pro-rated amount for any annual charges that had been paid in full.
4. At the end of this contract, the Lester Prairie Police Department may purchase the leased equipment for $1.
H. Agreement Signatures
1. A l l mobile computing users of the Lester Prairie Police Department must provide a signed statement signifying their acceptance of this agreement before a user account will be created for them on the system.
1/8/2008 Page 3
Officer Agreement Signature
As an employee of the Lester Prairie Police Department who will be utilizing mobile computing provided by McLeod County, I agree to abide by the terms as described in this document and those included in the McLeod County Acceptable Use Policy for Computer and Network Systems.
Signature: Date: Officer
This page to be reproduced as needed by the Lester Prairie Police Department so that each officer utilizing mobile computing has provided a signature signifying their acceptance.
1/8/2008 Page 5
ADMENDMENT B PAYMENT PLAN
LESTER PRAIRIE POLICE DEPARTMENT
1ST PAYMENT
Laptops
Air Card
2ND PAYMENT
Laptops
Air Card
3RD PAYMENT Laptops
Air Card
4TH PAYMENT Laptops Air Card
Unit Qty Total
1,224.79 1 1224.79
400.00 1 400.00
Amount Due: $1,624.79 Due By: 5/1/2103
1,224.79 1 1224.79
400.00 1 400.00
Amount Due: $1,624.79 Due By: 5/1/2014
1,224.79 1 1224.79
400.00 1 400.00
Amount Due: $1,624.79 Due By: 5/1/2015
1,224.79 1 1224.79 400.00 1 400.00
Amount Due: $1,624.79 Due By: 5/1/2016
TOTAL PAYMENTS $6,499.16
"DICOMPAR Quotation
10301 Yellow Circle Drive Minnetonka , MN 55343-9101 p. 952-945-0300 f. 952-945-9611 www.comparinc.com
(ctoijaiitia?
Quote # 3544 Quote Date 1/22/2013
Terms NET 30
Contact Vincent Traver Vincen t . t r 3 v e r i ' 2 c o , m c l e o d . m n . u =
Sales Rep: Jim Mullin lmu l l i n fS l comDar inc . co rn
p. 952-945-0300
s i n >. ' :
McLeod County 830 11th Street East Suite 111 Glencoe, MN 55336
McLeod County Accounts Payable 830 11th Street East Suite 111 Glencoe, MN 55336 Cost Center:
McLeod County 830 11th Street East Suite 111 Glencoe, MN 55336
lil^cJlfitStU; Panasonic
> (Mr HJISSQIISSH !M5 !'.nli10li.l
I Panasonic CF-31SBLAX1M WIN7, INTEL CORE I5-3320M 2.60GHZ, VPRO, 13.1 XGA TOUCH, 500GB (7200RPM), 4GB, IN ...
1 $3,948.00 $3,943.00
2 PANASONIC 7160-0318-00-P
GAMBER JOHNSON VEHICLE PORT REPLICATOR ... 1 $461.00 $461.00
3 Panasonic CF-SVCLTEXT1Y
ONE YEAR WARRANTY EXTENSION - LAPTOP(YR4 ... 1 $175.00 $175.00
SubTotal: $4,584.00 Shipping: $0.00
Taxable Total: $4,584.00
Tax: (rate) 0.06875 $315.15 Total: $4,899.15
Accepted Byj
Date:
Q3544 Page 1 / 1
Contract between McLeod County and the Winsted Police Department
Whereas, the Winsted Police Department wishes to utilize McLeod County's mobile computing to facilitate officers' ability to use mobile computing from their squad cars and
Whereas, support from the McLeod County Information Systems may be necessary from time to time,
It is hereby agreed between the parties:
A . Standard Hardware and Software
1. McLeod County will provide the computer hardware, air cards and software required that the Winsted Police Department will be leasing to be part of the McLeod County Mobile Network. See Amendment A.
2. Winsted Police Department will provide the squad hardware and installation specified by McLeod County that is required to support the mobile computing.
3. Winsted Police Department will be held responsible for hardware repairs not covered under maintenance and/or warranty do to user's negligence or misuse.
4. If any unapproved hardware or software is installed on the laptop that causes conflict with the county applications, the county has the right to remove the program. Charges of $95 per hour with a minimum of one hour for correcting the problems incurred will apply. If vendor assistance is required to solve the problem, Winsted Police Department will cover the vendor's costs.
5. McLeod County will attempt to have a spare laptop available to loan to Winsted Police Department in the event a laptop is out-of-service or being repaired.
B. Training
1. McLeod County Information Systems will provide training to user for operation of the communications hardware and software in connecting to the county network.
2. McLeod County Sheriff s Office will provide training to a Winsted PD trainer for operation of the mobile programs.
C. Technical Support and Services
1. McLeod County Information Systems will provide support for all approved laptops and devices connected to the county. This involves maintaining the infrastructure for connecting to the county.
2. Network setup and configuration on an approved laptop to allow connection to the county wil l be completed by the proper county staff and will be fully supported. This includes installation and configuration within the connectivity software.
3. The county will install Symantec Antivirus Corporate Edition software on all laptops connecting to the county.
Page 1 1/8/2008
4. It is the responsibility of each person operating a mobile laptop with county communications to ensure:
a. The Symantec software is enabled and running properly and that the installed software has received the most current virus definition files. McLeod County Information Systems will assist with this process as necessary.
b. The Mobile Update tool is run weekly from the Sheriff's Office parking lot.
5. Normal hours of operations for the McLeod County Information Systems are Monday through Friday, 8 a.m. to 4:30 p.m. with allowances for recognized holidays.
6. At the time of the contract, McLeod County Information Systems does not have on-call rotation shifts. If services are needed, every attempt will be made to contact the appropriate personnel. Users should be aware that McLeod County reserves the right to prioritize service calls. Individual device issues will not be addressed after hours.
7. Users from the Winsted Police Department will contact McLeod County Communications for computer services. In the event McLeod County Communications requires aide, they will contact the appropriate personnel.
8. McLeod County will charge a monthly connection fee. This rate is subject to change as vendor dictates. See amendment A .
9. McLeod County Information Systems is not responsible for supporting non-county owned hardware, non-county operated software and will not provide user training for non-county employees beyond what is necessary to establish network connections.
D. Security
1. The Winsted Police Department will keep all user ID's and passwords confidential and will hold McLeod County harmless for any liability incurred as result of improper disclosure of user ID's and/or passwords. Each user is responsible for the physical security of their portable communications equipment.
2. Any breach of security or suspected breach of security on any piece of equipment connected to the county network will be immediately reported to the McLeod County Information Systems.
3. Should there be any situation that occurs where the McLeod County Information Systems staff feels that a breach of security has occurred, staff have the right to immediately make any necessary configuration changes to cease the communications link for the user and/or the communications equipment. McLeod County Information Systems will notify the McLeod County Sheriff or designee of any such actions taken.
E. Acceptable Use Policy
1. McLeod County has in place an Acceptable Use Policy for Computer and Network Systems regarding computer, network, electronic mail, and internet access which was last
Page 2 1/8/2008
revised and adopted December 18, 2001. A copy of the Acceptable Use Policy for Computer and Network Systems is attached to this agreement and the Winsted Police Department agrees to abide by this policy, especially as it pertains to the user's responsibilities in computer usage, internet usage, and telecommuting. Each user must sign a copy stating they have read and accepted the terms and conditions in the policy.
Winsted Police Department Staff/Equipment Changes
1. The Winsted Police Department agrees to notify the McLeod County Sheriff's Office prior to any additions, replacements, and/or user authority changes so that the proper security changes can be made.
2. The Winsted Police Department agrees to notify the McLeod County Sheriff's Office prior to any additions or replacements of equipment so that the support staff can be aware of any potential additional support needed.
Terms and Agreements
1. Winsted Police Department agrees to abide by the payment plan found on Amendment B for Winsted's two units.
2. The McLeod County Sheriff's Office reserves the right to modify and/or amend this agreement after a 60 day notification to the Winsted Police Department.
3. In the event Winsted Police Department should decide to terminate this contract, a 60 day advance notice must be given. If the Winsted Police Department terminates this contract, it agrees to reimburse McLeod County for the outstanding balance owed on all hardware and software that was purchased for this project. McLeod County agrees to reimburse the Winsted Police Department the pro-rated amount for any annual charges that had been paid in full.
4. At the end of this contract, the Winsted Police Department may purchase the leased equipment for $1.
Agreement Signatures
1. A l l mobile computing users of the Winsted Police Department must provide a signed statement signifying their acceptance of this agreement before a user account will be created for them on the system.
Page 3
I. Length of Contract
1. Contract will go into effect from the date of the McLeod County Board Chair's signature to May 1, 2017.
Signature: ( l ^ J ^ n v u ^ J ^ A V -^s>^~<J^ Date: Q ^ 3 1 ^ / 5 Winsted Chief of Police
Signature: <Z^I&Q?h^kl^ Date: A ~ 5 - O
Winsted Mayor
Signature: Date: Winsted City Attorney
Signature: ^c^^^i^^Z Date: £-<5-/3 Winsted City Administrator
Signature: Date: McLeod County Sheriff
Signature: Date: McLeod County Board Chair
Signature: Date: McLeod County Attorney
Signature: Date: McLeod County Administrator
1/8/2008 Page 4
Officer Agreement Signature
As an employee of the Winsted Police Department who will be utilizing mobile computing provided by McLeod County, I agree to abide by the terms as described in this document and those included in the McLeod County Acceptable Use Policy for Computer and Network Systems.
Signature: Date: Officer
This page to be reproduced as needed by the Winsted Police Department so that each officer utilizing mobile computing has provided a signature signifying their acceptance.
1/8/2008 Page 5
AMENDMENT A LEASE COSTS PER 07-022NEW000000 LAPTOP 2012-2015
DVD-Multi Drive for CF-31 (included) $0.00 0.00 0.00 0.00 2
One year extended warranty $374.06 175.00 350.00 24.06 2
Panasonic Port Replicator (docking station) $985.39 461.00 922.00 63.39 2
Laptop Subtotal $9,798.30
AIR CARP . \ Air Card Connectivity Air Card Subtotal for the next four years
3199.68 $3,199.68
33.33 3199.68 24 months*4 years
Lease Cost (License and Laptops paid over four years) $12,997.98
* Prices along with mount prices, and GPS prices would be included if purchasing a new computer and keeping the current computer.
Page 1
ADMENDMENT B PAYMENT PLAN
WINSTED POLICE DEPARTMENT
1ST PAYMENT Laptops
Air Card
2ND PAYMENT Laptops
Air Card
3RD PAYMENT Laptops
Air Card
4TH PAYMENT Laptops Air Card
Unit Qty Total
1,224.79 2 2449.58
399.96 2 799.92
Amount Due: $3,249.50 Due By: 05/01/2103
1,224.79 2 2449.58
399.96 2 799.92
Amount Due: $3,249.50 Due By: 05/01/2014
1,224.79 2 2449.58
399.96 2 799.92
Amount Due: $3,249.50 Due By: 05/01/2015
1,224.79 2 2449.58 399.96 2 799.92
Amount Due: $3,249.50 Due By: 05/01/2016
TOTAL PAYMENTS $12,998.00
SUPPORTING HANDS NURSE-FAMILY PARTNERSHIP HOST COUNTY AND FISCAL AGENT AGREEMENT
This Agreement, which shall become effective on January 1, 2013, is between Supporting Hands Nurse-Family Partnership (Supporting Hands NFP) Joint Powers Board and the McLeod County Board of Commissioners.
I. RECITALS
WHEREAS, the County Boards of Commissioners from Big Stone, Chippewa, Douglas, Grant, Kandiyohi, Lac qui Parle, Lincoln, Lyon, McLeod, Meeker, Murray, Pipestone, Pope, Redwood, Renville, Rock, Stevens, Swift, Traverse, and Yellow Medicine Counties, Mimiesota, have formally entered into a Joint Powers Agreement under Mimiesota Statutes 471.59 and have legally established a joint powers entity called Supporting Hands Nurse-Family Partnership to assist in fulfilling the intent and terms of the Joint Powers Agreement; and
WHEREAS, these County Boards of Commissioners have established a Joint Powers Board comprised of one seated Commissioner from each participating county to govern the Supporting Hands Nurse-Family Partnership; and
WHEREAS, the Joint Powers Board has selected McLeod County to serve as Host County and Fiscal Agent for the Supporting Hands Nurse-Family Partnership; and
WHEREAS, McLeod County agrees to serve as the Host County and Fiscal Agent and to perform certain support functions as Host County and Fiscal Agent for the Supporting Hands Nurse-Family Partnership;
NOW, THEREFORE, in consideration of the mutual understandings set forth herein, and other good and valuable consideration, the parties hereby agree as follows:
IL APPOINTMENT OF HOST COUNTY AND FISCAL AGENT
The Supporting Hands Nurse-Family Partnership Joint Powers Board hereby appoints McLeod County as Host County and Fiscal Agent as provided for in this Agreement and the Supporting Hands Nurse-Family Partnership Joint Powers Agreement.
hi the event that funds are ever inadequate to meet the needs of the Supporting Hands NFP organization, the county members of the Supporting Hands NFP shall assume all outstanding expenses and will distribute liability for meeting those expenses among the member counties as provided for in the Joint Powers Agreement. McLeod County's share of any such liability is limited to its participation in the Supporting Hands Nurse-Family Partnership as governed by the Joint Powers Agreement and as provided for in Article 9 of the Joint Powers Agreement regarding mutual indemnification.
1
III. RESPONSIBILITIES
A. Responsibilities of McLeod County:
1. Agency Director shall provide supervision of McLeod County employees fulfilling these responsibilities.
2. Make payroll deposits to Supporting Hands NFP employee accounts established with McLeod County including federal and state tax withholding for Supporting Hands NFP employees.
3. Distribute Supporting Hands NFP payroll checks consistent with McLeod County payroll policies and procedures.
4. Provide Supporting Hands NFP personnel, at a minimum, all employee fringe benefits entitled to non-represented employees of McLeod County. Supporting Hands NFP shall retain the exclusive right to amend the fringe benefits offered to its employees according to Supporting Hands policies and procedures.
5. Provide Supporting Hands NFP applicable payroll and payroll-related reports as required for Supporting Hands NFP's human resource, financial management, and general ledger activities.
6. Report compensation paid to Supporting Hands NFP employees as part of the McLeod County employee reports to the Minnesota Department of Economic Security using the McLeod County federal EIN.
7. Perfonn all general ledger duties, including reconciling cash accounts, recording proper accruals for financial statements and reconciling all trial balance accounts to supporting documentation.
8. Perfonn daily bookkeeping and accounts receivable activities, including deposits of revenues from a variety of public and third party sources; and accounts payable activities, including preparing, authorizing and issuing checks.
9. B i l l each county partner its respective share of the annual contribution no less than quarterly and no more frequently than monthly.
10. Perfonn all regulatory and contractual reporting and financial accountability requirements applicable to Supporting Hands NFP's activities and functions.
11. Maintain a separate Supporting Hands NFP enterprise fund or funds in compliance with Minnesota statutes and rales governing such funds. McLeod
2
County shall not expend or in any way obligate or otherwise encumber these fund(s) without prior written permission from the Supporting Hands NFP.
12. Provide Supporting Hands NFP enterprise fund infomiation reports as required for Supporting Hands NFP's financial management and general ledger activities.
13. Perfonn investment activities as instructed by Supporting Hands NFP and pennitted by applicable State and federal laws and regulations.
14. Maintain and provide access to Supporting Hands NFP fund and account records for audit puiposes and as may be otherwise required by applicable State and federal laws.
15. Exercise due diligence in the perfomiance of its fiduciary responsibilities.
16. Assure policies and procedures are updated in accordance with the requirements of the Office of the State Auditor. Provide Supporting Hands NFP infonnation and meet with representatives of the Office of the State Auditor upon request.
17. Arrange registration/accommodations and process payment for trainings, workshop and other continuing education activities.
18. Maintain, store and archive all financial and grant records. Adhere to system of record retention per Historical Society schedule, state law, and grant requirements.
B. Responsibilities of the Supporting Hands Nurse-Family Partnership Joint Powers Board:
1. Maintain adequate funds for the payment by McLeod County of Supporting Hands NFP's payroll and fringe benefit expenses.
2. Arrange for the payment of any outstanding liabilities for unemployment compensation.
3. Select insurers and arrange for the payment of insurance premiums for directors and officers liability, errors and omissions insurance, and insurance ofthe Supporting Hands Nurse-Family Partnership equipment and property.
4. Direct investment and investment monitoring activities in accordance with Supporting Hands Nurse-Family Partnership Joint Powers Board policy and in compliance with applicable State and federal laws and regulations.
5. Supervise all Supporting Hands NFP employees.
3
6. Reimburse McLeod County Public Health on an hourly basis, which shall include salary and benefits, for all services described in Section III. A of this Agreement. Payment shall be made within 30 days following the presentation of a claim in the manner provided by law for payment of claims to McLeod County. Reimbursement to McLeod County Public Health shall not exceed $2000 amiually without prior authorization from the Supporting Hands Nurse Family Partnership Joint Powers Board.
7. Reimburse McLeod County for copies ($.10 per copy), postage and other expenses associated with the perfomiance of this Agreement as described in Section IIIA.
8. Reimburse McLeod County Auditor's Office $5000 amiually for services that are described in Section IIIA of this Agreement and provided by the McLeod County Auditor's Office.
IV. INDEMNIFICATION
Supporting Hands Nurse-Family Partnership and McLeod County agree to mutually indeimiify and save and hold the other party, its representatives and employees, hannless from any and all claims or causes of action arising from the perfomiance of this contract. This clause shall not be construed to bar any legal remedies either party may have for the other party's failure to fulfill its obligations pursuant to this contract.
V. TERM AND TERMINATION
1. The initial tenn of this Agreement shall commence on January 1, 2013 and shall continue to the end December 2013. Thereafter, this Agreement will automatically renew amiually unless the Agreement is replaced by a new Agreement or is terminated pursuant to Sections V.2 and V.3 of this Agreement.
2. Either party may terminate this Agreement without cause by providing written notification to the other party 120 days prior to the termination date.
3. Either party may temiinate this Agreement i f the other party fails to keep, observe or perfonn any tenn or provision of this Agreement. The non-defaulting party must provide written notification to the defaulting party of the specific nature of the default. If the defaulting party fails to cure such default within 30 days after receiving such notice is given, the non-defaulting party may terminate this Agreement upon 30 days written notice.
4
VI. SIGNATURES
The undersigned hereby agree that the foregoing accurately reflects the terms and conditions upon which the parties are willing to proceed.
Vinyl seat covers for 2nd and 3rd row seating 517.00$
SE Plus Group AJN 1,691.00$
• Pwr Windows, Frt/Rear, Ft 1-Touch (JP5)
• Power Quarter Vented Windows (JKG)
• 2nd Row Power Windows (JPG)
• 16X6.5 Aluminum Wheels (WNF)
Total Delivered Price With Options 21,553.00$
2013 Colors
BILLET SILVER METALLIC CLEAR COAT
BLUE STREAK PEARL COAT
BRILLIANT BLACK CRYSTAL PEARL COAT
CASHMERE PEARL COAT
MAXIMUM STEEL MET. CLEAR COAT
REDLINE 2 COAT PEARL
STONE WHITE CLEAR COAT
TRUE BLUE PEARL COAT
Delivery is 90-120 Days ARO
Standard Features
Code and Description
JCB 120 MPH Primary Speedometer
JKP 12V Auxiliary Power Outlet
XHL 12V DC Front & Rear Power Outlets
W6D 16" Wheel Covers
BAB 160 Amp Alternator
WDK 16X6.5 Steel Wheels
CWZ 2 Row Stow 'N Go w/Tailgate Seats
NFA 20 Gallon Fuel Tank
TX4 235/60R16 BSW All Season Tires
CYC 2nd Row Buckets w/Fold-in-Floor
ERB 3.6L V6 24V VVT Engine
RCD 4 Speakers
NAS 50 State Emissions
DG2 6-Speed Automatic 62TE Transmission
BCN 730 Amp Maintenance Free Battery
MJG Accent Bodyside Molding
CBD Active Head Restraints
CG3 Advanced Multistage Front Air Bags**
HAD Air Cond'ing w/Dual Zone Temp Cntrl
JMA Air Filtering
BRE Anti-Lock 4-Wheel-Disc Brakes
CSZ Assist Handles 2nd Row B-Pillar
RSU Audio Jack Input for Mobile Devices
DHD AutoStick (R) Automatic Transmission
MMG Belt Moldings
MNA Black Door Handles
CEQ Black Seats
MPJ Black Sill Applique
MFM Black/Bright Grille
MLA Body Color Fascias
CX8 CORA Tire Press Monitoring Sensor
CKA Carpets - Floor and Cargo Area
CGU Child Seat Anchor System-LATCH Ready
*H7 Cloth Low-Back Bucket Seats
TBK Compact Spare Tire
MUR Dodge Badge
XSZ Dodge Interior Accents I
LCB Door Courtesy Lamps
X82 Door Parts Module
GNF Driver Side Sun Visor w/Mirror
CGY Drvr Inflatable Knee-Bolster Air Bag
JKN Dual Glove Boxes
JJB Dual Note Electric Horns
BNB Electronic Stability Control
NHA Engine Oil Cooler
NHJ Exterior Mirrors w/Heating Element
RDD Fixed Long Mast Antenna
LCA Front Courtesy/Map Lamps
X83 Front End Parts Module
LAX Front Passenger Seat Belt Alert
X89 Front Suspension Damper Parts Module
X84 Front Suspension Parts Module
LAV Fuel Optimizer Calibration
Z1A GVW/Payload Rating
MSR Grand Caravan Badge
The above Features plus the 29E package contents:
29E Package Contents2ND ROW BUCKETS W/FOLD-IN-FLOOR (CYC) X
2 ROW STOW 'N GO W/TAILGATE SEATS (CWZ) X
6 SPEAKERS (RCG) X
AIR CONDITIONING W/3 ZONE TEMP CNTRL (HAK) X
BODY COLOR BODYSIDE MOLDING (MJF) X
BODY COLOR DOOR HANDLES (MNK) X
BODY COLOR SILL APPLIQUE (MPK) X
EASY CLEAN FLOOR MATS (CL9) X
FLOOR CONSOLE W/CUPHOLDER (CUQ) X
REAR AIR CONDITIONING W/HEATER (HBB) X
STOW'N GO BADGE (MYB) X
SUNSCREEN GLASS (GAE)
2013 American Jail Association Conference in Grand Rapids, MI Dates May 4-9
Conference Registration $225.00
Room Reservations for 5 days @ $825.00 appr. $165.00/night + taxes
Meal allowance for 4 days @ $120.00 $30.00/day
Fuel cost for travel $180.00 appr
Total approximate cost $1350.00
If approved, Grand Rapids is about a 10 hour drive (about 635 miles). A jail motor pool vehicle
will be used for transportation.
Cost comparsion to the annual MN Jail Administrator’s program that I attend.
Conference Registration $215.00
Room Reservations for 3 days @ $407.40 $135.80/night + taxes/meals
Fuel cost for travel $85.00 appr
Total approximate cost $707.40
McLeod County Jail Video Visiting
Overview
What is it?
The Securus Video Visitation system is specifically designed for correctional facilities. It is
basically a Skype style visit. This will be a great enhancement for our inmate visiting program.
Now family, friends, attorneys, etc can schedule a visit with an inmate from home, office, or
wherever. Weather, schedules, and travel won’t be an issue. There will be two modules
installed in our current visiting area that will allow for remote at-home visits 7 days a week
along with our regularly scheduled onsite visits.
The advantage to adding this feature is that visits can now be conducted from the comfort of
home without the visitor having to travel to the jail or alter their schedule to our visiting times.
This saves time and money for them. Also living in Minnesota winter travel can be
unpredictable and even dangerous as we all know.
How does a person get set up for the program?
The same rules for remote visiting apply as the onsite current rules do. Here’s the difference-
Family and friends have to register online through the Securus phone service and meet the
setup requirements for the software. After that the person requests approval from the jail to
schedule visits.
What is the cost?
The cost to the Jail (and County) is Zero. The visiting modules were written into our last
contract update. However, we will not make any commission for the first five years.
The cost to family, friends, attys, etc. is basically $1.00 a minute and the visit are 20 minutes in
length.
Are the visits monitored?
The visits are monitored through Securus just as our phone calls are now. Any violations of
visiting rules will result in the visit being cancelled and the visitor may be prohibited from
visiting for the rest of the inmate’s incarceration.
McLeod County Jail Treatment Program
Overview
What is it?
The treatment program is a Chemical and Alcohol substance abuse program run by Recovery
Resources of Winsted. The program contains three phases. Phase One- consists of a 28-day in-
custody program running Monday – Friday. Phases Two and Three consist of a 5 month and 3
month combined program out of custody.
How does a person get qualified for the program?
The individual must qualify for the jail program in the same manner as any other treatment
program. They must have a Rule 25 assessment and follow the recommendations of that
assessment. If they qualify for the jail treatment program, RRW will conduct the intake and
financial arrangements in coordination with Social Services.
Upon sentencing, the individual may be ordered to inpatient treatment or the jail treatment
program if qualified.
How does the sentence work?
Sentencing will, as always, be directed by the Judges. If appropriate for the program, the
individual will serve their sentence with the last 30 days being eligible for the treatment
program. Any incentive for time off upon completion of the program will be decided by the
sentencing Judge. (Example only: person is sentenced to 90 days jail. They would serve they
would serve 45 days, be eligible for the 30 day program and have an incentive of 15 days off
their jail time to be stayed pending the completion of the out-of-custody portion of the
program).
Where will the program be staged and who will be approved?
The treatment program will be held in the secure hearing room on the third floor of the court
house. The hearing room is equipped with a camera, telephone and intercom which are all
monitored by the jail. The counselors will also have a jail radio in their possession.
Inmates that will be involved in the program will be sentenced and not a security or safety risk.
The individuals involved with the program will not have access to any public areas. They are
expected to conduct themselves in an adult and appropriate manner. Any violations of rules
while in the program will be grounds for elimination from the program and the inmate will be
disciplined appropriately.
How many people can be in the Jail Program?
At present a conservative maximum of inmates in the program at one time is 6.
What is the daily cost comparison?
The Jail program is being offered as an in-patient Phase One program at the cost of out-patient
treatment.
An in-patient program typically has a daily cost of $300.00 for a 28 day inpatient program
54.09 for room and board
Costing an average of $354.09
The daily cost for the Jail Program at $34/hour $136.00 for the group time
Individual counseling at $70.00/hr/person $ 70.00
Costing an average of $206.00 That’s $148.09 saved per day.
The cost comparison for the entire program is attached to the email a well.
Why use the Jail Treatment Program?
Here are the selling points for program:
First: The individual is getting an in-patient treatment program at a reduced out-patient price.
Second: There isn’t a waiting list for a bed or treatment spot. They already have one and social
services will save money by not having that cost.
Third: There is not the urge to abscond, use, or get in trouble while in the program. They leave
the jail and go to the court holding area for their sessions and they come back to the stabile
structure of the jail at the end of the day. There is no margin for trouble during Phase One.
The inmate always has the right to quit the program if they want to. The difference
here is that court doesn’t have to issue a warrant to bring them back. Again cost savings.
Fourth: When they are released from jail, they start the next phase of their treatment and they
are home with family and their jobs. There is ongoing support and accountability that comes
from RRW in phases two and three.
Minnesota Counties Computer Cooperative 100 Empire Drive Suite 201 (651) 917-6969 Saint Paul, MN 55103-1845 Fax: (651) 917 6989 www.mnccc.org
RATIFICATION STATEMENT
The Board of ____________________________ has ratified the SOFTWARE SERVICE AND LICENSE AGREEMENT between MCCC and Xerox dated January 1, 2013. The SOFTWARE SERVICE AND LICENSE AGREEMENT, LRMS Property Tax Maintenance and Support Agreement, and the LRMS CAMA Maintenance and Support Agreement contracts have been approved by the MCCC Executive Committee, CAMA User Group and Tax User Group. Please indicate which systems your county will be participating in by initialing below. The option is CAMA, Property Tax, or both. ____(please initial) The LRMS CAMA MAINTENANCE AND SUPPORT AGREEMENT between Xerox and MCCC as approved by the CAMA User Group and MCCC Executive Committee for Maintenance & Support of CAMA in effect January 24, 2013 through December 31, 2020. ____(please initial) The LRMS PROPERTY TAX MAINTENANCE AND SUPPORT AGREEMENT between Xerox and MCCC as approved by the Property Tax User Group and MCCC Executive Committee for Maintenance & Support of Property Tax in effect January 24, 2013 through December 31, 2020. This Agreement commits the participating members to the financial obligations set forth in the terms of the contracts. Signed: _______________________________________________________ Board Chair Date: _______________________________________________________ Attest: _______________________________________________________ Title: _______________________________________________________ Date: _______________________________________________________
This Software Services and License Agreement (“Agreement” or “SSA”) is made by and between Xerox State & Local Solutions, Inc., a New York corporation, 8260 Willow Oaks Corporate Drive, Fairfax, VA 22031 (“Xerox”), and the Minnesota Counties Computer Cooperative, a joint powers organization established and existing under Minnesota Statutes, Section 471.59 for the purpose of providing for the establishment, operation and maintenance of data processing facilities and information management systems for the use and benefit of its members, 100 Empire Drive, St. Paul, MN 55103 (“MCCC”). Xerox and MCCC (each individually a “party” and collectively “the parties”) agree as follows: 1. SERVICES. Xerox agrees to provide and license to MCCC a replacement product for the IBM iSeries CamaUSA and the ACS Property Tax System software products currently used by MCCC (“Legacy Software”). The new product, the Xerox Land Records Management Solutions (“LRMS”) will provide software functionality and data elements that produce an integrated appraisal, assessment administration, and billing and collections system, in accordance with the terms and conditions set forth in this Agreement. Xerox will use existing functionality and enhancements specifically identified in this Agreement to provide functionality in accordance with the requirements, processes, specifications, and procedures used by MCCC members, as set forth in Schedule A (“Statement of Work” or “SOW”) and Attachment A (Functional Specifications) and Attachment B (Technical Specifications) to Schedule A, all of which are attached to and incorporated by reference in this Agreement. In addition to the functionality set forth in the SOW (including the Functional Specifications and Technical Specifications), LRMS will provide all the existing functionality of the Legacy Software, except for the functionality set forth in Section B “Exclusions / Clarifications” in Attachment A (Functional Specifications) of the SOW. As an integral part of providing the LRMS, Xerox will also provide to MCCC project management, analysis and planning, documentation, configuration, training, data conversion, and implementation services with respect to the LRMS, in accordance with the provisions of this Agreement. 2. TERM . This Agreement is effective on January 1, 2013 (“Effective Date”) and shall continue through December 31, 2020, unless otherwise extended or terminated by the parties in accordance with the provisions of this Agreement (“Term”). However, nothing in this Agreement shall alter or amend the current ACS CAMA-USA License Agreement and Property Tax System Program and License Agreement for the Legacy Software or the current support and maintenance agreements (“Legacy Software Support Agreements’) therefor, which shall remain fully in force and effect and shall govern the use and maintenance of the Legacy Software for each member of the current PTS or CAMA user groups at all times through expiration or other termination thereof. Support and maintenance services for those ratifying User group members will become effective under the LRMS Maintenance and Support Agreements dated as of the date hereof (the “LRMS Maintenance and Support Agreements”) in each case and following such User Group member’s installation, testing, conversion and acceptance of the LRMS.
3. CONDITION PRECEDENT AND OBLIGATION OF MCCC WITH RESPECT TO MCCC COUNTIES. MCCC will notify Xerox in writing of all MCCC counties that ratify this Agreement by March 1, 2013. Once MCCC notifies Xerox of the MCCC counties that ratify this Agreement by March 1, 2013, such ratifying counties shall comprise the “User Group.” Xerox’s obligations under this Agreement shall be subject to the condition that, in accordance with Schedule B – Payment, the fees associated with the final ratifying members of the User Group result in a total fixed price payment to Xerox of not less than Six Million, Five Hundred and Ninety Thousand Dollars ($6,590,000.00) over the Term. Xerox shall have the option, but not the obligation, to waive this condition precedent by written notice to MCCC. In the event that this minimum fixed price condition precedent is not satisfied and Xerox does not waive the condition precedent, this Agreement shall automatically terminate without penalty to either party and be of no further force and effect. Post-ratification membership in the User Group is irrevocable during the Term, and MCCC agrees to compensate Xerox for such counties in accordance with Schedule B – Payment. MCCC agrees that each member of the User Group who ratifies this Agreement will be bound by the general terms and conditions specified herein, including but not limited to, the Service provision terms contained in Schedule A. 4. PAYMENT AND EXPENSES. Unless terminated as provided in Section 3 above, MCCC agrees to pay Xerox for the LRMS and Services in accordance with the provisions for payment set forth in Schedule B, which is attached to and incorporated by reference in this Agreement. MCCC shall pay each invoice within forty-five (45) days after receipt of a complete and accurate invoice. Types of expenses that will be reimbursed by MCCC are listed in Schedule B and are subject to any limits set forth in Schedule B. Xerox shall bear sole responsibility for all other expenses incurred by Xerox in connection with performance of the Services. Expenses shall be separately listed in each invoice. The parties understand and agree that the requirements for payment for the Services set forth in Schedule B will extend beyond the Term until all payments for the Services have been made and received. As part of the delivery of Services to MCCC and the specific deliverable set forth in Schedule A, the parties agree to develop a written Project Plan that provides additional specifications for the Services to be provided, identifies responsibilities of the parties, and establishes a schedule for the work to be performed and the deliverables to be provided by Xerox to MCCC as part of the Services. 5. MCCC OBLIGATIONS. MCCC agrees to permit authorized Xerox personnel (and third parties authorized by Xerox) access to MCCC and User Group member physical facilities (including data processing facilities) and data communications infrastructure, as well as MCCC and User Group member information, data, and other resources that are necessary or reasonably appropriate to permit Xerox to perform the Services. Access to resources shall include MCCC and User Group member professional personnel, administrative personnel, and other employees and reasonable times and hours. MCCC and User Group members agree to consider and evaluate network and operating system environments updates to the current version reasonably recommended by Xerox for provision of the Services and implementation of the LRMS. Following notification by Xerox and acceptance by MCCC of the recommendation to upgrade network or operating system environments, User Group members shall have until the completion of the next fiscal budget cycle to upgrade to the requirements specified by Xerox. Xerox shall issue no recommendation to upgrade network and operating system environments until the proposed upgrade has been reviewed and endorsed by the MCCC Information Services Support Group (ISSG). This endorsement by the ISSG will not be unreasonably withheld. In addition, MCCC and User Group members agree to cooperate with Xerox as more specifically set forth in Schedule A as required or reasonably necessary for Xerox to perform the Services, including provision and implementation of the LRMS.
6. XEROX PERFORMANCE WARRANTIES . Xerox warrants that the Services will be performed by Xerox in a lawful, professional and workmanlike manner, using personnel generally deemed acceptable in the information technology industry to perform the Services that those Xerox personnel are assigned to perform. MCCC will have the right to request that Xerox remove and replace any Xerox personnel providing Services at any MCCC or User Group member facility if, in the reasonable opinion of MCCC, those Xerox personnel do not possess the skills and experience necessary to provide that portion of the Services in which those personnel are engaged, or are otherwise unsuitable. If, after discussion with Xerox and (except in extreme circumstances) an opportunity for remediation, MCCC determines that the Xerox personnel should be replaced, Xerox will promptly replace the affected personnel at no cost to MCCC. 7. PROJECT MANAGEMENT . Each party will designate a Project Manager who will have the lead responsibility for coordinating the Services, including communication with the other and other activities as more specifically set forth in Schedule A. 8. NON-DISCRIMINATION . In carrying out the terms of this Agreement, Xerox shall not discriminate against any employee, applicant for employment or other person, supplier, or contractor because of race, color, religion, gender, sexual orientation, marital status, national origin, disability, or public assistance. 9. DATA SECURITY . Xerox may create, modify, or have other access to valuable MCCC or User Group member confidential data collected or maintained by the MCCC and User Group members to the extent necessary to perform the obligations under this Agreement. Each party shall comply with all applicable provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13 and accompanying administrative regulations (“MGDPA”), or any other applicable Minnesota laws with respect to any data provided by MCCC or User Group members to Xerox. Xerox, to the extent it creates, collects, receives, stores, uses, maintains, or disseminates data in the performance of the Services under this Agreement, shall comply with such legal requirements as if Xerox were a government entity in the State of Minnesota. The civil remedies of Minnesota Statutes §13.08 shall be applicable to the release of data by Xerox in violation of the requirements of the MGDPA, as well as any other applicable remedies.
Xerox also agrees to indemnify, save, and hold the MCCC and User Group members harmless from all claims arising out of, resulting from, or in any manner attributable to any violation by Xerox, of any provisions of the MGDPA, including reasonable attorney’s fees and disbursements paid or incurred to enforce this indemnity. If Xerox subcontracts any or all of the work to be performed under this Agreement, Xerox shall be responsible under the terms of this Section for any violation of the MGDPA in connection with a subcontract under this Agreement.
MCCC also agrees to indemnify, save, and hold Xerox harmless from all claims arising out of, resulting from, or in any manner attributable to any violation by MCCC or any User Group member of any provisions of the MGDPA, including reasonable attorney’s fees and disbursements paid or incurred to enforce this indemnity. 10. PROPRIETARY INFORMATION . Each party acknowledges that, in the course of performing the Services, either party may be required to disclose to the other party information of a confidential and proprietary nature including (but not limited to) information provided by or developed for MCCC ("Proprietary Information"). The parties agree that disclosure and protection of Proprietary Information under this SSA shall be subject to the terms and conditions of a standard Xerox mutual nondisclosure agreement (which is attached to and incorporated in this Agreement as Schedule C), which each party agrees to sign contemporaneous with the execution of this Agreement.
11. SOFTWARE LICENSE . Subject to the terms and conditions of this Agreement, Xerox grants to MCCC and each participating User Group member a limited, non-exclusive, non-transferable license to use the LRMS software within the State of Minnesota for the internal governmental computing operations of MCCC and the participating User Group members (“Licensed Software”). For purposes of this Agreement and the Licensed Software, a “participating User Group member” is an MCCC county that has ratified this Agreement in accordance with Section 3 and has transitioned from the Legacy Software Support Agreement to the LRMS Maintenance and Support Agreement for the Licensed Software. MCCC and participating User Group members may make a reasonable number of copies of the Licensed Software for archival and backup purposes, as well as a reasonable number of copies of documentation of the Licensed Software use in accordance with the terms of this Agreement. The license granted by Xerox to MCCC and each participating User Group member under this Agreement includes computer programs assembled, compiled, or converted to magnetic or electronic binary form on software media, which are readable and usable by computer equipment (“Object Code”), in accordance with the provisions of this Agreement. The license does not include source code (software written in higher-level programming languages or any comments or other programmer documentation accompanying the source code); provided, however, that Xerox and MCCC agree to enter into an Escrow Agreement in the form of Schedule D attached hereto, at Xerox’s sole expense and at no cost to MCCC. In addition, at the request of MCCC, and no more than once per calendar quarter, Xerox will, at its facility in Waite Park, MN, perform a verification of the programs being sent to Iron Mountain Intellectual Property Management, Inc. (“IronMountain”) This verification will include documenting for MCCC in list form all the programs being sent to IronMountain in connection with this Agreement and reviewing with the MCCC that those programs, in accordance with the build instructions sent to IronMountain, comprises all Xerox intellectual property related to: (i) LRMS and (ii) Xerox’s performance of its obligations under this Agreement. Any rights not expressly granted under this Agreement are expressly reserved to Xerox. 12. INTELLECTUAL PROPERTY RIGHTS . Except to the extent of the license provided under this Agreement to MCCC and participating User Group members, Xerox warrants and MCCC recognizes and agrees that Xerox is and will remain the exclusive owner of the entire right, title, and interest in and to the LRMS, including all patents, trademarks, trade secrets, and trade names in the United States and worldwide, including any future patent, trademark, trade secret, or trade name that Xerox registers or uses in interstate commerce or worldwide with respect to the Xerox LRMS under any name, designation, or identifying nomenclature. All computer programs, software, tutorials, and related documentation, including but not limited to all Xerox intellectual property made available, directly or indirectly, by Xerox to MCCC and User Group members for purposes of this Agreement are and will remain the exclusive property of Xerox. 13. RESTRICTIONS ON USE OF THE LICENSED SOFTWARE . MCCC and User Group members understand and agree that MCCC and User Group members (“Licensees”) are prohibited from causing or permitting the reverse engineering, disassembly, or decompilation of the Licensed Software. Licensees are prohibited from using the Licensed Software to provide service bureau data processing services or to otherwise provide data processing services using information or records of unlicensed third party governmental units, including MCCC members who are not Licensees under this Agreement. However, these license restrictions do not apply to any Licensed Software access or use to satisfy information or document requests to that participating User Group member’s individual or commercial constituents or customers. Licensees will not allow the Licensed Software to be used by, or disclose all or any part of the
Licensed Software to, any person except employees of Licensees. Without limiting the foregoing, Licensees are permitted to allow use of the input and output sensory displays of or from the Licensed Software by third parties on a strict “need to know” basis, and such use shall not be deemed a non-permitted disclosure of the Licensed Software. Upon request from MCCC, Xerox agrees to share a reasonable sampling of the Licensed Software under a standard Xerox nondisclosure agreement with the business partners of MCCC for evaluation of potential replacement or ancillary products, or other reasonable and customary licensee uses. Licensees will not allow the Licensed Software, in whole or in part, to be exported outside of the United States of America, in any manner or by any means. Licensees are prohibited from removing or altering any intellectual property rights notice embedded in or that Xerox otherwise provides with the Licensed Software, including documentation. Licensee must reproduce each unaltered intellectual property rights notice in any full or partial copies that Licensee makes of the Licensed Software or related documentation. 14. PROTECTION OF INTELLECTUAL PROPERTY . MCCC and MCCC members shall not reverse engineer or decompile any software application provided under this Agreement or otherwise owned by Xerox. Each party agrees that it will not disclose any intellectual property of the other party to any third parties, except as specifically allowed or required under this Agreement. MCCC agrees to promptly notify Xerox, in writing, of any potential infringement of any Xerox patent, trademark, or trade name of which MCCC becomes aware. Xerox reserves all rights independently to develop, manufacture and to sell products embodying its own intellectual property rights, and to enter into collaborations or agreements with third parties with respect to the development, manufacture, and sale of products embodying that party’s own or any third party’s intellectual property rights. All rights, title, and interest in or to any copyright, trademark, service mark, trade secret, and other proprietary rights relating to and the related logos, product names, and other intellectual property owned by either party that are not the subject of this Agreement are reserved. 15. INTELLECTUAL PROPERTY AND PERFORMANCE INDEMNITY . Xerox agrees to indemnify, defend, and hold MCCC harmless from any and all actions, claims, demands, costs, liabilities, expenses, and damages (including reasonable attorney’s fees) arising out of, or in conjunction with, any claim that all or any part of the LRMS or any of the documentation, trade name(s), or related materials furnished by Xerox to MCCC under this Agreement (“Furnished Intellectual Property”) infringe, misappropriate, or violate any confidential information, trade secret, patent, copyright, trademark, trade name, or other legal right of any third party. If any Furnished Intellectual Property becomes the subject of an infringement or other indemnifiable claim, or if in the reasonable opinion of Xerox any Furnished Intellectual Property is likely to become the subject of an indemnification claim covered by this Agreement, then Xerox shall also have the right (but not the obligation) to replace or modify the Furnished Intellectual Property within a reasonable time to make it non-infringing or cure any claimed misuse of any third party trade secret, patented process, trademark, or other intellectual property. In the alternative, Xerox may also obtain the rights necessary to allow MCCC and User Group members to continue using the Furnished Intellectual Property pursuant to this Agreement. Xerox shall be solely responsible for all costs associated with replacement or modification of the Furnished Intellectual Property or obtaining the rights necessary to allow MCCC and User Group members to continue using the Furnished Intellectual Property pursuant to this Agreement. This Section shall survive termination of this Agreement. Xerox will also indemnify, defend, and hold MCCC harmless from any claim (including any third party claim), demand, cost, liability, expense or damage (including reasonable attorney’s fees) to the extent caused by any breach of warranty, or by the negligent acts or omissions of Xerox in performing the Services under this Agreement, as well as any such claims relating to the willful or fraudulent misconduct of Xerox in performing the Services under this Agreement.
The obligations of Xerox under this Section are expressly conditioned on the following:
(a) MCCC must promptly notify Xerox of any claim or demand;
(b) MCCC must grant Xerox sole control of the defense of any claim and all negotiations for settlement or compromise of the claim (if MCCC chooses to represent its own interests in any such action, MCCC may do so at its own expense, but such representation must not prejudice the right of Xerox to control the defense of the claim and negotiate its settlement or compromise);
(c) MCCC must cooperate with Xerox to facilitate settlement or defense of the claim; and
(d) The claim must not arise from modification or use of the Furnished Intellectual by MCCC or others that is not licensed or otherwise authorized under this Agreement or explicitly by Xerox in writing.
THE FOREGOING ARE THE EXCLUSIVE OBLIGATIONS OF XEROX WITH RESPECT TO INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS AND NEGLIGENCE OR MISCONDUCT UNDER THIS AGREEMENT . 16. FORCE MAJEURE . Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement, if any, to the extent that failure is caused, directly or indirectly, without fault by the party, by fire, flood, earthquake, elements of nature or acts of God; labor disruptions or strikes; acts of war, terrorism, riots, civil disorders, rebellions or revolutions; quarantines, embargoes, or other governmental action; or any other cause beyond the reasonable control of the non-performing party. Any event meeting one or more of these criteria is referred to in this Agreement as a “force majeure event.” Upon the occurrence of a force majeure event, the non-performing party will be excused from any further performance or observance of the affected obligation(s) for as long as the force majeure circumstances prevail and that party continues to attempt to recommence performance to the extent possible without delay. Any party delayed in performance by a force majeure event will immediately notify the other party by telephone or other means (to be confirmed in writing within five (5) business days after initial notification) and describe in reasonable detail the circumstances causing the delay. Any force majeure event asserted by a non-performing party that remains in effect for more than thirty (30) days may require the parties to equitably modify the Project Plan to account for any delay caused by a force majeure event. 17. LIMITED SOFTWARE WARRANTY . Xerox warrants to MCCC that the Licensed Software will operate and perform in accordance with the provisions of this Agreement and the specifications and functionality set forth, attached and incorporated in Schedule A and Attachments. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, XEROX DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, ANY EXPRESS WARRANTIES NOT INCORPORATED INTO THIS AGREEMENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IMPOSED BY LAW OR WHICH COULD OTHERWISE ARISE IN CONNECTION WITH PERFORMANCE BY XEROX UNDER THIS AGREEMENT. This limited warranty will be null and void if any of the following occur:
(a) MCCC, any User Group member, or any third party other than Xerox or a third party explicitly authorized in writing by Xerox modifies the Licensed Software, or otherwise attempts to reverse engineer, disassemble, or decompile the Licensed Software;
(b) The Licensed Software has been damaged through the negligence or misconduct of MCCC or any User Group member or as a result of failure to operate the Licensed Software in accordance with the operating instructions of Xerox;
(c) A force majeure event occurs, or if the Software is exposed to unusual physical or electrical stress (but only to the extent caused by the force majeure event or unusual exposure and subject to subsequent repair, restoration from backup, replacement of delivered Licensed Software; or
(d) MCCC or an affected participating User Group member does not implement changes that Xerox provides to correct or improve the Licensed Software within 30 days of such provision.
18. LIMITATION OF LIABILITY . Except for liability for infringement of intellectual property rights, MGDPA or other violations of applicable law, or liability for tort claims resulting in bodily injury or real or tangible personal property damage, NEITHER PARTY SHALL BE LIABLE, UNDER ANY CIRCUMSTANCES FOR ANY ANTICIPATORY OR LOST PROFIT, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND (COLLECTIVELY "NON-DIRECT DAMAGES") RESULTING FROM THE PERFORMANCE OR NON-PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT EVEN IF THOSE NON-DIRECT DAMAGES ARE ATTRIBUTED TO BREACH OF THIS AGREEMENT, TORT, NEGLIGENCE, OR OTHER CAUSE; OR EVEN IF UNDER APPLICABLE LAW THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF NON-DIRECT DAMAGES. XEROX AND MCCC ACKNOWLEDGE AND AGREE THAT IN NO EVENT WILL THE LIABILITY OF EITHER PARTY, IF ANY, FOR ANY CLAIMS WHATSOEVER OR FOR ANY REASON WHATSOEVER RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT EXCEED THE GREATER OF THE FOLLOWING DOLLAR AMOUNTS: (1) ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000.00); (2) APPLICABLE INSURANCE CLAIMS PROCEEDS UNDER POLICY COVERAGE REQUIRED UNDER THIS AGREEMENT, IF ANY; OR (3) THE AMOUNT OF FEES ACTUALLY PAID BY MCCC TO XEROX DURING THE TERM OF THIS AGREEMENT. 19. TERMINATION FOR DEFAULT . Except where provided otherwise in this Agreement, a party to this Agreement shall be deemed to be in default under this Agreement if that party fails in any respect to perform any material obligation under this Agreement and does not cure that failure within thirty (30) days after receipt of written notice from the other party. The notice shall specify in detail the claimed failure and any requested cure for curable defaults. MCCC will be deemed in default if it fails to pay when due undisputed amounts owed to Xerox and MCCC fails to cure that failure within thirty (30) days after receipt of written notice by Xerox. If the party in default does not cure the default within the thirty (30) day cure period, the other party may terminate this Agreement for default. 20. EFFECT OF TERMINATION . The termination of this Agreement for any reason shall not affect: the rights and obligations of the parties to account for and payment of any amounts for which either party is obligated to the other party by virtue of transactions or events that occurred prior to the effective date of termination (other than for terminations completed under Section 3 above); or any other liability or obligation which either party has to the other under this Agreement and which by its nature would be expected to survive such termination. 21. INSURANCE REQUIREMENTS . Xerox shall furnish MCCC an original standard ACORD form type certificate of insurance for any type of insurance required to be carried by Xerox under this Agreement, and/or required in order to comply with any State or federal law or
regulation applicable to this Agreement before work commences. Insurance companies must be authorized to do business in the State of Minnesota. The certificate of coverage must be provided to MCCC within thirty (30) days after the Effective Date or prior to commencement of any work covered by that insurance under this Agreement, whichever occurs first. Xerox shall provide at least ten (10) business day’s prior written notice to MCCC of any pending or proposed cancellation and shall include MCCC as an additional insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability and business automobile liability, which may be met through a blanket additional insured basis. The MCCC and User Group member counties must be listed as an Additional Insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability and business automobile liability, which may be met through a blanket insured basis. MCCC shall have the right to immediately terminate this Agreement with notice and pursue available legal remedies if Xerox does not provide the required ACORD certificates, or is otherwise not in compliance with the insurance requirements in this Section. At its sole option, MCCC may also obtain replacement coverage at any time and at the expense of Xerox upon discovery of any failure to maintain any coverage required under this Section. Xerox shall require its agents and subcontractors to also carry and maintain the insurance required under this Section. Specifically, unless otherwise required by law or regulation, Xerox shall maintain and furnish satisfactory evidence of the following insurance coverage, standards, and rights:
(a) Workers’ Compensation Insurance: Xerox will provide Workers’ Compensation insurance for all Xerox employees and, in case any work is subcontracted, Xerox will require each subcontractor to provide any applicable required Workers Compensation insurance in accordance with the statutory requirements of the state of Minnesota. Employer’s Liability Coverage minimum limits shall be in each case, the greater of the minimum coverage requirements of Minnesota law, or any of the following:
Bodily Injury by Accident: $500,000 each accident.
Bodily Injury by Disease: $500,000 each employee.
Bodily Injury by Disease: $500,000 policy limit.
(b) Commercial General Liability: Xerox will maintain insurance protecting Xerox and MCCC from claims for damages for bodily injury, including death, as well as from claims for property damage including loss of use which may arise from operations under this Agreement, by Xerox employees providing services under this Agreement. Unless otherwise specified within this Agreement, the Xerox insurance minimum amounts will be $1,500,000 per occurrence and $3,000,000 general aggregate – combined single limit. In addition, the coverage for bodily injury and property damage, products and completed operations liability, blanket contractual liability, and personal and advertising injury should be included.
(c) Commercial Automobile Liability: If any business vehicles are used by Xerox for business purposes during this Agreement, Xerox will maintain business automobile liability insurance. Unless otherwise specified within this Agreement, the minimum insurance coverage amount will be one million and five hundred thousand dollars ( $1,500,000) per accident or occurrence combined single limit for bodily injury and property damage. In addition, the coverage for owned, hired, and non-owned vehicles should be included.
(d) Professional Errors and Omissions Liability Insurance: Unless otherwise specified within this Agreement, Xerox insurance minimum limits will be as $2,000,000 per claim and $4,000,000 annual aggregate. This coverage shall include loss, due to the negligent acts, errors, or omissions of Xerox in providing the Services.
(e) Xerox must include legal defense within the liability policy limits; and shall obtain insurance policies from an insurance company having an "AM BEST" rating of A- VIII or better.
22. INDEPENDENT PARTIES . This Agreement shall not constitute, create, give effect to, or otherwise imply a joint venture, partnership, or other business organization of any kind. Xerox and MCCC (and Xerox and each member of MCCC) are independent parties and neither shall act as an agent for or partner of the other for any purpose, and the employees and agents of one party shall not be deemed the employees or agents of the other party. Each party shall be solely responsible for its own debts and payment of all compensation owed to its employees, including payment of any taxes related to employment and workers' compensation insurance. Each party shall be solely responsible for payments to any lower-tier subcontractors, consultants, or other persons providing goods or services to that party. Each party shall be responsible for its own federal, state, and local income, sales, use, and other taxes. Nothing in this Agreement shall give either party any right to make commitments of any kind for or on behalf of the other without the prior written consent of the other party. 23. NOTICES. Unless otherwise specified in this Agreement, all notices, requests, or consents required under this Agreement to be given in writing shall be delivered by hand, first class mail (postage prepaid), or express delivery service to the person indicated below, unless either party notifies the other party, in writing, of a change in the designated addressee:
To Xerox: To MCCC:
Xerox State & Local Solutions, Inc. Minnesota Counties Computer Cooperative 8260 Willow Oaks Corporate Drive 100 Empire Drive - Suite 201 Fairfax, VA 22031 St. Paul, MN 55103
Attn: Contracts Department Attn: Executive Director
With Copy to:
Xerox State & Local Solutions, Inc. 130 Division Street Waite Park, MN 56387
Attn. Director – Property Tax Systems
24. ASSIGNMENT . This Agreement shall be binding on and shall benefit the parties and the successors and permitted assigns of each party. Notwithstanding the binding nature of this Agreement, neither party may assign or otherwise transfer this Agreement or any rights, duties, nor obligations under this Agreement except to a corporate parent, subsidiary, or affiliate without the prior written consent of the other party, and any attempt to make an assignment without prior written consent shall be void.
25. HEADINGS . The HEADINGS used in this Agreement are for reference only and have no independent legal meaning and impose no obligations or conditions on the parties.
26. SEVERABILITY . If all or part of any term or condition of this Agreement, or the application of any term or condition of this Agreement, is determined by any court of competent jurisdiction to be invalid or unenforceable to any extent, the remainder of the terms and
conditions of this Agreement (other than those portions determined to be invalid or unenforceable) shall not be affected, and the remaining terms and conditions (or portions of terms or conditions) shall be valid and enforceable to the fullest extent permitted by law. If a judicial determination prevents the accomplishment of the purpose of this Agreement, the invalid term or condition (or portions of terms or conditions) shall be restated to conform to applicable law and to reflect as nearly as possible the original intention of the parties.
27. GOVERNING LAW AND VENUE. This Agreement shall be governed by, interpreted, construed, and enforced solely and exclusively in accordance with the internal laws of the State of Minnesota, without reference to the principles of conflict of laws or Minnesota conflict of laws rules, and disputes shall be adjudicated or otherwise decided in the state or federal courts of Minnesota. Each party hereby irrevocably consents to the jurisdiction and venue of such courts.
28. DISPUTE RESOLUTION Except for any disputes involving the actual or potential disclosure or other unauthorized use of any trade secret or other confidential information, which may be filed at any time and in any court of competent jurisdiction, any dispute between the Parties arising out of this Agreement, its performance or its claimed breach by either party shall be referred in the first instance to the Parties’ respective Project Managers for resolution. If the Parties’ Project Managers are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, it shall be referred to Xerox Senior Management and the MCCC Executive Committee for resolution. If Xerox Senior Management and the MCCC Executive Committee are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, the Parties will make a good faith effort to agree upon a further process for resolving it. If the dispute is referred to the Parties’ respective Project Managers, the Parties shall within ten (10) working days, commence a mediation session by notice of selection of a third party, neutral mediator and a proposed time and date for the mediation. If the other Party does not proposed an alternative mediator, then the mediation shall occur before the first named mediator proposed. If the other party does propose an alternative mediator, then the two proposed shall promptly jointly select a third party, neutral to act as the sole mediator. The mediation shall take place in Minnesota and all mediator fees shall be equally shared by the Parties. If the Parties are able to reach a resolution of the dispute, the resolution so reached shall be memorialized in writing and shall, upon the mutual written consent of both Parties, become part of this Agreement. If the Parties are unable to resolve the dispute through mediation, either Party shall be free to terminate mediation and commence suit against the other with respect to the subject matter of the dispute in any court as authorized in this Section. The running of any statute of limitations or other limitation period applicable to any particular dispute shall be tolled for a period of thirty (30) days from the date upon which that dispute is first referred to the Parties’ project Managers for resolution.
29. ENTIRE AGREEMENT . The contents of this Agreement (including all exhibits, schedules or other documents specifically incorporated by reference in this Agreement) constitute the entire understanding and agreement between the parties and supersede any prior agreements, written, or oral, not specifically incorporated by reference in this Agreement in accordance with their terms; provided, however, that this Agreement shall not supersede, alter or otherwise modify any terms of the current Legacy Software license and Legacy Support Agreement(s), which shall remain in place in accordance with their respective terms. The terms and conditions of this Agreement shall not be amended or otherwise modified except by written agreement signed by both parties. In the event of any conflict or inconsistency between the provisions of this Agreement, the LRMS Maintenance and Support Agreement and any exhibit, schedule or other documents incorporated by reference, the provisions of this Agreement shall control.
This Statement of Work (“SOW”) describes the Xerox Land Records Management Solutions (“LRMS”) and related Services that Xerox State & Local Solutions, Inc. (“Xerox”) will provide to the Minnesota Counties Computer Cooperative (“MCCC”) as part of the Software Services Agreement between the parties (in which this SOW is incorporated by reference) and identifies certain corresponding obligations of Xerox and MCCC associated with this project. This document defines the responsibilities, activities, and deliverables required to deliver the LRMS to MCCC and provide the Services and support required to deliver and implement LRMS for MCCC and the members of MCCC that will be using the LRMS.
Glossary of Terms:
BAA Business Area Analysis
CAMA Computer Aided Mass Appraisal
LRF Land Records Framework
LRMS Land Records Management Solutions
SME Subject Matter Expert
SSA Software Services Agreement
UAT User Acceptance Testing
1.1 LRMS and Project Overview
Xerox will provide the MCCC with a replacement product for currently used IBM iSeries CamaUSA and the ACS Property Tax System software products. The new product, the Land Records Management Solutions (“LRMS”), will provide software functionality and data elements that produce a fully integrated appraisal, assessment administration, and billing and collections system. To accomplish this, Xerox will use existing functionality and enhancements specifically identified in this SOW and further defined during the BAA process to provide functionality in accordance with the specifications identified in Attachment A (Functional Specifications) and Attachment B (Technical Specifications),which are attached to and incorporated by reference in this SOW. The look and feel of the LRMS and operation of the implemented features will be different from the current IBM/ACS legacy software due to differences in the LRMS platform and development environment.
1.2 Product Deliverables
Xerox will deliver the Xerox LRMS as a fully integrated property appraisal and tax management system, and all specified interfaces, reports, workflows, technical architecture design and system configuration, as described in this SOW. The Xerox LRMS (version 10.x) will include both Assessment Office for Minnesota and Billing and Collections Office for Minnesota. Data integration and interface services that are currently present in the legacy Xerox PTS and CamaUSA software for the Manatron tax system and the Vanguard Appraisals, Inc., appraisal system are included within the base LRMS license and service agreement. These interfaces are included in this SOW regardless if they are mentioned or unmentioned elsewhere in this SOW. The cost of these interfaces is included in the base pricing.
1.3 The MCCC acknowledges that currently implemented processes, procedures, and reports within their AS400 environment will change when LRMS is implemented. Xerox, working in conjunction with MCCC, will use all reasonable efforts to ensure the impacts of these changes are understood and documented in the Business Area Analysis reports (see Section 7. Project Phases & Phase Deliverables). Xerox will work closely with the MCCC to ensure that user processing time is equivalent to existing processing time for major business functions (as defined in Attachment A. Functional Specifications). MCCC acknowledges
that users will experience a learning curve in using LRMS for the first time, and that user processing time will improve with use of the new system. For the purposes of clarity, MCCC and Xerox will identify 10-15 business functions to be measured end to end (including user entering data, data processing by the application, etc…) and compared to the time taken in the legacy system. Xerox and the MCCC agree that after comparing end to end functionality and timings between LRMS and the legacy system that Xerox has met this goal if the LRMS system takes equivalent or less time on 90% of all identified business functions. The amount of time each identified business function in the legacy system takes will be documented in the Business Area Analysis. Prior to completing the Business Area Analysis report and the acceptance of the report by the MCCC any enhancement or update due to legislative changes or state requirements will be included as part of the overall scope of this project. Upon acceptance of the Business Area Analysis report, changes due to legislative or state requirements changes will need to be identified as a Change Request. Provided that MCCC has paid to have these changes made in the Legacy System, they will be included in LRMS without further charge to the MCCC.
The delivery of LRMS will be accomplished with Xerox & MCCC-defined milestones and deliverables grouped into five (5) project phases (with associated payment schedules). The project will be managed through an overall project plan that will be further defined by the parties during Phase 1.
Each phase and the overall implementation process will be tracked against the project plan. Each phase will require acceptance by MCCC of specific deliverables (described in the Deliverable Management section of this SOW. After all phases are formally accepted by the MCCC, the project will be considered complete as a fully integrated property appraisal and tax management LRMS.
Xerox agrees to deliver, install and have successfully operating the LRMS 10.x Assessment Administration and Billing & Collections in a Minnesota county by January 31, 2017. To verify that a Minnesota county has installed and is successfully operating the LRMS 10.X tax software, Xerox must provide the MCCC with a document signed by an authorized representative of the county that has installed and is successfully operating the LRMS 10.X tax software. The documentation must state that the LRMS 10.X tax software has been installed in the county’s live system and that the county is successfully operating the LRMS 10.X tax software in their live system as the county’s only tax system software. This documentation shall be provided by Xerox to MCCC no later than February 1, 2017.
2.1 Project Phases
2.1.1 Phase I – Planning and Analysis
Phase I will consist of project planning, requirements analysis, and a Business Area Analysis (BAA). The BAA process will review all system configuration and specification needs of the MCCC and verify all expectations of deliverables that are established as part of this SOW.
2.1.2 Phase II – Configuration, Conversion, Interface, and Test
The configuration for the project builds on the results of the BAA in Phase I. Xerox will produce a final project plan based on the analysis results in consultation with MCCC (“Project Plan”). The Project Plan will include a detailed schedule of the various tasks and work plans needed to complete all aspects of the project, including configuration, conversion, interfaces, testing and acceptance terms for the LRMS.
2.1.3 Phase III – Training
Xerox will train the MCCC member counties on the new product in Phase III. The training methodology is further defined in Section 7.
2.1.4 Phase IV – Implementation
Xerox and MCCC will implement the configured LRMS during Phase IV. Implementation will consist of system cutover to a production environment and transition to the LRMS Support Plan. The LRMS Support Plan defines the services that will be part of post-implementation support.
2.1.5 Phase V – Project Closure
Phase V defines formal project closure to the first four phases of the project.
The following chart describes the four (4) key functional areas associated with this project (Assessment Administration, Appraisal, Property Tax, and Enterprise Architecture), the related MCCC functions associated with each area, and the key project components that will be delivered. In order to further clarify, any additional components listed within Attachment A (Functional Specifications) are also included as project deliverables.
MCCC FUNCTION MAPPING TO THE PROJECT LRMS COMPONENTS
Functional Area MCCC Function Project LRMS Components
Assessment Administration
Track Ownership & Interest Classify Property Manage Property Records
Parcel Information Owner/Parties Jurisdictions, UTA Personal Property Manufactured Homes Classification Homestead Tax Increment Financing Job Opportunity Building Zones (JOBZ) Estimated Market Value (EMV), Taxable
Market Value (TMV), Referendum Market Value (RMV) & Tax Capacity
Deferral Programs Exclusions Special Assessments Powerline
Appraisal Establish Property Values Prepare the Assessment Roll Submit Required State Reports
Building Components Land Classes Geographical Interface Systems (GIS) Certificate of Real Estate Value (CRV) Sales Analysis Comparable Sales Analysis Income Valuation Regression Analysis Sketch Tool Valuation Table Maintenance
Tax Manage Levy Determine Tax Collect & Distribute Tax Administer Delinquencies Manage Tax Forfeited Properties Manage Information
Levies/Tax Rates Tax & Credit Calculations Truth in Taxation Notices Tax Statements Online Collection Cash Services Pre-Payments Non-Tax Billing Escrow Processing ACH Payments Refund Authorization Estimated & Actual Distributions Levy Book General Ledger Transactions Adjustment Processing Appeals Delinquency Processing Confession of Judgment Forfeiture Processing
Functional Area MCCC Function Project LRMS Components
Enterprise Architecture
Workflow Management Reports Management GIS Field Devices Access to comments/notes On-line Help & Knowledge Base Batch Systems Web Services Integration APIs Security Administration System Configuration, including Business Rule
Management
• Workflow Management • Reports Management • GIS • Field Devices • Access to comments/notes • On-line Help & Knowledge Base • Batch Systems • Web Services • Integration APIs • Security Administration • System Configuration, including Business
The project timeline reflects a multi-phased approach. As part of the planning process, the Xerox project manager will create a detailed Project Plan and provide updates as required. Mutual Xerox and MCCC approval will be required for modifications to the originally accepted Project Plan through the use of written change orders. The Project Plan will be reviewed and refined with MCCC as part of each phase review meeting. The estimate of the overall project timeline is April 2013 – December 2018. This timeline includes all phases of the project (Business Area Analysis (BAA), Configuration, User Acceptance Testing (UAT), the installation the pilot counties and the installation of the remaining counties).
3.1 Timeline for Project
Each phase will address both the Property Appraisal and Tax Management areas. Resources will be assigned by both parties to meet the LRMS delivery goal of forty-five (45) months (not including ongoing post-implementation support). Risk mitigation and change control processes will be strictly followed to ensure timely delivery and installation of LRMS based upon the project timeline that is mutually adopted by the parties (and as may be modified from time to time by written agreement of the parties).
3.2 Project Start
Project work will commence on the Effective Date of the Software Services Agreement (“SSA”).
3.3 Project Completion
The Project Plan will have an approved time schedule agreed to by the parties as part of Phase I. At the same time, estimated schedules for all of the subsequent phases will be defined. Final schedules for Phases II through V will be determined and approved at the conclusion of each preceding phase. All dates set forth in each phase plan will be approved by Xerox and MCCC, subject to the terms and conditions of the SSA regarding timely delivery of software and services.
Xerox will provide overall project management for each phase of the project. The project methodology is an adaptation of best practices surrounding a basic “waterfall” approach. This methodology facilitates scope definition, identifies requirements, provides detailed analysis, and defines configuration. This project will address appraisal, assessment administration, tax management, data migration, infrastructure, and integration.
Project Management Methodology
4.1 Defined Parallel Methodologies
Parallel steps in the project management methodology are addressed in every phase of the project. These parallel (Project Management, Business Process Improvement, Knowledge Transfer, and Quality Management) are defined as follows:
4.1.1 Project Management
Project management is a disciplined approach to managing the project throughout its lifecycle.
4.1.2 Business Process Improvement
Business process improvement is the redesign or validation of existing business processes to align them with MCCC organizational goals, improve productivity, and leverage available technology.
4.1.3 Knowledge Transfer
Knowledge transfer is the act of transferring knowledge from one individual to another by means of mentoring, training, documentation, and other collaboration. Throughout this project; knowledge will be transferred informally between team members, and more formally through team and end user training.
4.1.4 Quality Management
Quality management will consist of the processes and systems required to establish and maintain quality throughout all phases of the project, including three components: quality control, quality assurance, and ongoing business process improvement.
PHASE I:
Planning and Analysis
PHASE II:
Configuration, Conversion, Interface and
Test
PHASE III:
Training
PHASE IV:
Implementation
PHASE V:
Project Closure
Project Management, Business Process Improvement, Knowledge Transfer & Quality Management
Xerox will provide a Project Manager to oversee all project services. The Xerox Project Manager will work closely with the MCCC Project Manager to coordinate project activities and resources, provide project status reporting, and ensure quality of Xerox deliverables. Xerox project management services will consist of:
4.2.1 Project Kick-Off Planning and Organization
Project Planning and Organization tasks consist of the establishment of the Xerox project team and the provision of an MCCC kick-off meeting. During the MCCC kick-off meeting, Xerox will meet with the MCCC Project Team members to provide a project overview, discuss project expectations, and review intended outcomes. Xerox and the MCCC Project Team will begin the review and development of the initial Project Plan.
4.2.2 Project Plan
The MCCC Project Manager will maintain the approved Project Plan that incorporates both Xerox and MCCC assigned tasks. The Project Plan will describe tasks, estimated duration, task dependencies, and estimated start and completion dates for work. The Project Plan will also define associated deliverables and resources.
The Xerox Project Manager will work with the MCCC Project Manager and representatives of the Pilot Counties monthly to discuss, reach agreement and incorporate adjustments to the schedules and task assignments in the Project Plan. The Xerox Project Manager will update the Project Plan and deliver a revised Project Plan to the MCCC. After both parties sign the revised Project plan, the revised project Plan will be adopted going forward.
The initial detailed Project Plan will be developed in conjunction with the MCCC Project Manager and representatives of the Pilot Counties and will be submitted for acceptance by MCCC within thirty (30) days after the Effective Date of the Agreement. Specific scheduled tasks that do not depend on the approved Project Plan will not be delayed if the start date of those tasks actually would occur before final Plan acceptance.
A sample Project Plan is included in the Forms Addendum to this SOW.
4.2.3 Communication Plan
The Xerox Project Manager will develop and consistently maintain a plan defining the various forms of communication utilized throughout the project (“Communication Plan”). The Communication Plan will define the methods of communication, the frequency of each type of communication, and the role of each team member role in communication.
As part of this Communication Plan, the Xerox Project Manager will work closely with the MCCC Project Manager to communicate issues relating to project status, justifications for variances in schedules, recommendations for changes, and technical information. If any implementation issues occur that cannot be resolved by the Xerox Project Manager and the MCCC Project Manager, the following Dispute Resolution procedure will be followed to facilitate timely resolution of issues.
Dispute Resolution Procedure - Except for any disputes involving the actual or potential disclosure or other
unauthorized use of any trade secret or other confidential information, which may be filed at any time and in any court of competent jurisdiction, any dispute between the parties arising out of this Agreement, its performance or its claimed breach by either party shall be referred in the first instance to the Parties’ respective Project Managers for resolution. If the parties’ Project Managers are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, it shall be referred to Xerox Senior Management and the MCCC Executive Committee for resolution. If Xerox Senior Management and the MCCC Executive Committee are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, the Parties will make a good faith effort to agree upon a further process for revolving it. If the dispute is not resolved and agreement upon a process for resolving it is not reached within ten (10) working days after the dispute is referred to the parties’ respective Project Managers, the Parties shall, within ten (10) working days, commence a mediation session by notice of selection of a third party, neutral mediator and a proposed time and date for the mediation. If the other Party does not propose an alternative mediator, then the mediation shall occur before the first named mediator proposed. If the other party does propose an alternative mediator, then the two proposed shall promptly jointly
select a third party, neutral to act as the sole mediator. The mediation shall take place in Minnesota and all mediator fees shall be equally shared by the Parties. If the Parties are able to reach a resolution of the dispute, the resolution so reached shall be memorialized in writing and shall, upon the mutual written consent of both Parties, become part of this agreement. If the Parties are unable to resolve the dispute through mediation, either Party shall be free to terminate mediation and commence suit against the other with respect to the subject matter of the dispute. The running of any statute of Limitations or other limitation period applicable to any particular dispute shall be tolled for a period of thirty (30) days from the date upon which that dispute is first referred to the parties’ Project Managers for resolution.”
4.2.4 Responsibility Matrix
The Xerox Project Manager will develop a matrix defining the various project activities and deliverables (“Responsibility Matrix”). For each project activity and deliverable, this Responsibility Matrix will define each Xerox and MCCC project team member’s responsibility. The Responsibility Matrix will be maintained and revised (as necessary) throughout the course of the project.
.2.5 Risk Management
The Xerox Project Manager will establish an action item database to track items that arise during the execution of project activities. Action Items will be assigned a unique identifier, requesting person, description, date, and closure responsibility. The Xerox Project Manager will review open action items on a monthly basis with the MCCC Project Manager.
The Xerox Project Manager will consistently evaluate and monitor action items that have the potential of adversely affecting project cost, schedule, or other risks. After a potential risk is identified, it will be assessed for criticality. If deemed critical, mitigation plans will be developed and reviewed with the MCCC Project Manager.
4.2.6 Status Updates
The Xerox Project Manager will submit monthly status updates to the MCCC Project Manager.
The updates will provide specific information regarding:
• Activities completed during the reporting period
• Activities in progress
• Activities planned during the next reporting period
4.2.7 Deliverable Management
Review and approval process is vital to the successful and timely completion of project deliverables. In order to avoid unnecessary delays in the project schedule for approval and assisting Xerox achieve timely project delivery, MCCC agrees to review each Xerox deliverable and release thoroughly, completely, and in a timely manner.
Xerox is responsible for the submission of deliverables to MCCC, or to an MCCC Member County at the direction of the MCCC Project Manager, for review and approval according to the agreed-upon Project Plan. Xerox shall document each deliverable in a Delivery Confirmation within five (5) business days that sets forth the nature and condition of the deliverable and the date of delivery. If the content of the delivery is consistent with the Xerox description in the Delivery Confirmation, the MCCC Project Manager will countersign the Delivery Confirmation to indicate receipt of the contents of the deliverable.
MCCC will provide formal written acceptance or rejection of each deliverable within ten (10) MCCC business days following the date on which the Delivery Confirmation is countersigned by MCCC. After review of the deliverable, MCCC may reject a deliverable only if it fails to materially comply with the respective approval criteria (i.e. configuration specifications defined in this SOW or other specifications identified in related Change Orders). MCCC agrees that it will not refuse acceptance of any deliverable that materially complies with the acceptance criteria. MCCC will provide all comments in writing (via email or fax) on a deliverable within the ten (10) day comment period, providing reasonable detail sufficient to identify any deviation from the acceptance criteria. If MCCC does not provide written acceptance or rejection within the ten (10) day comment period, then that deliverable will be deemed accepted.
If all or part of a deliverable is rejected, Xerox will use all reasonable effort to correct any deficiencies or non-conformities and resubmit the rejected items to MCCC as promptly as possible. After Xerox delivers a revised deliverable, MCCC will review and provide a written acceptance or rejection of the revised deliverable within ten (10) MCCC business days, in accordance with the acceptance criteria. If MCCC does not provide written acceptance or rejection within ten (10) MCCC business days, then the revised deliverable will be deemed accepted. If the parties are unable to agree upon whether a deliverable materially satisfies the acceptance criteria, both parties agree to utilize the dispute resolution procedures in the Software Services Agreement (SSA) in an expedited manner in order to minimize any impact on the Project Plan schedule.
4.2.8 Change Control Management
Change control is a formal process to manage changes to the project, including changes to requirements, specifications, scope, approved processes, procedures, or other aspects of the Project Plans. Through the change control process, the impact of the proposed change(s) on functionality, performance, cost, schedule, and quality objectives will be analyzed, evaluated, reported, and approved or rejected. The mutual written agreement of the parties will be required to effect a change to the project.
Once any project document is approved, any changes to that document must go through the change control process, as follows:
4.2.8.1 Change Request Form
A Change Request form will be completed by the person requesting the change (“Change Requestor”), which can be any project stakeholder, and submitted by the MCCC Project Manager to the Xerox Project Manager for review. The form will describe the change being requested, the recommended solution, and any other pertinent information needed to review the change.
4.2.8.2 Change Validation
An individual designated by the Xerox Project Manager will review and provide an analysis of the requested change (“Change Validation”). The evaluation will provide Xerox and MCCC Project Managers the information to jointly determine if the requested change is a change request (significant enough to impact cost, schedule, or resources) or if the requested change should be placed on the Action Item Database (i.e. Xerox product, MCCC specific code, or data defects).
If the item is placed on the Action Item Database, the Xerox and MCCC Project Managers will jointly designate an impact level (1=major, no work around identified, 2=major, with work around, 3=minor) and the source of the defect (Xerox Tax System base code, MCCC pre-conversion data, MCCC post-conversion data, MCCC specific code, or other source).
4.2.8.3 Initial Impact Analysis
A further analysis will be performed at the direction of the MCCC and Xerox Project Managers to determine impact of the change on business processes, product release schedules, technical infrastructure, contractual agreements, project budget and schedule, project and ongoing resource requirements, and other recurring costs or savings (“Initial Impact Analysis”). The Initial Impact Analysis will be documented on a Change Request Form. Change Requests that require significant changes to budget, scope, or timeline will be escalated to the appropriate management level in both organizations based on the size of the impact.
4.2.8.4 Detailed Impact Analysis
A further and more comprehensive analysis will be completed by evaluator(s) assigned by the Xerox Project Manager (“Detailed Impact Analysis “) for each proposed option in recommended priority order (i.e., 1 of 3 is the recommended solution, 3 of 3 is the least desirable).
• The affected requirements must include all known documents and components that will need to be updated when the change is implemented including scope, Xerox developments, development specifications, form and reports, test plans, and other affected materials, processes, specifications, requirements, and plans.
• The Change Request and each analysis must include a description of the proposed change.
• The impact on cost will be documented as hours of estimated work by resource (programmers, analysts, testers, technical writers, and others.). All travel required for a Change Control Request will be based on actual travel costs.
• The impact on schedule will reflect any project delays anticipated as a result of implementing the request. If time delays can be mitigated with additional resources, this will be noted in the impact analyses.
• The impact on resources will reflect any special resource requirement(s) (such as additional or upgraded hardware, staff experience, or other resources) that will have to be acquired, re-assigned, or otherwise impacted, as well as recommendations on the method of obtaining these resources.
4.2.8.5 Detailed Impact Analysis Review Results and Approvals
The Detailed Impact Analysis results will be reviewed by the MCCC and Xerox Project Managers. The MCCC and Xerox Project Managers will jointly select the recommended solution to be implemented.
If the Project Managers approve the change, the Project Managers will sign the Change Order and the Xerox Project Manager will add the change to the Project Plan for implementation.
If the Project Managers do not approve the change for implementation, the Project Managers may do one of the following:
• Defer the Change Request for reconsideration on a future date.
• Reject the Change Request and closed the file.
4.2.8.6 Implementation
After implementation of a Change Order has been approved and assigned as work, the Xerox Project Manager will be responsible for updating the Project Plan with the appropriate changes.
4.2.8.7 Verification and Closure
Verification of the change will be performed by personnel not directly involved with implementing the change. When the Xerox Project Manager is notified that a Change Order has been successfully implemented, the status of the request in the Action Item database will be updated, the change related documentation will be archived, and the request closed. The MCCC Project Manager or Xerox Project Manager, or both (as applicable) will include a report of the status time period that lists all new change requests, open change requests (indicating status), and closed change requests. The Xerox Project Manager and the MCCC Project Manager will agree on signoff criteria for change control items before signing a Change Order.
A quality assurance plan will be developed during Phase I that will define the quality activities to be conducted for the project including all product deliverables (“QA Plan”). The QA Plan establishes all QA activities, responsibilities, and objectives for the project team and will be used as a high-level guide establishing a quality system throughout the project.
5.2 Key Quality Assurance (QA) Plan Components and Tests
5.2.1 Test Data Environment
Test data will be available in the test environments.
5.2.2 Application Code Testing Schedule
Application updates to the testing environment will be completed, allowing adequate time to complete the execution of all tests within the deadlines specified in the Project Plan.
5.2.3 Software/Code Change Management
Software/code changes will be installed and will comply with the build schedule and project plan.
5.2.4 MCCC System Performance Testing
The MCCC will lead the system performance testing, including automated load testing and redundancy testing, to ensure that the LRMS deliverable meets the requirements set forth in this SOW. Xerox will consult with MCCC on hardware requirements and configuration, overall system performance optimization, and database tuning (including load testing and redundancy testing). Xerox will establish internal testing processes that simulate the standard MCCC county business operations (as defined by MCCC) as those processes occur throughout the Minnesota property tax lifecycle. This process cannot replicate every possible combination of simultaneous stress, load, and performance that may exist within the each participating MCCC member environment, but will be designed to as realistic as possible.
5.2.5 QA Tests
The following is the list of QA tests (indicating the responsible party) that will be completed during the project:
All problems, required fixes or changes, and any other concerns or issues identified during the QA testing process will be documented and communicated to the Project Managers and the project team as soon as they are identified. Validation of any identified changes will be based on a range of tolerance values for resulting data outcomes as defined by the QA Test plan. If results are outside the acceptable range, errors in Xerox processing will be corrected and the associated modules retested.
Xerox will test all reports, interfaces, and customizations prior to delivery of new software releases and patches. MCCC will perform user acceptance testing after delivery, verify the results, and accept the deliverable or change in accordance with the procedures established in this SOW. The Defect Resolution Process (Section 5.4) will be used in the case of retesting and to resolve any failure points.
5.4 Defect Resolution Process
The Xerox Project Manager will document, evaluate, track, and report to MCCC any identified potential defects throughout the project. The report or defect resolution document will contain summary information regarding the number of defects opened or closed within each priority status category. Any unresolved defects will be reviewed with the MCCC Project Manager to assign the appropriate priority. The Xerox Project Manager will coordinate and work with the development staff to correct the defects. As the fixes are completed by the developers and made available to the QA team, the software will be retested and status reported to the Xerox Project Manager. The Xerox and MCCC Project Managers will review and sign-off when the defect has been corrected.
Training will be designed to prepare MCCC project team members, testers, and trainers to work effectively on the project and prepare end users to use the LRMS product. When Phase II has been completed, Xerox will provide training for an initial group of participating MCCC counties (“Pilot Counties”). Once these Pilot Counties are fully implemented and working “live”, Xerox will conduct training for the remaining MCCC member counties.
6.1 Xerox Training Goals
The Xerox training approach will be designed to achieve the following goals:
• Provide training that supports and reinforces operational workflow
• Address specific learning requirements
• Provide “just-in-time” training (i.e., just before go-live) to promote higher levels of user acceptance
6.2 Xerox Training Methodology and Target Audience
The project training will follow standard instructional design methodology, including analysis, design, development, implementation, and evaluation.
The Xerox Team will deliver training for the following groups:
• End Users
Provide train the trainer sessions to prepare key, identified county personnel to use the systems to perform distinct tasks and support additional county staff after implementation. Additional on-site “go-live” training will be conducted at the time of implementation of the LRMS in each MCCC member county.
• Administrators
Provide key staff with the training required to administer the systems
• Technical Users
Provide key staff with the training required to maintain the systems on an ongoing basis
• Trainers
Provide county trainers with instruction on how to use LRMS and how to train others to use LRMS (“train the trainer”).
6.3 On-Site Training
Xerox will provide on-site training for each participating MCCC county during the installation process.
Xerox will provide in-depth training for key participating MCCC county staff at the Xerox Waite Park, MN office.
6.3.2 Task-Based Training
Individual participating MCCC county staff will be trained before go-live on the functions performed by them on a daily basis. This “just-in-time” training will be conducted during implementation by Xerox and the county staff that received the train-the-trainer training.
6.3.3 Training Curriculum
Xerox will consult with MCCC throughout the project in the development of a training curriculum that will be supported by various tools currently being used by Xerox, including web-based training, instructor-led training, and hands-on classroom training. Xerox will also assist the MCCC to develop training evaluations and performance metrics to properly assess and track user competency.
Xerox will develop three specific training tools for use by MCCC:
• Course agendas and objectives
• Step-by-step instructions necessary to complete required tasks
• Knowledge measurement tools (including exercises, activities, and tests) validating knowledge transfer for specific tasks
6.3.4 Pilot County Training
MCCC and Xerox will determine the number and selection criteria for participating MCCC counties to be Pilot Counties. Xerox will conduct the train-the-trainer and task-based training for each Pilot County. Each Pilot County will provide an evaluation of the training with any recommendations for modification to Xerox.
6.4 Training Environment
All end user training courses will be conducted using a training database populated with training data or alternatively with a “training copy” of the production system populated with client data. If a “training copy” of the production system is used, the training copy will be regularly updated using nightly backups from the development system. To maintain data integrity on the production system, Xerox will not provide training on the production system during group training, but will provide hands-on training within the production system during the on-site visits and follow-up training provided during the planned site-visits to each county..
To ensure data integrity on the production system, the development/testing/training environment(s) will be configured on a separate server consisting of:
• Database software
• Database management software
• Land Records Framework (“LRF”) install including visual design tool, admin tool, and viewer shortcuts
Project delivery will be divided into five (5) phases with each phase including specific deliverables for that phase. This section describes each of the phases in further detail, including an overall description of each phase, a delineation of tasks, a list of deliverables, and a schedule for accomplishing the work.
The Xerox and MCCC Project Managers will meet at the end of each phase to provide a forum for evaluating the results of the recently completed phase, reviewing the schedule for the upcoming phase, and review of lessons learned.
7.1 Phase I – Planning & Analysis
In Phase I, Xerox will further refine the project requirements and finalize the project scope (subject to written approval by MCCC) consisting of LRMS functionality, data migrations, interfaces, and reports. In addition, Xerox will work with MCCC to refine the strategies around quality assurance, training, and project management.
The objective of this phase is to identify modifications that need to be made to the base LRMS to meet the requirements set forth in this SOW.
The first task will be to compare the LRMS data structure to MCCC county data and document the data business rules.
Xerox will hold "workshops" with MCCC subject matter experts (“SME”s) to identify, document, and validate data business rule requirements.
At key points in the BAA process, MCCC will be asked to confirm that certain functionality and processes of the LRMS meet the requirements set forth in this SOW.
The activities for Phase I will consist of:
• Establishing the project and development of initial project management documentation
• Identifying the level of data to fit/gap to the LRMS
• Identifying the level of detail for specifications to fit/gap the LRMS
• Identify quality assurance, training, and technical needs
• Document Phase I results, attain MCCC agreement, and prepare for Phase II
Data and business rule requirements that are not met by the Xerox software will be identified as gaps. The gaps will serve as input to design and development in Phase II.
The following chart establishes the specific deliverables for each of the five components of Phase I, followed by narrative detail of what each deliverable includes.
• Project Scope Document • Preliminary Project Plan • Project Staffing Plan • Risk Management Plan • Issue Management Plan • Change Control Plan • Detailed Project Plan • Communications Plan • Progress Reports • Project Kickoff Materials & Information Sharing Sessions
Xerox
2. Discover Level of Fit/Gap Between the Business Data and the LRMS
• Data Workshops (Activity Deliverable) • Data Migration Plan
o Documentation of data architecture o Data Evaluation (Quality assessment) o Data Fit/Gap Documentation o Data Requirements and Data Business Rules o Data Migration Requirements o Data Mapping documents (source to target) o Historical data migration strategy plan
Xerox
3. Discover Level of Fit/Gap Between Requirements and LRMS
• Establish Business Area Analysis (BAA) Process used to conduct the Fit/Gap (activity deliverable)
• Conduct Business Area Analysis and facilitated workshops (activity deliverable)
• BAA System Requirements Specifications • Create Requirements Traceability Matrix
Xerox
4. Identify Quality Assurance, Training, and Technical Needs
• Quality Assurance Plan • Training Plan • Technical Architecture Design and Implementation Plan • Data Archive and Backup Plan • Report Development and Test Plan • Data Integration Plan • Mobile Field Data Collection Application and Device Plan
• Deliverables Statements • Create Phase II Plan • Approved Project Scope Document • Approved Detailed Project Plan • All Project Control Documents • Approved Consolidated BAA Analysis Documentation Set • Approved Development Work Estimate • Approved Strategic Quality Assurance Plan • Approved Strategic Training Plan • Approved Data Migration Plan • Approved Phase II Plan • Phase II Plan Authorization
Xerox will lead the development of a Risk Management Strategy and Plan. This document will describe how Xerox and MCCC will manage and mitigate risk throughout the project lifecycle. In addition, Xerox and MCCC will identify specific project risks with the implementation of the LRMS along with mitigation plans.
7.1.1.4 Issue Management Plan
7.1.1.5 Change Control Plan
7.1.1.6 Detailed Project Plan
7.1.1.7 Communications Plan
7.1.1.8 Progress Reports
7.1.1.9 Project Kickoff Materials & Information Sharing Sessions
Xerox will lead a meeting(s) at the beginning of Phase I to align understanding of project objectives, procedures and plans, and to begin the team-building process. Information sharing sessions will be co-facilitated with MCCC to keep member counties informed about the project, its goals and timeline, as well as their involvement in the project. In addition, there will be kickoffs for the project team for each phase of the project. The materials will consist of the following:
• Project team member introduction
• Project vision, mission, goals, objectives
• Project scope – high-level
• Project approach – high-level
• Project timeline – high-level
• Roles and responsibilities
• Expectations
7.1.2 Phase I / Objective 2 – Discover Level of Fit/Gap between the Business Data and LRMS
Xerox will work with MCCC Subject Matter Expert (“SME) and Business Analyst (BA) staff to review the data structure, identify data gaps, document the data business rules and mapping documentation, and develop conversion strategies. Xerox will hold "workshops" with MCCC SMEs to identify, document, and validate data requirements. Upon completion of the workshops and review of the analysis, a consolidated fit/gap report will be issued. The final consolidated fit/gap report will be used as an input to the detailed Project Plan. Xerox will lead MCCC in the following:
7.1.2.1 Data Workshops
7.1.2.2 Data Migration Plan
A Data Migration Plan defines the processes associated with completion of the data migration effort. The strategies employed will follow data migration best practices and will include:
• Data conversion strategies
• Transformational rule strategies
• Data mapping strategies (detailed requirements)
• Validation and testing strategies
Xerox and MCCC will consult to identify the scope of data to be converted and an acceptable level of accuracy in the transformation of converted data. Xerox, with MCCC assistance from MCCC, will complete the data conversion mapping and will develop conversion specifications using a requirements tracking tool. The conversion specifications will address the conversion requirements listed in the Project Scope Document. These specifications will be considered drafts until the technical aspect can be added after the conversions are developed. All data migration requirements are satisfied per the specifications identified in the data mapping documents.
Xerox will formally document the logical and physical design of all LRMS databases and include the following:
• Database overview (number, and purpose of databases)
• For each individual database Instance:
o Name
o Objectives in terms of contents and usage
o Implementation characteristics:
o Legacy or newly developed, and internal or external to the system
o Location
o Expected size and access rate
o Source of data (e.g., data entry, existing database, external data feed)
– Conceptual data model (i.e., conceptual schema)
– Logical data model (i.e., logical database schema):
� Relational model (e.g., entity relationship diagrams, table definitions, stored procedures, triggers and constraints).
� Object model (e.g., class diagrams, class specifications).
o Physical data model (i.e., physical database schema):
– Data domain and range definition
– Data dictionary database partitioning/segmentation schema document
– Database performance management guide – Identifies all of the performance tuning techniques and tools that will be employed to deliver acceptable performance
7.1.2.4 Data Evaluation (Quality Assessment)
Xerox will determine the suitability of MCCC County data for use in the LRMS. This will consist of formatting data, validating coded values, identifying inconsistency, implementing a thorough data evaluation (Quality assessment) while ensuring proper data validation, triggers, constraints, documentation and audit trail
7.1.2.5 Data Fit/Gap Documentation
Xerox will conduct data workshops with MCCC to discover data gaps
7.1.2.6 Data Requirements and Data Business Rules
Xerox will conduct data workshops with MCCC to document data business rules, data requirements and business data calculations for the operation of the LRMS. Including documentation on current state and future state definitions for data elements
Xerox will conduct data workshops with MCCC to identify conversion requirements and data modification improvements.
7.1.2.8 Data Mapping Documents (Source to Target)
MCCC will work with Xerox to document the data mappings which consist of identifying source data elements and transformations to the data and target data elements. The data inventory, data evaluation, data business rule, data requirements and the Conversion Requirement documentation will contribute to the needed information in creating data mapping documents.
• Xerox will confirm the source files containing data to be converted
• Xerox will identify the data elements to be converted, or not converted, from each source file
• Xerox will provide an approach for controls and reconciliation to ensure the completeness of the mapping and lead MCCC through a review process
• Xerox will assist MCCC with the identification of data cleansing issues, including problem, magnitude and correction alternatives
7.1.2.9 Historical Data Migration Strategy Plan
MCCC will work with Xerox to develop historical data migration strategy including:
• Historical data migration approach. This will address the historical migration sequence and methodology such as migrate data one year at a time, multiple years at one time or phased approach
• Historical data storage, accessibility, performance, trade-offs
• Disposition of data that has not been marked for migration
7.1.3 Phase I / Objective 3 – Discover Level of Fit/Gap between the Requirements a nd LRMS
Xerox will work with MCCC to discover the Fit/Gap between the requirements set forth in this SOW and LRMS using the Business Area Analysis (BAA) process. A common process will be used to analyze the fits and gaps for each major area (functional, business, and technical). Upon review of the analyses, a consolidated fit/gap report will be issued and included in the BAA Specification Requirements. The approved BAA Specification Requirements will be used as an input to the Detailed Project Plan.
7.1.3.1 Establish BAA Process
Xerox uses the BAA process as the primary vehicle to conduct the fit/gap analysis process and the resulting BAA documentation drives the project from start to finish. The BAA ensures that all system requirements as stated in this SOW are identified and addressed.
The Xerox BAA methodology is focused on evolving the BAA documentation, that is prepared during the requirements clarification phase of the project to define all system requirements and process flows, into a variety of other documents that serve the needs of the project at every phase. For example, the BAA documentation is used as the basis for developing the user guides/training manuals, test scripts, and system acceptance criteria.
During the BAA process, Xerox will work with MCCC Domain Experts, Subject Matter Experts (SME) and Business Analysts (BA) to review the capabilities of the LRMS, using this SOW as a baseline, and determine where LRMS meets or fails to meet the requirements. Specifically, Xerox will lead (and MCCC will assist) in creating a detailed Business Area Analysis documentation set that defines how the requirements and processes will be addressed in the LRMS, i.e. determine which elements of the business can be accomplished with the delivered base system, which business processes need to be changed, or what portions of the LRMS will be modified or customized. The BAA documentation set defines each process in a use case like approach where the user steps, expected system behavior, and business logic and data entry validation rules are defined. The BAA process definitions detail the typical flow of events as well as alternate flows that can occur within each process. The process flow definitions will be transferred into step-by-step user guides and detailed system test cases. During the BAA process, Xerox will make implementation recommendations to MCCC citing past experience. If multiple options are provided, MCCC will choose the option to be implemented and incorporated into the Project Scope
Document. Xerox and MCCC will review the MCCC systems and business process documentation to ensure the requirements set forth in this SOW will be met by the LRMS.
Workflow requirements will be reviewed during the BAA process and all system generated workflows will be defined in the BAA documentation set.
Xerox will perform much of the information gathering through meetings at the Xerox facilities in Waite Park. Xerox will endeavor to make the most efficient use of the time of the MCCC member staff. Meetings will be held in several formats ranging from small group interviews, to facilitated work sessions with larger groups.
All results and decisions will be reflected in the Business Area Analysis documentation.
At key points in the BAA process, as defined in the Project Management Plan, MCCC management, SMEs, domain experts, and business analysts will be asked to review work products to verify they meet the LRMS objectives as defined in this SOW.
7.1.3.2 Conduct Business Area Analysis and Facilitated Workshops
This section outlines the process that will be used to conduct the Fit/Gap analysis of the functional, business, and technical requirements. Xerox business analysts will lead the MCCC through the review of every requirement as detailed in this SOW using the Business Area Analysis (BAA) process described in this document. Xerox and MCCC will gather any additional information to determine if the LRMS meets the MCCC business and technical requirements, as defined in this SOW.
Xerox will perform an overview of the systems to prove the existing Xerox software functionality meets the requirements as set forth in this SOW. Functional requirements will be reviewed by the functional areas defined in this SOW using facilitated work sessions with MCCC assistance. This is intended to aid MCCC in gaining a basic understanding of how the LRMS will be able to meet the requirements set forth in this SOW and the required changes to the MCCC member business processes.
Xerox will document the functionality of the LRMS in the BAA documentation set. This documentation will consist of references to all facets of the system modules, such as features, functions, calculations, user interfaces, reports, and integration points. In the case of calculations, Xerox will provide written documentation detailing how the system performs the calculations, such as sales ratio analysis and tax increment financing. The documentation will include sufficient information for MCCC to determine whether the LRMS meets the requirement. Xerox will conduct an analysis and review of critical data elements in the legacy system to identify any additional requirements needed by MCCC, and all requirements will be contained with the BAA documentation set.
This process will specify how a given requirement will be met and documented.
• For requirements that are not met by existing software, Xerox will identify the requirement as a Gap in the BAA documentation
• If the Xerox and MCCC teams cannot agree on whether or not a requirement is met, the issue will be documented and escalated to the Xerox and MCCC Project Managers.
The list of Gaps will serve as input to the Functional Design process. At key points in the BAA process, MCCC will be asked to review work products to verify they meet the MCCC objectives. The detailed tasks to be performed are enumerated below:
• Review all requirements defined in this SOW
• Review the necessary business process modifications, improvements, and business rule definitions required, addressing the following:
o Out-of-the-box functionality provided by the software
o How MCCC functional requirements will be satisfied through the LRMS
o Appropriate business rules
o Security configuration
• Provide a BAA including all requirements to be reviewed in the Fit/Gap process which is conducted using the Xerox BAA process
• Identify and document where the requirements are fully met by the integrated LRMS
• Identify and document any gaps between the LRMS and MCCC requirements as set forth in this SOW and, if new or modified requirement are identified, initiate the Change Request process
• Review the results of the preliminary analysis for all reports and interfaces
• Review all gap issues with MCCC and through discussion agree on and document the LRMS for all gap issues; each system process that will contribute to the final LRMS will be documented in detail in the BAA documentation set
• Provide newly discovered requirements or changes to requirements that will be managed through the Change Control Process
• Provide MCCC with a completed BAA documentation set that documents the LRMS
• Review and approve the Consolidated BAA documentation set
7.1.3.3 Business Area Analysis Documentation Set
The Business Area Analysis Documentation Set will define process flows, business rules, and request exclusions, for each area and LRMS function, including:
• Assessment administration processes
• CAMA processes
• Billings processes
• Collections processes
• Reports
• Interfaces
• Requirements (updates and specifications):
o Updated Requirements - Upon conclusion of validation step, Xerox will create an updated version of the functional and technical requirements. Each requirement will be categorized to its purpose (including software, infrastructure, management, performance, and other purposes). Within the software category, the previous fit-gap analysis will be verified.
o System Requirements Specifications - Upon validation of requirements and completion of the fit-gap analysis, Xerox will baseline the requirements, including the categorization and gap analysis results, and create a system requirement specification using the BAA documentation set. These baseline requirements will fall under full version control and will be treated as a configurable item within the project.
7.1.3.4 Create Requirements Traceability Matrix
Xerox will create and maintain a requirements traceability matrix using the final documents from the BAA and facilitated workshops. The matrix will describe the relationship between requirements, detailed software requirements, design documents, user interface details, business rules, development artifacts, and software objects or services. The matrix will also define all data validation rules that will be enforced in the LRMS and provide requirements traceability to ensure that each data validation rule is accounted for in the LRMS. The matrix can be used at the end of the project to verify that each requirement included in the project baseline has been implemented, and where in the system the requirement has been addressed.
7.1.3.5 Prepare Consolidated Business Area Analysis Documentation Set
The documentation will serve as input to Phase II. Xerox will provide resolution to the gaps found between the requirements set forth in this SOW and functionality delivered by Xerox base LRMS. The BAA report documents the analysis results and the MCCC implementation decision for all property appraisal and tax management requirements. The results of those decisions as documented in the Fit/Gap will become part of the Detailed Project Plan for Phase II.
• Business Process Modification and Improvement Plan - As part of the Fit/Gap analysis, Xerox will document areas of business process modifications and improvements
• Value Added Services Outline - The value added services outline includes an inventory of functions and services included with the proposed LRMS that are not tied to the requirements as stated in this SOW, but may be of interest to MCCC.
• Interface Strategy Document
7.1.4 Phase I / Objective 4 – Identify Quality Assurance, Training, and Technical Needs
7.1.4.1 Strategic Quality Assurance Plan
Working with MCCC, Xerox will assist in the development of a Strategic QA plan that will address the main areas for Phases II-V of the project: project management, hardware, software, data, and resources.
7.1.4.2 Develop Quality Assurance (QA) Approach
Xerox will, utilizing the quality assurance methodology (see Section 5) and define the quality assurance strategy, methods and tools. The strategy will include ways to prevent defect migration and improve defect finding capabilities. In addition, the strategy will provide guidance on MCCC testing standards and terminology along with the ways in which Xerox and MCCC will create meaningful test plans and other critical test deliverables. The strategy will also provide instruction on how to identify and prioritize potential software testing process improvements.
Each test plan will outline high level scenarios based on business requirements.
• System test plan
• Application performance testing plan
• Application load testing plan
• Application stress testing plan
• Database performance testing plan
• Database load testing plan
• Database stress testing plan
• User acceptance test plan
7.1.4.3 Strategic Training Plan
• Develop Phased Training Approach - Develop a high-level strategic plan to ensure that training is delivered to end users ‘just in time’ and as needed during each project phase (“the Strategic Training Plan”). Xerox will work with MCCC to map the business process models to the training curriculum and to create cross-reference documentation. The cross-reference document will show the Process Model and LRMS Path employed to accomplish the tasks outlined in the process model.
• Conduct a Training Needs Assessment - MCCC, with Xerox assistance from Xerox, will administer a needs assessment, the analysis of which will be used to develop the Strategic Training Plan.
• Prepare the Strategic Training Plan - Working with MCCC, Xerox will assist in developing a Strategic Training Plan that will address two key areas for all phases: training and knowledge transfer. Training describes those activities where participants are formally trained on a feature or function of the system. Knowledge transfer describes the interaction between Xerox project team members and MCCC Project Team members with measurable skill evaluations to determine the
Xerox will develop detailed technical requirement specifications needed to support the LRMS, broken into categories which include system architecture, security-auditing and usability.
7.1.4.5 Technical Architecture Design and Implementation Plan
Xerox and MCCC will develop the conceptual design for the following environments:
• Application Instances
o Conversion application instance
o Development application instance
o Test application instance(s)
o Staging application instance
o Production application instance
• Database Instances
o Conversion database instance
o Development database instance
o Test database instance(s)
o Training database instance(s)
o Production database instance
Xerox will formulate the hardware requirements specific to MCCC in the areas of CPU, memory, storage and network bandwidth for all components of the LRMS.
Xerox will then present Xerox recommendations to MCCC. In addition, Xerox will provide best practices recommendations for disaster recovery, resiliency, and business continuity.
7.1.4.6 Data Archive and Backup Plan
The Data Archive and Backup Plan will describe how LRMS can be configured to interface with the existing MCCC data archive and backup processes.
7.1.4.7 Report Development and Test Plan
In addition to testing the statutory reports, Xerox will assist MCCC in developing operational reports based on the agreed to BAA documentation set.
Xerox will develop an integration plan that defines scope and goals, resources required, scheduled activities, scheduled activity durations, and actual project status. This will include configuring LRMS according to system design specifications and business requirements specifications.
7.1.4.9 Mobile Field Data Collection Application Plan
Xerox will develop a plan that defines the resources required, activities, and strategy for creating and implementing a field data collection application that will integrate with the primary systems. The plan for this application will account for all activities needed to implement a mobile field data collection process, application and devices.
• Identifying and analyzing mobile field data collection and device requirements
• Provide a mobile field data collection application and devices
7.1.5 Phase I / Objective 5 – Review Phase I and Prepare for Phase II
7.1.5.1 Deliverables Statement
Xerox will review the deliverables with MCCC using deliverables statements.
7.1.5.2 Create Phase II Plan
7.1.5.3 Approved Project Scope Document
7.1.5.4 Approved Detailed Project Plan - Project Control
7.1.5.5 Approved Consolidated BAA Analysis Documentation Set
Review a draft of the documentation set with MCCC, and revise the report to show agreed upon changes. The consolidated BAA documentation set consists of the following:
• Functional Fit/Gap Report
• Business Process Modification and Improvement Plan - As part of the Fit/Gap Analysis, Xerox will document areas of business process modifications and improvements
• Value-Added Services Outline - The value-added services outline consists of an inventory of functions and services included with the proposed LRMS that may be of interest to the MCCC.
• Interface Strategy Document
7.1.5.6 Approved Strategic Quality Assurance Plan
Review a draft of the Strategic Quality Assurance Plan with MCCC, and revise the report to show agreed upon changes.
7.1.5.7 Approved Training Plan
Review a draft of the Training Plan with MCCC, and revise the report to show agreed upon changes.
7.1.5.8 Approved Data Migration Plan
Review a draft of the Data Migration Plan with MCCC, and revise the report to show agreed upon changes.
7.1.5.9 Approved Phase II Plan
Xerox will lead the development of a project plan that identifies all of the key steps to be performed in Phase II. This will be a detailed project plan ready to execute for Phase II.
7.2 Phase II – Configuration, Conversion, Interface, and Test Configuration
Xerox will lead the configuration design and development of the LRMS that will meet the requirements set forth in this SOW. In this phase Xerox, with MCCC assistance, will complete the following:
• Functional and technical design
• Required configuration and development to satisfy the system design
• Unit testing and certify code as “passed” prior to delivery for the remaining testing
The phase is broken down into three major parts:
• Creation of software and technical configuration
• Software engineering
• Testing
PHASE II – CONFIGURATION, CONVERSION, INTERFACE AND TEST DELIVERABLES
Objectives Deliverables Responsibility
1. Prepare MCCC for Phase II Design and Development Activities
• Testing environment installation • Training environment Installation • Software, Technical and Report Writing Training Plan and
Curriculum • Deliver Technical, Report Writing and Tester Training • Deliver Knowledge Transfer to Project Team, Testers, Report
Writers and Technical Users • Training Evaluation • User Training Plan and Curriculum
Xerox
2. Design and Develop an Integrated LRMS that Meets the MCCC’s Requirements, as approved in Phase I
• Software Requirement Specifications Document • Approved Software Requirements Specifications Document • Workflow Specifications • Software Installation and Configuration Plan • LRMS Configuration Document • Approved LRMS Configuration • Development Work Estimate • Business Process Models mapped to Training Program &
materials • Integrations Design Documentation • Technical Documentation • Mobile Field Data Collection Application Specifications and
Design Documentation • LRMS to Data Gaps (document deliverable) • Data Quality Assessment (document deliverable) • Data Conversion (activity deliverable) • Conversion Test Plan • Mobile Field Data Collection Application Test Plan • User Guides • Conduct Software Engineering with QA Check Point(s) • Execute Software Installation, and Configuration Plan • Execute Data Integrations (activity deliverable) • Reports Requirements Analysis (document deliverable) • Report Specifications, Design and Development • Mobile Field Data Collection Application Development and
3. Ensure that the LRMS Meets Agreed Upon Requirements
• Refined Strategic Quality Assurance Plan • Test Plans, including User Acceptance Test • Execute Test Plans • Completed System and User Acceptance Testing – 100%
Successful with no critical defects • Corrected Non-Critical Defects • Testing Recommendations • Successful Municipal Pilot Implementation
Xerox/MCCC
4. Review Phase II and Prepare for Phase III
• Complete Phase II Review and Deliver Phase III Plan • Demonstrate Integrated LRMS • Reviewed Technical, Report Writing and Tester Training • Approved Final Test Completion Report • Approved Phase III Plan • Phase III Plan Authorization • Deliverables Statements
7.2.1 Phase II / Objective 1 – Prepare MCCC for Phase II Design, Development, and Te st Activities
Xerox will lead the design and configuration of development, testing, and training system environments. MCCC will provide the completed setup and availability of the required hardware and platforms, while Xerox will assist with the installation of the environments and will certify each environment as fully meeting the functional and performance requirements. Xerox will provide detailed documentation to enable MCCC to implement additional environments with limited assistance.
7.2.1.1 Testing Environment Installation
Xerox, with assistance from MCCC, will design, configure, and install an environment containing simulators, software tools, and other support elements needed to conduct testing as defined in the QA Plan. Xerox will certify that all required components are installed and configured correctly, and that there are no known issues affecting functionality, performance, or availability.
7.2.1.2 Training Environment Installation
Xerox, with assistance from MCCC, will design, configure, and install a system environment to be used for training purposes as defined in the Strategic Training Plan. Xerox will ensure that all required components are installed and configured correctly, and that there are no known issues affecting functionality, performance, or availability.
7.2.1.3 Software, Technical and Report Writing Training Plan and Curriculum
Xerox will work with MCCC to refine the Strategic Training Plan and training materials for technical, report writing, and testing staff.
7.2.1.4 Deliver Technical, Report Writing and Tester Training
Xerox will work with MCCC to schedule training sessions. Xerox will continue to mentor to ensure knowledge transfer to the MCCC Project Team.
• Xerox will provide technical training for all installations, including administrator, report writer, and technical and tester training.
• Xerox will provide introductory and Advanced LRMS training, introductory training, technical training and job aids
• Xerox will provide full documentation and on-the-job training for LRMS installation, configuration, and administration.
• Xerox will provide training on all related technical documents.
• Xerox will train MCCC trainers on the LRMS and prepare them for training end users of the MCCC LRMS.
7.2.1.5 Provide Knowledge Transfer to Project Team, Testers, Report Writers, and Technical Users
In addition to developing a training plan and curriculum and delivering training for Testers, Report Writers and Technical Users, Xerox will ensure effective knowledge transfer to those groups. User training of the data file structure for the reporting database instance will be provided by Xerox. They will also ensure effective knowledge transfer to the project team.
7.2.1.6 Training Evaluation
Xerox will work with MCCC training staff to evaluate the effectiveness of training sessions and recommend revisions to the curriculum and materials, as needed. If MCCC determines that the training does not conform to the objective criteria set forth in the Training Plan agreed by the parties, then MCCC will work with the Xerox Project Manager to resolve any issues using the Issue Resolution process in Section 4 of this SOW.
7.2.1.7 User Training Plan and Curriculum
7.2.2 Phase II / Objective 2 – Design and Develop an Integrated LRMS that Meets the Requirements Approved in Phase I
For each functional gap identified in Phase I, Xerox will:
• Write a brief specification that lists what additions or modifications are needed to meet functional requirements.
• Itemize all changes in user interface, database, and batch processing and reports.
• Document user interaction with the LRMS via a use case style approach in the BAA documentation set. These specifications will be written using business terminology so they can be reviewed by MCCC personnel, and will evolve into the basis for the user guides/training manuals and detailed test cases as the project progresses. The BAA documentation set will be organized by the type of LRMS component to be developed and the flow and business rules associated with each LRMS process will be defined.
Xerox will review the software requirements specifications document with MCCC and if acceptable, obtain approval by signing off on the deliverables statement. The software requirements specifications will be accompanied by the LRMS design document and project development work estimate.
7.2.2.3 Workflow Specifications
The project team will develop workflow specifications using the Microsoft workflow foundation and business process modeling tools.
There are three types of workflows:
• Delivered workflows - are the workflows embedded in the software modules and available to MCCC “out-of-the-box.” Implementation of delivered workflows does not require the development of custom code.
• Configured workflows - are those workflows Xerox agreed to provide as part of the base installation. Refer to the functional requirements in Addendum B of this SOW.
• Customized workflows - are those workflows that require custom business process definitions and workflow rules to be created programmatically by the project team in order to satisfy a specific
MCCC business requirement. Xerox will provide knowledge transfer to the appropriate MCCC resources, throughout the implementation to ensure that these resources have the skills necessary to develop additional workflows, as needed.
7.2.2.4 Workflow Development Objectives
MCCC will implement workflows concurrently with the modules being implemented. MCCC will implement those workflows that represent the greatest improvement to the overall business processes. As new workflows are developed, Xerox will assist the MCCC team in reviewing, updating and testing previously created workflows that are affected to ensure all are working properly.
7.2.2.5 Xerox Workflow Development Responsibilities
As part of the analysis, Xerox will assist the development of updated business process models (maps) to detail the process flows and associated transactions. Xerox will be responsible for the design and development of workflow functionality, and initial testing of the workflows. Windows Workflow Foundation will be used to create cross-functional workflows between property appraisal and tax management activities. In addition, Xerox will develop workflow functionality to meet the requirements as stated in this SOW.
The final list of all workflow types (delivered, configured, or customized) will be included in the project scope document deliverable.
7.2.2.6 Software Installation and Configuration Plan
Xerox will develop a detailed plan for installing and configuring the software based on software requirements specifications, hardware and architecture, data architecture, technical requirements specifications, and detailed Project Plan.
7.2.2.7 LRMS Design and Configuration Document
Xerox will prepare a LRMS design document that compiles all specifications that have been developed.
• Detailed requirements
• Design of data/information flow
• Design of database
• Design of user interface and physical design
• Design of hardware/software configuration
7.2.2.8 Approved LRMS Design and Configuration
Xerox will review all of the deliverables associated with LRMS Design and Configuration with MCCC. MCCC will work with the Xerox Project Manager to resolve any issues using the Acceptance process found in Section 4 of this SOW.
7.2.2.9 Business Process Models mapped to Training Program and Materials
During the Fit/Gap process in Phase I, business process changes will be documented and reviewed with the project team. Working with MCCC, Xerox will map the updated business process models to the training curriculum and provide a cross-reference document.
7.2.2.10 Integrations Design Documentation
Xerox will produce design documents that will be needed to develop all system integrations.
7.2.2.11 Interface Strategy Document
Xerox develops an interface strategy document outlining how interfaces will be designed and tested, as well as defining interface implementation risks and delivery schedule. The interface strategy document serves as the basis for remaining interface development activities.
Xerox will provide complete, detailed technical documentation that covers the configuration of the infrastructure components needed as well as the installation and configuration of the LRMS on MCCC county infrastructure.
7.2.2.13 Mobile Field Data Collection Application Design Documentation
Xerox will provide complete, detailed technical documentation on the design and configuration of the mobile field data collection application. This will consist of:
• Configuration of the devices for connected and disconnected operation
• Configuration of the back-end systems to support data synchronization
• Tuning of the devices and connectivity
7.2.2.14 Solution to Data Gaps
Xerox will work with MCCC to design, develop, and test the solution for each data gap requirement
7.2.2.15 Data Quality Assessment
Xerox will work with MCCC to identify problem areas with legacy system data. Xerox will assist and provide techniques to cleanse legacy data. MCCC will be responsible for MCCC county data and the cleanup of that data. Data cleansing will be a required MCCC task throughout the life of the project
7.2.2.16 Data Conversion
The data conversion effort will be a shared responsibility of Xerox and MCCC. Xerox and MCCC will develop a plan outlining the responsibilities of both Xerox and MCCC (“Data Conversion Plan”). Multiple iterations of data conversion will be performed. Xerox will provide time estimates for actual data conversion prior to testing as well as estimating the number of conversions necessary.
• Conversion Objectives - Xerox will convert the current payable year and the previous six (6) years.
• Conversion Requirements - The conversion requirements for the project will be finalized and documented in the scope document deliverable. Xerox will provide knowledge transfer regarding conversion efforts to the appropriate MCCC resources.
• Conversion Responsibilities - Xerox is responsible for the successful design, development, testing, and loading of each conversion.
• Iterative Data Conversion Tasks - Once data mapping is complete, Xerox will lead the iterative process of data conversion:
o Data will be extracted on an agreed upon schedule from existing systems in a format provided by Xerox. Multiple extracts will be designed to identify issues and errors in the extraction process.
o Xerox will develop and test the programs to load the legacy data from the MCCC systems into the LRMS database modified appropriately to support functional requirements.
o For data deemed not suitable for extraction and automated loading in the LRMS database through scripts, MCCC and Xerox will consult on the most efficient means to enter the data in the LRMS database. Data entry may require the assignment of MCCC resources on a limited basis.
7.2.2.17 Conversion Test Plan
For each iteration of the Data Conversion process, Xerox and MCCC will develop a mutually agreed upon data conversion test plan including appropriate audit trails and summary reports.
7.2.2.18 Mobile Field Data Collection Application Test Plan
Xerox will work with MCCC to develop a mutually agreed upon test plan for the mobile field data collection application and devices.
7.2.2.19 User Guides
7.2.2.20 Conduct Software Engineering with QA Check Point(s)
Based on the approved LRMS design document, Xerox will conduct software development engineering required to meet the agreed upon functional, non-functional and technical requirements, specifications, consisting of the following:
• Modifications in the existing LRMS database
• Incorporation of MCCC and Minnesota business rules that cannot be supported via existing LRMS configuration options
• Development of new and/or modifications of existing user-interfaces to meet Functional Design requirements
• Development of required reports and other formatted output. Development of integration or interfaces to LRMS with the following third-party applications: Cisco IVR, Pictometry, Active Directory, APEX, ESRI GIS software version 10.x, Thomson Reuters (formerly Manatron) GRM Tax Module, and Vanguard CAMA Modules. This does not include the cost of licenses to any of the third-party applications.
• : Design and development of multilevel testing (unit, module and integration levels) prior to delivery of the software for User Acceptance Testing.
Xerox will provide demonstrations of the LRMS developed for MCCC. This includes any reports, interfaces or integrations specified in this SOW. MCCC will conduct quality assurance check points at pre-defined quality assurance milestones during Phase II of the project. These quality assurance milestones and check points will be clearly identified in the project plan.
Throughout the Phase II, Xerox will capture end user training opportunities and needs (e.g., LRMS training requirements, business process changes, workflow, and tester training evaluations).
7.2.2.221 Execute Software Installation and Configuration Plan
Xerox will lead the installation and configuration of the LRMS according to the approved Software Installation and Configuration Plan.
7.2.2.22 Execute Data Integrations
Xerox will work with MCCC to test and run the designed Data Integration.
7.2.2.23 Reports Requirements Analysis
Xerox will deliver the statutory reports specified in the SOW as part of the base LRMS. During the Fit/Gap analysis phase of the project, Xerox will work with MCCC to analyze and design operational reporting requirements and determine which of these are met by delivered reports and what custom reports/queries will need to be built.
7.2.2.24 Reports Specifications, Design and Development
Xerox, with the assistance of MCCC, will design and develop report specifications that will address the report requirements listed in the SOW. These specifications will be considered drafts until the technical aspect can be added after the reports are developed. Delivered reports consist of the statutory reports described in the following table as well as those reports provided to MCCC as a component of the installed software.
• Development Objectives - The MCCC’s report design and development objective is to utilize the Xerox modules to streamline business processes, improve information access, and leverage online inquiry capabilities thereby reducing the overall dependency of MCCC on reports. The LRMS will integrate with the MCCC systems identified above to allow for enterprise-wide reporting and the ability to develop custom reports from the LRMS, as outlined in the SOW.
• Delivered Report Responsibilities - Delivered reports consist of those that are identified in the table above, as well as those that are part of the base system. These reports will be delivered and tested as part of the quality assurance process.
• Custom Report Development Responsibilities - If it is determined in the Fit/Gap analysis that custom reports are needed, Xerox will assist MCCC in developing specifications, designing, documenting, and developing the final report requirements.
• Mentorship and Report Development Knowledge Transfer - Xerox will provide guidance to MCCC in the completion of report specifications and address report development issues.
Report assignments will be determined as part of the Fit/Gap analysis. Xerox will provide training to the appropriate MCCC resources throughout the process of report development to ensure that MCCC has the skills to develop additional reports, as needed.
7.2.2.25 Mobile Field Data Collection Application Development and Testing
Xerox will develop and test the mobile field data collection application.
• Setup of any architecture needs for the application and testing
• Testing the data collection application onsite and offsite in both areas with and without Internet service
• Testing of the data sync process
Form/File/Report No. Statutory Reports, Files, Statements, and Notices - Development Cost
TS1 Property Tax Statement TS2 Truth in Taxation Statement TS3 Valuation Notices for Real and Personal Property TS4 Powerline Report TS5 Top Ten Taxpayers by Taxpayer ID DoR1 Abstract of Assessment DoR2 Abstract of Tax List DoR3 Ag Border Maps DoR4 Certificate of Real Estate Values DoR5 Fall Mini Abstract DoR6 Homestead Files – Duplicate Homesteads DoR7 Homestead Files – PTR (Real Estate and Personal Property Roll) DoR8 Manufactured Homes Abstract DoR9 Market Value File DoR10 Sales Ratio Study Criteria (monthly extract file) DoR11 Spring Mini Abstract DoR12 Tax Increment Supplement DoE1 School Tax Abatements Six-month Supplemental Report DoE2 School Tax abatement Report for Calendar Year DoE3 County Auditor Report of School District Apportionment DoE4 Taxes Receivable Report DoE5 School Tax Report DoE6 School Tax Settlement Report
7.2.3 Phase II / Objective 3 – Ensure that the LRMS Meets Agreed Upon Requirements
The validation of the design and configuration effort is comprised of integration, system (or functional). It is the responsibility of the MCCC to ensure that User Acceptance Testing is completed according to the agreed upon project plan. Xerox will support all UAT activities. UAT should include the testing of the complete LRMS 10.x application, including configurations specific to the MCCC and integrations to identified and in-scope third party systems.
The critical validation of the software will be based on a range of tolerance values for resulting data outcomes as defined by the test plan pertaining to each key area. If results are not within the acceptable range, errors in the LRMS processing will be corrected and the particular software modules retested. The following activities will be part of the testing effort (and Xerox will assist with all MCCC lead efforts):
•••• MCCC will lead the development of the test strategy document.
•••• MCCC will lead the development of testing scripts.
•••• MCCC will lead the execution of test scripts.
•••• Management, documentation, and reporting of test results (a joint Xerox and MCCC responsibility).
As part of development, Xerox will perform fault status tracking and report results to MCCC on a bi-weekly basis. See Section 4 – Defect Resolution Process.
7.2.3.1 Refined Strategic Quality Assurance Plan
Xerox will work with MCCC to refine the quality assurance strategy and testing techniques and tools.
7.2.3.2 Test Plans, including User Acceptance Test
7.2.3.3 Execute Test Plans
7.2.3.4 Completed System and User Acceptance Testing
Xerox will work with MCCC to prepare for testing by conducting a test readiness evaluation, which will include integration activities, customizations, interfaces, and data conversion.
If the results of the evaluation indicate that the team should proceed, then the team will begin to execute system and acceptance test plans. At this time, Xerox and MCCC will conduct the first pilot training and implementation of the LRMS in the first Pilot County.
7.2.3.5 Corrected Non-Critical Defects
Defects found through the test process will be recorded and tracked in the Defects Log by the MCCC test leads (the “Test Leads”). Periodic defect reviews will be held to assess criticality, resolution, and approval to fix the defect and retest. Fixes are then released in patches or service packs that are retested and tracked back to the root defect for completion or reprioritization.
The severity level of the defect is set by the MCCC Project Manager according to the following criteria:
• Critical - The problem causes an immediate major fatal impact on business, and has caused the use of the software, or a significant software component, to stop or substantially deviate from the documentation. No timely workaround exists.
• High - The problem causes a major impact on business. A work around is available; however, processing continues in a restricted manner. Incorrect data, partially missing functionality, partially incorrect functionality, or a defect with a work around that severely affects the usability of the LRMS.
• Medium - The problem has a moderate impact on business. The problem does not prevent operation of the software.
• Low - The problem has a minimal business impact; cosmetic defects such as , tab order, window color, or a defect with a work around that slightly affects the usability of the LRMS; spelling errors or desired functionality that would improve the overall usability of the LRMS.
Critical and High defects must be corrected immediately. User acceptance testing will not begin until critical and high defects are corrected. Medium and low defects will be prioritized and resolved prior to end user training.
7.2.3.6 Testing Recommendation
When testing is complete, the test leads will make formal recommendation to promote the system to a production state or to continue testing. Specifically, the test leads will develop a final test completion report as a final view of the testing effort, which will contain a summary of the test effort, a collection of test metrics, analysis of these metrics, and any test related recommendations for future projects.
7.2.3.7 Pilot User Acceptance Test
As a component of the overall User Acceptance Testing, pilot counties will be selected primarily to test and confirm the infrastructure. Xerox will lead the configuration of the Software LRMS to meet the MCCC’s remote access requirements. MCCC Information Technology members will lead the configuration of the technical infrastructure including points of access and capacity to serve customers and partners outside the MCCC.
7.2.4 Phase II / Objective 4 – Review Phase II and Plan for Phase III
Xerox will facilitate deliverable review with MCCC that consists of the following:
7.2.4.1 Reviewed Technical, Report Writing and Tester Training
Review results of technical, report writing and tester training with MCCC and determine readiness to move into Phase III.
7.2.4.2 Approved Final Test Completion Report
See testing recommendation above in 7.2.3.6.
7.2.4.3 Approved Phase III Plan
Xerox will develop a detailed project plan that identifies all of the key steps to be performed in Phase III. This plan will begin with the Phase III task plan in this document, and expand upon it based on work completed through Phase II to expand the detailed project plan through the remaining phases.
7.2.4.4 Deliverables Statements
Xerox will review the deliverables with MCCC using deliverables statements.
7.3 Phase III – Training Objectives
The third phase of the project approach is training and preparing for the production environment cutover. Xerox will lead these efforts with MCCC assistance. Upon successful completion of the end user training tasks, the LRMS will be authorized for implementation.
Phase III will be executed for the MCCC Pilot Counties. Each Pilot County will receive sixty (60) days of training prior to implementation. Following MCCC acceptance of the LRMS as implemented in the Pilot Counties, this phase will commence with the execution of the training for the remaining participating MCCC counties.
Xerox will be on-site for three (3) weeks for each implementation (tax and CAMA) with each of the remaining counties. Week 1 will be dedicated to LRMS training for county staff and to set-up the technical environment.
The objectives of the Training phase are as follows:
•••• Prepare MCCC for Phase III training
•••• Prepare end users for working with the LRMS
•••• Prepare for the production environment cutover
•••• Staging Environment Installation •••• Production Environment Installation
Xerox
2. Prepare End Users for Working in the LRMS
•••• Refine Training Strategy •••• Finalize Training Materials •••• Rollout of End User Training •••• Determination of End User Proficiency •••• Business Process Models Mapped to Training Program and Materials •••• User Guides
Xerox
3. Review Phase III and Prepare for Phase IV
•••• Business System , Technical and Operational System Cutover Plan •••• Complete Phase III Review and Deliver Phase IV Plan •••• Review Training Results •••• Approve Training Recommendation •••• Deliverables Statement
Xerox
7.3.1 Phase III / Objective 1 – Prepare MCCC for Phase III Training
7.3.1.1 Certified Staging and Production Environments
Xerox will lead the installation, with assistance from MCCC, for the staging and production environments. Xerox will certify that all required components are installed and configured correctly, and that there are no known issues affecting functionality, performance, or availability.
7.3.1.2 Determine Method and Scope of Staging and Production Environments
Xerox will lead discussions on determining the best method and scope for the staging and production installations. All agreed upon modules will be certified upon installation.
7.3.1.3 Project Infrastructure Prepared
This is the completed setup and availability of the required hardware and platform for the staging and production installations.
7.3.2 Phase III / Objective 2 – Prepare End Users for Working with the LRMS
User training tasks encompass the efforts required to develop an overall training plan and to deliver training to users. The effort to develop and document the training plan for the LRMS is a Xerox responsibility in consultation with MCCC and will focus on the specific needs of a variety of users, technical, and operational staff.
This phase will be completed for MCCC Pilot Counties and following the successful implementation of the final Pilot County, this phase will be executed for the balance of the MCCC member counties based on the Xerox and MCCC mutually agreed to final implementation schedule.
7.3.2.1 Refine Training Strategy
Xerox will work with MCCC to refine the training strategy. Once designed and accepted, the Training Plan will be used to define the content and format of training and will serve as the basis for evaluating the training effort. The length and timing of training will be determined in detail in the Training Plan. A needs analysis will be conducted to determine the format and audience of the various training sessions. Xerox will assist with designing the needs analysis forms and analyzing the results to construct the training approach and plans. MCCC is responsible for leading the needs analysis effort along with the distribution and collection of the material among users.
Xerox will provide professional training materials. MCCC Project Manager will work with the Xerox Project Manager to agreement that the materials meet MCCC expectations. For significant changes, the managers will use the Issue Resolution Process.
7.3.2.3 Rollout of End User Training
• Refine Approach to Training - Based on Phase II results, Xerox will work with MCCC to review and refine the work plan for end user Training.
• Provide Training for Trainers - Xerox will prepare MCCC trainers for delivering end-user training sessions. MCCC trainers will be assigned for each module, and classroom training is provided for each module. Prior to distribution, materials will be tailored for MCCC and provided to each participant. MCCC will be able to make adjustments to the training materials, as needed.
• Develop Training Plan and Curriculum - Xerox will work with MCCC to review and refine the work plan and develop training materials for trainers.
• Deliver Training - Xerox will deliver train the trainer sessions.
• Evaluate Training - Xerox will work with MCCC to evaluate the effectiveness of the train-the-trainer training sessions. If the training is found by MCCC to not meet the objective criteria set forth in the Training Plan agreed to by the parties, then MCCC will work with the Xerox Project Manager to resolve any issues using the Issue Resolution process in Section 4.2 of this SOW.
• Prepare Training for End Users - Based on the results of the testers training and train-the-trainer training, Xerox will work with MCCC to refine the Training Plan and training materials for end users.
o Develop Training Plan and Curriculum - Xerox will work with MCCC to review and refine the work plan and develop training materials for end users.
o Deliver Training - Xerox will work with MCCC to deliver training sessions.
o Evaluate Training - Xerox will work with MCCC to evaluate the effectiveness of training sessions. If the training is found to be unacceptable, then MCCC will work with the Xerox Project Manager to resolve any issues using the issue resolution process found in Section 4.2 of this SOW.
o Training Recommendation - When training is complete, MCCC will make formal recommendation to promote the system to a production state or to continue training on one or more of the LRMS Modules.
7.3.2.4 Determination of End-User Proficiency
Xerox will work with MCCC to develop training evaluations and performance metrics to properly assess and track user competency and to develop additional knowledge measurement tools for assessing and evaluating the proficiency of the course participants.
7.3.2.5 Business Process Models Mapped to Training Program and Materials
7.3.2.6 User Guides
7.3.3 Phase III / Objective 3 – Review Phase III and Prepare for Phase IV
7.3.3.1 Develop Business System, Technical and Operational System Cutover Plans
Identify all technical and business roles, responsibilities and steps needed to deploy the LRMS in production including contingency planning. Xerox will work with MCCC to develop a System Cutover Plan to prepare MCCC for transitioning to the LRMS. The plan will document the processes for planning, preparing, and executing cutover, including how to lock down the system from a technical change control perspective as well as preparing the technical and end users for system rollout.
7.3.3.2 Complete Phase III Review and Deliver Phase IV Plan
7.3.3.3 Review Training Results
Review results of Phase III with MCCC and determine readiness to move into Phase IV, Implementation.
Xerox will review the deliverables with MCCC using Deliverables Statements. See Deliverable Management Process in Section 4.2.7 for more detail.
7.4 Phase IV – Implementation Objectives
The fourth phase of the project approach is Implementation. Xerox will lead this effort with assistance from MCCC. This plan outlines the communications, actions, and timing associated with the production system rollout, data conversion, and initial production processing and support. Prior to the close of this phase, system documentation is updated to reflect any updates discovered during this phase.
Phase IV will be executed for the pilot counties as determined by MCCC and Xerox. Xerox will work with the first Pilot County(s) for a maximum of sixty (60) days resulting in a successful implementation of the LRMS. Additional Pilot Counties will be successfully implemented to the new LRMS simultaneously, each with their own Xerox installation team, in fifteen (15) days. Following MCCC acceptance of the LRMS as implemented in the pilot counties, this phase will commence with the execution of the Final Implementation Schedule approved in Phase III.
A Xerox implementation team will work on-site at each participating MCCC member county for three (3) weeks for each implementation (tax and CAMA) to take the county to “go-live” in the new LRMS. Week 1 will be dedicated to training and technical environment setup. Xerox will perform localized configuration to reports during week 2 and over the weekend run data conversions, install the LRMS to production. Week 3 will be dedicated to support and knowledge transfer to county staff.
The objectives in the Implementation Phase are as follows:
•••• Evaluate MCCC’s Readiness for System Cutover
•••• Implement the Integrated LRMS
•••• Prepare for Post-Implementation Support
•••• Review Phase IV and Prepare for Phase V
The System Implementation effort before the “Go Live” provides the opportunity to plan the details of the production turnover and to coordinate the activities of all stakeholders, users, technical and operational staff in the use of the new system. In effect, it allows for final installation and testing of operational systems and the opportunity for dress rehearsals.
•••• Technical and Operational System Cutover Readiness Evaluation
Xerox
2. Implement the LRMS
•••• Final Conversion – Load data to the LRMS database
•••• Execute System Cutover Plan
Xerox
3. Prepare for Post-Implementation Support
•••• Post implementation data conversion/data support
•••• Post-implementation Support Plan •••• Software Maintenance and Support
Xerox
4. Review Phase IV and Prepare for Phase V
•••• Complete Phase IV Review and Deliver Phase V Plan
•••• Approve Post-Implementation Support Plans
•••• Approve Phase V Plan LRMS
•••• Deliverables Statements
Xerox/MCCC Xerox/MCCC Xerox Xerox Xerox
7.4.1 Phase IV / Objective 1 – Evaluate MCCC Readiness for System Cutover
Technical and Operational System Cutover Readiness Evaluation - Develop and conduct a readiness evaluation that will be used to determine if the participating MCCC member county is ready for the production environment. Xerox will work with MCCC member county to conduct a production readiness evaluation from operational, technical and non-technical perspectives. Analysis will consist of the impact on people, policy, procedure, process and infrastructure for each LRMS module.
7.4.2 Phase IV / Objective 2 – Implement the LRMS
7.4.2.1 Final Conversion – Load Data to the LRMS Database
Execute Final Data Migration Prior to Production Use of the LRMS, final data conversion iteration will extract data from existing systems and load the LRMS database with a complete dataset capable of meeting participating MCCC member county production use requirements.
7.4.2.2 Execute System Cutover Plan
Xerox will be on-site until the cutover plan is completed and participating MCCC member county has begun to run their business in the production environment.
7.4.3 Phase IV / Objective 3 – Prepare for Post-Implementation Support
7.4.3.1 Post-Implementation Data Conversion/Data Support
Once production cutover is complete, there may still be data errors that must be fixed in the production system. Xerox will assist the participating MCCC member county define how best to address errors and minimize any production impact.
7.4.3.2 Post-implementation Support Plan
Xerox will lead the development of a post-implementation support plan. As part of the post implementation support under the existing maintenance agreement, Xerox will have a single point of contact for all releases of any modules to each participating MCCC member county. This process will be
managed such that all new releases of any specific module are tested with the other current modules to ensure compatibility.
7.4.4 Phase IV / Objective 4 – Review Phase IV and Prepare for Phase V
7.4.4.1 Complete Phase IV Review and Deliver Phase V Plan
Review results of Phase IV with each participating MCCC member county and determine readiness to move into Phase V, Post-Implementation.
7.4.4.2 Approve Post-Implementation Support Plans
7.4.4.3 Approve Phase V Plan
7.4.4.4 Deliverables Statements
Xerox will review the deliverables with each participating MCCC member county using deliverables statements. See Section 4.2.7, Deliverable Management Process above for more detail.
7.5 Phase V – Post-Implementation Support Objectives
This phase consists of the use of the new system by MCCC with assistance provided as needed for the first three months of after completion of Phase IV for all MCCC member counties. At the end of this period, Xerox will transition MCCC to ongoing maintenance and support.
The primary objectives in the Post-Implementation Phase are as follows:
• Evaluate Implementation
• Initiate Ongoing Support
• Close Project – After LRMS is successfully implemented in all participating MCCC member counties.
PHASE V – POST-IMPLEMENTATION SUPPORT DELIVERABLES
Objectives Deliverables Responsibility
1. Evaluate Implementation
• Updated Specifications • Final Configuration Documentation • Training Evaluation
Xerox Xerox
Xerox/MCCC
2. Initiate Ongoing Support
• Software Maintenance & Support Handoff • Ongoing Training
Xerox
3. Close Project
• Project Closure Authorization
Xerox/MCCC
7.5.1 Phase V / Objective 1 – Evaluate Implementation
7.5.1.1 Updated Specifications
Xerox will provide a final definition of the specifications. Following testing and implementation the specifications for the integrations, customizations, workflows, and report details will be updated and finalized.
7.5.1.2 Final Configuration Documentation
• Xerox will provide documentation that will consist of the following for each LRMS module:
Xerox will work with MCCC to conduct a post implementation review of training to evaluate gaps in content due to process changes, additional training needs, and plan to correct.
7.5.2 Phase V / Objective 2 – Initiate Ongoing Support
7.5.2.1 Software Maintenance and Support Handoff
Xerox works with MCCC to implement the maintenance and support plan. Xerox will work at the direction of MCCC to implement LRMS changes based on MCCC interpretation of laws or directives as defined in the approved Maintenance and Support Agreement.
7.5.2.2 Ongoing Training Initiated
Xerox will provide ongoing support through WebEX, Release Notes and updated online Help as defined in the approved Maintenance and Support Agreement.
7.5.3 Phase V / Objective 3 – Close Project
7.5.3.1 Project Closure Authorization
Xerox will work with the MCCC project management team to close the project. This includes completion of all project work, lessons learned activities and administrative closure documentation. If there is not agreement on project closure, then the issue(s) will be resolved through the Issue Resolution Process.
A - Functional Requirements The following Functional Requirements (Section A) establishes the core high level functionality expected as output of the new LRMS System which reflects the same functionality the MCCC experienced within the Legacy iSeries Applications. The detailed features, methods, and processes that deliver this functionality will be fully elaborated and mutually agreed upon in detail via the Business Area Analysis (BAA) Process which is outlined in Section 7.1.3 of the Statement of Work, and is the initial key work effort and deliverable of this project.
1) CAMA (Computer Aided Mass Appraisal)
a) Land b) Sales c) Permits d) Improvements: Buildings, Extra Features e) Sketch f) Income g) Ratios h) Condominium Complex/Units i) Mobile Home Park and Marina j) Value Approaches
i) Cost(M&S) ii) Cost(MICA) iii) Income iv) Market/Comp. Sale v) Override vi) Multiple Regression Analysis
k) Field Device
2) PROPERTY ASSESSMENT / ADMINISTRATION: a) CRV b) Owner/Parties c) Jurisdictions, Taxing Areas, UTA’s d) Classification e) Homesteads, Social Security f) Levies & Rates Calculation g) EMV, TMV, RMV, NTC Values h) Truth in Taxation Notices
b) Escrow Processes c) ACH Direct Withdrawal d) High Speed Check Processing e) Refund Authorization f) Distributions
i) Estimated ii) Actual iii) TIF iv) F.D.
g) Levy Book h) General Ledger Trans i) Abatement/Addition Processes j) Delinquency Processes k) Current Advertising and Costs l) Confessions of Judgment m) Fine and Forfeiture
The following Exclusions & Clarifications are meant to establish understanding of a few key functional areas that were further discussed in detail by Xerox and MCCC, where understanding and agreement was reached regarding the extent or limitation of certain functional items. Again, as with the Functional Requirements in section A above, the following items will be fully elaborated and mutually agreed upon in detail via the Business Area Analysis (BAA) Process which is outlined in Section 7.1.3 of the Statement of Work, and is the initial key work effort and deliverable of this project. 1 - Land Valuation (CER / CPI Valuation Ratings):
LRMS will provide for CER (Crop Equivalency Rating) and CPI (Crop Productivity Index) valuation ratings by allowing a County to enter and maintain a rate by soil type on each property record. This rate may either be based on CER or CPI. Although we will allow CER ratings to be entered and maintained for each property record, automatically calculating the CER rate by soil type will not be included in the LRMS functionality. 2 - Income Valuation:
LRMS will not implement the Discounted Cash Flow method of Income Valuation for income producing properties. 3 - Parcel Analysis/Beacon Integration: The scope of this proposal provides the ability for LRMS to launch the Parcel Analysis and/or Beacon applications used by a County. It does not include the importing of any data that may result while using either Parcel Analysis and/or Beacon. Xerox will work with the MCCC to determine if the additional functionality to import “land lines” from Parcel Analysis and/or Beacon can be added to the scope of the overall project during the BAA Process. 4 - Reporting:
LRMS will include all state mandated reports and up to an additional 20 reports as decided by the MCCC. Each County will have the ability to change logo and address information on these reports. In addition LRMS will provide access to SQL Server Reporting Services (SSRS), which the MCCC can build ad-hoc and custom reports as they require. 5 - Valuation Records:
The LRMS CAMA module will establish the highest and best use for a land/building/machinery line and establish the predominant use code. Once exemptions/deferrals/exclusions are added to a property and subsequently associated with a land/building/machinery, the State Class Code will be determined. Each land/building/machinery may have more than one State Class Code associated with it, and the percentage or flat dollar amount, of said land/building/machinery will be attached to State Class Code. These will form the basis of the Valuation Records currently found in the AS400.
6 - Property Chaining: LRMS will implement property chaining by allowing users to chain properties together and then prioritize the property order by State Class Code (Valuation Record), for each State Class Code that exists in the property chain. The same property may not belong to more than one property chain. 7 - Tax Disbursements to Taxing Authorities: LRMS will track and store disbursements and settlements to the Taxing Authorities at the Taxing Authority level, LRMS will not store these by fund within a Taxing Authority. LRMS will provide the ability for a user to “drill down”, in real time, at a property bill level to see how disbursements within a tax authority are allocated to the funds associated with the tax authority. LRMS will provide full auditor reporting at the fund level when settling to Taxing Authorities. For “ad-hoc reporting” users that want to show disbursements/settlements at the fund level will have to include logic to calculate these based on the percentage each fund contributes to the overall tax rate for a taxing authority. 8 – User Access to Historical Detail and Summary Data by Parcel:
LRMS 10.x maintains property information by year on the “Roll” object. The Roll object is a historical record of what values were “Final” for any given year. The properties stored on this object may be viewed (but not modified) by a user at any time, giving the user access to multiple years of final values for any given property on a single screen. The user does not need to run a process to “copy” values to a historical record at year end, LRMS maintains these automatically with no user intervention for every property within the County.
The following Technical Requirements establish key high level technical functionality expected within the new LRMS System. The details regarding architecture, component parts, and other related technical features related to these technical requirements will be fully elaborated and mutually agreed upon in detail via the Business Area Analysis (BAA) Process which is outlined in Section 7.1.3 of the Statement of Work, and is the initial key work effort and deliverable of this project.
Requirement No. Requirement Statements
System Architecture - General
T-1
The system shall be based on Microsoft SQL Server 2012
T-2 The system database shall support industry standard interfaces (e.g. ODBC, OLE/DB)
T-3 The system shall support the ability to configure user definable table columns and fields.
T-4
The system shall have an open and completely accessible database architecture which supports data integration with other MCCC member county systems.
T-5
The system shall store and retrieve data from a core data repository. (e.g. structured and non-structured data)
System Architecture - Application
T-6
The system shall have the ability to operate in the following redundancy/failover environments: Dual data centers, multi-processor server with processor failover, virtualized environments.
T-7 If a web client is available for internal users, the client shall be compatible with IE8 and greater.
T-8 The system shall include an API to enable it to interact with other software.
The system shall support the exchange of structured information between the system and web services.
T-10
If a web client is available for external users, the client shall be compatible with the current and last major versions of Internet Explorer, Firefox, Google Chrome, and Safari Opera.
System Architecture - Import / Export
T-11
The system shall support the import and export of common Microsoft office productivity file types including open office
T-12 The system shall have the ability to store and access common audio file types.
T-13 The system shall have the ability to store and access common video file types.
T-14 The system shall have the ability to store and access common digital photo file types.
System Architecture - Disaster Recovery
T-15 The system shall support transaction level auditing for individual and mass transactions.
T-16
The system shall support the recovery of all committed transactions in the event of the following types of failure: logical, process, application, or media.
System Architecture - Network
T-17
The system shall allow the user to select an installed printer for on demand printing from a browser session, which will include ithica printers for receipts.
T-18 The system shall allow addresses to be passed to a CASS system prior to batch printing.
T-19
The system shall allow the user to define default print locations.
T-20 The system shall support a batch scheduling function.
T-21 The system shall allow the user to schedule batch report printing/generation at regularly scheduled intervals as defined by the user.
T-22 The system shall allow the user to manage reconciliation of all exported/imported data.
System Security - General
T-23 The system shall support secure connection protocols ensuring all data in motion is protected.
T-24 The system shall authenticate users at login and shall use Active Directory of LDAP if available to the County.
T-25 The system shall accept any lengths and formats for user IDs and passwords allowed by the County.
T-26 The system shall be able to receive and display the user name passed from the County's directories.
T-27 The system shall support multiple configurable user roles.
T-28 The system shall provide management of data editing rights by user class for system modules and screens.
T-29 The system shall provide access control by user class for system modules and screens.
T-30 The system shall comply with applicable law, including but not limited to the Minnesota Government Data Practices Act.
T-31 The system shall not conflict with best practices security guidelines set forth in ISO/IEC 27002.
T-32
The system shall comply with Payment Card Industry (PCI) Standards. A 3rd party vendor will be required to take payments via debit/credit card and are not in the scope of this SOW
T-33 The system shall support and integrate with multiple domains and directories.
T-34 The system shall provide management of data editing rights by user class at the field level.
T-35 The system shall provide the ability to manage access to Social Security Numbers and Income Statements by group.
T-36 The system shall comply with guidelines of the National Institute of Standards and Technology, where applicable.
T-37 The system shall support field masking for secured data entry.
T-38 The system shall support security alerts based on user defined events and system defined deadlines.
T-39 The system shall support security alerts via email.
T-40 The system shall support secure data transfer.
T-41 The system shall enable security by department and user group.
T-42 The system shall only allow prior year changes to a tax roll by authorized users based on business rules.
T-43
Ability to control which properties an assessor is able to update – referred to in the Legacy CamaUSA as PNUT Functionality (Parcel, Neighborhood, Property Use, Township/City) Security.
Auditing
T-44
The system's database management software shall have the capability of recording a system-wide audit trail or transaction log.
T-45 The system shall support user-defined reports on audit trails.
Usability - GUI
T-46 The system's GUI shall provide a consistent appearance for common functions.
T-47 The system shall allow the user to return from the current screen or menu to a previous screen or menu.
T-48
The system shall allow authorized users to perform online "drill down" from summary information to supporting detail information where appropriate.
T-49 The system shall expedite data entry and inquiry by the use of facilities such as program function keys.
The system shall utilize colors and other visual and non-visual aids to facilitate the use of system functions (e.g., data entry/section errors are presented in red for easy detection).
T-51 The system shall support "cut and paste" of text from/to the Windows clipboard.
T-52 The system shall allow the user to access other input screens and modules without backing out of menus or menu paths.
T-53
The system shall retain data entered on a screen in the session memory so the user can go from one menu section to another without losing data entered but not submitted.
T-54 The system shall give the user the ability to work in multiple screens/windows.
T-55 The system shall maintain a list of recent values for each field.
T-56 The system shall allow the user to perform queries based on partial field entries.
T-57 The system shall present and allow updates to all base property information on one screen.
Usability - Data Entry
T-58 The system shall support the ability to define default field values for data entry screens.
T-59
The system shall support the ability to configure formats for data input screens without the need to modify application source code (e.g. field labels, colors, entry masks).
T-60 The system shall support the ability to define mandatory data entry fields.
T-61 The system shall support automated stamping of free form comments with the User ID and date/time.
T-62 The system shall support configuration of a user-defined length for free form comments.
T-63 The system shall support queries of substrings within free form comments.
T-64 The system shall support UI level field validation.
T-65 The system shall store values for drop down lists and user-defined parameters in lookup tables.
T-66 The system shall provide administrative screens for editing values in lookup tables.
PRICING As described in Section 3 of this Agreement, the MCCC will notify Xerox by March 1, 2013, of which MCCC counties have ratified this Agreement, and such MCCC member counties shall constitute the User Group. As soon as reasonably possible after March 1, 2013, Xerox and MCCC will execute an amendment to this Agreement which lists all MCCC member Counties in the User Group. The User Group list will describe whether each MCCC member County will receive the CAMA module, the Property Tax module, or both. The fees that MCCC shall pay Xerox are based on the calculations below, applying the following per County and per parcel prices to the MCCC member Counties in the User Group. CAMA Property Tax Fixed Base Price per Application per County $75,000 $75,000
PLUS
Price per number of Parcels per County $4.00 $3.25 (as established in the Schedule 1 - Parcel Counts by County table below)
WITH TOTAL NOT TO EXCEED
Maximum Price per Application per County $250,000 $225,000
AND
A Pricing Discount of 10% of the total per County price, as calculated above, will be applied for each County IF that County purchases BOTH the CAMA and Property Tax modules. For example, if a county is purchasing both modules and their total calculated price is $475,000, that County will receive a 10% discount of $47,500 (10% of $475,000), bringing their final total price to $427,500. (For the avoidance of doubt, all fees are paid by MCCC to Xerox, rather than by individual Counties to Xerox.)
PLUS
An Additional Overall Group Discount is possible as follows: To the extent that the total amount of fees payable by MCCC to Xerox for the User Group is greater than Six Million, Nine Hundred Thousand Dollars ($6,900,000.00), MCCC will receive a 5% discount on the portion of the fees in excess of Six Million, Nine Hundred Thousand Dollars ($6,900,000.00). For example, if the fees payable by MCCC to Xerox for the User Group, before taking into account this discount, were Eight Million Dollars ($8,000,000.00), then this discount would reduce the total amount payable by MCCC to Xerox to Seven Million, Nine Hundred and Forty-Five Thousand Dollars ($7,945,000.00 = $8,000,000 – (.05 * ($8,000,000.00 - $6,900,000.00). The total amount of fees payable by MCCC to Xerox in accordance with the calculations set forth above, after the User Group is established by amendment to this Agreement, shall be known as the “Total Fixed Fee.”
Payment will be made directly from MCCC upon acceptance of each phases and presentation of an invoice as provided by law governing MCCC payment of claims and/or invoices. Payment will be made to Xerox within forty-five (45) calendar days after the date of each invoice, with late payment interest due in accordance with applicable Minnesota prompt payment statutes.
Payment Schedule for Fixed Price Services Fee
The MCCC agrees to pay 30% of the Total Fixed Fee in accordance with the following milestone delivery schedule (each as described in the Statement of Work):
1. At Project Start-Up (immediately following the ratification process described in Section 3 of this Agreement, provided the condition precedent is either satisfied or waived by Xerox): 25%
2. BAA Accepted by the MCCC: 25% 3. Completion of the Iterative Data Conversion Tasks (SOW 7.2.2.17): 25% 4. UAT Accepted by the MCCC: 25%
Xerox will invoice MCCC 60% of the fee associated with a particular County’s CAMA or Property Tax module when, in accordance with Section 7.4 of the Statement of Work, Xerox’s implementation team arrives on-site at that County to implement that CAMA or Property Tax module. Xerox will invoice MCCC 10% of the fee associated with a particular County’s CAMA or Property Tax module sixty (60) days after Xerox’s implementation team completes the three (3) week on-site implementation described in Section 7.4 of the Statement of Work to implement that CAMA or Property Tax module. Assumptions Software Maintenance and Support This Agreement does not include maintenance and support for the LRMS. Negotiated support and maintenance services are being provided under the parties’ LRMS Support Service Agreements. Change Request Rates In those instances where MCCC requests estimates for additional services not identified in the Statement of Work and approved Change Orders that have a cost impact, the hourly rate is one hundred fifty-five dollars per hour ($155.00/hour).
Note to Schedule 1 – Should additional (unlisted) counties wish to join this Agreement prior to final ratification on March 1, 2013, MCCC and Xerox will mutually agree on the parcel count to use for such additional counties.
This mutual nondisclosure agreement ("NDA") is made by and between Xerox State & Local Solutions, Inc., a New York corporation, 8260 Willow Oaks Corporate Drive, Fairfax, VA 22031 (“Xerox”), and the Minnesota Counties Computer Cooperative, a joint powers organization established and existing under Minnesota Statutes, Section 471.59 for the purpose of providing data processing and information management systems for the use and benefit of its members, 100 Empire Drive Suite 201, St. Paul, MN 55103 (“MCCC”). Xerox and MCCC (each individually a “party” and collectively “the parties”) agree as follows: During the Term of this Agreement, Xerox and MCCC understand and agree that either or both parties may disclose to the other party trade secrets or other information of a confidential and proprietary nature (“Proprietary Information”) including, but not limited to, business plans, financial information, protected health information, marketing and sales information, contractual information, operational and technical data and concepts, and other non-public information related to:
The LRMS software and Services provided under the Software Services Agreement between the parties in which this NDA is incorporated by reference, and any confidential or proprietary information disclosed to Xerox by MCCC or any participating User Group member.
In consideration of the mutual covenants and obligations set forth in this Agreement, the parties also agree as follows: 1. TERM . This Agreement is effective on January 1, 2013 (“Effective Date”) and shall remain in effect for the Term of the Software Services Agreement (“SSA”), unless extended or terminated earlier in accordance with the provisions of this Agreement or the SSA.
2. CONTINUING OBLIGATIONS . The obligations of the parties under this Agreement shall remain in effect for five (5) years after the termination or expiration of this Agreement, or of the SSA, whichever is later.
3. IDENTIFICATION OF PROPRIETARY INFORMATION. At the time of disclosure, the disclosing party shall clearly label any written or tangible material that is considered to be Proprietary Information by the disclosing party. Oral information shall not be subject to any nondisclosure obligation under this Agreement unless identified as proprietary or confidential at the time of disclosure, and unless that oral information (or a reasonable description or summary of the contents of the oral information) is reduced to writing within five (5) business days after disclosure and delivered to the other party or sent to the address of the other party set forth in Section 18 of this Agreement ("Notices to Parties"). 4. OWNERSHIP OF PROPRIETARY INFORMATION . No title, license, intellectual property rights, or any other right of ownership or use shall be granted (expressly, by implication, or by estoppel) to the receiving party under any patent, trademark, copyright, or trade secret owned or controlled by the disclosing party by the disclosure of Proprietary Information.
5. OBLIGATIONS OF THE RECEIVING PARTY . In addition to the duty of a party to comply with criminal and civil laws (including, but not limited to, applicable state trade secrets laws, U.S. patent and copyright law, applicable U.S. import and export control statutes and regulations, and the Economic Espionage Act), the party
receiving Proprietary Information shall exercise all reasonable care to preserve and protect the Proprietary Information from any unauthorized access, use, disclosure, or theft. For purposes of this Agreement, "reasonable care" shall be at least the same level of care and discretion that is used by the receiving party to protect the trade secrets or other confidential information of the receiving party. In any event, the receiving party shall be non-negligent in handling the Proprietary Information disclosed by the other party.
The receiving party shall restrict access to and use of the Proprietary Information as provided in Section 13 of the SSA, or otherwise as provided under this Agreement, with such access hereunder restricted to those receiving party employees, affiliates, parents, agents, counsel, consultants, and advisors who directly participate in the activities covered by this Agreement, and who have a legitimate need to know that Proprietary Information for purposes of this Agreement, and who also agree to be bound by terms and conditions consistent with this Agreement; provided that, the receiving party shall remain liable for compliance by its employees, affiliates, parents, agents, counsel, consultants, and advisors.
Proprietary Information shall not be reproduced by the receiving party in any form except as required to accomplish the intent of this Agreement. The receiving party shall notify the disclosing party, in writing, promptly after the receiving party becomes aware of any unauthorized access, use, disclosure, or theft of the Proprietary Information and shall identify actions taken by the receiving party to contain and prevent further unauthorized access, use, disclosure, or theft of the Proprietary Information. Notwithstanding any other provision of this Agreement, the obligations of the receiving party under this Section shall survive the expiration or termination of this Agreement.
6. RELIANCE ON PROPRIETARY INFORMATION . Each party understands and agrees that the provision of Proprietary Information by the other party under this Agreement does not include, establish, or otherwise provide any express or implied representation or warranty as to the accuracy or completeness of the Proprietary Information. Except and to the extent as set forth in the SSA, each party expressly disclaims any and all liability that may be based on the receipt or use of the Proprietary Information, including any errors or omissions, unless and until that Proprietary Information becomes subject to representations and warranties set forth in any other teaming agreement, contract, subcontract, or other definitive agreement between the parties. Nothing in this Agreement shall be deemed to impose any obligation on a party to exchange Proprietary Information with the other party or to purchase, sell, license, transfer, or otherwise make use of any technology, services, or products.
7. LEGAL PROCESS. If a subpoena or other legal process concerning any Proprietary Information is served on a receiving party, the receiving party shall promptly notify, in writing, the disclosing party promptly upon receipt of the subpoena or other legal process. The receiving party shall cooperate with any lawful effort by the disclosing party to contest the validity of the subpoena, to seek a protective order, or to pursue other legal process to protect the Proprietary Information. The receiving party shall at all times limit the disclosure of Proprietary Information to disclosure that is required by law or legal process.
8. PUBLICLY AVAILABLE INFORMATION . The receiving party shall not be liable for use or disclosure of any Proprietary Information if that Proprietary Information was publicly known, was publicly disclosed in a patent or copyright issued to the disclosing party (subject to applicable intellectual or industrial property law rights and limitations), was provided to the government without restricted rights, was in the public domain as a matter of law, or was available through no breach of this Agreement by the receiving party.
9. INFORMATION KNOWN TO RECEIVING PARTY . The receiving party shall not be liable for use or disclosure of any Proprietary Information if the receiving party can establish via credible evidence that such Proprietary Information was already legally known to the receiving party by legitimate means prior to receipt from the disclosing party.
10. INDEPENDENTLY DEVELOPED INFORMATION . The receiving party shall not be liable for use or disclosure of any Proprietary Information if that Proprietary Information was independently developed by the receiving party without breach of this Agreement.
11. THIRD PARTY SOURCE . The receiving party shall not be liable for use or disclosure of any Proprietary Information if that Proprietary Information was obtained from a third party, and that third party had an unrestricted right to disclose the Proprietary Information at the time the information was disclosed. 12. WAIVER . Any delay or failure by either party to insist on strict performance of any obligation under this Agreement or exercise any right or remedy under this Agreement shall not be a waiver of the right to demand strict compliance in the future, irrespective of the length of time for which the delay or failure continues. No term or condition of this Agreement shall be waived and no breach excused unless the waiver or excuse of that breach is in writing and signed by the party claimed to have waived or excused the breach. No consent to or waiver of any right, remedy, or breach shall constitute a consent to or waiver of any other right, remedy, or breach in the performance of the same obligation or any other obligation under this Agreement. 13. HEADINGS . The HEADINGS used in this Agreement are merely for reference, have no independent legal meaning, and impose no obligations or conditions on the parties.
14. NOTICES TO PARTIES. Unless otherwise specified in this Agreement, all notices, requests, or consents required under this Agreement to be given in writing shall be delivered by hand, first class mail (postage prepaid), or express delivery service to the person indicated below, unless either party notifies the other party, in writing, of a change in the designated addressee:
To Xerox: To MCCC:
Xerox State & Local Solutions, Inc. Minnesota Counties Computer Cooperative 8260 Willow Oaks Corporate Drive 100 Empire Drive - Suite 201 Fairfax, VA 22031 St. Paul, MN 55103
Attn: Contracts Department Attn: Executive Director With Copy to:
Xerox State & Local Solutions, Inc. 130 Division Street Waite Park, MN 56387
Attn. Director – Property Tax Systems
15. SEVERABILITY . If all or part of any term or condition of this Agreement, or the application of any term or condition of this Agreement, is determined by any court of competent jurisdiction to be invalid or unenforceable to any extent, the remainder of the terms and conditions of this Agreement (other than those portions determined to be invalid or unenforceable) shall not be affected, and the remaining terms and conditions (or portions of terms or conditions) shall be valid and enforceable to the fullest extent permitted by law. If a judicial determination prevents the accomplishment of the purpose of this Agreement, the invalid term or condition (or portions of terms or conditions) shall be restated to conform to applicable law and to reflect as nearly as possible the original intention of the parties.
16. GOVERNING LAW AND VENUE. This Agreement shall be governed by, interpreted, construed, and enforced solely and exclusively in accordance with the internal laws of the State of Minnesota, without reference to the principles of conflict of laws or Minnesota conflict of laws rules, and disputes shall be adjudicated or otherwise decided in the state or federal courts in the State of Minnesota. Each party hereby irrevocably consents to the jurisdiction and venue of such courts.
17. INJUNCTION AND OTHER REMEDIES . Each party acknowledges and agrees that if the receiving party breaches any nondisclosure obligation under this Agreement, the disclosing party will not have an adequate remedy at law. Therefore, the disclosing party shall be entitled to seek an immediate injunction against an alleged breach or anticipated breach of this Agreement from any court of competent jurisdiction. The right to seek and obtain injunctive relief shall not limit the right to pursue other remedies. All remedies available to either party for breach of this Agreement by the other party are and shall be deemed cumulative and may be exercised separately or concurrently. The exercise of a remedy shall not be an election of that remedy to the exclusion of other remedies available at law or in equity.
18. ENTIRE AGREEMENT AND ASSIGNMENT . This Agreement shall be binding on the parties and their successors and assigns. Neither party may assign or otherwise transfer this Agreement or any rights, duties, or obligations under this Agreement without the prior written consent of the other party. Except to the extent modified under Section 13 of the SSA, the contents of this Agreement constitute the entire understanding and agreement between the parties and supersede any prior agreements, written or oral, that are not specifically referenced and incorporated in this Agreement. The provisions of this Agreement shall not be amended except by written agreement signed by both parties.
Three-Party Escrow Service Agreement 1. Introduction
This Three Party Escrow Service Agreement (the “Agreement”) is entered into by and between _________________________ (the “Depositor”), and by ______________________________ (the “Beneficiary”) and by Iron Mountain Intellectual Property Management, Inc. (“Iron Mountain ”). Depositor, Beneficiary, and Iron Mountain may be referred to individually as a "Party" or collectively as the "Parties" throughout this Agreement. (a) The use of the 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 hereto (“Services”). A Party shall request Services under this Agreement 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.ironmountainconnect.com or other websites owned or controlled by Iron Mountain that are linked to that website (collectively the “I ron Mountain Website”).
(b) The Beneficiary and Depositor have, or will have, entered into a license agreement or other agreement (“License Agreement”) 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 Responsibilities and Representations (a) Depositor shall make an initial deposit that is complete and functional of all proprietary technology and other
materials covered under this Agreement (“Deposit Material”) to Iron Mountain within thirty (30) days of the Effective Date. Depositor may also update Deposit Material from time to time during the Term (as defined below) of this Agreement provided a minimum of one (1) complete and functional 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 hereto as Exhibit B.
(b) Depositor represents that it lawfully possesses all Deposit Material provided to Iron Mountain under this Agreement and that any current or future Deposit Material liens or encumbrances will not prohibit, limit, or alter the rights and obligations of Iron Mountain under this Agreement. Depositor warrants that with respect to the Deposit Material, 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.
(d) Depositor agrees, upon request by Iron Mountain, in support of Beneficiary’s request for verification Services, to promptly complete and return the Escrow Deposit Questionnaire attached hereto as Exhibit Q. Depositor consents to Iron Mountain’s performance of any level(s) of verification Services described in Exhibit A attached hereto and Depositor further consents to Iron Mountain’s use of a subcontractor to perform verification Services. Any such subcontractor shall be bound by the same confidentiality obligations as Iron Mountain and shall not be a direct competitor to either Depositor or Beneficiary. Iron Mountain shall be responsible for the delivery of Services of any such subcontractor as if Iron Mountain had performed the Services. Depositor represents that all Deposit Material is provided with all rights necessary for Iron Mountain to verify such proprietary technology and materials upon receipt of a Work Request for such Services or agrees to use commercially reasonable efforts to provide Iron Mountain with any necessary use rights or permissions to use materials necessary to perform verification of the Deposit Material. Depositor agrees to reasonably cooperate with Iron Mountain by providing reasonable access to its technical personnel for verification Services whenever reasonably necessary.
3. Beneficiary Responsibilities 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, other than 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) Beneficiary may submit a verification Work Request to Iron Mountain for one or more of the Services defined in Exhibit A attached hereto and consents to Iron Mountain’s use of a subcontractor if needed to provide such Services. Beneficiary warrants that Iron Mountain’s use of any materials supplied by Beneficiary to perform the verification Services described in Exhibit A is lawful and does not violate the rights of any third parties.
4. Iron Mountain Responsibilities and Representations (a) Iron Mountain agrees to use commercially reasonable efforts to provide the Services requested by Authorized
Person(s) (as identified in the “Authorized Person(s)/Notices Table” 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 will provide notice to the Beneficiary of all Deposit Material that is accepted and deposited into the escrow account under this Agreement.
(d) Iron Mountain will follow the provisions of Exhibit C attached hereto in administering the release of Deposit Material.
(e) 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 limited to: description of Deposit Material to be tested; description of verification testing; requesting Party responsibilities; Iron Mountain responsibilities; Service Fees; invoice payment instructions; designation of the 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. 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 therein. If the verification Services extend beyond those described in Exhibit A, the Depositor shall be a necessary Party to the SOW governing the Services.
(f) 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 all the Parties.
(g) 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.
(h) Should transport of Deposit Material be necessary in order for Iron Mountain to perform Services requested by Depositor or Beneficiary under this Agreement, Iron Mountain will 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. Payment The Party responsible for payment designated in Exhibit A (“Paying 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 defined below). The Paying Party is liable for any taxes (other than Iron Mountain income taxes) related specifically 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 Service 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 Service Fees that accrue during the Term of this Agreement.
(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. Effective Date and Deposit Account Number to 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 the Deposit Material to the Depositor. Unless otherwise directed by Depositor, Iron Mountain will use a commercially recognized overnight common carrier such as Federal Express or United Parcel Service to return the Deposit Material to the Depositor. 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. If reasonable attempts to return the 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 shall 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 survive termination of this Agreement, which includes the confidentiality obligations in Section 9) so long as any undisputed Service Fees due Iron Mountain under this Agreement remain unpaid.
7. Infringement Indemnification Anything in this Agreement to the contrary notwithstanding, Depositor at its own expense shall defend 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 proper administration of this Agreement infringes any patent, copyright, license or other proprietary right of any third party. When Iron Mountain has notice of a claim or action, it shall promptly notify Depositor in writing. At its option, Depositor may elect to control the defense of such claim or action and may elect to enter into a settlement agreement, provided that no such settlement or defense shall include 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.
8. Warranties (a) IRON MOUNTAIN WARRANTS ANY AND ALL SERVICES PROVIDED HEREUNDER SHALL BE
PERFORMED IN A WORKMANLIKE MANNER CONSISTENT WITH THE MEASURES IRON MOUNTAIN TAKES TO PROTECT ITS OWN INFORMATION OF A SIMILAR NATURE, BUT IN NO CASE LESS THAN A REASONABLE LEVEL OF CARE. EXCEPT AS SPECIFIED IN THIS SECTION, ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, 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 PARTY’S REMEDY FOR BREACH OF THIS WARRANTY SHALL BE SUBJECT TO THE LIMITATION 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.
(b) Depositor warrants that all Depositor information provided hereunder is accurate and reliable and undertakes to promptly correct and update such Depositor information during the Term of this Agreement.
(c) Beneficiary warrants that all Beneficiary information provided hereunder is accurate and reliable and undertakes to promptly correct and update such Beneficiary information during the Term of this Agreement.
9. Confidential Information Iron Mountain shall have the obligation to implement and maintain safeguards designed to protect the confidentiality of the Deposit Material. Except as provided in this Agreement Iron Mountain shall not use or disclose the Deposit Material. Iron Mountain shall 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 Iron Mountain. If Iron Mountain receives a subpoena or any other order from a court or other judicial tribunal pertaining to the disclosure or release of the 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 Beneficiary 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 Party’s expense. Any Party requesting additional assistance shall pay Iron Mountain’s standard charges or as quoted upon submission of a detailed request.
10. Limitation of Liability EXCEPT FOR: (I) LIABILITY FOR DEATH OR BODILY INJURY; (II) PROVEN GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR (III) THE INFRINGEMENT INDEMNIFICATION OBLIGATIONS OF SECTION 7, ALL OTHER LIABILITY RELATED TO THIS AGREEMENT, IF ANY, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, OF ANY PARTY TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT EQUAL TO ONE YEAR OF FEES PAID TO IRON MOUNTAIN UNDER THIS AGREEMENT. IF CLAIM OR LOSS IS MADE IN RELATION TO A SPECIFIC DEPOSIT OR DEPOSITS, SUCH LIABILITY SHALL BE LIMITED TO THE FEES RELATED SPECIFICALLY TO SUCH DEPOSITS.
11. Consequential Damages Waiver IN NO EVENT SHALL ANY PARTY TO THIS AGREEMENT BE LIABLE TO ANOTHER PARTY 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.
12. General (a) Incorporation of Work Requests. All valid Depositor and Beneficiary Work Requests are incorporated into this
Agreement. (b) Purchase Orders. In the event that the Paying Party issues a purchase order or other instrument used to pay
Service 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 conflicting terms and conditions to those set forth in this Agreement are expressly rejected by Iron Mountain.
(c) Right to 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 Party requesting the copies. Iron Mountain may request Depositor’s reasonable cooperation in promptly copying Deposit Material in order for Iron Mountain to perform this Agreement.
(d) Choice of Law. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the Commonwealth of Massachusetts, USA, as if performed wholly within the state and without giving effect to the principles of conflicts of laws.
(e) 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. The Authorized Person for each the Depositor and Beneficiary will maintain the accuracy of their name and contact information provided to Iron Mountain during the Term of this Agreement.
(f) Right to Rely 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(s). 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(s), 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 contained in any notice or document reasonably believed to be from such representative.
(g) Force Majeure. 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, earthquake, labor disputes, shortages of supplies, riots, war, acts of terrorism, fire, epidemics, or delays of common carriers or other circumstances beyond its reasonable control. The obligations and rights of the excused Party shall be extended on a day-to-day basis for the time period equal to the period of the excusable delay.
(h) Notices. All notices regarding Exhibit C (Release of Deposit Material) shall be sent by commercial express mail or other commercially appropriate means that provide prompt delivery and require proof of delivery. All other correspondence, including invoices, payments, and other documents and communications, may be sent electronically or via 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 relied on herein, that is refused, unclaimed, or undeliverable shall be deemed effective as of the first date that said notice was refused, unclaimed, or deemed undeliverable by electronic mail, the postal authorities, or through messenger or commercial express delivery service.
(i) 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.
(j) 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 withheld 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 conclusive written evidence of the change of Parties.
(k) Severability. In the event any of the terms of this Agreement become or are declared to be illegal or otherwise 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 shall remain in full force and effect. If this paragraph becomes applicable and, as a result, the value of this Agreement is materially impaired for any Party, as determined by such Party in its sole discretion, then the affected Party may terminate this Agreement by written notice to the other Parties.
(l) 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.
(m) 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, and discovery requests shall, unless adjudged otherwise, be divided equally and paid by Depositor and Beneficiary. In any suit or proceeding between the Parties relating to this Agreement, the prevailing Party will have the right to recover from the other(s) its costs and reasonable fees and expenses of attorneys, accountants, and other professionals incurred in connection with the suit or proceeding, including costs, fees and expenses upon appeal, separately from and in addition to any other amount included in such judgment. This provision is intended to be severable from the other provisions of this Agreement, and shall survive and not be merged into any such judgment.
(n) No Agency. No Party has the right or authority to, and shall not, assume or create any obligation of any nature whatsoever on behalf of the other Parties or bind the other Parties in any respect whatsoever.
(o) Disputes. Any dispute, difference or question relating to or arising among any of the Parties concerning the construction, meaning, effect or implementation of this Agreement or the rights or obligations of any Party hereof will be submitted to, and settled by arbitration by a single arbitrator chosen by the corresponding Regional Office of the American Arbitration Association in accordance with the Commercial Rules of the 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. The arbitrator shall apply Massachusetts law. Unless
otherwise agreed by the Parties, arbitration will take place in Boston, Massachusetts, U.S.A. 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. If however, Depositor or Beneficiary refuses to submit to arbitration, the matter shall not be submitted to arbitration and Iron Mountain may submit the matter to any court of competent jurisdiction for an interpleader or similar action.
(p) Regulations. Depositor and Beneficiary are responsible for and warrant, to the extent of their individual actions or omissions, compliance with all applicable laws, rules and regulations, including but not limited to: customs laws; import; export and re-export laws; and government regulations of any country from or to which the Deposit Material may be delivered in accordance with the provisions of this Agreement. With respect to Deposit Material containing personal information and data, Depositor agrees to (i) procure all necessary consents in relation to personal information and data; and (ii) otherwise comply with all applicable privacy and data protection laws as they relate to the subject matter of this Agreement. 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 unlawful, Depositor and/or Beneficiary 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 Party 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 entity shall have or acquire any right by virtue of this Agreement unless otherwise agreed to by all the Parties hereto.
(r) Entire Agreement. The Parties agree that this Agreement, which includes all the Exhibits attached hereto and all valid Work Requests and SOWs submitted by the Parties, is the complete agreement between the Parties hereto 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 herein. Each of the Parties herein represents and warrants 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 business organization as named in this Agreement. This Agreement may only be modified by mutual written agreement of all the Parties.
(s) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument.
(t) Survival. Sections 6 (Term and Termination), 7 (Infringement Indemnification), 8 (Warranties), 9 (Confidential Information), 10 (Limitation of Liability), 11 (Consequential Damages Waiver), and 12 (General) of this Agreement shall survive termination of this Agreement or any Exhibit attached hereto.
(balance of this page left intentionally blank – signature page follows)
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 (Required information) Print Name Print Name
Title Title Email Address Email Address Street Address Street Address
Province/City/State Province/City/Stat
e
Postal/Zip Code Postal/Zip Code Phone Number Phone Number
Fax Number Fax Number Billing Contact Information Table
Please provide the name and contact information of the Billing Contact under this Agreement. All Invoices will be sent to this individual at the address set forth below.
DEPOSITOR BENEFICIARY Check if same as Authorized Person Check if same as Authorized Person Company Name Company Name
Print Name Print Name Title Title
Email Address Email Address Street Address Street Address
Province/City/State Province/City/Stat
e
Postal/Zip Code Postal/Zip Code Phone Number Phone Number
Fax Number Fax Number Purchase Order # Purchase Order #
IRON MOUNTAIN INTELLECTUAL PROPERTY MANAGEMENT, INC. All notices should be sent to [email protected] 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
Exhibit A Escrow Service Work Request Deposit Account
Number
Service Check box(es) to order service
Service Description - Three-Party Escrow Service Agreement All services are listed below. Services in shaded tables are required for every new escrow account set up. Some services may not be available under the Agreement.
One-Time Fees
Annual Fees
Paying Party Check box to identify the Paying Party
Setup Fee
Deposit Account Fee
Beneficiary Fee
Iron Mountain will setup a new escrow deposit account using a standard escrow agreement. Custom contracts are subject to the Custom Contract Fee noted below. Iron Mountain will set up one deposit account to manage and administrate access to Deposit Material that will be secured in a controlled storage environment. Furthermore, Iron Mountain will provide account services that include 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. A Client Manager will be assigned to each deposit account and provide training upon request to facilitate secure Internet access to the account and ensure fulfillment of Work Requests. An oversize fee of $200 USD per 1.2 cubic foot will be charged for deposits that exceed 2.4 cubic feet. Iron Mountain will fulfill a Work Request to add a Beneficiary to an escrow deposit account and manage access rights associated with the account. Beneficiary will have access to Iron Mountain Connect™ Escrow Management Center for secure online account management, submission of electronic Work Requests, and communication of status. A Client Manager will be assigned to each deposit account and provide training upon request to facilitate secure Internet access to the account and ensure fulfillment of Work Requests.
$1,550
$1,050
$800
Depositor
Beneficiary
Depositor
Beneficiary
Depositor
Beneficiary
Add File L ist Report
Iron Mountain will fulfill a Work Request to provide a File List Test, which includes a deposit media readability analysis, a file listing, a file classification table, virus scan outputs, and assurance of completed deposit questionnaire. A final report will be sent to the Paying Party regarding the Deposit Material to ensure consistency between Depositor’s representations (i.e., Exhibit B and Deposit Questionnaire) and stored Deposit Material. Deposit must be provided on CD, DVD-R, or deposited by sFTP.
$2,500 N/A Depositor
Beneficiary
Add Level 1 - Inventory and Analysis Test
Iron Mountain will perform an Inventory Test on the initial deposit, which includes Analyzing deposit media readability, virus scanning, developing file classification tables, identifying the presence/absence of build instructions, and identifying materials required to recreate the Depositor's software development environment. Output includes a report which will include build instructions, file classification tables and listings. In addition, 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, as well as Iron Mountain’s analysis of the deposit.
work is required
Add Level 2 – Deposit Compile Test
Iron Mountain will fulfill a Work Request to perform a Deposit Compile Test, which includes the outputs of the File Listing Report and the Level 1 - Inventory Test as described above plus recreating the Depositor’s software development environment, compiling source files and modules, linking libraries and recreating executable code, pass/fail determination, creation of comprehensive build instructions with a final report sent to the Paying Party regarding the Deposit Material. The Paying Party and Iron Mountain will agree on a custom Statement of Work (“SOW”) prior to the start of fulfillment.
Based on a
SOW to be
created where custom work is required
N/A Depositor
Beneficiary
Add Level 3 - Binary Comparison
Iron Mountain will fulfill a Work Request to perform one Deposit Usability Test - Binary Comparison which includes a comparison of the files built from the Deposit Compile Test to the actual licensed technology on the Beneficiary’s site to ensure a full match in file size, with a final report sent to the Requesting Party regarding the Deposit Material. The Paying Party and Iron Mountain will agree on a custom Statement of Work (“SOW”) prior to the start of fulfillment.
Based on a
SOW to be
created where custom work is required
N/A Depositor
Beneficiary
Add Level 4 - Full Usability
Iron Mountain will fulfill a Work Request to perform one Deposit Usability Test - Full Usability which includes a confirmation that the built applications work properly when installed, based on pre-determined test scripts provided by the Parties. 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 Statement of Work (“SOW”) prior to the start of fulfillment.
Based on a
SOW to be
created where custom work is required
N/A Depositor
Beneficiary
Add Deposit Tracking Notification
At least semi-annually, Iron Mountain will send an update reminder to Depositor. Thereafter, Beneficiary will be notified of last deposit.
N/A $450 Depositor
Beneficiary
Add Dual/Remote Vaulting
Iron Mountain will fulfill a Work Request to store and manage the deposit materials in a remote location, designated by the client, outside of Iron Mountain’s primary escrow vaulting location or to store and manage a redundant copy of the deposit materials in one (1) additional location. All Deposit Materials (original and copy) must be provided by the Depositor.
N/A $500 Depositor
Beneficiary
Release Deposit Material
Iron Mountain will process a Work Request to release Deposit Material by following the specific procedures defined in Exhibit C “Release of Deposit Material” the Escrow Service Agreement.
$500 N/A Depositor
Beneficiary
Add Custom Services
Iron Mountain will provide its Escrow Expert consulting based on a custom SOW mutually agreed to by all Parties.
$200/hour
N/A Depositor
Beneficiary Custom
Contract Fee
Custom contracts are subject to the Custom Contract Fee, which covers the review and processing of custom or modified contracts.
Deposit Name Deposit Version (Deposit Name will appear in account history reports) Deposit Media (Please Label All Media with the Deposit Name Provided Above) Media Type Quantity Media Type Quantity
CD-ROM / DVD 3.5” Floppy Disk DLT Tape Documentation DAT Tape Hard Drive / CPU
Circuit Board Total Size of Transmission
(specify in bytes) # of Files # of
Folders Electronic Deposit Other (please describe below):
Deposit Encryption (Please check either “Yes” or “No” below and complete as appropriate) Is the media or are any of the files encrypted? Yes or No If yes, please include any passwords and decryption tools description below. Please also deposit all necessary encryption software with this deposit. Encryption tool name Version
Hardware required Software required Other required information
Deposit Certification (Please check the box below to Certify and Provide your Contact Information)
I 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.
Iron Mountain has inspected and accepted the above described Deposit Material either electronically or physically. Iron Mountain will notify Depositor of any discrepancies.
Note: If Depositor is physically sending Deposit Material to Iron Mountain, please label all media and mail all Deposit Material with the appropriate Exhibit B via commercial express carrier to the following address: Iron Mountain Intellectual Property Management, Inc. Attn: Vault Administration 2100 Norcross Parkway, Suite 150 Norcross, GA 30071 Telephone: 800-875-5669 Facsimile: 770-239-9201
Exhibit C Release of Deposit Material Deposit Account
Number
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 pursuant to the terms of Section 12(h) Notices.
1. Release Conditions. Depositor and Beneficiary agree that a Work Request for the release of the Deposit Material shall be based solely on one or more of the following conditions (defined as “Release Conditions”):
(i) Depositor makes an assignment for the benefit of creditors; or (ii) Depositor undergoes bankruptcy (which is not dismissed within 90 days) or
a complete liquidation or dissolution; or (iii) Depositor has a custodian, trustee, receiver or agent appointed to take
possession of substantially all of its assets; or (iv) Depositor is declared or becomes ‘insolvent’ as that term is defined in Title
11 of the United States Code or analogous legislation in any other applicable jurisdiction.
2. Release Work Request. A Beneficiary may submit a Work Request to Iron Mountain to release the Deposit Material covered under this Agreement. Iron Mountain will send a written notice of this Beneficiary Work Request within five (5) business days to the Depositor’s Authorized Person.
3. Contrary Instructions. From the date Iron Mountain mails written notice of the Beneficiary Work Request to release Deposit Material covered under this Agreement, Depositor Authorized Person(s) shall have ten (10) business days to deliver to Iron Mountain contrary instructions. Contrary instructions shall mean the written representation by Depositor that a Release Condition has not 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(s). Additionally, Iron Mountain shall notify both Depositor and Beneficiary Authorized Person(s) that there is a dispute to be resolved pursuant to the Disputes provisions of this Agreement. Iron Mountain will continue to store Deposit Material without release pending (i) joint instructions from Depositor and Beneficiary with instructions to release the Deposit Material; or (ii) dispute resolution pursuant to the Disputes provisions of this Agreement; or (iii) withdrawal of Contrary Instructions from Depositor’s Authorized Person or legal representative; or (iv) receipt of an order from a court of competent jurisdiction.
4. Release of Deposit Material. If Iron Mountain does not receive timely Contrary Instructions from a Depositor Authorized Person, Iron Mountain is authorized to release Deposit Material to the Beneficiary. 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 Material covered under this Agreement. Any Party may cure a default of payment of Service Fees.
5. Termination of Agreement Upon Release. This Agreement will terminate upon the release of Deposit Material held by Iron Mountain.
6. Right to Use Following 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 to the Deposit Material unless there is a release of the Deposit Material in accordance with this Agreement. Beneficiary shall be obligated to maintain the confidentiality of the released Deposit Material.
Purpose of Questionnaire In order for Iron Mountain to determine the deposit material requirements and to quote fees associated with verification services, a completed deposit questionnaire is requested. It is the responsibility of the escrow depositor to complete the questionnaire.
Instructions Please complete the questionnaire in its entirety by answering every question accurately. Upon completion, please return the completed questionnaire to the beneficiary asking for its completion, or e-mail it to your Iron Mountain Account Representative A. General Description
1. What is the general function of the software to be placed into escrow? 2. On what media will the source code be delivered? 3. If the deposit is on magnetic tape media, what tape format (e.g. DAT DDS4, DLT 8000,
LTO-3, etc.) will be used for the deposit?
4. Again if the deposit is on tape, what operating system and version was used to create the tape and what tools (either native OS (e.g. tar, cpio, etc.) or commercial (e.g. Backup Exec, NetBackup, ArcServ etc.) were used to load the data; if a third party or commercial software tool was used, please specify the vendor and exact version of the tool used.
5. Will the deposit be in the format of a database/repository of any type of Versioning or Configuration Management Tool (e.g. Visual Source Safe, Clearcase, Perforce, etc.) or will the software in the deposit be in a clear text/native file system format? If a Versioning or CM tool will be necessary to examine any part the deposit contents, please specify the Vendor and tool and exact version used.
6. Is the software deposit encrypted, including password protected archives, in any way? If so, what tool and version will be used to perform the encryption and will all necessary userid’s, passwords or encryption keys be provided to extract the software?
7. What is the total uncompressed size of the deposit in megabytes? B. Requirements for the Assembly of the Deposit
1. Describe the nature of the source code in the deposit. (Does the deposit include interpreted code, compiled source, or a mixture? How do the different parts of the deposit relate to each other?) What types of source code make up the escrow deposit (e.g. – C++, Java, etc.)
2. How many build processes are there? 3. How many unique build environments are required to assemble the material in the
escrow deposit into the deliverables?
4. What hardware is required for each build environment to compile the software? (including memory, disk space, etc.)
5. What operating systems (including versions) are used during compilation? Is the
software executed on any other operating systems/version?
6. How many separate deliverable components (executables, share libraries, etc.) are built?
7. What compilers/linkers/other tools (brand and version) are necessary to build the application?
8. What, if any, third-party libraries are used to build the software? Please specify vendor, tool name and exact or minimum required version. If multiple build environments are required please specify for which environment each tool is required.
9. If a database of any kind is necessary to support compilation, is a running instance of the database necessary or is a static instance consisting of the static and shared libraries and/or header files installed by the database sufficient to support compilation? If not already identified above, please provide the vendor and version of the required database.
10. How long does a complete build of the software take? How much of that time requires
some form of human interaction and how much is automated? 11. Does the escrow deposit contain formal build document(s) describing the necessary steps
for build system configuration and compilation?
C. Requirements for the Execution of the Software Protected by the Deposit
1. What are the system hardware requirements to successfully execute the software? (memory, disk space, etc.); please include any additional peripheral devices that may be necessary to support correct function of the software/system.
2. What is the minimum number of machines required to completely set up the software sufficient to support functional testing? What Operating systems and version are required for each machine?
3. Beyond the operating systems, what additional third party software and tools are required to execute the escrowed software and verify correct operation? Please provide vendor and versions of all third party tools or libraries required to completely configure a system suitable to support functional testing. If multiple machines are required to support testing, please identify the software to be installed to each machine.
4. Is a database of any kind required to support functional testing of the software? If so
please provide the vendor and version required.
5. If a database is required, does the escrow deposit contain or can the depositor provide scripts and backups/imports necessary to create a database instance suitable to support functional testing. Note: a database containing test data is satisfactory to support functional testing so long as the data is realistic.
6. Including the installation of any software tools required to support the function of the escrowed software, approximately how much time is required to setup and configure a system suitable to support functional testing?
7. Approximately how much time would be required to perform a set of limited tests once a test system is configured?
8. Does the escrow deposit contain or can the depositor provide test plans, scripts or procedures to facilitate testing?
9. With the exception of any database identified above, are any connections to external data
sources, feeds or sinks required in order to support the proper functioning of the software and to support testing of the software?
D. Technical Contact information Please list the appropriate technical person(s) Iron Mountain may contact regarding this set of
escrow deposit materials.
COMPANY:
SIGNATURE:
PRINT NAME:
ADDRESS 1:
ADDRESS 2:
CITY, STATE, ZIP
TELEPHONE:
EMAIL ADDRESS: For additional information about Iron Mountain Technical Verification Services, please contact
your Iron Mountain Account Representative
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 1 of 22
LRMS PROPERTY CAMA MAINTENANCE AND SUPPORT AGREEMENT
THIS LRMS CAMA (Computer Aided Mass Appraisal) MAINTENANCE AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of January, 2013 (the “Effective Date”), by and between XEROX STATE & LOCAL SOLUTIONS, INC. (“Xerox”), and the MINNESOTA COUNTIES COMPUTER COOPERATIVE (“MCCC”). WHEREAS, MCCC is a joint powers organization established and existing under Minnesota Statutes, Section 471.59 for the purpose of providing for the establishment, operation and maintenance of data processing facilities and information management systems for the use and benefit of its members; WHEREAS, Xerox is a large system integrator engaged in the business of developing, marketing, maintaining and supporting computer programs; WHEREAS, MCCC and an affiliate of Xerox, ACS Enterprise Solutions, LLC, formerly known as ACS Enterprise Solutions, Inc., (the “Xerox Affiliate”), have entered into a Property Tax & CAMA System Program and License Agreement dated April 14, 1988 and Addendums dated January 15, 1999 and February 2005 (jointly referred to as the “Legacy Tax & CAMA License Agreement”), and pursuant to the CAMA Maintenance and Support Agreement dated as of October 13, 2011, by and between MCCC and the Xerox Affiliate (the “Legacy Support Agreement”), the Xerox Affiliate has undertaken to support a CAMA software system conforming to certain specifications for the use and benefit of MCCC and its members (the “Legacy CAMA Software”); WHEREAS, MCCC and Xerox have entered into a Software Services and License Agreement dated as of the date hereof (the “Services Agreement”) whereby Xerox has undertaken to furnish, inter alia, a new CAMA software system conforming to certain specifications as described in the Services Agreement for the use and benefit of MCCC and its members which ratify the Services Agreement in accordance with its terms (such system, the Land Records Management Solution CAMA System, defined herein as “LRMS CAMA System”). WHEREAS, because participating MCCC member counties will transition from the Legacy CAMA Software to the LRMS CAMA System at different times, MCCC desires to obtain for the benefit of itself and a defined set of its members certain maintenance and support services with respect to both the Legacy CAMA Software and LRMS CAMA System; WHEREAS, Xerox proposes to furnish such maintenance and support services to MCCC, and MCCC desires to contract with Xerox to furnish the same; NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants, premises and agreements contained herein, the parties agree as follows:
11002344
Text Box
28th
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 2 of 22
ARTICLE 1: DEFINITIONS As used in this Agreement, the following words and terms shall have the following respective meanings: "Data File Change(s)" shall mean: (a) a modification or enhancement of a data file format which involves the addition of new data elements or the redefinition of existing data elements such that the length or format of that element or data file is affected; (b) deletion of existing data elements; (c) creation of a new file, modifying the usage of an existing file , or deletion of an existing file; (d) new or modified usage of a data element or the creation of new values or modification of existing values for a data element to support new or modified process logic that depends upon the content of that data element. The full scope of “Data File Changes” as described will include the required data element definition or content modifications, design preparation, development time required to modify and test all programming changes and documentation of the changes. “Deliverable(s)" shall mean those work products and other tangible and intellectual property to be delivered by Xerox as part of its performance under this Agreement. "Change Request(s)" shall mean changes, revisions, and/or additions to the Software which is not required as a result of changes to Minnesota state statutes or rules, regulations or requirements. "MCCC Employees" shall mean individuals directly employed by the MCCC. This specifically excludes any vendors or contractors working on behalf of the MCCC. "Modification(s)" shall mean changes, revisions, and/or additions to the Software, which are required as a result of changes to Minnesota State statutes, rules, regulations, or requirements relating to CAMA. "Party" in the singular or plural usage shall mean MCCC and/or Xerox as indicated by the context. "Software" shall mean the Legacy CAMA Software or the LRMS CAMA System, as applicable. ARTICLE 2: TERM OF AGREEMENT The term of this Agreement shall commence on the Effective Date and will continue through December 31, 2020, unless sooner terminated as provided herein. This Agreement can be extended for additional years based on mutually agreed to pricing terms negotiated by the Parties. ARTICLE 3: MAINTENANCE AND SUPPORT SERVICES TO BE
PROVIDED BY XEROX MCCC will notify Xerox in writing of all MCCC counties that ratify this Agreement and ratify the Services Agreement with respect to the LRMS CAMA System by March 1,
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 3 of 22
2013. Once MCCC notifies Xerox of the MCCC counties that ratify this Agreement and ratify the Services Agreement with respect to the LRMS CAMA System by March 1, 2013, such ratifying counties shall comprise the “CAMA User Group.” Xerox’s obligations under this Agreement shall be subject to the minimum fixed price condition precedent described in Article 3 of the Services Agreement. In the event that this minimum fixed price condition precedent is not satisfied and Xerox does not waive the condition precedent, this Agreement shall automatically terminate without penalty to either party and be of no further force and effect. Post-ratification membership in the CAMA User Group is irrevocable during the Term, other than any reductions required for members terminated by Xerox as provided herein, and MCCC agrees to compensate Xerox for such counties in accordance with Exhibit B – Applicable Charge. MCCC agrees that each member of the CAMA User Group who ratifies this Agreement will be bound by the general terms and conditions specified herein, including but not limited to, the service provision terms contained in Exhibit A. Throughout the term of this Agreement, Xerox will furnish the support services described in Exhibit A – Statement of Work with respect to the LRMS CAMA System for those members of the CAMA User Group who are live on the LRMS CAMA System (using the LRMS CAMA System as their main production CAMA system), . Beginning on January 1, 2017, Xerox will furnish the support services described in Exhibit A – Statement of Work with respect to the Legacy CAMA Software for those members of the CAMA User Group who are not yet migrated to running live on the LRMS CAMA System (they are continuing to operate the Legacy CAMA Software as their main production CAMA system). Until all members of the CAMA User Group have migrated to running live on the LRMS CAMA System, Xerox shall provide all members of the CAMA User Group with the same Legacy CAMA Software update releases that are provided to those members of the CAMA User Group that have not migrated to running live on the LRMS CAMA System. Xerox shall not be obligated to provide any other support services with respect to the Legacy CAMA Software to an MCCC member county after such MCCC member county migrates to running live on the LRMS CAMA System. In addition to the above commitments, Xerox has negotiated and agrees to formalize and obtain assignments of the Legacy Support Agreements for Legacy Software support and related services from the Xerox Affiliate as soon as reasonably practical. The MCCC agrees to provide its consent to such assignments. ARTICLE 4: PRICING AND PAYMENT TERMS Subject to the other provisions of this Agreement, MCCC will pay Xerox for each member of the CAMA User Group in accordance with the payment terms set forth in Exhibit B – Applicable Charges. Xerox will issue invoices to MCCC in advance for the following calendar quarter in connection with support and maintenance services. Each invoice will be issued during the first week of the month immediately prior to the beginning of each quarterly period (December for the first quarter, March for the second quarter, June for the third quarter,
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 4 of 22
and September for the fourth quarter), and will set forth the quarterly flat fee for all maintenance and support charges. Xerox will issue monthly invoices to MCCC for all other amounts due pursuant to this Agreement. This invoice will separately itemize all charges for time spent by Xerox in providing other services hereunder, including: (a) the dates upon which such other services were provided; (b) a list of the individuals providing the services, along with the amount of time spent by each individual in providing such other services on such date; (c) the member of the CAMA User Group to which such services were provided; (d) the charges for services provided on each such date to each such member; and (e) the Change Request(s) authorizing such services. MCCC will pay all such invoices in full within forty-five (45) days from the date of issuance of the invoice, other than any portion subject to a pending bona fide dispute. Any amount not paid when due will accrue interest at the rate of one percent (1%) per month until fully paid, starting on day 60. ARTICLE 5: RESPONSIBILITIES OF MCCC 5.1 Throughout the term of this Agreement, MCCC will make a “best effort” to
ensure that no modifications or enhancements are made to the Software in use by any Member of the Xerox CAMA User Group except for modifications and enhancements made or consented to by Xerox pursuant to this Agreement. Notwithstanding any other provision of this Agreement, Xerox shall have no obligation to provide any services specified in this Agreement with respect to any version of the Software which has been modified or otherwise altered by anyone other than Xerox or as specifically authorized by Xerox.
5.2 MCCC and its CAMA User Group member counties agree: (i) to keep network
and operating system environments updated to the current version recommended by Xerox and approved by MCCC (which approval will not be unreasonably withheld) for provision of the maintenance and support of the LRMS CAMA System; and (ii) with respect to CAMA User Group member counties that have not yet migrated to the LRMS CAMA System (as described in Article 3 and Exhibit B of this Agreement), install: (a) any and all future IBM iSeries Operating System Version/Release Levels and appropriate PTFs on a schedule to be agreed upon by both parties, and (b) third-party software on a schedule to be agreed upon by both parties.
5.3 Throughout the term of this Agreement, the CAMA User Group shall provide
timely approval to assure that Xerox can develop, test, install and support all Modifications to the Software to comply fully with all Minnesota state statutes, rules, regulations, and requirements regarding property appraisal, CAMA assessment, calculation or collection or regarding the performance by county auditors, treasurers and assessors (or their functional equivalents) of their legal responsibilities to administer the CAMA system, as part of the included support services hereunder.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 5 of 22
5.4 All members of the CAMA User Group will be responsible for using the Software in a manner consistent with the agreed upon design and specifications. If Xerox determines that a member of the CAMA User Group is using the Software in a manner inconsistent with its design, Xerox shall first provide written notice and a recommended cure to MCCC and the member county. If the member county does not comply with the recommendation, Xerox may at its discretion and after written notification is provided to the MCCC, discontinue support for that member for the inconsistent Software component(s).
ARTICLE 6: XEROX WARRANTIES Xerox warrants that all services will be provided in a lawful, professional, good and workmanlike manner, by qualified personnel, and in accordance with generally applicable industry standards, and that all software code and other deliverables to be created and provided hereunder shall be free of infringement or other claims by third parties. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS SECTION, ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED, AS ARE ANY CLAIMS FOR INDIRECT AND/OR CONSEQUENTIAL DAMAGES. Software that has been altered by any party other than as authorized by Xerox cannot be warranted by Xerox. MCCC will designate the single version of each application that Xerox is to support. All Xerox costs associated with learning, testing and fixing unauthorized altered software will be borne by MCCC at the hourly rates stated, provided that MCCC has pre-authorized, in writing, all such obligations. Xerox will provide estimates to MCCC of such costs so that MCCC can determine appropriate action. ARTICLE 7: INDEMNIFICATION & LIMITATION OF LIABILITY 7.1 Indemnification Xerox will protect, defend, indemnify, and save whole and harmless the MCCC and all of its members, officers, directors, employees, contractors or other personnel or agents from and against:
1. Any claims, including any third party claims, to the extent caused by a breach of express warranty, or by the tortuous acts or omissions of Xerox, its employees, contractors or other personnel in performing this Agreement;
2. Any claims, including any third party claims relating to the willful or fraudulent misconduct of Xerox, its employees, contractors or other personnel in performing this Agreement;
3. Any claims, including any third party claims relating to an actual infringement of any United States patent, copyright, or any actual trade secret misappropriation, by Xerox, its employees, contractors or other personnel in connection with the performance of the Services.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 6 of 22
Xerox will have a right of contribution from MCCC with respect to any claim to the extent MCCC is responsible for contributing to the alleged injury. 7.2 Limit on Types of Damages Recoverable NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE IN THIS AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OTHER THAN EXEMPLARY OR PUNITIVE DAMAGES AWARDED BY A COURT OF COMPETENT JURISDICTION AGAINST XEROX AS PART OF ANY MCCC CLAIM BASED ON THE WILLFUL OR FRAUDULENT CONDUCT OF XEROX, OR FOR ANY ADDITIONAL EXPENSES OR DAMAGES ATTRIBUTABLE TO PROCURING SUBSTITUTE SERVICES FOLLOWING AN UNCURED DEFAULT BY XEORX UNDER SECTION 8.1 BELOW. 7.3 Limit on Amount of Direct Damages Recoverable XEROX’S TOTAL CUMULATIVE, AGGREGATE LIABILITY TO MCCC FOR ANY AND ALL CLAIMS, DAMAGES, CAUSES OF ACTION, EXPENSES OF ACTION, LIABILITIES OF ANY KIND, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF THE FOLLOWING DOLLAR AMOUNTS: (1) APPLICABLE INSURANCE CLAIMS PROCEEDS UNDER POLICY COVERAGE REQUIRED UNDER THIS AGREEMENT, IF ANY; OR (2) THE U.S. DOLLAR EQUIVALENT OF TWO TIMES THE TOTAL VALUE OF THIS ENTIRE CONTRACT FOR PRODUCTS OR SERVICES TO BE PROVIDED TO AND ACCEPTED BY MCCC PURSUANT TO THIS AGREEMENT. MCCC’S TOTAL CUMULATIVE, AGGREGATE LIABILITY TO XEROX FOR ANY AND ALL CLAIMS, DAMAGES, CAUSES OF ACTION, EXPENSES OF ACTION, LIABILITIES OF ANY KIND, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE U.S. DOLLAR EQUIVALENT OF THE TOTAL AMOUNT DUE XEROX FOR PRODUCTS OR SERVICES PROVIDED TO AND ACCEPTED BY MCCC PURSUANT TO THIS AGREEMENT. 7.4 Force Majeure Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement, if any, to the extent such failure is caused, directly or indirectly, without fault by such party, by: fire, flood, earthquake, elements of nature or acts of God; labor disruptions or strikes; acts of war, terrorism, riots, civil disorders, rebellions or revolutions; quarantines, embargoes and other similar governmental action; or any other cause beyond the reasonable control of such party. Events meeting the criteria set forth above are referred to collectively as "Force Majeure Events."
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 7 of 22
Upon the occurrence of a Force Majeure Event, the non-performing party will be excused from any further performance or observance of the affected obligation(s) for as long as such circumstances prevail and such party continues to attempt to recommence performance or observance whenever and to whatever extent possible without delay. Any party so delayed in its performance will immediately notify the other by telephone or by the most timely means otherwise available (to be confirmed in writing within five (5) Business Days of the inception of such delay) and describe in reasonable detail the circumstances causing such delay. Any Force Majeure Event asserted by a non-performing party that remains in effect for more than 30 days will entitle the other party to terminate this Agreement for its convenience. ARTICLE 8: TERMINATION FOR DEFAULT 8.1 Events of Default Except where provided otherwise herein to the contrary, Xerox shall be deemed to be in default in its performance hereunder if Xerox fails in any respect to perform any material obligation under this Agreement and does not cure such failure within thirty (30) days, after written notice by MCCC specifying in detail the claimed failure and any requested cure for curable defaults. MCCC will be deemed in default if it fails to pay when due undisputed amounts owed to Xerox, and MCCC fails to cure such failure within thirty (30) days, after written notice by Xerox. 8.2 Remedies In the event of default by Xerox as described in paragraph 8.1, MCCC may, at its option:
1. terminate this Agreement by written notice to Xerox and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder;
2. maintain this Agreement in effect, cover for Xerox’s failure or delay in performing hereunder, and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder; or
3. Maintain this Agreement in effect, await performance by Xerox, and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder.
In the event of default by MCCC, Xerox will have the option, but not the obligation, to terminate this Agreement and have such other and further remedies as may be available to Xerox at law or in equity as a result of MCCC’s failure. ARTICLE 9: RISK OF LOSS AND INSURANCE 9.1 Risk of Loss Prior to Final Acceptance Until such time as MCCC has finally accepted each Modification and Change Request to be furnished by Xerox hereunder, including all Deliverables, Xerox will bear the entire
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 8 of 22
risk of loss of or damage to all Xerox’s work in process and all of Xerox’s related Deliverables. Xerox will take commercially reasonable precautions during the term of this Agreement to minimize the risks of loss or damage, including but not limited to regular backups and off site/remote access storage of work product created or modified hereunder. 9.2 Insurance Requirements Xerox shall furnish MCCC an original standard ACORD form type certificate of insurance for any type of insurance required to be carried by Xerox under this Agreement, and/or required in order to comply with any State or federal law or regulation applicable to this Agreement before work commences. Insurance companies must be authorized to do business in the State of Minnesota. The certificate of coverage must be provided to MCCC within thirty (30) days after the Effective Date or prior to commencement of any work covered by that insurance under this Agreement, whichever occurs first. Xerox shall provide at least ten (10) business day’s prior written notice to MCCC of any pending or proposed cancellation and shall include MCCC as an additional insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability and business automobile liability, which may be met through a blanket additional insured basis. The MCCC and User Group member counties must be listed as an Additional Insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability, as well as business automobile liability, which may be met through a blanket insured basis. MCCC shall have the right to immediately terminate this Agreement with notice and pursue available legal remedies if Xerox does not provide the required ACORD certificates, or is otherwise not in compliance with the insurance requirements in this Section. At its sole option, MCCC may also obtain replacement coverage at any time and at the expense of Xerox upon discovery of any failure to maintain any coverage required under this Section. Xerox shall require its agents and subcontractors to also carry and maintain the insurance required under this Section. Specifically, unless otherwise required by law or regulation, Xerox shall maintain and furnish satisfactory evidence of the following insurance coverage, standards, and rights:
(a) Workers’ Compensation Insurance: Xerox will provide Workers’ Compensation insurance for all Xerox employees and, in case any work is subcontracted, Xerox will require each subcontractor to provide any applicable required Workers Compensation insurance in accordance with the statutory requirements of the state of Minnesota. Employer’s Liability Coverage minimum limits shall be in each case, the greater of the minimum coverage requirements of Minnesota law, or any of the following:
Bodily Injury by Accident: $500,000 each accident.
Bodily Injury by Disease: $500,000 each employee.
Bodily Injury by Disease: $500,000 policy limit.
(b) Commercial General Liability: Xerox will maintain insurance protecting Xerox and MCCC from claims for damages for bodily injury, including death, as well as from claims for property damage including loss of use which may arise from operations under this Agreement, by Xerox employees providing services under this Agreement. Unless otherwise specified within this Agreement, the Xerox insurance minimum amounts will be $1,500,000 per occurrence and $3,000,000 general aggregate – combined single limit.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 9 of 22
In addition, the coverage for bodily injury and property damage, products and completed operations liability, blanket contractual liability, and personal and advertising injury should be included.
(c) Commercial Automobile Liability: If any business vehicles are used by Xerox for business purposes during this Agreement, Xerox will maintain business automobile liability insurance. Unless otherwise specified within this Agreement, the minimum insurance coverage amount will be one million and five hundred thousand dollars ( $1,500,000) per accident or occurrence combined single limit for bodily injury and property damage. In addition, the coverage for owned, hired, and non-owned vehicles should be included.
(d) Professional Errors and Omissions Liability Insurance: Unless otherwise specified within this Agreement, Xerox insurance minimum limits will be as $2,000,000 per claim and $4,000,000 annual aggregate. This coverage shall include loss, due to the negligent acts, errors, or omissions of Xerox in providing the Services.
(e) Xerox must include legal defense within the liability policy limits; and shall obtain insurance policies from an insurance company having an "AM BEST" rating of A- VIII or better.
ARTICLE 10: DISPUTE RESOLUTION 10.1 Alternative Dispute Resolution Except for any disputes involving the actual or potential disclosure or other unauthorized use of any trade secret or other confidential information, which may be filed at any time and in any court of competent jurisdiction, any dispute between the parties arising out of this Agreement, its performance or its claimed breach by either party shall be referred in the first instance to the Parties' respective Project Managers for resolution. If the parties' Project Managers are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, it shall be referred to Xerox Senior Management and the MCCC Executive Committee for resolution. If Xerox Senior Management and the MCCC Executive Committee are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, the Parties will make a good faith effort to agree upon a further process for resolving it. If the dispute is not resolved and agreement upon a process for resolving it is not reached within ten (10) working days after the dispute is referred to the parties' respective Project Managers, the Parties shall, within ten (10) working days, commence a mediation session by notice of selection of a third party, neutral mediator and a proposed time and date for the mediation. If the other Party does not propose an alternative mediator, then the mediation shall occur before the first named mediator proposed. If the other party does propose an alternative mediator, then the two proposed shall promptly jointly select a third party, neutral to act as the sole mediator. The mediation shall take place in Minnesota and all mediator fees shall be equally shared by the Parties. If the Parties are able to reach a resolution of the dispute, the resolution so reached shall be memorialized in writing and shall, upon the mutual written consent of both Parties, become part of this Agreement. If the Parties are unable to resolve the dispute through mediation, either Party shall be free to terminate mediation and commence suit against the other with respect to the subject matter of the dispute. The running of any statute of limitations or other limitation period applicable to any particular dispute shall be tolled
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 10 of 22
for a period of thirty (30) days from the date upon which that dispute is first referred the parties' Project Managers for resolution. ARTICLE 11: RESTRICTION ON SUBCONTRACTING Xerox will not subcontract with any other person, party or entity for the performance of Xerox’s obligations under this Agreement without the prior written consent of the MCCC. For the avoidance of doubt, the use of contracted labor shall not constitute subcontracting for purposes of this provision, provided that all subcontracted labor has been provided with a copy of this Agreement (with pricing redacted) and has agreed in writing to the intellectual property assignments and other undertakings for Deliverables provided hereunder, and provided further that the use of contract labor by Xerox shall in no manner alter, modify or limit its full liability and obligations under this Agreement. ARTICLE 12: PROVISION OF XEROX MAINTENANCE AND SUPPORT
SERVICES FOR THE MCCC LRMS Xerox may, at its discretion, provide maintenance, support, or services to any county that is not a member of the CAMA User Group. ARTICLE 13: NON-DISCRIMINATION In carrying out the terms of this Agreement, Xerox shall not discriminate against any employee, applicant for employment or other person, supplier or contractor because of race, color, religion, gender, sexual orientation, marital status, national origin, disability or public assistance. ARTICLE 14: GENERAL TERMS 14.1 Relationship between the Parties Nothing in this Agreement shall be construed as creating any joint venture, partnership, employment or agency relationship between the parties for any purpose whatsoever or as constituting either party as the legal representative of the other, and neither party shall have the right or the authority to assume, create or incur any liability or obligation of any kind, express or implied, against or in the name of or on behalf of the other. 14.2 Notices Any notices required or permitted with regard to core terms or conditions of this main agreement (Articles 1 through 14 hereunder) shall be in writing and shall be deemed to have been received when personally delivered in writing, as evidenced by automated, verifiable delivery receipt; or seventy-two (72) hours after it has been deposited in the United States Mail, registered or certified, postage pre-paid, properly addressed to the party to whom it is intended at the address set forth below or to such other contact or at such other address of which notice is given in accordance herewith:
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 11 of 22
If to MCCC:
If to Xerox:
MCCC Attn. Executive Director 100 Empire Drive Suite 201 St. Paul, MN 55103
Xerox Attn. Director – CAMA Systems 130 Division Street Waite Park, MN 56387
With Copy to: Xerox State & Local Solutions, Inc. Attn. Contracts 8260 Willow Oaks Corporate Drive Fairfax, VA 22031
As a point of clarification, any notices necessary with regard to the normal services delivered as a result of day to day operations provided under the Statement of Work (Exhibit A) or Applicable Charges (Exhibit B) may be made in writing, by email or facsimile and will be deemed received by the other party, as long as similar correspondence from the other party regarding the notice has been acknowledged. For example, formal proposal and acceptance of any change orders or similar project operational documents may be executed between the parties via email or facsimile. 14.3 Non-Waiver and Culmination of Remedies The failure by either Party at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, shall not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. The waiver of any default by either Party shall not be deemed a continuing waiver, but shall apply solely to the instance to which such waiver is directed. The remedies provided under this Agreement shall be cumulative and not alternative, and the election of any one remedy for breach shall not preclude the pursuit of other remedies. 14.4 Assignment Neither Party may assign, voluntarily or by operation of law, any of its rights or obligations under this Agreement without the prior written consent of the other Party, while consent shall not be unreasonably withheld or delayed; provided, that either may assign its rights and obligations under this Agreement to an affiliate, or to an entity which acquires all or substantially all of the assets or voting stock of that party if such affiliate or entity can demonstrate to the reasonable satisfaction of the other party that it has the ability to fulfill the obligations of the assigning party under this Agreement. 14.5 Choice of Law and Venue This Agreement shall be governed by and interpreted, construed, and enforced in accordance with the laws of the State of Minnesota. The venue of any action arising out
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 12 of 22
of or relating to this Agreement, its performance, enforcement or breach, will be in a state or federal court situated within the State of Minnesota, and Xerox. Its sureties and guarantors hereby irrevocably consent and submit themselves to the personal jurisdiction of said courts for such purposes. 14.6 Severability Every provision of this Agreement shall be construed, to the extent possible, so as to be valid and enforceable. If any provision of this Agreement so construed is held by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such provision shall be deemed severed from this Agreement, and all other provisions shall remain in full force and effect, provided, however, that the Court shall have the right to reform such provision in a similar or like manner so as to render the same enforceable. 14.7 Binding Effect and Benefit This Agreement shall be binding upon and inure to the benefit of Xerox and MCCC, and their respective successors and permitted assigns. 14.8 Survival The termination of this Agreement for any reason shall not affect: a) the rights and obligations of the parties under Articles 7 and 8, b) the obligations of the Parties to account for and pay to another any amounts for which the Parties are obligated to one another by virtue of transactions or events which occurred prior to the effective date of termination; or c) any other liability or obligation which either party has to the other under this Agreement and which by its nature would be expected to survive termination, and all of which shall hereby expressly survive termination. 14.9 Government Data Practices Xerox may create, modify or have other access to valuable MCCC and/or MCCC member trade secrets or other confidential data collected or maintained by the MCCC and/or MCCC members to the extent necessary to perform its obligations under this agreement. To the extent applicable, each Party shall comply with any applicable provisions of Minnesota’s Government Data Practices Act, Minnesota Statutes, Chapter 13, (“MGDPA”) with respect to any data provided by MCCC and/or MCCC members to Xerox, and Xerox, to the extent it creates, collects, receives, stores, uses, maintains or disseminates data in the performance of its functions under the Agreement must comply with the requirements of the MGDPA as if it were a government entity. The civil remedies of Minnesota Statutes §13.08 applied to the release of the data referred to in this clause by either Xerox or the Xerox CAMA User Group. Xerox also agrees to indemnify, save, and hold the MCCC and/or MCCC members harmless from all claims arising out of, resulting from, or in any manner attributable to any violation, by Xerox, of any provisions of the MGDPA, including legal fees and disbursements paid or incurred to enforce this Section. In the event that Xerox subcontracts any or all of the work to be performed under this agreement, Xerox shall retain responsibility under the terms of this Section for such work.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 14 of 22
Exhibit A Statement of Work for Xerox LRMS
1. Maintenance of Xerox Minnesota Facility
Xerox will:
• maintain an appropriate environment for use by Xerox in performing its obligations under this Agreement;
• employ an adequate backup scheme for the Software, including object code, source code and all pertinent user documentation;
• make its computer facility available on a best efforts basis to any member of the CAMA User Group as a back-up facility in the event that the computer facility of such member of the CAMA User Group becomes temporarily inoperative. A CAMA User Group member will pay an additional fee, at mutually agreed upon competitive market rates, for the actual use of the Xerox facility.
2. Correction of Program and Documentation Defects
Xerox will:
a. Provide problem determination, investigation, and program error correction for verified program errors on the then current release of the Software at no additional charge to the MCCC.
b. Provide data repairs for members of the CAMA User Group’s data files and records on a “best efforts” basis for data problems caused by the Software at no additional charge to the MCCC.
c. Provide data repairs for members of the CAMA User Group’s data files and records on a “best effort” basis for data problems not caused by the Software at the hourly rate of 75% of the Xerox then current billing rate. Xerox includes in the category “data problems not caused by the Software” any data corruption or integrity problems caused by, but not limited to the following:
(1) Equipment malfunction or failure. (2) Failure of the member of the CAMA User Group to follow procedures and/or
instructions contained in the documentation provided by Xerox . (3) Failure by the member of the CAMA User Group to follow procedures and/or
instructions contained in documentation provided by applicable hardware vendors or failure to follow accepted operating practices (for example, failing to routinely prepare backup data files, powering off or interrupting equipment while programs are executing, etc.).
(4) Use of programs, including program modifications, other than those provided or authorized by Xerox with the Software.
3. Maintaining Compliance with Minnesota Law
Xerox, in conjunction with the CAMA User Group and individual counties where appropriate, will define, develop, test and install all Modifications necessary to make the Software comply with Minnesota State statutes, rules, regulations and requirements. In the event that the CAMA User Group and Xerox disagree on these requirements the
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 15 of 22
Minnesota DOR (Department of Revenue) will be consulted for additional direction.
4. Modifications Necessitated by Changes in Minnesota Law
The CAMA User Group will transmit the text of any changes in Minnesota statutes or Department of Revenue rules, regulations or requirements regarding CAMA assessment, calculation or collection or regarding the performance by county auditors, treasurers or assessors (or their functional equivalents) of their legal responsibilities to administer the CAMA system to Xerox. Xerox shall notify the CAMA User Group in writing whether any changes in Minnesota state statutes, rules, regulations, or requirements relating to CAMA will require modifications to the Software and will furnish the MCCC with a proposed written Design Document specifying all such Modifications to the Software and setting forth Xerox’s proposed timetable for implementation and installation of the same. After receiving each such proposed Design Document the MCCC will notify Xerox in writing whether they accept or reject such proposed Design Document or the MCCC may provide acceptance or rejection by formal action of the MCCC. The MCCC will be deemed to have rejected any such proposed Modification as to which it does not give notice of acceptance within 15 working days, and the parties will resolve any such Modifications impasse in the manner identified in Section 10 of the Agreement.
5. Client Support Xerox will provide MCCC and the members of the CAMA User Group with Software support as follows:
a. Xerox employees knowledgeable with respect to the Software and its operation will be available during normal business hours to respond to inquiries by MCCC and members of the CAMA User Group to provide assistance in the operation and use of the Software. The average response time for these Support calls will be under 4 business hours. The “average” resolution time will be under 16 business hours. “Normal business hours” mean the hours of 7:30 AM to 5:00 PM Central Time, Monday through Friday, excluding holidays observed by Xerox. These statistics will be measured on a rolling 3 month evaluation period. Xerox will use its best efforts to respond to calls for assistance in as short a timeframe as reasonably possible.
b. Xerox will make reasonable efforts to provide the support service
described in paragraph 5.a outside of normal business hours as requested by a member of the CAMA User Group in order to fulfill its legal responsibilities to administer the CAMA system.
c. A summary of calls by County will be made available for each monthly
meeting of the CAMA User Group.
d. Xerox will be offered remote dial in capability to client systems to facilitate problem resolution (web-based connection) as required.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 16 of 22
e. Xerox will offer the members of the CAMA User Group the ability to enter Support calls through its WebConnect product or its successor.
6. Attendance at CAMA User Group and Advisory Committee Meetings and
CAMA User Group Annual Meeting
Xerox will attend each meeting of the CAMA User Group and each meeting of the Cama Advisory Committee. For purposes of this Agreement, the “Cama Advisory Committee” is a group of individuals appointed by the member counties of the CAMA User Group. Xerox will make every effort to attend meeting of subcommittees of the Cama Advisory Group when requested. Xerox’s attendance at all meetings is at Xerox’s expense and will not reduce Base Hours.
7. User and Software Documentation User and Software documentation will be kept up-to-date and released to users on a timely basis.
8. MCCC Change Request (CR)
Throughout the term of this Agreement MCCC may, from time to time, request desired enhancements to the Software by submitting a written CR to Xerox. Upon submission of a CR by MCCC, the parties will work together in an effort to arrive at a mutually acceptable CR fully describing the enhancement. The process for development of CRs is:
a. CAMA User Group member submits a CR describing the request to MCCC.
b. MCCC forwards the CR to Xerox for assignment of a CR Number. c. Cama Advisory Committee authorizes Xerox to develop a Design
Document and/or Quote for development of the enhancement. d. For larger enhancements Xerox may require approval of a Quote by the
Cama Advisory Committee to compensate Xerox for the development of the Design Document.
e. Xerox develops the Design Document and/or development Quote and submits same to Cama Advisory Committee for approval.
f. Upon approval of the Design Document and/or Quote Xerox develops the enhancement.
9. Deliverables for a Change Request (CR)s a. Xerox will release all Software and documentation via the Xerox website unless
the nature of the release makes this impossible. b. Xerox will deliver an archive of the Software source code to an escrow account
for the MCCC on a quarterly basis or upon request by MCCC. Such escrow agreement shall be in the form as set forth in the Services Agreement.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 17 of 22
c. The Design Document presented to MCCC for each CR will include an Estimated Delivery Date.
10. Alpha testing of Change Requests
a. The Design Documents prepared by Xerox for the deliverables described in 5.3 will include an Alpha Test Plan document. These test plans will describe the alpha testing environment consisting of:
1. Associated testing documentation 2. Testing prerequisites 3. Other required software releases 4. Testing file sets 5. Specific functions to be tested
b. As a part of the Design Review MCCC will forward to Xerox any specific testing considerations that should be added to the Alpha Test Plan.
c. Xerox Technical and Support staff members will use the Alpha Test Plan as a roadmap for testing the deliverable.
d. The Test Plan will be presented to Xerox Tax beta test counties at the time the programs are released for Beta testing as a guideline for Beta testing.
e. Xerox will make every effort to use the alpha test data set supplied and maintained by the CAMA User Group.
f. Wherever possible Xerox will perform regression testing for each deliverable during the alpha testing process.
11. Beta Testing of Change Requests
a. Getting Beta Testers 1. Xerox should provide MCCC the following message for each beta test
release at least two weeks prior to the release being ready to beta test: • Name of Release • Items changed and what needs to be tested • Date Ready for Beta Release • Deadline for Beta Sign Off • Scheduled General Release Date • Xerox Contact
2. MCCC will distribute the message (as defined above) to the CAMA User Group and request that beta testers contact Xerox directly. Xerox should contact MCCC with a follow up email one week before the scheduled beta testing release if there are not the required three testers. MCCC will work with the Cama Advisory Committee representatives to get the remaining required testers and notify Xerox.
b. Beta Testing 1. Xerox will notify the beta testers when the beta release library and
supporting documentation are available on the website. The notice will also include who the Xerox contact person is.
2. Counties that are beta testing are only expected to test the circumstances
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 18 of 22
they have in their county. 3. When issues are discovered as part of testing, the beta test county will call
Xerox who will create a Connect Care case and also put the call directly to the Xerox contact person.
4. Xerox will post information in sufficient detail on the open case support file so that the other beta testers or interested parties can tell when the issue is and how it was resolved. This support file will remain open until MCCC notifies Xerox that the program should be released.
5. Beta testing counties are expected to test the programs diligently as soon as they receive the beta release.
d. Signoff and Release
1. When a beta test county has successfully completed testing, they should
send a signoff to MCCC. 2. When MCCC receives signoffs from each of the beta testers, they will
forward a copy to Xerox. Once all beta tester signoffs have been received, MCCC will notify Xerox that the program should be released.
3. All major issues should be resolved before a beta test county signs off on the testing. Minor issues can be noted on the signoff. These issues should be forwarded to other beta testers and the Legislative Review Committee (LRC).
4. If a beta test county will be unable to meet the target completion date, as soon as this is known, the county should notify MCCC of this fact and why they are unable to provide signoff. If known, the county can provide an estimate of when testing will be completed. This may not be known if Xerox is trying to resolve outstanding issues.
5. If beta testing will not be completed by the deadline;
• If MCCC is notified that one or more beta test counties will not complete their testing by the target completion date, MCCC will notify Xerox and the CAMA User Group Chair to determine if we need a replacement tester.
• If Xerox has received no contact from one or more of the beta testers, Xerox should contact MCCC, and MCCC will contact the beta testing counties and provide Xerox with an update.
• If some signoffs have been received, but not all – MCCC will notify the CAMA User Group Chair. The CAMA User Group Chair, after consultation with the LRC will determine if the programs should be released without further testing. As always, this decision can also be made by the Cama Advisory Committee. MCCC will notify Xerox in writing to send the release based on the decision of the participating parties.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 19 of 22
12. Schedule of Deliverables
At the November meeting of the Cama Advisory Committee, ACS will deliver to the Cama Advisory Committee a Project Schedule outlining the following Functions, Deliverables, and the Target Dates for delivery:
1. Township Averages Report (currently the only item on the schedule) 2. State Law or MN Department of Revenue requirements resulting in
required reports 3. Other items as agreed to by ACS and the Cama Advisory Committee
ACS and the Cama Advisory Committee will agree upon deliverable dates. No action on the part of the Cama Advisory Committee within 15 days of receipt of the report from ACS will constitute acceptance of the schedule.
13. Current Versions of the IBM Operating System
For members of the CAMA User Group that have not migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS CAMA System, Xerox agrees to install on Xerox’s systems: (1) any and all future IBM iSeries Operating System Version/Release Levels and appropriate PTFs after Xerox and the CAMA User Group members agree on a schedule; and (2) third-party software after Xerox and the CAMA User Group members agree on a schedule.
14. Project Management MCCC and Xerox shall each appoint a part-time Project Manager who shall be responsible on behalf of his/her principal for serving as its principal liaison with the other Party, for generally overseeing the performance of the parties hereunder, and for performing such other functions of Project Manager as are provided elsewhere herein.
15. Minnesota Tax Law Modifications
Notwithstanding any other provision of this Agreement, for those members of the CAMA Uses group that have migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS CAMA System, Xerox also agrees to provide all Modifications to the LRMS CAMA System for the implementation of Minnesota tax law changes as part of the quarterly flat fee support services. Xerox and the MCCC Legislative Review Committee (LRC) will review and make recommendation for modifications to the LRMS CAMA System required for tax law changes to the MCCC and the Cama Advisory Committee for approval.
16. Exclusion of Data File Changes
The following section applies only to members of the CAMA User Group that have not migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS CAMA System.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 20 of 22
a. In each year of this Agreement, Xerox will provide up to 150 hours of technical/support time related to Data File Changes in the Legacy CAMA Software. MCCC will compensate Xerox for any Data File Change hours in excess of the 150 hour Xerox responsibility at the rates set forth in Exhibit B. Xerox shall invoice MCCC for any Data File Change hours expended in excess of the 150 hour Xerox allocation following the end of that particular Data File Change hour accounting year. If a final accounting is not available by June 1, Xerox will provide an estimated amount.
b. Data File Change hours accounting for any given year will begin with the first
Data File Change hour of the accounting year (currently the Township Averages Report) and continue through the final Data File Change hour of the accounting year (currently the Township Averages Report). Unused Data File Change hours may carry over for only one (1) year. Xerox shall provide the Cama Advisory Committee monthly, at the meeting of the Cama Advisory Committee, a report of the Data File Change hours expended during the current Data File Change hour accounting year. Unused Data File Change hours remaining at the expiration of this Agreement shall expire.
c. The full scope of the amount of time that will be attributed to Data File Changes
as described will include the required data element definition, content modifications, development time required to modify / test all programming changes and documentation alterations.
d. Xerox will notify MCCC in the event that hours are required to perform Data File
Changes.
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 21 of 22
Exhibit B Applicable Charges
Flat Fee Maintenance and Support Price Unless otherwise agreed to in writing, the MCCC per county quarterly price to be paid to Xerox by MCCC for all services to be provided by Xerox under this Agreement, exclusive of approved Change Requests, are as follows: Legacy CAMA Software Support Beginning on January 1, 2017, for those MCCC member counties who are members of the CAMA User Group, but who, as of the beginning of the month immediately preceding the applicable calendar quarter, are not yet migrated to running live on the LRMS CAMA System (they are continuing to operate the Legacy CAMA Software as their main production CAMA system), MCCC shall pay Xerox the following quarterly maintenance & support fees. Xerox and MCCC will adjust the list of MCCC member counties in the CAMA User Group that are still operating live on the Legacy CAMA Software on a quarterly basis. Notwithstanding the foregoing, for counties who are members of the CAMA User Group that are not live on the LRMS CAMA System by December 31, 2018, MCCC shall pay the Legacy CAMA Software maintenance & support fees for such counties for each quarter in calendar years 2019 and 2020, regardless of when such county migrates to the LRMS CAMA System. However, it is further acknowledged and agreed that if a county is not converted to LRMS prior to 12/31/2018, for no fault of their own in being prepared and ready to do so, but Xerox is unable to accommodate them due to schedule, resources, or other such reasons that Xerox controls, then the County will be eligible to participate in the lower LRMS rates shown below beginning the next quarter after they go-live on LRMS.
2017 2018 2019 2020 quarterly quarterly quarterly quarterly price per price per price per price per county county county county
$3,195 $3,291 $3,423 $3,594
LRMS CAMA System Support Beginning on January 1, 2014, for those MCCC member counties who are members of the CAMA User Group and, as of the beginning of the month immediately preceding the applicable calendar quarter, are live on the LRMS CAMA System (using the LRMS CAMA System as their main production CAMA system), MCCC shall pay Xerox the following quarterly maintenance & support fees. Xerox and MCCC will adjust the list of counties that are live on the LRMS CAMA System on a quarterly basis.
2014 2015 2016 2017 2018 2019 2020 quarterly quarterly quarterly quarterly quarterly quarterly quarterly price per price per price per price per price per price per price per county county county county county county county
$2,910 $2,940 $2,970 $3,000 $3,030 $3,060 $3,090
Xerox – MCCC LRMS CAMA Maintenance & Support Agreement 1-22-2013 Page 22 of 22
Change Requests and Other Services MCCC will pay Xerox at the following rates for all time spent by Xerox in performing other enhancements to the LRMS CAMA System requested in writing by MCCC, including preparation of design documents, or in providing other services requested by MCCC during the term of this Agreement. This time will be calculated and billed as incurred in quarter hour increments. Any travel and expenses incurred in performing these Change Requests or Other Services will be billed at competitive market rates.
2017 – $155.00 per hour 2018 – $156.00 per hour 2019 – $157.00 per hour
2020 – $158.00 per hour
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 1 of 23
LRMS PROPERTY TAX MAINTENANCE AND SUPPORT AGREEMENT
THIS LRMS PROPERTY TAX MAINTENANCE AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of January, 2013 (the “Effective Date”), by and between XEROX STATE & LOCAL SOLUTIONS, INC. (“Xerox”), and the MINNESOTA COUNTIES COMPUTER COOPERATIVE (“MCCC”). WHEREAS, MCCC is a joint powers organization established and existing under Minnesota Statutes, Section 471.59 for the purpose of providing for the establishment, operation and maintenance of data processing facilities and information management systems for the use and benefit of its members; WHEREAS, Xerox is a large system integrator engaged in the business of developing, marketing, maintaining and supporting computer programs; WHEREAS, MCCC and an affiliate of Xerox, ACS Enterprise Solutions, LLC, formerly known as ACS Enterprise Solutions, Inc., (the “Xerox Affiliate”), have entered into a Property Tax System Program and License Agreement dated April 14, 1988 and Addendums dated January 15, 1999 and February 2005 (jointly referred to as the “Legacy Tax License Agreement”), and pursuant to the Maintenance and Support Agreement dated as of October 13, 2011, by and between MCCC and the Xerox Affiliate (the “Legacy Support Agreement”), the Xerox Affiliate has undertaken to support a property tax software system conforming to certain specifications for the use and benefit of MCCC and its members (the “Legacy Property Tax Software”); WHEREAS, MCCC and Xerox have entered into a Software Services and License Agreement dated as of the date hereof (the “Services Agreement”) whereby Xerox has undertaken to furnish, inter alia, a new property tax software system conforming to certain specifications as described in the Services Agreement for the use and benefit of MCCC and its members which ratify the Services Agreement in accordance with its terms (such system, the Land Records Management Solution Property Tax System, defined herein as “LRMS Property Tax System”). WHEREAS, because participating MCCC member counties will transition from the Legacy Property Tax Software to the LRMS Property Tax System at different times, MCCC desires to obtain for the benefit of itself and a defined set of its members certain maintenance and support services with respect to both the Legacy Property Tax Software and LRMS Property Tax System; WHEREAS, Xerox proposes to furnish such maintenance and support services to MCCC, and MCCC desires to contract with Xerox to furnish the same; NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants, premises and agreements contained herein, the parties agree as follows:
11002344
Text Box
28th
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 2 of 23
ARTICLE 1: DEFINITIONS As used in this Agreement, the following words and terms shall have the following respective meanings: "Data File Change(s)" shall mean: (a) a modification or enhancement of a data file format which involves the addition of new data elements or the redefinition of existing data elements such that the length or format of that element or data file is affected; (b) deletion of existing data elements; (c) creation of a new file, modifying the usage of an existing file , or deletion of an existing file; (d) new or modified usage of a data element or the creation of new values or modification of existing values for a data element to support new or modified process logic that depends upon the content of that data element. The full scope of “Data File Changes” as described will include the required data element definition or content modifications, design preparation, development time required to modify and test all programming changes and documentation of the changes. “Deliverable(s)" shall mean those work products and other tangible and intellectual property to be delivered by Xerox as part of its performance under this Agreement. "Change Request(s)" shall mean changes, revisions, and/or additions to the Software which is not required as a result of changes to Minnesota state statutes or rules, regulations or requirements. "MCCC Employees" shall mean individuals directly employed by the MCCC. This specifically excludes any vendors or contractors working on behalf of the MCCC. "Modification(s)" shall mean changes, revisions, and/or additions to the Software, which are required as a result of changes to Minnesota State statutes, rules, regulations, or requirements relating to property taxes. "Party" in the singular or plural usage shall mean MCCC and/or Xerox as indicated by the context. "Software" shall mean the Legacy Property Tax Software or the LRMS Property Tax System, as applicable. ARTICLE 2: TERM OF AGREEMENT The term of this Agreement shall commence on the Effective Date and will continue through December 31, 2020, unless sooner terminated as provided herein. This Agreement can be extended for additional years based on mutually agreed to pricing terms negotiated by the Parties. ARTICLE 3: MAINTENANCE AND SUPPORT SERVICES TO BE
PROVIDED BY XEROX MCCC will notify Xerox in writing of all MCCC counties that ratify this Agreement and ratify the Services Agreement with respect to the LRMS Property Tax System by March
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 3 of 23
1, 2013. Once MCCC notifies Xerox of the MCCC counties that ratify this Agreement and ratify the Services Agreement with respect to the LRMS Property Tax System by March 1, 2013, such ratifying counties shall comprise the “Property Tax User Group.” Xerox’s obligations under this Agreement shall be subject to the minimum fixed price condition precedent described in Article 3 of the Services Agreement. In the event that this minimum fixed price condition precedent is not satisfied and Xerox does not waive the condition precedent, this Agreement shall automatically terminate without penalty to either party and be of no further force and effect. Post-ratification membership in the Property Tax User Group is irrevocable during the Term, other than any reductions required for members terminated by Xerox as provided herein, and MCCC agrees to compensate Xerox for such counties in accordance with Exhibit B – Applicable Charge. MCCC agrees that each member of the Property Tax User Group who ratifies this Agreement will be bound by the general terms and conditions specified herein, including but not limited to, the service provision terms contained in Exhibit A. Throughout the term of this Agreement, Xerox will furnish the support services described in Exhibit A – Statement of Work with respect to the LRMS Property Tax System for those members of the Property Tax User Group who are live on the LRMS Property Tax System (using the LRMS Property Tax System as their main production property tax system), . Beginning on January 1, 2017, Xerox will furnish the support services described in Exhibit A – Statement of Work with respect to the Legacy Property Tax Software for those members of the Property Tax User Group who are not yet migrated to running live on the LRMS Property Tax System (they are continuing to operate the Legacy Property Tax Software as their main production property tax system). Until all members of the Property Tax User Group have migrated to running live on the LRMS Property Tax System, Xerox shall provide all members of the Property Tax User Group with the same Legacy Property Tax Software update releases that are provided to those members of the Property Tax User Group that have not migrated to running live on the LRMS Property Tax System. Xerox shall not be obligated to provide any other support services with respect to the Legacy Property Tax Software to an MCCC member county after such MCCC member county migrates to running live on the LRMS Property Tax System. In addition to the above commitments, Xerox has negotiated and agrees to formalize and obtain assignments of the Legacy Support Agreements for Legacy Software support and related services from the Xerox Affiliate as soon as reasonably practical. The MCCC agrees to provide its consent to such assignments. ARTICLE 4: PRICING AND PAYMENT TERMS Subject to the other provisions of this Agreement, MCCC will pay Xerox for each member of the Property Tax User Group in accordance with the payment terms set forth in Exhibit B – Applicable Charges. Xerox will issue invoices to MCCC in advance for the following calendar quarter in connection with support and maintenance services. Each invoice will be issued during the first week of the month immediately prior to the beginning of each quarterly period
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 4 of 23
(December for the first quarter, March for the second quarter, June for the third quarter, and September for the fourth quarter), and will set forth the quarterly flat fee for all maintenance and support charges. Xerox will issue monthly invoices to MCCC for all other amounts due pursuant to this Agreement. This invoice will separately itemize all charges for time spent by Xerox in providing other services hereunder, including: (a) the dates upon which such other services were provided; (b) a list of the individuals providing the services, along with the amount of time spent by each individual in providing such other services on such date; (c) the member of the Property Tax User Group to which such services were provided; (d) the charges for services provided on each such date to each such member; and (e) the Change Request(s) authorizing such services. MCCC will pay all such invoices in full within forty-five (45) days from the date of issuance of the invoice, other than any portion subject to a pending bona fide dispute. Any amount not paid when due will accrue interest at the rate of one percent (1%) per month until fully paid, starting on day 60. ARTICLE 5: RESPONSIBILITIES OF MCCC 5.1 Throughout the term of this Agreement, MCCC will make a “best effort” to
ensure that no modifications or enhancements are made to the Software in use by any Member of the Xerox Property Tax User Group except for modifications and enhancements made or consented to by Xerox pursuant to this Agreement. Notwithstanding any other provision of this Agreement, Xerox shall have no obligation to provide any services specified in this Agreement with respect to any version of the Software which has been modified or otherwise altered by anyone other than Xerox or as specifically authorized by Xerox.
5.2 MCCC and its Property Tax User Group member counties agree: (i) to keep
network and operating system environments updated to the current version recommended by Xerox and approved by MCCC (which approval will not be unreasonably withheld) for provision of the maintenance and support of the LRMS Property Tax System; and (ii) with respect to Property Tax User Group member counties that have not yet migrated to the LRMS Property Tax System (as described in Article 3 and Exhibit B of this Agreement), install: (a) any and all future IBM iSeries Operating System Version/Release Levels and appropriate PTFs on a schedule to be agreed upon by both parties, and (b) third-party software on a schedule to be agreed upon by both parties.
5.3 Throughout the term of this Agreement, the Property Tax User Group shall
provide timely approval to assure that Xerox can develop, test, install and support all Modifications to the Software to comply fully with all Minnesota state statutes, rules, regulations, and requirements regarding property appraisal, property tax assessment, calculation or collection or regarding the performance by county auditors, treasurers and assessors (or their functional equivalents) of their legal responsibilities to administer the property tax system, as part of the included support services hereunder.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 5 of 23
5.4 All members of the Property Tax User Group will be responsible for using the
Software in a manner consistent with the agreed upon design and specifications. If Xerox determines that a member of the Property Tax User Group is using the Software in a manner inconsistent with its design, Xerox shall first provide written notice and a recommended cure to MCCC and the member county. If the member county does not comply with the recommendation, Xerox may at its discretion and after written notification is provided to the MCCC, discontinue support for that member for the inconsistent Software component(s).
ARTICLE 6: XEROX WARRANTIES Xerox warrants that all services will be provided in a lawful, professional, good and workmanlike manner, by qualified personnel, and in accordance with generally applicable industry standards, and that all software code and other deliverables to be created and provided hereunder shall be free of infringement or other claims by third parties. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS SECTION, ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED, AS ARE ANY CLAIMS FOR INDIRECT AND/OR CONSEQUENTIAL DAMAGES. Software that has been altered by any party other than as authorized by Xerox cannot be warranted by Xerox. MCCC will designate the single version of each application that Xerox is to support. All Xerox costs associated with learning, testing and fixing unauthorized altered software will be borne by MCCC at the hourly rates stated, provided that MCCC has pre-authorized, in writing, all such obligations. Xerox will provide estimates to MCCC of such costs so that MCCC can determine appropriate action. ARTICLE 7: INDEMNIFICATION & LIMITATION OF LIABILITY 7.1 Indemnification Xerox will protect, defend, indemnify, and save whole and harmless the MCCC and all of its members, officers, directors, employees, contractors or other personnel or agents from and against:
1. Any claims, including any third party claims, to the extent caused by a breach of express warranty, or by the tortuous acts or omissions of Xerox, its employees, contractors or other personnel in performing this Agreement;
2. Any claims, including any third party claims relating to the willful or fraudulent misconduct of Xerox, its employees, contractors or other personnel in performing this Agreement;
3. Any claims, including any third party claims relating to an actual infringement of any United States patent, copyright, or any actual trade secret misappropriation, by Xerox, its employees, contractors or other personnel in connection
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 6 of 23
with the performance of the Services. Xerox will have a right of contribution from MCCC with respect to any claim to the extent MCCC is responsible for contributing to the alleged injury. 7.2 Limit on Types of Damages Recoverable NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE IN THIS AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OTHER THAN EXEMPLARY OR PUNITIVE DAMAGES AWARDED BY A COURT OF COMPETENT JURISDICTION AGAINST XEROX AS PART OF ANY MCCC CLAIM BASED ON THE WILLFUL OR FRAUDULENT CONDUCT OF XEROX, OR FOR ANY ADDITIONAL EXPENSES OR DAMAGES ATTRIBUTABLE TO PROCURING SUBSTITUTE SERVICES FOLLOWING AN UNCURED DEFAULT BY XEORX UNDER SECTION 8.1 BELOW. 7.3 Limit on Amount of Direct Damages Recoverable XEROX’S TOTAL CUMULATIVE, AGGREGATE LIABILITY TO MCCC FOR ANY AND ALL CLAIMS, DAMAGES, CAUSES OF ACTION, EXPENSES OF ACTION, LIABILITIES OF ANY KIND, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF THE FOLLOWING DOLLAR AMOUNTS: (1) APPLICABLE INSURANCE CLAIMS PROCEEDS UNDER POLICY COVERAGE REQUIRED UNDER THIS AGREEMENT, IF ANY; OR (2) THE U.S. DOLLAR EQUIVALENT OF TWO TIMES THE TOTAL VALUE OF THIS ENTIRE CONTRACT FOR PRODUCTS OR SERVICES TO BE PROVIDED TO AND ACCEPTED BY MCCC PURSUANT TO THIS AGREEMENT. MCCC’S TOTAL CUMULATIVE, AGGREGATE LIABILITY TO XEROX FOR ANY AND ALL CLAIMS, DAMAGES, CAUSES OF ACTION, EXPENSES OF ACTION, LIABILITIES OF ANY KIND, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE U.S. DOLLAR EQUIVALENT OF THE TOTAL AMOUNT DUE XEROX FOR PRODUCTS OR SERVICES PROVIDED TO AND ACCEPTED BY MCCC PURSUANT TO THIS AGREEMENT. 7.4 Force Majeure Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement, if any, to the extent such failure is caused, directly or indirectly, without fault by such party, by: fire, flood, earthquake, elements of nature or acts of God; labor disruptions or strikes; acts of war, terrorism, riots, civil disorders, rebellions or revolutions; quarantines, embargoes and other similar governmental action; or any other cause beyond the reasonable control of such party. Events meeting the criteria set forth above are referred to collectively as "Force Majeure Events."
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 7 of 23
Upon the occurrence of a Force Majeure Event, the non-performing party will be excused from any further performance or observance of the affected obligation(s) for as long as such circumstances prevail and such party continues to attempt to recommence performance or observance whenever and to whatever extent possible without delay. Any party so delayed in its performance will immediately notify the other by telephone or by the most timely means otherwise available (to be confirmed in writing within five (5) Business Days of the inception of such delay) and describe in reasonable detail the circumstances causing such delay. Any Force Majeure Event asserted by a non-performing party that remains in effect for more than 30 days will entitle the other party to terminate this Agreement for its convenience.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 8 of 23
ARTICLE 8: TERMINATION FOR DEFAULT 8.1 Events of Default Except where provided otherwise herein to the contrary, Xerox shall be deemed to be in default in its performance hereunder if Xerox fails in any respect to perform any material obligation under this Agreement and does not cure such failure within thirty (30) days, after written notice by MCCC specifying in detail the claimed failure and any requested cure for curable defaults. MCCC will be deemed in default if it fails to pay when due undisputed amounts owed to Xerox, and MCCC fails to cure such failure within thirty (30) days, after written notice by Xerox. 8.2 Remedies In the event of default by Xerox as described in paragraph 8.1, MCCC may, at its option:
1. terminate this Agreement by written notice to Xerox and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder;
2. maintain this Agreement in effect, cover for Xerox’s failure or delay in performing hereunder, and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder; or
3. Maintain this Agreement in effect, await performance by Xerox, and have such other and further remedies as may be available to MCCC at law or in equity as a result of Xerox’s failure or delay in performing hereunder.
In the event of default by MCCC, Xerox will have the option, but not the obligation, to terminate this Agreement and have such other and further remedies as may be available to Xerox at law or in equity as a result of MCCC’s failure. ARTICLE 9: RISK OF LOSS AND INSURANCE 9.1 Risk of Loss Prior to Final Acceptance Until such time as MCCC has finally accepted each Modification and Change Request to be furnished by Xerox hereunder, including all Deliverables, Xerox will bear the entire risk of loss of or damage to all Xerox’s work in process and all of Xerox’s related Deliverables. Xerox will take commercially reasonable precautions during the term of this Agreement to minimize the risks of loss or damage, including but not limited to regular backups and off site/remote access storage of work product created or modified hereunder. 9.2 Insurance Requirements Xerox shall furnish MCCC an original standard ACORD form type certificate of insurance for any type of insurance required to be carried by Xerox under this Agreement, and/or required in
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 9 of 23
order to comply with any State or federal law or regulation applicable to this Agreement before work commences. Insurance companies must be authorized to do business in the State of Minnesota. The certificate of coverage must be provided to MCCC within thirty (30) days after the Effective Date or prior to commencement of any work covered by that insurance under this Agreement, whichever occurs first. Xerox shall provide at least ten (10) business day’s prior written notice to MCCC of any pending or proposed cancellation and shall include MCCC as an additional insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability and business automobile liability, which may be met through a blanket additional insured basis. The MCCC and User Group member counties must be listed as an Additional Insured for claims caused by the negligent acts or omissions of Xerox in relation to commercial general liability, as well as business automobile liability, which may be met through a blanket insured basis. MCCC shall have the right to immediately terminate this Agreement with notice and pursue available legal remedies if Xerox does not provide the required ACORD certificates, or is otherwise not in compliance with the insurance requirements in this Section. At its sole option, MCCC may also obtain replacement coverage at any time and at the expense of Xerox upon discovery of any failure to maintain any coverage required under this Section. Xerox shall require its agents and subcontractors to also carry and maintain the insurance required under this Section. Specifically, unless otherwise required by law or regulation, Xerox shall maintain and furnish satisfactory evidence of the following insurance coverage, standards, and rights:
(a) Workers’ Compensation Insurance: Xerox will provide Workers’ Compensation insurance for all Xerox employees and, in case any work is subcontracted, Xerox will require each subcontractor to provide any applicable required Workers Compensation insurance in accordance with the statutory requirements of the state of Minnesota. Employer’s Liability Coverage minimum limits shall be in each case, the greater of the minimum coverage requirements of Minnesota law, or any of the following:
Bodily Injury by Accident: $500,000 each accident.
Bodily Injury by Disease: $500,000 each employee.
Bodily Injury by Disease: $500,000 policy limit.
(b) Commercial General Liability: Xerox will maintain insurance protecting Xerox and MCCC from claims for damages for bodily injury, including death, as well as from claims for property damage including loss of use which may arise from operations under this Agreement, by Xerox employees providing services under this Agreement. Unless otherwise specified within this Agreement, the Xerox insurance minimum amounts will be $1,500,000 per occurrence and $3,000,000 general aggregate – combined single limit. In addition, the coverage for bodily injury and property damage, products and completed operations liability, blanket contractual liability, and personal and advertising injury should be included.
(c) Commercial Automobile Liability: If any business vehicles are used by Xerox for business purposes during this Agreement, Xerox will maintain business automobile liability insurance. Unless otherwise specified within this Agreement, the minimum insurance coverage amount will be one million and five hundred thousand dollars ( $1,500,000) per accident or occurrence combined single limit for bodily injury and property damage. In addition, the coverage for owned, hired, and non-owned vehicles should be included.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 10 of 23
(d) Professional Errors and Omissions Liability Insurance: Unless otherwise specified within this Agreement, Xerox insurance minimum limits will be as $2,000,000 per claim and $4,000,000 annual aggregate. This coverage shall include loss, due to the negligent acts, errors, or omissions of Xerox in providing the Services.
(e) Xerox must include legal defense within the liability policy limits; and shall obtain insurance policies from an insurance company having an "AM BEST" rating of A- VIII or better.
ARTICLE 10: DISPUTE RESOLUTION 10.1 Alternative Dispute Resolution Except for any disputes involving the actual or potential disclosure or other unauthorized use of any trade secret or other confidential information, which may be filed at any time and in any court of competent jurisdiction, any dispute between the parties arising out of this Agreement, its performance or its claimed breach by either party shall be referred in the first instance to the Parties' respective Project Managers for resolution. If the parties' Project Managers are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, it shall be referred to Xerox Senior Management and the MCCC Executive Committee for resolution. If Xerox Senior Management and the MCCC Executive Committee are unable to agree on a resolution to such dispute within five (5) working days from the date upon which it is referred to them, the Parties will make a good faith effort to agree upon a further process for resolving it. If the dispute is not resolved and agreement upon a process for resolving it is not reached within ten (10) working days after the dispute is referred to the parties' respective Project Managers, the Parties shall, within ten (10) working days, commence a mediation session by notice of selection of a third party, neutral mediator and a proposed time and date for the mediation. If the other Party does not propose an alternative mediator, then the mediation shall occur before the first named mediator proposed. If the other party does propose an alternative mediator, then the two proposed shall promptly jointly select a third party, neutral to act as the sole mediator. The mediation shall take place in Minnesota and all mediator fees shall be equally shared by the Parties. If the Parties are able to reach a resolution of the dispute, the resolution so reached shall be memorialized in writing and shall, upon the mutual written consent of both Parties, become part of this Agreement. If the Parties are unable to resolve the dispute through mediation, either Party shall be free to terminate mediation and commence suit against the other with respect to the subject matter of the dispute. The running of any statute of limitations or other limitation period applicable to any particular dispute shall be tolled for a period of thirty (30) days from the date upon which that dispute is first referred the parties' Project Managers for resolution. ARTICLE 11: RESTRICTION ON SUBCONTRACTING Xerox will not subcontract with any other person, party or entity for the performance of Xerox’s obligations under this Agreement without the prior written consent of the MCCC. For the avoidance of doubt, the use of contracted labor shall not constitute
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 11 of 23
subcontracting for purposes of this provision, provided that all subcontracted labor has been provided with a copy of this Agreement (with pricing redacted) and has agreed in writing to the intellectual property assignments and other undertakings for Deliverables provided hereunder, and provided further that the use of contract labor by Xerox shall in no manner alter, modify or limit its full liability and obligations under this Agreement. ARTICLE 12: PROVISION OF XEROX MAINTENANCE AND SUPPORT
SERVICES FOR THE MCCC LRMS Xerox may, at its discretion, provide maintenance, support, or services to any county that is not a member of the Property Tax User Group. ARTICLE 13: NON-DISCRIMINATION In carrying out the terms of this Agreement, Xerox shall not discriminate against any employee, applicant for employment or other person, supplier or contractor because of race, color, religion, gender, sexual orientation, marital status, national origin, disability or public assistance. ARTICLE 14: GENERAL TERMS 14.1 Relationship between the Parties Nothing in this Agreement shall be construed as creating any joint venture, partnership, employment or agency relationship between the parties for any purpose whatsoever or as constituting either party as the legal representative of the other, and neither party shall have the right or the authority to assume, create or incur any liability or obligation of any kind, express or implied, against or in the name of or on behalf of the other. 14.2 Notices Any notices required or permitted with regard to core terms or conditions of this main agreement (Articles 1 through 14 hereunder) shall be in writing and shall be deemed to have been received when personally delivered in writing, as evidenced by automated, verifiable delivery receipt; or seventy-two (72) hours after it has been deposited in the United States Mail, registered or certified, postage pre-paid, properly addressed to the party to whom it is intended at the address set forth below or to such other contact or at such other address of which notice is given in accordance herewith:
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 12 of 23
If to MCCC:
If to Xerox:
MCCC Attn. Executive Director 100 Empire Drive Suite 201 St. Paul, MN 55103
Xerox Attn. Director – Property Tax Systems 130 Division Street Waite Park, MN 56387
With Copy to: Xerox State & Local Solutions, Inc. Attn. Contracts 8260 Willow Oaks Corporate Drive Fairfax, VA 22031
As a point of clarification, any notices necessary with regard to the normal services delivered as a result of day to day operations provided under the Statement of Work (Exhibit A) or Applicable Charges (Exhibit B) may be made in writing, by email or facsimile and will be deemed received by the other party, as long as similar correspondence from the other party regarding the notice has been acknowledged. For example, formal proposal and acceptance of any change orders or similar project operational documents may be executed between the parties via email or facsimile. 14.3 Non-Waiver and Culmination of Remedies The failure by either Party at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, shall not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. The waiver of any default by either Party shall not be deemed a continuing waiver, but shall apply solely to the instance to which such waiver is directed. The remedies provided under this Agreement shall be cumulative and not alternative, and the election of any one remedy for breach shall not preclude the pursuit of other remedies. 14.4 Assignment Neither Party may assign, voluntarily or by operation of law, any of its rights or obligations under this Agreement without the prior written consent of the other Party, while consent shall not be unreasonably withheld or delayed; provided, that either may assign its rights and obligations under this Agreement to an affiliate, or to an entity which acquires all or substantially all of the assets or voting stock of that party if such affiliate or entity can demonstrate to the reasonable satisfaction of the other party that it has the ability to fulfill the obligations of the assigning party under this Agreement. 14.5 Choice of Law and Venue This Agreement shall be governed by and interpreted, construed, and enforced in accordance with the laws of the State of Minnesota. The venue of any action arising out
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 13 of 23
of or relating to this Agreement, its performance, enforcement or breach, will be in a state or federal court situated within the State of Minnesota, and Xerox. Its sureties and guarantors hereby irrevocably consent and submit themselves to the personal jurisdiction of said courts for such purposes. 14.6 Severability Every provision of this Agreement shall be construed, to the extent possible, so as to be valid and enforceable. If any provision of this Agreement so construed is held by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such provision shall be deemed severed from this Agreement, and all other provisions shall remain in full force and effect, provided, however, that the Court shall have the right to reform such provision in a similar or like manner so as to render the same enforceable. 14.7 Binding Effect and Benefit This Agreement shall be binding upon and inure to the benefit of Xerox and MCCC, and their respective successors and permitted assigns. 14.8 Survival The termination of this Agreement for any reason shall not affect: a) the rights and obligations of the parties under Articles 7 and 8, b) the obligations of the Parties to account for and pay to another any amounts for which the Parties are obligated to one another by virtue of transactions or events which occurred prior to the effective date of termination; or c) any other liability or obligation which either party has to the other under this Agreement and which by its nature would be expected to survive termination, and all of which shall hereby expressly survive termination. 14.9 Government Data Practices Xerox may create, modify or have other access to valuable MCCC and/or MCCC member trade secrets or other confidential data collected or maintained by the MCCC and/or MCCC members to the extent necessary to perform its obligations under this agreement. To the extent applicable, each Party shall comply with any applicable provisions of Minnesota’s Government Data Practices Act, Minnesota Statutes, Chapter 13, (“MGDPA”) with respect to any data provided by MCCC and/or MCCC members to Xerox, and Xerox, to the extent it creates, collects, receives, stores, uses, maintains or disseminates data in the performance of its functions under the Agreement must comply with the requirements of the MGDPA as if it were a government entity. The civil remedies of Minnesota Statutes §13.08 applied to the release of the data referred to in this clause by either Xerox or the Xerox Property Tax User Group. Xerox also agrees to indemnify, save, and hold the MCCC and/or MCCC members harmless from all claims arising out of, resulting from, or in any manner attributable to any violation, by Xerox, of any provisions of the MGDPA, including legal fees and disbursements paid or incurred to enforce this Section. In the event that Xerox subcontracts any or all of the work to be performed under this agreement, Xerox shall retain responsibility under the terms of this Section for such work.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 15 of 23
Exhibit A Statement of Work for Xerox LRMS
1. Maintenance of Xerox Minnesota Facility
Xerox will:
• maintain an appropriate environment for use by Xerox in performing its obligations under this Agreement;
• employ an adequate backup scheme for the Software, including object code, source code and all pertinent user documentation;
• make its computer facility available on a best efforts basis to any member of the Property Tax User Group as a back-up facility in the event that the computer facility of such member of the Property Tax User Group becomes temporarily inoperative. A Property Tax User Group member will pay an additional fee, at mutually agreed upon competitive market rates, for the actual use of the Xerox facility.
2. Correction of Program and Documentation Defects
Xerox will:
a. Provide problem determination, investigation, and program error correction for verified program errors on the then current release of the Software at no additional charge to the MCCC.
b. Provide data repairs for members of the Property Tax User Group’s data files and records on a “best efforts” basis for data problems caused by the Software at no additional charge to the MCCC.
c. Provide data repairs for members of the Property Tax User Group’s data files and records on a “best effort” basis for data problems not caused by the Software at the hourly rate of 75% of the Xerox then current billing rate. Xerox includes in the category “data problems not caused by the Software” any data corruption or integrity problems caused by, but not limited to the following:
(1) Equipment malfunction or failure. (2) Failure of the member of the Property Tax User Group to follow procedures
and/or instructions contained in the documentation provided by Xerox . (3) Failure by the member of the Property Tax User Group to follow procedures
and/or instructions contained in documentation provided by applicable hardware vendors or failure to follow accepted operating practices (for example, failing to routinely prepare backup data files, powering off or interrupting equipment while programs are executing, etc.).
(4) Use of programs, including program modifications, other than those provided or authorized by Xerox with the Software.
3. Maintaining Compliance with Minnesota Law
Xerox, in conjunction with the Property Tax User Group and individual counties where appropriate, will define, develop, test and install all Modifications necessary to make the Software comply with Minnesota State statutes, rules, regulations and requirements. In the event that the Property Tax User Group and Xerox disagree on these requirements
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 16 of 23
the Minnesota DOR (Department of Revenue) will be consulted for additional direction.
4. Modifications Necessitated by Changes in Minnesota Law
The Property Tax User Group will transmit the text of any changes in Minnesota statutes or Department of Revenue rules, regulations or requirements regarding property tax assessment, calculation or collection or regarding the performance by county auditors, treasurers or assessors (or their functional equivalents) of their legal responsibilities to administer the property tax system to Xerox. Xerox shall notify the Property Tax User Group in writing whether any changes in Minnesota state statutes, rules, regulations, or requirements relating to property taxes will require modifications to the Software and will furnish the MCCC with a proposed written Design Document specifying all such Modifications to the Software and setting forth Xerox’s proposed timetable for implementation and installation of the same. After receiving each such proposed Design Document the MCCC will notify Xerox in writing whether they accept or reject such proposed Design Document or the MCCC may provide acceptance or rejection by formal action of the MCCC. The MCCC will be deemed to have rejected any such proposed Modification as to which it does not give notice of acceptance within 15 working days, and the parties will resolve any such Modifications impasse in the manner identified in Section 10 of the Agreement.
5. Client Support Xerox will provide MCCC and the members of the Property Tax User Group with Software support as follows:
a. Xerox employees knowledgeable with respect to the Software and its operation will be available during normal business hours to respond to inquiries by MCCC and members of the Property Tax User Group to provide assistance in the operation and use of the Software. The average response time for these Support calls will be under 4 business hours. The “average” resolution time will be under 16 business hours. “Normal business hours” mean the hours of 7:30 AM to 5:00 PM Central Time, Monday through Friday, excluding holidays observed by Xerox. These statistics will be measured on a rolling 3 month evaluation period. Xerox will use its best efforts to respond to calls for assistance in as short a timeframe as reasonably possible.
b. Xerox will make reasonable efforts to provide the support service
described in paragraph 5.a outside of normal business hours as requested by a member of the Property Tax User Group in order to fulfill its legal responsibilities to administer the property tax system.
c. A summary of calls by County will be made available for each monthly
meeting of the Property Tax User Group.
d. Xerox will be offered remote dial in capability to client systems to facilitate problem resolution (web-based connection) as required.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 17 of 23
e. Xerox will offer the members of the Property Tax User Group the ability
to enter Support calls through its WebConnect product or its successor.
6. Attendance at Property Tax User Group and Advisory Committee Meetings and Property Tax User Group Annual Meeting
Xerox will attend each meeting of the Property Tax User Group and each meeting of the Tax Advisory Committee. For purposes of this Agreement, the “Tax Advisory Committee” is a group of individuals appointed by the member counties of the Property Tax User Group. Xerox will make every effort to attend meeting of subcommittees of the Tax Advisory Group when requested. Xerox’s attendance at all meetings is at Xerox’s expense and will not reduce Base Hours.
7. User and Software Documentation User and Software documentation will be kept up-to-date and released to users on a timely basis.
8. MCCC Change Request (CR)
Throughout the term of this Agreement MCCC may, from time to time, request desired enhancements to the Software by submitting a written CR to Xerox. Upon submission of a CR by MCCC, the parties will work together in an effort to arrive at a mutually acceptable CR fully describing the enhancement. The process for development of CRs is:
a. Property Tax User Group member submits a CR describing the request to MCCC.
b. MCCC forwards the CR to Xerox for assignment of a CR Number. c. Tax Advisory Committee authorizes Xerox to develop a Design Document
and/or Quote for development of the enhancement. d. For larger enhancements Xerox may require approval of a Quote by the
Tax Advisory Committee to compensate Xerox for the development of the Design Document.
e. Xerox develops the Design Document and/or development Quote and submits same to Tax Advisory Committee for approval.
f. Upon approval of the Design Document and/or Quote Xerox develops the enhancement.
9. Deliverables for a Change Request (CR)s a. Xerox will release all Software and documentation via the Xerox website unless
the nature of the release makes this impossible. b. Xerox will deliver an archive of the Software source code to an escrow account
for the MCCC on a quarterly basis or upon request by MCCC. Such escrow agreement shall be in the form as set forth in the Services Agreement.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 18 of 23
c. The Design Document presented to MCCC for each CR will include an Estimated Delivery Date.
10. Alpha testing of Change Requests
a. The Design Documents prepared by Xerox for the deliverables described in 5.3 will include an Alpha Test Plan document. These test plans will describe the alpha testing environment consisting of:
1. Associated testing documentation 2. Testing prerequisites 3. Other required software releases 4. Testing file sets 5. Specific functions to be tested
b. As a part of the Design Review MCCC will forward to Xerox any specific testing considerations that should be added to the Alpha Test Plan.
c. Xerox Technical and Support staff members will use the Alpha Test Plan as a roadmap for testing the deliverable.
d. The Test Plan will be presented to Xerox Tax beta test counties at the time the programs are released for Beta testing as a guideline for Beta testing.
e. Xerox will make every effort to use the alpha test data set supplied and maintained by the Property Tax User Group.
f. Wherever possible Xerox will perform regression testing for each deliverable during the alpha testing process.
11. Beta Testing of Change Requests
a. Getting Beta Testers 1. Xerox should provide MCCC the following message for each beta test
release at least two weeks prior to the release being ready to beta test: • Name of Release • Items changed and what needs to be tested • Date Ready for Beta Release • Deadline for Beta Sign Off • Scheduled General Release Date • Xerox Contact
2. MCCC will distribute the message (as defined above) to the Property Tax User Group and request that beta testers contact Xerox directly. Xerox should contact MCCC with a follow up email one week before the scheduled beta testing release if there are not the required three testers. MCCC will work with the Tax Advisory Committee representatives to get the remaining required testers and notify Xerox.
b. Beta Testing 1. Xerox will notify the beta testers when the beta release library and
supporting documentation are available on the website. The notice will also include who the Xerox contact person is.
2. Counties that are beta testing are only expected to test the circumstances
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 19 of 23
they have in their county. 3. When issues are discovered as part of testing, the beta test county will call
Xerox who will create a Connect Care case and also put the call directly to the Xerox contact person.
4. Xerox will post information in sufficient detail on the open case support file so that the other beta testers or interested parties can tell when the issue is and how it was resolved. This support file will remain open until MCCC notifies Xerox that the program should be released.
5. Beta testing counties are expected to test the programs diligently as soon as they receive the beta release.
c. Signoff and Release 1. When a beta test county has successfully completed testing, they should
send a signoff to MCCC. 2. When MCCC receives signoffs from each of the beta testers, they will
forward a copy to Xerox. Once all beta tester signoffs have been received, MCCC will notify Xerox that the program should be released.
3. All major issues should be resolved before a beta test county signs off on the testing. Minor issues can be noted on the signoff. These issues should be forwarded to other beta testers and the Legislative Review Committee (LRC).
4. If a beta test county will be unable to meet the target completion date, as soon as this is known, the county should notify MCCC of this fact and why they are unable to provide signoff. If known, the county can provide an estimate of when testing will be completed. This may not be known if Xerox is trying to resolve outstanding issues.
5. If beta testing will not be completed by the deadline; • If MCCC is notified that one or more beta test counties will not complete
their testing by the target completion date, MCCC will notify Xerox and the Property Tax User Group Chair to determine if we need a replacement tester.
• If Xerox has received no contact from one or more of the beta testers, Xerox should contact MCCC, and MCCC will contact the beta testing counties and provide Xerox with an update.
• If some signoffs have been received, but not all – MCCC will notify the Property Tax User Group Chair. The Property Tax User Group Chair, after consultation with the LRC will determine if the programs should be released without further testing. As always, this decision can also be made by the Tax Advisory Committee. MCCC will notify Xerox in writing to send the release based on the decision of the participating parties.
12. Schedule of Deliverables At the beginning of each tax cycle (approximately the third Thursday in October), Xerox will develop a Project Schedule outlining the following Functions, Deliverables and Target Dates:
Valuation Notices, Spring Mini Abstract, LMV Calculation, Tax Capacity Calculation, Exempt Abstract, Assessment Abstract, Fall Mini Abstract, Homestead Application File, Market Value Sales Ratio, Rate Calc (proposed), Tax Calc (proposed), Notice of
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 20 of 23
Proposed, New Year/Year End Sequence, Delinquent Judgment List, Newspaper List, Rate Calc (certified), Tax Calc (certified), Tax Statement Prep and Print, Import Process and Total Settlement, Collection Entry, Distribution and Post to Levy Book, Abstract of Tax, TIF Supplement, Mobile Home Abstract Deliverables and Target Dates
Definition
Requirements definition to Xerox
DOR / MCCC provide definition of change requirements to Xerox
Delivery of design to MCCC Xerox delivers design document to MCCC Agreement on design Xerox / MCCC agree on the design document Release to alpha testing Programs are released for alpha testing Release to beta testing Programs are released for beta testing Beta sign off Beta testers sign off
Release for test install
General release goes to county to test install process
Test install sign off The installation process is signed off General Release
General release of programs related to the process
a. This Schedule is delivered to the Tax Advisory Committee for review and comment at the beginning of the tax cycle. Xerox and Tax Advisory Committee will agree upon deliverable dates. No action on the part of the MCCC within 15 working days will constitute acceptance of the Schedule.
13. Current Versions of the IBM Operating System
For members of the Property Tax User Group that have not migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS Property Tax System, Xerox agrees to install on Xerox’s systems: (1) any and all future IBM iSeries Operating System Version/Release Levels and appropriate PTFs after Xerox and the Property Tax User Group members agree on a schedule; and (2) third-party software after Xerox and the Property Tax User Group members agree on a schedule.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 21 of 23
14. Project Management MCCC and Xerox shall each appoint a part-time Project Manager who shall be responsible on behalf of his/her principal for serving as its principal liaison with the other Party, for generally overseeing the performance of the parties hereunder, and for performing such other functions of Project Manager as are provided elsewhere herein.
15. Minnesota Tax Law Modifications Notwithstanding any other provision of this Agreement, for those members of the Property Tax Uses group that have migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS Property Tax System, Xerox also agrees to provide all Modifications to the LRMS Property Tax System for the implementation of Minnesota tax law changes as part of the quarterly flat fee support services. Xerox and the MCCC Legislative Review Committee (LRC) will review and make recommendation for modifications to the LRMS Property Tax System required for tax law changes to the MCCC and the Tax Advisory Committee for approval.
16. Exclusion of Data File Changes
The following section applies only to members of the Property Tax User Group that have not migrated (as described in Article 3 and Exhibit B of the Agreement) to the LRMS Property Tax System.
a. In each year of this Agreement, Xerox will provide up to 300 hours of
technical/support time related to Data File Changes in the Legacy Property Tax Software. MCCC will compensate Xerox for any Data File Change hours in excess of the 300 hour Xerox responsibility at the rates set forth in Exhibit B. Xerox shall invoice MCCC for any Data File Change hours expended in excess of the 300 hour Xerox allocation following the end of that particular Data File Change hour accounting year. If a final accounting is not available by June 1, Xerox will provide an estimated amount.
b. Data File Change hours accounting for any given year will begin with the first
Data File Change hour of the accounting year (currently the Valuation Notice) and continue through the final Data File Change hour of the accounting year (currently the Manufactured Home Abstract). Unused Data File Change hours may carry over for only one (1) year. Xerox shall provide the Tax Advisory Committee monthly, at the meeting of the Tax Advisory Committee, a report of the Data File Change hours expended during the current Data File Change hour accounting year. Unused Data File Change hours remaining at the expiration of this Agreement shall expire.
c. The full scope of the amount of time that will be attributed to Data File Changes
as described will include the required data element definition, content modifications, development time required to modify / test all programming changes and documentation alterations.
d. Xerox will notify MCCC in the event that hours are required to perform Data File
Changes.
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 22 of 23
Exhibit B Applicable Charges
Flat Fee Maintenance and Support Price Unless otherwise agreed to in writing, the MCCC per county quarterly price to be paid to Xerox by MCCC for all services to be provided by Xerox under this Agreement, exclusive of approved Change Requests, are as follows: Legacy Property Tax Software Support Beginning on January 1, 2017, for those MCCC member counties who are members of the Property Tax User Group, but who, as of the beginning of the month immediately preceding the applicable calendar quarter, are not yet migrated to running live on the LRMS Property Tax System (they are continuing to operate the Legacy Property Tax Software as their main production property tax system), MCCC shall pay Xerox the following quarterly maintenance & support fees. Xerox and MCCC will adjust the list of MCCC member counties in the Property Tax User Group that are still operating live on the Legacy Property Tax Software on a quarterly basis. Notwithstanding the foregoing, for counties who are members of the Property Tax User Group that are not live on the LRMS Property Tax System by December 31, 2018, MCCC shall pay the Legacy Property Tax Software maintenance & support fees for such counties for each quarter in calendar years 2019 and 2020, regardless of when such county migrates to the LRMS Property Tax System. However, it is further acknowledged and agreed that if a county is not converted to LRMS prior to 12/31/2018, for no fault of their own in being prepared and ready to do so, but Xerox is unable to accommodate them due to schedule, resources, or other such reasons that Xerox controls, then the County will be eligible to participate in the lower LRMS rates shown below beginning the next quarter after they go-live on LRMS.
2017 2018 2019 2020 quarterly quarterly quarterly quarterly price per price per price per price per county county county county
$8,883 $9,150 $9,516 $9,991
LRMS Property Tax System Support Beginning on January 1, 2014, for those MCCC member counties who are members of the Property Tax User Group and, as of the beginning of the month immediately preceding the applicable calendar quarter, are live on the LRMS Property Tax System (using the LRMS Property Tax System as their main production property tax system), MCCC shall pay Xerox the following quarterly maintenance & support fees. Xerox and MCCC will adjust the list of counties that are live on the LRMS Property Tax System on a quarterly basis.
2014 2015 2016 2017 2018 2019 2020 quarterly quarterly quarterly quarterly quarterly quarterly quarterly price per price per price per price per price per price per price per county county county county county county county
$7,875 $7,954 $8,034 $8,114 $8,195 $8,277 $8,360
Xerox – MCCC LRMS Property Tax Maintenance & Support Agreement 1-7-2013 Page 23 of 23
Change Requests and Other Services MCCC will pay Xerox at the following rates for all time spent by Xerox in performing other enhancements to the LRMS Property Tax System requested in writing by MCCC, including preparation of design documents, or in providing other services requested by MCCC during the term of this Agreement. This time will be calculated and billed as incurred in quarter hour increments. Any travel and expenses incurred in performing these Change Requests or Other Services will be billed at competitive market rates.
2017 – $155.00 per hour 2018 – $156.00 per hour 2019 – $157.00 per hour
2020 – $158.00 per hour
neoposb USA Solution Summary
Mcleod County - North Complex
I S - 4 6 0 DIGITAL MAILING SYSTEM
• State-of-the-art iMeter™ postage meter connects you to a host of powerful business Apps
« Largest operating panel in its class with an intuitive dashboard & t ime-saving shortcut keys
« Mixed-size automatic feeder handles varying mail shapes with no sorting required
• Dynamic Scale accelerates processing by weighing and measuring mail on the fly
• Exclusive Postal Rate Wizard offers guided selection across 140 USPS® rates and services
• Automatic secure sealing and a built in postage label dispenser enhance productivity
SYSTEM CONFIGURATION
• USPS Commercial Base Pricing Discounts
• 10# Scale & Dynamic Scale - All Rate Changes are FREE
INVESTMENT DETAILS
Normal Price
Promo Savings
Your Purchase Price*
$9,565
$2,968
$6,597
Equipment Maintenance iMeter™ Rental
$1046/year NOTE: Your 1st year is FREE $54/month**
Services Coordinator - Betty Werth A. Consider accepting quotes from Deaton's Mailing Systems, Inc. St. Cloud, M N for an IS-480 Digital
Mailing System for the Courthouse and Health and Human Services each at a cost of $8,114 plus tax which includes a trade-in value of $700 on current machines and an IS-460 Digital Mailing System for the North Complex at a cost of $6,597 plus tax which includes a trade-in value of $600 on their current machine.
Advantages of the new equipment:
• Save money on postage by taking advantage of USPS "Commercial Base Pricing". The U.S . Postal Service has approved postage discounts on packages and also Priority M a i l using Commercial Based pricing which current machines can't configure. Example: $ 1.69 instead of $2.07 (.38 savings) and $5.05 instead of $5.60 (.55 savings). This w i l l be a large savings to the departments that send out larger pieces of mail.
• North Complex machine does not have the ability to add postage at this time nor update postage rate increases on their scale.
• Annual savings on maintenance agreements, meter rental and rate change protection as listed below.
S A V I N G S B A S E D O N F I V E Y E A R S :
Location Current Mail System Proposed Mail System Savings/5 Years
Courthouse & Health and Human Services
Meter Rental $5580 Rate Change Protection $2020 Maintenance/$5,500
Meter Rental $3840 Rate Change Protection/$0 Mamtenance/$4,400
$4,860.00
North Complex Meter Rental $5903.40 Rate Change Protection $2850 Maintenance/$5070
Meter Rental $3240 Rate Change Protection/$0 Maintenance/$4,056
A) Discuss Highway Technician and Assistant Engineer positions.
Recommendations:
1) Hire full-time Maintenance III (grade 16). This is a new
position.
2) Hire full-time GIS Specialist. This is to fill a vacancy due to a
resignation of the GIS Technician.
B) Discussion concerning hiring an additional Transportation and Quality Control Coordinator and a temp Household Hazardous Waste Technician at Solid Waste. Recommendations:
1) Hire full-time Transportation and Quality Control
Coordinator (grade 12). This is a new position.
2) Work with temp agency to hire a Household Hazardous Waste
Technician. This position will be reviewed 2 months after
incumbent is hired.
C) Discussion concerning remodel of Scanning Room – lower level of
Courthouse. No recommendation.
D) Consider contracting with Avtex for a block of 80 hours to upgrade SQL. Recommendation: Approve contract with Avtex for a block of 80
hours for migration of SQL 2005 server to new server
environment.
E) Discussion concerning part-time deputies.
Recommendation: Adjust salary of part-time deputy that is
below that of the others to $19.46 per hour.
F) Discussion concerning Social Services positions. Recommendations:
1) Hire full-time Eligibility Worker (grade 15) due to retirement
and leave.
2) Hire full-time Account Technician (grade 11) due to retirement
3) Act as hiring authority for Tri-Star Assertive Community
Treatment Team to hire 2 full-time Social Workers (grade 22).
We will be part of this as long as the funding is guaranteed.
Please note that the Committee Chairperson has responsibility to invite staff
not copied on this Agenda and expected to attend the meeting.
CC: All Commissioners All Department Heads Mary Jo Wieseler
Pat Melvin
STATEMENT OF WORK
This STATEMENT OF W O R K is made as of February 5, 2013, between Avtex Solutions, LLC (formerly
Inetium), and McLeod County ("Client"), and of which this Statement of Work forms an integral part upon
execution by the parties.
PROJECT:
Infrastructure Consulting Services
GENERAL DESCRIPTION:
Client has requested for Avtex to provide consulting services support for an upcoming server build and migration.
DELIVERABLES:
I Phase & Deliverable Description Estimated Hrs "J
• Infrastructure Consulting Services
Plan for migration of SQL 2005 server to new SQL environment. Assist in build and migration. 80 Hours
Total Estimate $12,000
The project estimate provided represents Avtex's best estimate given the information that has been provided, Avtex's
interpretation of this information, and Avtex's experience with similar projects. Avtex reserves the right to adjust the project
estimate based on unforeseen issues or client requested functional changes. Project adjustments will be communicated,
discussed, and agreed to prior to being implemented.
This Statement of Work is valid for 30 days. If Client has not accepted the Statement of Work within a 30 day period, by virtue
of authorized signature, then the agreement is no longer valid.
OUT OF SCOPE: Services or Deliverables not explicitly identified as an Avtex responsibility, including but not limited to those listed immediately below are outside the project scope. Such items will be negotiated separately through a client approved Project Change Order process.
PROJECT CHANGE MANAGEMENT PROCESS:
Changes to the project scope will be negotiated separately through a client approved Project Change Management process. In the event either party desires to change this project, the following procedures shall apply:
• The party requesting the change will deliver a "Project Change Request" to the other party. The Project Change Request will describe the nature of the change, the reason for the change, and the effect the change will have on the scope of work, which may include changes to the Deliverables, Project fees and charges and / or the schedule.
• A Project Change Request may be initiated either by Avtex or by client for any changes to the Statement of Work. The Project Manager of the requesting party will review the proposed change with his / her counterpart. The parties will evaluate the Project Change Request and negotiate in good faith the changes to the Services and the additional charges, if any, required to implement the Project Change Request. If both parties agree to implement the Project Change Request, the appropriate authorized representatives of the parties will sign the Project Change Request, indicating the acceptance of the changes by the parties.
Avtex Solutions, LLC Confidential and Proprietary Information
Page 1 of 3
• Upon execution of the Project Change Request, said Project Change Request will be incorporated into, and made a part of, this Statement of Work.
• No party is under any obligation to proceed with the Project Change Request until such time as the Project Change Request has been agreed upon by both parties.
Whenever there is a conflict between the terms and conditions set forth in a fully executed Project Change Request and those set forth in the original Statement of Work, or previous fully executed Project Change Request, the terms and conditions ofthe most recent fully executed Project Change Request shall prevail.
PROJECT ASSUMPTIONS, CONSTRAINTS. AND IDENTIFIED RISKS:
The following assumptions have been identified for this SOW. Should any of these assumptions prove to be incorrect or incomplete then Avtex may modify the price, scope of work or if applicable, milestones. Any such modifications shall be managed by the Project Change Management Procedure as stated above.
• The client's site shall be ready prior to the date scheduled for Avtex to perform the proposed services. Costs associated with client's failure to make the client site ready (as determined by Avtex) or meet any ofthe other assumptions or responsibilities specified in this S O W shall be billed to the client at Avtex's then-current time and materials rates plus related expenses. Any additional costs incurred by client as a result of delays shall be the sole responsibility of the client.
• Unless specified otherwise in this S O W , services shall be performed during Normal Business Hours, 8:00AM to 6:00PM local time for the client service location.
• The discovery of additional or substantially altered requirements will initiate the Project Change Order Process.
Hardware and Software and Environment • All hardware will meet or exceed the operating systems manufacturer's recommendation for the chosen
operating system.(if applicable) Client Responsibilities • Designate a knowledgeable contact for all communication relative to this project and to participate in
project meetings.
• Provide operational Internet access, as required by this project (pre-installed and tested).
• Ensure all hardware required is present and that all software required is available and properly licensed.
• Schedule and manage all third-party responsibilities. All third party work will be completed in a timely manner so as to not impede Avtex's schedule or ability to provide services.
• Provide Avtex personnel access to all areas and information necessary for delivery of the project.
• Perform a full backup of the data, applications and configurations affected by the provision of services defined in this SOW.
• Provide staff adequately trained and experienced in the respective job functions to perform their required duties.
• Conduct any training beyond that specified in the S O W or subsequent Avtex project documentation.
• Client will be responsible for end user support and initial troubleshooting
• Avtex reserves the right to perform appropriate work off site
• Client understands Avtex consultants may not be on site consistently throughout the project
• Avtex will have administrative access to all objects which are within the scope of this engagement. Any objects which are not accessible are considered outside the scope of this engagement
PROJECT FEES AND PAYMENT TERMS:
Services rendered as part of this Statement of Work will be billed monthly as time and materials. This work will be billed at a discounted hourly rate of $150.
Billing Profile Information:
Avtex Solutions, LLC Confidential and Proprietary Information
Page 2 of 3
Bill To Address
Billing Contact Name
Contact Phone
Contact Email
| X | No change to current billing information
TIMETABLE:
Estimated Start Date: TBD - Scheduling will be performed upon receipt of signed SOW
Estimated End Date: TBD
AVTEX PRACTICE REVIEW & APPROVAL:
Solution Mgr: Signature: Date:
Delivery Mgr: Signature: Date:
In WITNESS W H E R E O F , Avtex and Client cause this Statement of Work to be duly executed below.
Avtex Solutions, LLC McLeod County ("Client")
Signature: Signature:
Name: Chris Kumsher Name:
Title: Chief Financial Officer Title:
Date: Date:
Avtex Solutions, LLC Confidential and Proprietary Information
Page 3 of 3
Changes to Committee Listing that was Approved on 1/8/13
Ditch Inspectors Ron Shimanski High Island Water Shed District Herman Miller ? Planning Advisory Committee Open (Replace Herman Miller) Public Health Nursing Advisory Board Jon Christensen (Replace Ron) Solid Waste Advisory Open (school rep) Subsurface Sewage Treatment Systems
Herman Miller ?
Water Planning Task Force Herman Miller ? Wetlands Technical Adv Committee Herman Milller ? Added Wellness Committee Paul Wright Pat Melvin Kerry Ward Darla Schwendemann Judy Peterson Kate Jones Sarah Young Kristin Bates Kathy Strobel Lynn Ette Schrupp
Ten ta t i ve A g e n d a | L o d g i n g | Regis ter
Assoc ia t ion of M inneso ta Count ies '
2013 Local Government Legislative Conference
Tentative Agenda
Wednesday, March 20
7 : 3 0 - 9 :30 A . M .
8 :00 A . M . - 5 :00 P . M .
8 : 0 0 - 9 :45 A . M .
8 :00 - 9 :45 A . M .
8 :30 - 9 :30 A . M .
N O R T H E R N L A N D U S E / C O N S E R V A T I O N N A T U R A L R E S O U R C E
J O I N T M E E T I N G
State 1 & 2 (Basement Level]
R E G I S T R A T I O N O P E N
P L A T I N U M A M C A M EXHIBITS
G a r d e n Court East
E X T E N S I O N C O M M I T T E E
Governors 2 & 3E (Basement Level)
A G & R U R A L D E V E L O P M E N T A D V I S O R Y C O M M I T T E E
Minneso ta East Bal lroom (Basement Level)
I N D I A N A F F A I R S T A S K F O R C E
Cap i t o l Ballroom (Basement Level)
10 :00 - 1 1 : 4 5 A . M . A M C P O L I C Y C O M M I T T E E S
E n v i r o n m e n t s . Na tu ra l R e s o u r c e s Governors 1 & 5 (Basement Level)
G e n e r a l G o v e r n m e n t Cap i to l Bal lroom (Basement Level)
Hea l th & H u m a n Serv i ces Kel logg 1 & 2 (Lobby Level)
Pub l i c Sa fe ty Minnesota West Bal lroom (Basement Level)
Transpor ta t ion Minnesota East Bal lroom (Basement Level)
11 :30 A . M . - 3 :30 P . M . M I N N E S O T A A S S O C I A T I O N O F P R O F E S S I O N A L C O U N T Y E C O N O M I C D E V E L O P E R S ( M A P C E D )
Governors 2 & 3E (Basement Level)
1 2 : 0 0 - 1:00 P . M .
1:15 - 2 : 4 5 P . M .
1:15 - 3 :00 P . M .
1:15 - 5 :00 P . M .
2 : 4 5 - 3 : 0 0 P . M .
3 : 1 5 - 4 : 4 5 P . M .
5 : 0 0 - 7 :00 P . M .
4 H A W A R D S L U N C H E O N
Grea t River Ballroom ( P o o l / G a r d e n Level)
L E G I S L A T I V E ' H O T T O P I C W O R K S H O P S I
R E G I O N A L RAIL A U T H O R I T Y B O A R D M E E T I N G
Windows on the River
M I N N E S O T A A S S O C I A T I O N O F C O U N T Y A D M I N I S T R A T O R S ( M A C A ) P R O F E S S I O N A L D E V E L O P M E N T
S E S S I O N
Governors 3W & 4 (Basement Level)
B R E A K
G a r d e n Court East
L E G I S L A T I V E ' H O T T O P I C W O R K S H O P S II
L E G I S L A T I V E R E C E P T I O N G a r d e n Court East Hors d'oeuvres will be served, but dinner is "on yoi . own."
7 :00 - 8 :30 P . M . W O M E N IN L O C A L G O V E R N M E N T N E T W O R K I N G F O R U M
Cap i t o l Bal lroom
Thursday, March 21
7:00 A.AA. R E G I S T R A T I O N O P E N
G a r d e n Court East ( G a r d e n / P o o l Level)
7 :30 A.AA. J O I N T A S S O C I A T I O N B R E A K F A S T
Grea t River Bal lroom (Garden /Poo l Level)
8 : 00 A.AA. W E L C O M E
Grea t River Bal lroom (Garden /Poo l Level)
8 : 0 5 A . M . R E M A R K S F R O M G O V . M A R K D A Y T O N (INVITED)
8 :30 A . M . L E G I S L A T I V E P A N E L O N T A X ISSUES
Hear insights from legislative leaders on tax-related issues facing cities, counties, school districts, and townships.
Panel is ts :
• S e n . R o d S k o e , S e n a t e Taxes C h a i r (invited)
• R e p . A n n L e n c z e w s k i , H o u s e Taxes C h a i r
• S e n . J u l i a n n e O r t m a n , S e n a t e Taxes Minor i ty L e a d (invited)
• R e p . G r e g D a v i d s , H o u s e Taxes Minor i ty L e a d (invited)
9 : 4 5 A . M . I N D I V I D U A L A S S O C I A T I O N B R E A K O U T S E S S I O N S
1 2 : 0 0 P . M . L U N C H WITH M A R Y L A H A M M E R A N D D O N D A V I S Great River Bal lroom ( G a r d e n / P o o l Level)
TPT repor te r M a r y L a h a m m e r a n d Forum N e w s S e r v i c e M i n n e s o t a C a p i t o l b u r e a u ch i e f D o n Dav is sha re insights a n d o b s e r v a t b n s a b o u t the 2012 e l e c t i o n o u t c o m e s , h o w l o c a l g o v e r n m e n t issues a r e p e r c e i v e d a t the c a p i t o l , a n d w h a t this al l m e a n s as t he 2013 legis lature g r a p p l e s wi th t he b u d g e t , t ax re fo rm, a n d a host o f p o i c y issues.
1:30 P . M . SHUTTLES T O THE C A P I T O L
Shuttle busing p rov ided from the C r o w n e Plaza to the Cap i to l
4 : 0 0 P . M . S O C I A L H O U R AT THE KELLY I N N ( O P T I O N A L )
