16-0083 SSJF Part 1.pdf

Sole Source Justification Form

Version 7.01 Page 1 of 7

Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

Sole Source Justification Form - Part I Section I - General Information

Department/Bureau/Section: Dept. of Business Systems

Need Identified Date: 05/23/2018 Supply/Service Need By Date: 08/20/2018

Project Title: Toll Transaction Management System

Vendor: Accenture LLP

Provide a description of the supplies or services required:

The Illinois State Toll Highway Authority (the "Tollway") is seeking approval to extend contract 16-0083 Toll Transaction Management System. Approval of this request will amend the contract expiration date from May 22, 2018 to August 20, 2018. This amendment will NOT change the contract scope, nor increase the contract value, but instead allows the necessary time to complete enhancement projects. These projects include the completion of a complex infrastructure expansion which involves a network upgrade and storage expansion to accommodate the Tollway’s continued transaction processing growth. Also in progress is the implementation of a new credit card processing interface to transition from Vantiv to the most recently awarded contract with First Data.

Value: Actual Value of Initial Term, this Change Order or Amendment: 0

Will this Sole Source amend a Professional or Artistic Services contract? Yes No

*Sole Source may not be used for amendments for Professional or Artistic Services if the amendment would increase the value by more than 5% of the initial award or extend the term by more than 60 days.

Type: One-Time Amendment or Change Order

Section II - Proposed Term

One-Time Purchase Term Contract

Estimated Contract Begin Date: May 22, 2018

Estimated Contract End Date: Aug 20, 2018

Number of Potential Renewals: 0

Length of Each Renewal in Months: 3

Total Value of All Renewals: 0

If a Term Contract, does the term, including renewals, exceed 12 months? Yes No

Section III - Funding Source Select the type of funding to be used (Check all that apply): State Appropriate Funds Federal Funds Other (Explain):

Section IV - Sole Source Justification

This purchase is economically only available from a single source primarily because it is: (If "Other" explain in one sentence)

Critical Changes to the Existing Contract are Necessary and Best Accomplished by the Contract Holder

Are there secondary justification(s) for this sole source? Yes No

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

Section V - Purchase History

Has the Agency or University Purchased these supplies or services in the past? Yes No

Term Term From Term To Value Description Contract Number Type

1 Nov 23, 2016 May 22, 2018 22,000,000 Toll Transaction Management System 16-0083 Sole Source

2 Oct 23, 2013 Oct 22, 2019 44,000,000 Customer Service Center and Violation Processing System Replacement 12-0163 RFP

If more than 10, or if other comments, explain:

Section VI - Business Rationale

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

1. Provide a detailed explanation of the need for the supplies or services:

This amendment will NOT change the contract scope or increase the contract value. The zero dollar, 90-day extension provides necessary time required to continue moving forward various projects important to the Tollway's revenue growth and protection.

Among the most important (and biggest) of these is the implementation of a new credit card processing interface to transition from Vantiv to the most recently awarded contract with First Data, based on a competitive procurement First Data won.

The Tollway entered into a sole economically feasible source contract with Accenture LLP to enhance, secure, and maintain the existing technology systems necessary to generate new revenues and to protect existing revenues. The contract term was 18 months, and the estimated contract value was $22 million. The introduction of new security and new programming measures must be executed by Accenture because it is uniquely and solely able to provide these measures in a cost-efficient, secure, and timely manner for the following reasons:

a) Through a competitively bid procurement, Accenture was selected to provide, among other things, a tolling solution essential for the Tollway’s toll collection system that interfaces with the Tollway’s unique implementation of SAP;

b) Accenture has unique familiarity with the multiple SAP modules that they alone have interfaced and customized to make the Tollway’s electronic platform unique in the tolling industry. The new Toll Transaction Management System rollout went live August 18, 2016, and as such, interjecting new parties and processes at this critical time can only work to the detriment of the Tollway and public;

and

c) Accenture can provide a timely, secure, and cost-efficient solution for the Tollway that will result in anticipated new revenue for the Tollway of at least $10 million every year.

Accenture has built and maintains a proprietary tolling technology system unique to the Tollway's needs, and Accenture has configured, customized, and combined multiple SAP modules in a manner unique to the Tollway's needs. Accenture is the sole source to provide necessary additional programming and maintenance that will further integrate and update Tollway systems most efficiently and securely. The result of this additional technology and increased maintenance will be enhanced revenue collection, enhanced revenue security, and enhanced efficiency for the Tollway. Additionally, the ongoing security challenges that have faced technology departments across the country these past several years create increased sensitivity to complex and unnecessary interfaces that the introduction of new vendors would involve.

The Tollway has a fiduciary responsibility to its many stakeholder groups to maximize revenues and to protect revenues. The extension of the timeframe for this sole source contract with Accenture would enable the Tollway to fulfill these duties.

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

2. Provide a list and describe in detail the specifications required to satisfy the need:

The majority of the goals of this contract have been met. As noted below, though, we have funds remaining, and work remaining. We would like to extend the timeframe of the contract so that we can continue to work on important Tollway projects -- projects that protect revenue operations, and that help manage costs.

For the revenue enhancements "bucket," we have spent the following to date:

a) Implementation of the video toll surcharge program for $1.3M

b) Design for a new credit card processor (who has lower credit card rates) for $1.1M

c) Implementation of automatic toll payment machines (ATPMs) for $400K

d) Imlementation of new cameras in the lanes for $250K

e) Implementation of a new registered owner data provider for $90K

For revenue enhancements "bucket," we want to spend the remaining $2M on the following:

a) Some customer service enhancments, such as some tweaks to the website

b) The introduction of some newly desired reports

c) Expanded collection agency role

d) New, small enhancements as needed, such as the design of a "GuestPASS account" for travelers

For the expanded security maintenance "bucket" has been spent, and we will have to release these extra resources. They have been key in helping us resolve some major hacking attemtps and the like these past months, but we believe we have come far enough to be without them, as we have already spent those funds.

For the lane aggregator "bucket," we have spent the following to date:

a) Design of the lane aggregator for $6.7M

b) Design of the necessary infrastructure expansion for $1.5M

c) Implementation of the necessary network upgrades for $770K

d) Implementation of the necessary storage expansion for $2.4M

For the lane aggregator "bucket," we want to spend the remaining $3.5M on building and testing the new credit card processor. (Note:

We might have to "move" these capital funds from this bucket to the revenue bucket above, although the Tollway budget simply assign the capital funds to this whole contract.)

It is possible we will not use all of the remaining funds, since we are not moving forward with the lane aggregator plans as made by the prior executive director. However, extending the timeframe to keep moving forward on the credit card processor, as well as a handfull of smaller enhancments, will provide significant protection to revenue operations, as it will prevent a pause in these important endeavors.

3. Provide detail explaining the justification selected in Section IV to explain why the requested supplies or services are the only ones available that can satisfy the agency or university requirements?

This is the Tollway's revenue engine, and it involves proprietary custom coding. The revenue engine we have in place was the result of an incredibly competitive procurement process, and the result has been a significant growth in revenues not possible in other tolling systems.

4. What are the unique features of the supplies or services that are not available in any other product or by any other vendor? Provide specific quantifiable factors/qualifications:

There is no other tolling product -- at this moment in time, at least -- that could offer all that functionality we have put into place at the volumes of transactions we generate. No other toll organization has anything nearly as extensive as what we have in place to address our unique business model. Unless we were to drastically change our business model, or sub-divide our operations into regions, our SAP solution is our only option for a revenue engine in the immediate future.

When we make changes to enhance our revenues, manage our costs, or enhance customer service, we must make these changes to ATS -- our revenue engine -- itself. It involves proprietary code, and there is no plug-in product, that could achieve the same ends.

5. Has the Agency or University considered alternative supplies or services to satisfy their need? Yes No

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

5a. If yes, name the alternative vendors whose supplies or services were evaluated:

The enhancement work can only be done to ATS, as our revenue engine that involves proprietary code, and you can only have one revenue engine in place at a time. However, ATS itself was selected based on a multi-year, competitive procurement that involved live system demonstrations and extensive research. The RFP that led to ATS was based on an RFI process to fully review options in the tolling industry. Bidders at the time included: Xerox, Kapsch, TransCore, and 3M.

5b. If yes, what were the alternatives for each vendor and why were they unacceptable? Be specific with regard to features, characteristics, requirements, capabilities and compatibility:

Again, the enhancement work can only be done in ATS. However, the RFP that led us to ATS included over 7,000 requirements, and involved live demonstrations of the software. One vendor, 3M, was eliminated from consideration when they did not meet the required point threshold prior to live software demonstrations. The other vendors demonstrated their products, and the final scores resulted in us contracting with Accenture for ATS.

5c. Explain how the market evaluation was conducted?

*This evaluation is to determine available options within a market. If the evaluation is to determine quality or best suited option, this is not the appropriate source selection. Under no circumstances shall the evaluation consist of testing alternative options. These activities must be conducted in a competitive transparent environment (i.e. IFB or RFP).

The enhancement work can only be done in ATS. However, the RFP that led to ATS was developed after a lengthy RFI process that provided the extensive industry research necessary to develop the 7,000+ requirements of the RFP. The RFP itself was very competitive, with four proposals submitted.

6. Are there resellers or distributors?

Yes No N/A

7. What efforts were made to get the best possible price (i.e. did the agency/university negotiate) and how did you determine the price for this purchase is considered fair and reasonable?

This amendment would NOT change the contract scope, nor increase the contract value, but instead allows the necessary time to complete enhancement projects. Also, ATS is based on a very competitive procurement. The prices we receive on enhancements to the core, competitively bid product, are discussed, and often refined, with the input of our other tolling technology partners, such as Jacobs Engineering.

8. Will this purchase obligate the State to this vendor for future purchases such as maintenance, licensing or continuing need?

Yes No

9. What will be the financial or other impact to the State if this sole source is not approved and a competitive bid is required?

The Tollway will not be able to continue with projects, such as the integration of the new, competitively bid credit card processor. This will place the Tollway at risk for interrupted or diminished revenues.

10. Is there any additional information you would like to add to justify this sole source?

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

Section VII

Requesting Department Representative

Requesting Department Signature Required

I know and understand the contents of this Sole Source Justification and attest that all statements are true and correct and the fairness and reasonableness of the price was adequately confirmed.

Date 4/23/2018

Printed Name Shana Whitehead E-mail Address swhitehead@getipass.com

Phone Number 630-241-6800, x4301

State Agency Bureau/Division Head or University Purchasing Director Approval and Signature Required

I know and understand the contents of this Sole Source Justification and attest that all statements are true and correct and the fairness and reasonableness of the price was adequately confirmed. (All prior form fields will lock once this e-signature is completed)

E-mail Address jdonato07@gmail.com

Phone Number 630-241-6800 Ext.268 Date Apr 30, 2018

Printed Name John Donato

Agency Bureau/Division Head or University Purchasing Director and Not a Designee

SPO Approval and Signature Required

I have reviewed and understand the contents of this Sole Source Justification and agree with the State Agency or University determination.

I have reviewed and understand the contents of this Sole Source Justification and do not agree with the State Agency or University determination. As a result, the State Agency or University must explore other sourcing methods to satisfy their need.

State Purchasing Officer Signature Phone Number 217-524-1704 Date 5-1-18

Printed Name Kylie D. Carter E-mail Address Kylie.Carter@Illinois.gov

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Bulletin Reference Number

Requesting Agency/University llinois State Toll Highway Authority

Sole Source Justification Form - Part II Section I - General Information

Project Title

Vendor

Initial Date of Procurement Bulletin Posting

Was a Sole Source hearing held per 30 ILCS 500/20-25?

Yes - Complete Section II and III below (Section II will only be visible when this option is selected)

No - Section II not required, go to Section III below Section III - CPO Approval and Signature Required

Based on my review, I authorize the Agency/University to proceed in accordance with the published Notice referenced above.

Based upon my review, I authorize the Agency/University to proceed with the following Changes.

Based on my review, the Agency/University is not authorized to proceed with this sole source as presented and my recommendation is that it be cancelled.

Other

CPO Signature CPO Phone

Printed Name Date

CPO E-mail

Version 7.01 Page of Sole Source Justification Form - Part I Section I - General Information Will this Sole Source amend a Professional or Artistic Services contract?

If yes, what was the original contract value?

*Sole Source may not be used for amendments for Professional or Artistic Services if the amendment would increase the value by more than 5% of the initial award or extend the term by more than 60 days.

Section II - Proposed Term If a Term Contract, does the term, including renewals, exceed 12 months?

If yes, provide a detailed justification including any economic benefit received for agreeing to a multi-year term:

Section III - Funding Source Select the type of funding to be used (Check all that apply):

Section IV - Sole Source Justification Are there secondary justification(s) for this sole source?

Section V - Purchase History Has the Agency or University Purchased these supplies or services in the past?

Term Term From Term To Value Description Contract Number Type Section VI - Business Rationale

1. Provide a detailed explanation of the need for the supplies or services:

2. Provide a list and describe in detail the specifications required to satisfy the need:

3. Provide detail explaining the justification selected in Section IV to explain why the requested supplies or services are the only ones available that can satisfy the agency or university requirements?

4. What are the unique features of the supplies or services that are not available in any other product or by any other vendor? Provide specific quantifiable factors/qualifications:

5. Has the Agency or University considered alternative supplies or services to satisfy their need?

5a. If yes, name the alternative vendors whose supplies or services were evaluated:

5b. If yes, what were the alternatives for each vendor and why were they unacceptable? Be specific with regard to features, characteristics, requirements, capabilities and compatibility:

5c. Explain how the market evaluation was conducted?

*This evaluation is to determine available options within a market. If the evaluation is to determine quality or best suited option, this is not the appropriate source selection. Under no circumstances shall the evaluation consist of testing alternative options. These activities must be conducted in a competitive transparent environment (i.e. IFB or RFP).

5a. If no, why weren't alternatives evaluated?

6. Are there resellers or distributors?

7. What efforts were made to get the best possible price (i.e. did the agency/university negotiate) and how did you determine the price for this purchase is considered fair and reasonable?

8. Will this purchase obligate the State to this vendor for future purchases such as maintenance, licensing or continuing need?

8a. If yes, please provide details regarding future obligations and/or needs:

9. What will be the financial or other impact to the State if this sole source is not approved and a competitive bid is required?

10. Is there any additional information you would like to add to justify this sole source?

Section VII Requesting Department Signature Required I know and understand the contents of this Sole Source Justification and attest that all statements are true and correct and the fairness and reasonableness of the price was adequately confirmed.

State Agency Bureau/Division Head or University Purchasing Director Approval and Signature Required I know and understand the contents of this Sole Source Justification and attest that all statements are true and correct and the fairness and reasonableness of the price was adequately confirmed. (All prior form fields will lock once this e-signature is completed) SPO Approval and Signature Required Sole Source Justification Form - Part II Section I - General Information Was a Sole Source hearing held per 30 ILCS 500/20-25?

Section II - Sole Source Hearing Details The State posted to the Illinois Procurement Bulletin a description of the State's need, the justification for the sole source decision, and information regarding the opportunity to submit comments and testify at a public hearing. Notice of the hearing was also posted outside of the hearing room 48 hours prior to the hearing.

The public hearing was conducted for the purpose of receiving testimony regarding the sole source determination. The Hearing Officer recommends the following:

The following relevant documents are attached:

Section III - CPO Approval and Signature Required 9.0.0.2.20101008.1.734229

The Tollway entered into a sole economically feasible source contract with Accenture LLP to enhance, secure, and maintain the existing technology systems necessary to generate new revenues and to protect existing revenues. The contract term was 18 months, and the estimated contract value was $22 million. The introduction of new security and new programming measures must be executed by Accenture because it is uniquely and solely able to provide these measures in a cost-efficient, secure, and timely manner for the following reasons:

a) Through a competitively bid procurement, Accenture was selected to provide, among other things, a tolling solution essential for the Tollway’s toll collection system that interfaces with the Tollway’s unique implementation of SAP;

b) Accenture has unique familiarity with the multiple SAP modules that they alone have interfaced and customized to make the Tollway’s electronic platform unique in the tolling industry. The new Toll Transaction Management System rollout went live August 18, 2016, and as such, interjecting new parties and processes at this critical time can only work to the detriment of the Tollway and public; and

c) Accenture can provide a timely, secure, and cost-efficient solution for the Tollway that will result in anticipated new revenue for the Tollway of at least $10 million every year.

Accenture has built and maintains a proprietary tolling technology system unique to the Tollway's needs, and Accenture has configured, customized, and combined multiple SAP modules in a manner unique to the Tollway's needs. Accenture is the sole source to provide necessary additional programming and maintenance that will further integrate and update Tollway systems most efficiently and securely. The result of this additional technology and increased maintenance will be enhanced revenue collection, enhanced revenue security, and enhanced efficiency for the Tollway. Additionally, the ongoing security challenges that have faced technology departments across the country these past several years create increased sensitivity to complex and unnecessary interfaces that the introduction of new vendors would involve.

The Tollway has a fiduciary responsibility to its many stakeholder groups to maximize revenues and to protect revenues. The extension of the timeframe for this sole source contract with Accenture would enable the Tollway to fulfill these duties.

Q2Answer: The majority of the goals of this contract have been met. As noted below, though, we have funds remaining, and work remaining. We would like to extend the timeframe of the contract so that we can continue to work on important Tollway projects -- projects that protect revenue operations, and that help manage costs.

For the revenue enhancements "bucket," we have spent the following to date:

a) Implementation of the video toll surcharge program for $1.3M

b) Design for a new credit card processor (who has lower credit card rates) for $1.1M

c) Implementation of automatic toll payment machines (ATPMs) for $400K

d) Imlementation of new cameras in the lanes for $250K

e) Implementation of a new registered owner data provider for $90K

For revenue enhancements "bucket," we want to spend the remaining $2M on the following:

a) Some customer service enhancments, such as some tweaks to the website

b) The introduction of some newly desired reports

c) Expanded collection agency role

d) New, small enhancements as needed, such as the design of a "GuestPASS account" for travelers

For the expanded security maintenance "bucket" has been spent, and we will have to release these extra resources. They have been key in helping us resolve some major hacking attemtps and the like these past months, but we believe we have come far enough to be without them, as we have already spent those funds.

For the lane aggregator "bucket," we have spent the following to date:

a) Design of the lane aggregator for $6.7M

b) Design of the necessary infrastructure expansion for $1.5M

c) Implementation of the necessary network upgrades for $770K

d) Implementation of the necessary storage expansion for $2.4M

For the lane aggregator "bucket," we want to spend the remaining $3.5M on building and testing the new credit card processor. (Note: We might have to "move" these capital funds from this bucket to the revenue bucket above, although the Tollway budget simply assign the capital funds to this whole contract.)

It is possible we will not use all of the remaining funds, since we are not moving forward with the lane aggregator plans as made by the prior executive director. However, extending the timeframe to keep moving forward on the credit card processor, as well as a handfull of smaller enhancments, will provide significant protection to revenue operations, as it will prevent a pause in these important endeavors.

When we make changes to enhance our revenues, manage our costs, or enhance customer service, we must make these changes to ATS -- our revenue engine -- itself. It involves proprietary code, and there is no plug-in product, that could achieve the same ends.