320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Housing Choice Voucher System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2018 October 1, 2023 5 - 1 Year October 1, 2028

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

9675 117 NW Ave

Medley FL 33178

Delia Niswonger

800-968-6884 Ext. 3038 dniswonger@emphasys-software.com

CV0029092

EMPHASYS COMPUTER

SOLUTIONS, INC.

C O

N

TR

A C

TO

R

Brandon Samuel

(517) 249-0439

DTMB

Various Various

SamuelB@michigan.gov

C on tr ac t A dm in is tr at or

Pr og ra m

M an ag er

ST

A

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N/ANet 45

Change Notice Number 6

Contract Number MA180000001122 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$7,626,275.73 $0.00 $7,626,275.73

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective December 1, 2025, the contract is amended to incorporate the below updated ADA Compliance language within Schedule A - Statement of Work, Section 4. Specific Standards. This language replaces in its entirety the previous ADA Compliance language.

The State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted standards and procedures regarding accessibility requirements for websites, applications, content, and electronic documents. Due to a change in the law, the State is required to comply with specific accessibility standards for websites, applications, content and documents.

Starting 4/24/2026, throughout the Term, all websites, applications, software, content, and electronic documents, including but not limited to mobile applications, text, images, sounds, videos, controls, animations, links, and documents (including files in the following formats: PDF, word processing, presentation, and spreadsheet), created, provided, or made available by the Contractor under this Contract, must comply with WCAG 2.1 Level AA.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

AGENCY NAME PHONE EMAIL

MSHDA Mark Whitaker 517-335-9812 whitakerm@michigan.gov

DTMB Michael Weiszbrod 517-241-2928 WeiszbrodM@michigan.gov

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 6 TO CONTRACT NO. MA180000001122

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Housing Choice Voucher System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2018 October 1, 2023 5 - 12 Months October 1, 2028

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

9675 117 NW Ave

Medley FL 33178

JohnDelia Niswonger

800-968-6884 Ext. 3038 dniswonger@emphasys-software.com

CV0029092

EMPHASYS COMPUTER

SOLUTIONS, INC.

C O

N

TR

A C

TO

R

Brandon Samuel

(517) 249-0439

DTMB

Various Various

SamuelB@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

N/ANet 45

Change Notice Number 5

Contract Number MA180000001122 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$7,626,275.73 $0.00 $7,626,275.73

DESCRIPTION

Effective May 22, 2025 the contract is amended per both attached SOWs.

First SOW - To create a path of integration from Contractor's NCV to the OnBase solution being implemented. Cost for the amendment is $3,900.00. Existing funds from the Contract will be utilized.

Second SOW - Creation of custom API for use with HCV electronic document management application with i3. Cost for the amendment is $47,580.00. Existing funds from the Contract will be utilized.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

MSHDA Mark Whitaker 517-335-9812 whitakerm@michigan.gov

DTMB Michael Weiszbrod 517-241-2928 WeiszbrodM@michigan.gov

Program Managers for

CHANGE NOTICE NO. 5 TO CONTRACT NO. MA180000001122

Michigan.gov/MiProcurement

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STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

LEO – MSHDA – Emphasys HCV

Period of Coverage:

10/01/2018-12/31/2028

Requesting Department:

MSHDA

Date:

4/01/2025

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

Brief description of services to be provided:

BACKGROUND:

MSHDA has had this system since 2018 and it is used for their work with Housing Choice Vouchers. These updates below are needed so this system can integrate with another system MSHDA uses.

PROJECT OBJECTIVE:

To create a path of integration from Contractor’s HCV to the OnBase solution being implemented.

SCOPE OF WORK:

1. The new format for Entity ID, M####### (M and 7 numerical characters), will be used for all historical, effective, and future records.

2. Create a CAuth for the PHA that will create the requested Entity ID mask. A new Entity Management record will use the new mask for the format and will create each subsequent Entity ID sequentially.

3. Create a script to update all historical and current Entity IDs to align with the new mask. The script will update this number in the database and be presented to the user in the Entity Management record. The new Entity ID will override the historical number becoming the only source of truth.

DELIVERABLES:

Deliverables will not be considered complete until the Agency Project Manager has formally accepted them. Deliverables for this project include:

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• New format Entity ID used for all historical, effective, and future records

• CAuth that will create Entity ID mask.

• Script to update all historical and current Entity ID’s to align with the new mask.

• New Entity ID will override the historical number and become the only source of truth

ACCEPTANCE CRITERIA:

• Confirm original export of all existing Entity Management records against the export of Entity Management records after the script is executed. The number of records should match and each Entity Management record should have a new Entity ID following the new mask requirements.

• Confirm the next Entity Management record that is created uses the proper mask and the Entity ID assigned is the next available in sequential order.

SPECIFIC DEPARTMENT STANDARDS:

Standards as identified in Contract Number 180000001122

PAYMENT SCHEDULE:

Custom Programming Milestones:

Signing: $975 Delivery: $975 Acceptance: $1,950 Total: $3,900

Payment will be made on a Satisfactory acceptance of each milestone basis. DTMB will pay CONTRACTOR upon receipt of properly completed invoice(s) which shall be submitted to the billing address on the State issued purchase order not more often than monthly. DTMB Accounts Payable area will coordinate obtaining Agency and DTMB Project Manager approvals. All invoices should reflect actual work completed by payment date and must be approved by the Agency and DTMB Project Manager prior to payment.

The invoices shall describe and document to the State’s satisfaction a description of the work performed, the progress of the project, and fees. When expenses are invoiced, receipts will need to be provided along with a detailed breakdown of each type of expense.

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Payment shall be considered timely if made by DTMB within forty-five (45) days after receipt of properly completed invoices.

EXPENSES:

The State will NOT pay for any travel expenses, including hotel, mileage, meals, parking, etc.

PROJECT CONTACTS:

The designated Agency Project Manager is:

Mark Whitaker

MSHDA

Operations 735 E. Michigan Avenue Lansing, Michigan 48912 517-335-9812 whitakerm@michigan.gov

The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

Agency Services 4125 W St Joe Hwy Lansing, Michigan 48917 517-242-1272 weiszbrodm@michigan.gov

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Consultants will work at:

Contrtactor offices

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

Work hours are not to exceed eight (8) hours a day, forty (40) hours a week. Normal working hours of 8:00 am to 5:00 pm are to be observed unless otherwise agreed to in writing.

No overtime will be permitted.

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STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

LEO – MSHDA – Emphasys HCV

Period of Coverage:

10/01/2018-12/31/2028

Requesting Department:

MSHDA

Date:

5/12/2025

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

Brief description of services to be provided:

BACKGROUND:

MSHDA has had this system since 2018 and it is used for their work with Housing Choice Vouchers. The API that will be developed will be used to integrate into a new Electronic Document Management System (EDMS).

PROJECT OBJECTIVE:

OnBase will call the API directly and the API will process the response based on the request. The data points to be pulled from Elite are detailed within this document. OnBase will not push any data into the Elite system. The triggers and timing for the API to pull from Elite to OnBase are detailed within this document.

SCOPE OF WORK:

Design, Build, and Deliver API for the purposes of meeting the outline objective (see above). API to include the following calls:

API Call: GetUpdatedParticipantData API Call: GetApplicantDataFromDraw API Call: GetEntityEmail API Call: GetActiveHAPPayee API Call: GetResidentDataForReExam API Call: GetUpdatedHAPPayeeData API Call: GetUpdatedAgencyData API Call: GetUpdatedOtherPHAData

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DELIVERABLES:

See deliverable details/items below

SCHEDULE:

(Schedule estimated)

• June 9, 2025 Test API received

• July 31, 2025 Production API go Live

• MSHDA will test the solution to confirm the identified data points and trigger points are being followed when OnBase makes their API call.

• MSHDA will confirm that all the data points are being received by OnBase and on the schedule identified.

SPECIFIC DEPARTMENT STANDARDS:

Standards as identified in Contract Number 180000001122

PAYMENT SCHEDULE:

SERVICE AMOUNT DESCRIPTION

TRIGGER COLUMNS $3,900.00 Build required columns, for identified data points, to indicate when the record was inserted/edited and logged in user.

20 hours @ $195.00 per hour

API DESIGN $780.00 Consult with MSHDA to determine the fields to be pulled from Elite to OnBase.

4 hours @ $195.00 per hour

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API BUILD $31,200.00 Build the requested

API.

160 hours @ $195.00 per hour

API QA $7,800.00 Deploy the API to a MSHDA database where MSHDA can confirm the API is providing the requested data sets and that they are in a useable state for their daily needs.

40 hours @ $195.00 per hour

INSTALLATION $3,900.00 Permanent installation onto the Elite Live database for real time use upon go-live.

20 hours @ $195.00 per hour

BILLABLE TOTAL $47,580.00 Implementation of the API and first year API Annual Maintenance Costs 244 hours @ $195.00 per hour

Services 25% upon signing and 25% upon delivery and 50% upon acceptance

Payment will be made on a Satisfactory acceptance of each milestone basis. DTMB will pay CONTRACTOR upon receipt of properly completed invoice(s) which shall be submitted to the billing address on the State issued purchase order not more often than monthly. DTMB Accounts Payable area will coordinate obtaining Agency and DTMB Project Manager approvals. All invoices should reflect actual work completed by payment date and must be approved by the Agency and DTMB Project Manager prior to payment.

The invoices shall describe and document to the State’s satisfaction a description of the

Version 2021-1 4 of 31 work performed, the progress of the project, and fees. When expenses are invoiced, receipts will need to be provided along with a detailed breakdown of each type of expense.

Payment shall be considered timely if made by DTMB within forty-five (45) days after receipt of properly completed invoices.

EXPENSES:

The State will NOT pay for any travel expenses, including hotel, mileage, meals, parking, etc.

PROJECT CONTACTS:

The designated Agency Project Manager is:

Mark Whitaker

MSHDA

Operations 735 E. Michigan Avenue Lansing, Michigan 48912 517-335-9812 whitakerm@michigan.gov

The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

Agency Services 4125 W St Joe Hwy Lansing, Michigan 48917 517-242-1272 weiszbrodm@michigan.gov

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Consultants will work at:

Vendor offices

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

Work hours are not to exceed eight (8) hours a day, forty (40) hours a week. Normal working hours of 8:00 am to 5:00 pm are to be observed unless otherwise agreed to in writing.

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DELIVERABLE DETAILS

API Call: GetUpdatedParticipantData

• Module: Intake and HCV Resident Processing

• Role: Applicant and Resident o Active

• Input Parameters (OnBase call to Elite): Last Updated Date/Time

• API Call Frequency: Regularly on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. Entity ID

2. First Name

3. Last Name

4. Middle Initial

5. Full Name

6. Social Security Number

7. Date of Birth

8. Phone Number

9. Email Address o Primary Email o Portal Email

10. Next Annual Re-Examination Date

11. Latest Voucher End Date o Exclude Issue Under Lease o Effective Voucher Issuance Date where the End Date is validated

▪ Effective voucher: Voucher with the most recent start date;

regardless of most recently entered o Maps to OnBase keyword “Program Termination Date” o The end date can be NULL for the voucher issue with the most recent start date

12. Resident Effective Voucher Increment o Active Start Date with a future or NULL termination date

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▪ Exclude Future vouchers with a Start Date o Return the Increment Description field as shown in Elite from the s8Increment table o Maps to OnBase keyword “Agency Short Name”

13. Agency Short Name o Emphasys will pass the Increment Description as shown in Elite from the s8 Increment table.

o OnBase will parse the Increment Description to be the “Agency Short Name”

14. HAP Payee Entity ID o Collect field from the Effective Certification o If the move-out date is NULL, today, or in the future, return the HAP Payee information o If the move-out date is in the past, return NULL for the HAP Payee information

• Additional Pull Data o If any data point is without data, return

NULL

o Active Resident is defined as having a future or NULL Termination Date on the effective voucher issuance

Elite Data Points Effective Date; Effective Certification, Date Certification was Completed

All screenshots below show the data points to be pulled from the sample shown above.

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API Call: GetApplicantDataFromDraw

• Module: Intake

• Role: Applicant o Active

• Input Parameters (OnBase call to Elite): Draw Date, Waiting List Status

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• API Call Frequency: Daily and Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. Entity ID

2. Waiting List Name

3. Applicant Assigned Worker

4. Waiting List Preference o NULL, Single, List

5. Draw Date/Time

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API Call: GetEntityEmail

• Module: Entity Management

• Role: All Roles o Active

• Input Parameters (OnBase call to Elite): Entity ID

• API Call Frequency: Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values o Primary Email Address o Portal Email Address

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API Call: GetActiveHAPPayee

• Module: Resident Processing

• Role: Owner (shown as HAP Payee) o Active

• Input Parameters (OnBase call to Elite): Resident Entity ID

• API Call Frequency: Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. HAP Payee Entity ID

2. HAP Payee Email Address o Primary Email Address o Portal Email Address

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• Additional Pull Data o Collect from Effective Certification o If the move-out date is NULL, today, or in the future, return the HAP Payee information o If the move-out date is in the past, return NULL for the HAP Payee information

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API Call: GetResidentDataForReExam

• Module: Resident Processing

• Role: Resident o Active

• Input Parameters (OnBase call to Elite): Resident Entity ID

• API Call Frequency: Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. Unit Address 1

2. Unit Address 2

3. Unit Suite

4. Unit City

5. Unit State

6. Unit Zip Code

• Additional Pull Data o Collect data from the Effective Certification o If the move-out date is NULL, today, or in the future, return the data points o If the move-out date is in the past, return NULL for the data points

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API Call: GetUpdatedHAPPayeeData

• Role: Owner (shown as HAP Payee) o Active

• Input Parameters (OnBase call to Elite): Last Updated Date/Time

• API Call Frequency: Regularly on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values:

1. HAP Payee Entity ID

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2. HAP Payee Entity Full Name

3. HAP Payee Entity File Name As

4. HAP Payee Entity Tax ID Number

5. HAP Payee Entity Email Address o Primary Email o Portal Email

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API Call: GetUpdatedAgencyData

• Module: Agency Set Up

• Role: Agency o Active

• Input Parameters (OnBase call to Elite): Agency Entity ID

• API Call Frequency: Regularly on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

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• Elite Returned Values

1. Agency Entity ID

2. Agency Full Name

3. Agency File Name As

4. Agency Tax ID Number

5. Agency Email Address o Primary Email Address

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API Call: GetUpdatedOtherPHAData

• Role: Other PHA o Active

• Input Parameters (OnBase call to Elite): Other PHA Entity ID

• API Call Frequency: Regularly on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values:

1. Other PHA Entity ID

2. Other PHA Full Name

3. Other PHA File Name As

4. Other PHA Tax ID Number

5. Other PHA Email Address o Primary Email Address o Portal Email Address

6. Other PHA Code

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API Call: GetActiveWaitLists

• Role: Applicant o Active

• Input Parameters (OnBase call to Elite): Active Indicator; example -

• API Call Frequency: Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. Wait List Name o

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2. Open Bedroom Sizes o If there is no bedroom size associated with the waiting list record, return NULL

1. Waiting List Setups > Application Statuses > Waiting List Status o Active column contains “Yes”

2. Waiting List Setups > Waiting List Name

3. Waiting List Setups > Waiting Lists > Close WL Bedroom Size o “Use Bedroom Size” is checked o Return “Open Bedroom Sizes”

API Call: GetActivePaymentGroupByEntity

• Role: All Roles o Active

• Input Parameters (OnBase call to Elite): Entity ID

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• API Call Frequency: Ad Hoc on a schedule to be agreed upon by MSHDA and OnBase.

• Responsible Party: OnBase is responsible for the retrieved data within their internal database.

• Elite Returned Values

1. Payment Group Name

2. Routing Number

3. Account Number o Mask the number in the API to only show the last 4 numbers or, as an alternative, provide only the last 4 numbers of the Account Number

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Housing Choice Voucher System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2018 October 1, 2023 5 - 12 Months October 1, 2024

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

1200 SW 145th Ave Suite 310

Pembroke Pines FL 33027

Delia Niswonger

800-968-6884 Ext. 3038 dniswonger@emphasys-software.com

CV0029092

EMPHASYS COMPUTER

SOLUTIONS, INC.

C O

N

TR

A C

TO

R

Brandon Samuel

(517) 249-0439

DTMB

Various Various

SamuelB@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 4

Contract Number MA180000001122 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

48 Months October 1, 2028

$4,005,831.10 $3,620,444.63 $7,626,275.73

DESCRIPTION

Effective 9/20/2024, the State exercises the remaining 4-1 yr options and add funding in the amount $3,620,444.63 for the items detailed in the attached documentation.

The State Contract Administrator has changed to Brandon Samuel.

Per contractor, agency and DTMB Central Procurement Services approval.

MSHDA Mark Whitaker 517-335-9812 WhitakerM@michigan.gov

DTMB Michael Weiszbrod 517-242-1272 WeiszbrodM@michigan.gov

Program Managers for

CHANGE NOTICE NO. 4 TO CONTRACT NO. MA180000001122

MICHIGAN DEPARTMENT OF TECHNOLOGY,

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK FOR IT CHANGE NOTICES

Project Title:

MSHDA – Emphasys HCV Option Years

Period of Coverage:

10/1/2024-10/1/2028

Requesting Department:

LEO - MSHDA

Date:

9/4/2024

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

Brief Description of Services to be provided:

BACKGROUND:

MSHDA has had MA 18000000112 since 2018 and continues to use the system for business purposes. The need will continue through the remainder of the option years identified in the contract.

SCOPE OF WORK:

Emphays will continue to provide the following:

• Annual Software Maintenance

• Annual Hosting

• Portal Hosting

• Elite Hosting DBA Services

• Contingent Custom Programming o This scope is contingent on MSHDA defining requirements and work for a single customer effort at a later date o This scope is contingent on receipt, submission, and agreement of Statement of Work (SOW) for the single effort.

DELIVERABLES:

Deliverables will not be considered complete until the Agency Project Manager has formally accepted them.

ACCEPTANCE CRITERIA:

As identified in the contract

PAYMENT SCHEDULE:

Description Option Year 2 -

Option Year 3 -

Option Year 4 -

Option Year 5

- 2027 TOTAL

1. Annual Software Maintenance

329,181.47 $ 348,932.36

369,868.30

392,060.40 $ 1,440,042.53

2. Annual Hosting 317,546.21 $ 336,598.99

356,794.91

378,202.62 $ 1,389,142.73

3. Portal Hosting 7,191.04

7,622.50

8,079.85

8,564.64 $ 31,458.03

4. Elite Hosting DBA Services 82,247.52 $ 87,182.37

92,413.31

97,958.11 $ 359,801.31

5. Contingency Custom Programming (not-to-exceed)

100,000.00

$ 100,000.00 $ 100,000.00

100,000.00

$ 400,000.00

Total Annual Cost:

836,166.24 $ 880,336.22

927,156.37

976,785.77 $ 3,620,444.60

Payment will be made on a satisfactory acceptance of each deliverable basis. DTMB will pay CONTRACTOR upon receipt of properly completed invoice(s) which shall be submitted to the billing address on the State issued purchase order not more often than monthly. DTMB Accounts Payable area will coordinate obtaining Agency and DTMB Project Manager approvals. All invoices should reflect actual work completed by payment date, and must be approved by the Agency and DTMB Project Manager prior to payment. The invoices shall describe and document to the State’s satisfaction a description of the work performed, the progress of the project, and fees.

When expenses are invoiced, receipts will need to be provided along with a detailed breakdown of each type of expense.

Payment shall be considered timely if made by DTMB within forty-five (45) days after receipt of properly completed invoices.

EXPENSES:

The State will NOT pay for any travel expenses, including hotel, mileage, meals, parking, etc.

PROJECT CONTACTS:

The designated Agency Project Manager is:

Name Mark Whitaker Department MSHDA Address 735 E. Michigan Avenue City/State/Zip Lansing, Michigan 48912 Phone Number 517-335-9812 Email Address whitakerm@michigan.gov

The designated DTMB Project Manager is:

Name Michael Weiszbrod Department DTMB Area Agency Services Address 4125 W St Joe Hwy City/State/Zip Lansing, Michigan 48917 Phone Number 517-242-1272 Email Address weiszbrodm@michigan.gov

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Work will be performed at Emphasys locations or at MSHDA office as needed.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

Work hours are not to exceed eight (8) hours a day, forty (40) hours a week. Normal working hours of 8:00 am to 5:00 pm are to be observed unless otherwise agreed to in writing.

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Housing Choice Voucher System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2018 October 1, 2023 5 - 12 Months October 1, 2024

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

9675 117 NW Ave

Medley FL 33178

Delia Niswonger

800-968-6884 Ext. 3038 dniswonger@emphasys-software.com

CV0029092

EMPHASYS COMPUTER

SOLUTIONS, INC.

C O

N

TR

A C

TO

R

Jarrod Barron

(517) 249-0406

DTMB

Various Various

BarronJ1@michigan.gov

STA

TE

C ontract

A dm inistrator Program M anager

Change Notice Number 3

Contract Number MA180000001122 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$3,952,045.55 $53,785.55 $4,005,831.10

DESCRIPTION

Effective 5/7/2024, the State adds $53,785.55 for the inspection protocol enhancement services detailed in the attached statement of work. Per contractor, agency and DTMB Central Procurement Services approval.

DTMB Michael Weiszbrod 517-249-0406 BarronJ1@michigan.gov

MSHDA Mark Whitaker 517-241-2928 WhitakerM@michigan.gov

Program Managers for

CHANGE NOTICE NO. 3 TO CONTRACT NO. MA180000001122

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK FOR IT CHANGE NOTICES

Project Title:

MSHDA HCV – Add Modules

Period of Coverage:

10/1/2018-10/1/2025

Requesting Department:

MSHDA

Date:

4/24/2024

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

BACKGROUND:

This statement of work is subject to the terms of Contract 180000001122 (Contract). The US Department of Housing and Urban Development has changed its inspection protocol for the Housing Choice Voucher (HCV) program. In order to remain compliant with the new federal regulation, MSHDA must update this application to accommodate the new inspection protocol.

PROJECT OBJECTIVE:

The following changes wlll need to be made to the Contract to update three modules.

• NSPIRE will replace HQS Inspections (Host)

• NSPIRE-V Mobile Inspections to replace HQS Mobile Inspections (iOS/Android)

• Landlord Portal to replace Partner Portal

SCOPE OF WORK:

The scope in this statement of work is limited to the module changes and deliverables described in this document.

DELIVERABLES:

Deliverables will not be considered complete until the Agency Project Manager has formally accepted them.

Deliverables for this project include:

• Upgrade of Mobile HQS App to new NSPIRE-V Mobile App

• Upgrade of Partner Portal to new Landlord Portal.

The MyHousing Landlord Portal has been integrated with the MyHousing Webapp, Applicant and Resident Portal for one location to setup and maintain all portal products. Additionally, the Landlord Portal is mobile compatible and will automatically resize based on the device used.

Additional Landlord Portal Functionality

• View payment details with a breakdown of which tenant payments and amounts are included within each check/Direct Deposit. There is also the ability to export those details to Excel or PDF.

• Update their email address and password via the portal and choose to receive 1099’s electronically via the portal.

• Message the PHA and receive messages from the PHA

• View Program Forms placed on the portal, such as rent change requests.

• View details on each unit and family that is part of the HCV program.

• Views units that are on hold or abatement

• View 1099’s

• View upcoming inspections

• View details of completed inspections including the results of failed items and who is responsible to resolve them

• Request Changes for the following (PHA can select which of the following they would like available):

o Change Business Name o Personal Information – Address/Phone Numbers o Deposit Enrollment or Change o Rent Increase/Decrease o Repairs Completed o Self-Certifying Inspection o Reschedule Inspection o Extension of Inspection o Other/General

Landlord Portal Business Requirements:

Requirement # Description

1.00 Public facing, ADA compliant, web based user interface that allows an existing

Landlord, Payee, or Other PHA to:

1.01 Self-Register for new account

1.02 Independently reset their password

1.03 View personal contact information

1.04 View active payment holds or abatements: Does not display notes written by MSHDA staff attached hold or abatement. Example: Information typed into note field regarding an investigation for compliance issues.

1.05 View invoices (Other PHA billed for portability)

1.06 View Tenant information for participants leased in unit assigned to the entity record including:

I. Unit Address II. Name of Head of Household III. Household Members IV. Contract Rent V. HAP Amount VI. Caseworker Assignment VII. Reexamintation Date

1.07 View and download 24 months of historical payment information to include:

I. Payment Date II. Total Payment Amount III. Detailed payment breakdown for each payment - Unit - Tenant - Amount -Negative and Positive adjustments - Transaction description.

1.08 View and download completed IRS-1099 form

1.09 Request changes for the following:

I. Business Name II. Personal Information (Address, Pone Number, Email Address) III. Direct Deposit Enrollment or Change IV. Rent Increase V. Repair Completed VI. Other/General Request

1.10 View record of all change requests and their status

1.11 Securely message the PHA and receive messages from the PHA

1.12 View and download program forms

1.13 View upcoming Inspections, regardless of inspection protocol (HQS,NSPIRE)

As defined in the Contract.

PROJECT CONTROL AND REPORTS:

As defined in the Contract.

PAYMENT SCHEDULE:

Contractor may invoice the State for SaaS Fees as follows: 25% upon signing the Contract Change Notice, 25% upon installation and 50% after the State has formally accepted all remaining deliverables.

Contractor may invoice the State for Services Fees as follows: 100% after the State has formally accepted all deliverables.

COST BREAKDOWN

NSpire-V Inspection for HCV:

Product Name Price Quantity Total NSPIRE-V Inspections Scheduling (HCV) – SaaS NSPIRE-V Inspections Scheduling for HCV - Transfer of HQS Host Inspections Scheduling at the currently contract rate to the new NPSIRE-V Inspection Scheduling Module.

$0.00 1 $0.00

NSPIRE-V Mobile Inspections (HCV) - SaaS Upgrade of Mobile HQS App to new NSPIRE-V Mobile App.

An annual increase of $16,578 will be added to your current annual SaaS of $10,000 and combined into one fee for the new product for a total annual SaaS Fee (which includes License, Maintenance and Hosting) for a total of $26,578 for Year 1. Year 1 maintenance to be prorated to align with the current renewal month of June. Prorated amount will depend on the month of the installation date, estimated for April for an increase from April-May of $2763. Annual renewals are subject to an increase

$16,578.00 1 $16,578.00

Installation Services Remote installation of NSPIRE Scheduler and Mobile App for HCV.

$250.00 8 $2,000.00

Consulting/Education/Training Remote configuration, setup, testing, and end user training.

$215.00 40 $8,600.00

Total $27,178.00

Landlord Portal:

Product Name Price Quantity Total

Landlord Portal-SaaS Upgrade of Partner Portal to new Landlord Portal. An annual increase of $19,877 will be added to your current annual SMA of $16,923 and Hosting $3200 and combined into one fee for the new product for a total annual SaaS Fee (which includes License, Maintenance and Hosting) for a total of $40,000 for Year 1. Year 1 maintenance to be prorated to align with the current renewal month of October. Prorated amount will depend on the month of the installation date, estimated for June for an increase from June-Sept 30, 2024 of $6626. Annual renewals are subject to an increase.

$19,877.00 1 $19,877.00

Installation Services Remote Installation of Landlord Portal in Test and Live Environment.

$250.00 8 $2,000.00

Consulting/Education/Training Remote Services to implement the Landlord Portal. Services include Initial Branding, Admin Training and Setups, Setup Review and Go Live Assistance.

$215.00 22 $4,730.00

Total $26,607.00

EXPENSES:

The State will NOT pay for any travel expenses, including hotel, mileage, meals, parking, etc.

PROJECT CONTACTS:

The designated Contractor Project Manager is:

Delia Niswonger 9675 117 NW Ave Medley, FL 33178 800-968-6884 Ext. 3038 dniswonger@emphasys-software.com

The designated Agency Project Manager is:

Mark Whitaker

MSHDA

735 E. Michigan Avenue Lansing, MI 48912 517-335-9812 whitakerm@michigan.gov

The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

Agency Services 4125 W St Joe Hwy Lansing, MI, 48917 weiszbrodm@michigan.gov

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Contractor will perform this work remotely.

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number 180000001122

Various

Jarrod Barron dniswonger@emphasys-software.com

Delia Niswonger

Medley, FL 33178

EMPHASYS COMPUTER SOLUTIONS, INC.

CV0029092

800-968-6884 Ext. 3038

9675 117 NW Ave

(517) 249-0406 S

T A

T E

P ro g ra m

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

DTMB

barronj1@michigan.gov

$3,205,685.00

October 1, 2018 October 1, 2023

HOUSING CHOICE VOUCHER SYSTEM

October 1, 2023

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☒ 1 Year ☐ October 1, 2024

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$746,360.55 $3,952,045.55

Effective 9/29/2023, the State exercises the first of five available option years and adds $746,360.55 to renew the items detailed in the attached documentation. Per contractor, agency and DTMB Central Procurement Services approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

CONTRACT SUMMARY

Program Managers for

CHANGE NOTICE NO. 2 TO CONTRACT NO. 180000001122

Mark Whitaker 517-335-9812 whitakerm@michigan.govMSHDA

Michael Weiszbrod 517-241-2928 WeiszbrodM@michigan.govDTMB

COST SUMMARY: 10/1/2023 – 9/30/2024

ITEM COST

1. Annual Software Maintenance $259,020.65

2. Annual Hosting $299,571.90

3. Portal Hosting $10,176.00

4. Elite Hosting DBA Services $77,592.00

5. Contingency Custom Programming (not-to-exceed) $100,000.00

Total Annual Cost $746,361.55

COST BREAKDOWN: 10/1/2023 – 9/30/2024

ITEM COST

Elite Hosting Elite-Hosting $299,571.90 Elite Hosting - Managed Services $77,592.00

HCV Suite $171,333.49 Waiting List HCV Resident Processing HCV Financials HQS Inspections (Host)- Rent Reasonableness Family Self Sufficiency (FSS) Batch Correspondence Scheduler Milo Notification Engine Certification Generator

Additional Modules Reasonable Accommodations (RAR) $5,327.06 HQS Mobile Inspections (iOS/Android) $10,000.00

Portals Web App $38,514.04 Applicant Portal $16,923.03 Partner Portal $16,923.03

Portal Hosting $10,176.00 Web App-Hosting Applicant Portal-Hosting Partner Portal-Hosting

Contingency Customer Success Premier Program (annual fee - Discounted from $22,360) $0.00 Custom Programming Contingency (not-to-exceed) $100,000.00

Total: $746,360.55

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

180000001122Contract Number

Various

Jarrod Barron jwilkens@emphasys-software.com

John Wilkens

Medley, FL 33178

EMPHASYS COMPUTER SOLUTIONS, INC.

CV0029092

800-968-6884 6618

9675 117 NW Ave

(517) 249-0406 S

T A

T E

P ro g ra m

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

DTMB

barronj1@michigan.gov

$3,205,685.00

October 1, 2018 October 1, 2023

HOUSING CHOICE VOUCHER SYSTEM

October 1, 2023

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ October 1, 2023

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$0.00 $3,205,685.00

Effective 5/1/2023, the parties add the services detailed in the attached statement of work utlizing existing contract funds. Per contractor, agency and DTMB Central Procurement Services approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

CONTRACT SUMMARY

Program Managers for

CHANGE NOTICE NO. 1 TO CONTRACT NO. 180000001122

Mark Whitaker 517-636-4820 whitakerm@michigan.govMSHDA

Michael Weiszbrod 517-335-9812 WeiszbrodM@michigan.govDTMB

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK FOR IT CHANGE NOTICES

Project Title:

MSHDA Emphasys HCV

Period of Coverage:

10/01/2018 – 10/01/2023

Requesting Department:

LEO - MSHDA

Date:

05/01/2023

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

PROJECT OBJECTIVE:

To update the mobile device application (HQS Touch) for the Housing Choice Voucher application provided by Emphasys and transition over to Azure Virtual Desktop.

SCOPE OF WORK:

HQS Mobile Inspections (iOS/Android) Upgrade of HQS Touch for Windows to Mobile HQS for Apple/Android phone or tablet.

Installation Services Remote Installation of HQS API (in Train and Live environment). Devices to be installed through the Apple/Android App Store by agency. HQS API requires .net 6 which has a minimum MS server requirement of 2012r2.ICAC CreateMilestoneEvents.xamlx: This workflow creates the milestone event dates for UIAC (e.g., 30 Days, 45 Days, 75 Days and 150 Days). This will be adjusted to calculate the milestone dates based on the new requirement to use previous business day.

Consulting/Education/Training Remote services for System Setup, Testing & End User Training for the new Mobile HQS Touch Inspections.

Azure Virtual Desktop Azure Virtual Desktop will be implemented and replace the existing Citrix interface for accessing the Emphasys supplied applications.

Deliverables will not be considered complete until the Agency Project Manager has formally accepted them. If an updated inspection system becomes available, such as NSPIRE, then the HQS mobile inspections piece can be immediately canceled without penalty.

COST TABLE:

Product Name Price Quantity Total HQS Mobile Inspections (iOS/Android)-SaaS

Upgrade of HQS Touch for Windows to Mobile HQS for Apple/Android phone or tablet. The fee of $2,033 will be added to your current annual maintenance for HQS Touch $7,967 and combined into one fee for the new product for a total cost of $10,000 for year 1 (the additional fee has been discounted from $18,212 to $2,033). Requires Apple/Android supported version.

Device recommended versions are for Apple/IOS 11.0 and Android 11 or higher with for storage/memory of at least 10G.

Year 1 - $847 Prorated for additional fee for New Mobile HQS - 5/1/23-9/30/23 Year 2 - $10,600 Year 3 - $11,236 Year 4 - $11,910 Year 5 - $12,625

$2,033.00 1.00000 $2,033.00

Installation Services Remote Installation of HQS API (in Train and Live environment).

Devices to be installed through the Apple/Android App Store by agency. HQS API requires .net 6 which has a minimum MS server requirement of 2012r2.

$1,000.00 1.00000 $1,000.00

Consulting/Education/Training Remote services for System Setup, Testing & End User Training for the new Mobile HQS Touch Inspections.

$215.00 8.00000 $1,720.00

Total Amount: $4,753.00

PROJECT CONTROL AND REPORTS:

Project Control and Reports will be completed according to contract terms

SPECIFIC DEPARTMENT STANDARDS:

Per the existing contract.

PAYMENT SCHEDULE:

Contractor may invoice as follows, subject to the terms of the existing contract:

SaaS Fees 25% upon signing; 25% upon installation; 50% upon acceptance Services 100% upon delivery of the Professional Services Rendered Document (PSR)

EXPENSES:

The State will NOT pay for any travel expenses, including hotel, mileage, meals, parking, etc.

PROJECT CONTACTS:

The designated Agency Project Manager is:

Mark Whitaker

LEO

MSHDA

MSHDA Building 735 E. Michigan Ave Lansing, Michigan 48909 517-335-9812 whitakerm@michigan.gov

The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

Agency Services weiszbrodm@michigan.gov

AGENCY RESPONSIBILITIES:

The agency will test changes made by Contractor and advise whether acceptable.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

Work hours are not to exceed eight (8) hours a day, forty (40) hours a week. Normal working hours of 8:00 am to 5:00 pm are to be observed unless otherwise agreed to in writing. No overtime will be permitted.

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 171-180000001122 .

between

THE STATE OF MICHIGAN

and

C O

N T

R A

C T

O R

Emphasys Software

S T

A T

E

P ro g ra m

M a n a g e r

Lisa Dove MSHDA

9675 117 NW Ave 517-241-2561

Medley, FL 33178 dovel@michigan.gov

John Wilkens

C o n tr a c t

A d m in is tr a to r Christopher Martin DTMB

800-968-6884 Ext. 6618 517-643-2833 jwilkens@emphasys-software.com martinc20@michigan.gov

CV0029092

CONTRACT SUMMARY

DESCRIPTION: Housing Choice Voucher System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

10/1/2018 10/1/2023 5 – 1 year 10/1/2023

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-card ☐ Payment Request (PRC) ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

MISCELLANEOUS INFORMATION

The contract is established from Request for Proposal 171-180000001535

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $3,205,685.00

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 525 W. Allegan St., Lansing, Michigan 48913 P.O. Box 30026 Lansing, Michigan 48909

CONTRACT NO. 171-18000001122

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name & Title

Agency

Date

This Software Contract (this “Contract”) is agreed to between the State of Michigan (the “State”) and Emphasys Software] (“Contractor”), a Michigan Corporation. This Contract is effective on October 1, 2018 (“Effective Date”), and unless earlier terminated, will expire on October 1, 2023 (the “Term”).

This Contract may be renewed for up to 5 additional 1-year periods. Renewal must be by written notice from the State and will automatically extend the Term of this Contract.

1. Definitions. For the purposes of this Contract, the following terms have the following meanings:

“Acceptance” has the meaning set forth in Section 12.5.

“Acceptance Tests” means such tests as may be conducted in accordance with Section 12 and the

Statement of Work to determine whether the Software meets the requirements of this Contract and the

Documentation.

“Affiliate” of a Person means any other Person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Person. For purposes of this definition, the term “control” (including the terms “controlled by” and “under common control with”) means the direct or indirect ownership of more than fifty percent (50%) of the voting securities of a

Person.

“Allegedly Infringing Materials” has the meaning set forth in Section 26.3(b)(ii).

“API” means all Application Programming Interfaces and associated API Documentation provided by

Contractor, and as updated from time to time, to allow the Software to integrate with various State and

Third Party Software.

“Approved Open-Source Components” means Open-Source Components that may be included in or used in connection with the Software and are specifically identified in an exhibit to the Statement of

Work, and approved by the State.

“Authorized Users” means all Persons authorized by the State to access and use the Software under this Contract, subject to the maximum number of users specified in the applicable Statement of

Work.

STATE OF MICHIGAN

CONTRACT TERMS

“Business Day” means a day other than a Saturday, Sunday or other day on which the State is authorized or required by Law to be closed for business.

“Business Owner” is the individual appointed by the agency buyer to (a) act as the agency’s representative in all matters relating to the Contract, and (b) co-sign off on notice of Acceptance for the

Software. The Business Owner will be identified in the Statement of Work.

“Business Requirements Specification” means the initial specification setting forth the State’s business requirements regarding the features and functionality of the Software, as set forth in the

Statement of Work.

“Change” has the meaning set forth in Section 2.2.

“Change Notice” has the meaning set forth in Section 2.2(b).

“Change Proposal” has the meaning set forth in Section 2.2(a).

“Change Request” has the meaning set forth in Section 2.2.

“Confidential Information” has the meaning set forth in Section 20.1.

“Configuration” means State-specific changes made to the Software without Source Code or structural data model changes occurring.

“Contract” has the meaning set forth in the preamble.

“Contract Administrator” is the individual appointed by each party to (a) administer the terms of this

Contract, and (b) approve any Change Notices under this Contract. Each party’s Contract Administrator will be identified in the Statement of Work.

“Contractor” has the meaning set forth in the preamble.

“Contractor’s Bid Response” means the Contractor’s proposal submitted in response to the RFP.

“Contractor Personnel” means all employees of Contractor or any Permitted Subcontractors involved in the performance of Services hereunder.

“Contractor’s Test Package” has the meaning set forth in Section 11.2.

“Deliverables” means the Software, and all other documents and other materials that Contractor is required to or otherwise does provide to the State under this Contract and otherwise in connection with any Services, including all items specifically identified as Deliverables in the Statement of Work.

“Dispute Resolution Procedure” has the meaning set forth in Section 30.1.

“Documentation” means all user manuals, operating manuals, technical manuals and any other instructions, specifications, documents or materials, in any form or media, that describe the functionality, installation, testing, operation, use, maintenance, support, technical or other components, features or requirements of the Software.

“DTMB” means the Michigan Department of Technology, Management and Budget.

“Effective Date” has the meaning set forth in the preamble.

“Fees” means collectively, the License Fees, Implementation Fees, and Support Services Fees.

“Financial Audit Period” has the meaning set forth in Section 28.1.

“Force Majeure” has the meaning set forth in Section 31.1.

“Harmful Code” means any: (a) virus, trojan horse, worm, backdoor or other software or hardware devices the effect of which is to permit unauthorized access to, or to disable, erase, or otherwise harm, any computer, systems or software; or (b) time bomb, drop dead device, or other software or hardware device designed to disable a computer program automatically with the passage of time or under the positive control of any Person, or otherwise prevent, restrict or impede the State's or any Authorized

User's use of such software.

“HIPAA” has the meaning set forth in Section 19.1.

“Implementation Fees” has the meaning set forth in Section 16.2.

“Implementation Plan” means the schedule included in the Statement of Work setting forth the sequence of events for the performance of Services under the Statement of Work, including the

Milestones and Milestone Dates.

“Integration Testing” has the meaning set forth in Section 12.1(c).

“Intellectual Property Rights” means all or any of the following: (a) patents, patent disclosures, and inventions (whether patentable or not); (b) trademarks, service marks, trade dress, trade names, logos, corporate names, and domain names, together with all of the associated goodwill; (c) copyrights and copyrightable works (including computer programs), mask works and rights in data and databases; (d) trade secrets, know-how and other confidential…