190000001014.pdf

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

Sexual Offender Registry System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

November 18, 2019 November 17, 2024 2 - 1 Year November 17, 2026

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

1000 Alderman Drive

Alpharetta GA 30005

Craig Roth

812-614-9896

Craig.Roth@lexisnexisrisk.com

VS0091805

LexisNexis Coplogic Solutions

C O

N

TR

A C

TO

R

Jarrod Barron

(517) 249-0406

DTMB

Various Various

BarronJ1@michigan.gov

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

Pr og ra m

M an ag er

ST

A

TE

Change Notice Number 5

Contract Number MA190000001014 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

0 Months 5 Years November 17, 2031

$3,333,615.00 $1,900,000.00 $5,233,615.00

DESCRIPTION

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

Effective 1/20/2026, the parties extend the contract to 11/17/2031, add $1,900,000.00 for ongoing maintenance and support, and modify the Contract Terms per the attached documentation. All other terms, conditions, specifications and pricing remain the same. Per Contractor, Agency, DTMB Central Procurement and State Administrative Board approval on 1/20/2026.

AGENCY NAME PHONE EMAIL

DTMB Jim Coggin 517-243-5265 CogginJ@michigan.gov

MSP Michelle Kleckler 517-897-6009 KlecklerM2@michigan.gov

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 5 TO CONTRACT NO. MA190000001014

PRICING

Term Description Price

10/1/2026 – 9/30/2027 Sex Offender Registry System Support and Maintenance Services* $380,000

10/1/2027 – 9/30/2028 Sex Offender Registry System Support and Maintenance Services* $380,000

10/1/2028 – 9/30/2029 Sex Offender Registry System Support and Maintenance Services* $380,000

10/1/2029 – 9/30/2030 Sex Offender Registry System Support and Maintenance Services* $380,000

10/1/2030 – 9/30/2031 Sex Offender Registry System Support and Maintenance Services* $380,000

Total for 5-year Term: $1,900,000

CONTRACT TERMS UPDATES

Now, therefore, the parties agree to incorporate the following changes to the Contract:

1) Section 22 ADA Compliance is hereby deleted and replaced in its entirety with the following:

ADA Compliance. The State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted a formal policy regarding accessibility requirements for websites and software applications. Contractor’s Service Software must comply, where relevant, with level AA of the World Wide Web Consortium (W3C) Web Content Accessibility Guidelines (WCAG) 2.1.

2) Section 26.5 is hereby added to this Contract:

Work Product Representations and Warranties. Contractor further represents and warrants to the State that:

(a) Contractor has all necessary rights, title, and/or licenses required to create, develop, or generate Work Product and/or User Data and to transfer all ownership rights in Work Product to the State as set forth in Section 18.

(b) Contractor has verified that no third-party intellectual property has been incorporated into any Work Product and/or User Data created, developed, or generated by any non-human means used by Contractor.

(c) Contractor is the author and creator of all Work Product.

3) Section 32.13 Nondiscrimination is hereby deleted and replaced in its entirety with the following:

Nondiscrimination. Under the Elliott-Larsen Civil Rights Act, 1976 PA 453, MCL 37.2101, et seq., the Persons with Disabilities Civil Rights Act, 1976 PA 220, MCL 37.1101, et seq., and Executive Directive 2019-09, Contractor and its subcontractors agree not to discriminate against an employee or applicant for employment with respect to hire, tenure, terms, conditions, or privileges of employment, or a matter directly or indirectly related to employment, because of race, color, religion, national origin, age, sex, sexual orientation, gender identity or expression, height, weight, marital status, partisan considerations, any mental or physical disability, or genetic information that is unrelated to the person’s ability to perform the duties of a particular job or position.

4) Section 32.14 Unfair Labor Practice is hereby deleted and replaced in its entirety with the following:

Unfair Labor Practice. Under MCL 423.324, the State may void this Contract if the name of Contractor, or the name of a subcontractor, manufacturer, or supplier of Contractor, subsequently appears on the Unfair Labor Practice register compiled under MCL 423.322.

5) Section 32.23 Strategic Partner is hereby added to this Contract:

Strategic Partner. Contractor is neither currently engaged in nor will engage in the boycott of a person based in or doing business with a strategic partner as described in 22 USC 8601 to 8606.

6) Section 32.24 Employment Verification is hereby added to this Contract:

Employment Verification. As required by Michigan Public Act 22 of 2025, Contractor and its subcontractors must use the E-Verify system to verify that all persons hired during the Term are legally present and authorized to work in the United States and must certify such verification in writing to the State within 10 Business Days of the State’s request. As used in this Section, “E-Verify” means an internet-based system operated by the U.S. Department of Homeland Security, United States Citizenship and Immigration Services in partnership with the Social Security Administration.

7) Section 32.25 Artificial Intelligence is hereby added to this Contract:

Artificial Intelligence.

(a) Model Cards. Contractor will provide a comprehensive Model Card for each artificial intelligence or machine learning model integrated into Deliverables or Services. As used in this Section, “Model Card” means documents provided with machine learning or artificial intelligence models that explain the context in which the models are intended to be used, details of the performance evaluation procedures and other relevant information.

Each Model Card will include at a minimum:

(i) Model details (name, version, architecture, training methodology);

(ii) Intended uses and known limitations;

(iii)Description of training data and data sources;

(iv) Evaluation metrics and performance benchmarks;

(v) Fairness, ethical, and safety considerations; and

(vi) Maintenance plan and update history

(b) Contractor will provide the initial Model Card prior to deployment of the applicable model and will update the Model Card promptly upon any material changes to the model, including retraining, version changes, changes to input data, or known performance deviations, including, but not limited performance degradation or risk factors that could impact the quality, behavior reliability of any Deliverable and Services.

(c) Model Cards must be delivered in a format reasonably acceptable to the State and must be kept current during the Term.

(d) Audit rights. The State reserves the right to audit the accuracy and completeness of any model card and request clarification or supporting evidence for any claims made therein.

(e) Third-Party artificial intelligence models. If Contractor integrates a third-party artificial intelligence or machine learning model into any Deliverable or Services, Contractor will ensure that the third-party artificial intelligence model complies with the auditability and documentation requirements set forth in this Contract.

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

Sexual Offender Registry System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

November 18, 2019 November 17, 2024 2 - 12 Months November 17, 2024

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

1000 Alderman Drive

Alpharetta GA 30005

Craig Roth

812-614-9896

Craig.Roth@lexisnexisrisk.com

VS0091805

LEXISNEXIS COPLOGIC SOLUTIONS

INC.

C O

N

TR

A C

TO

R

Jarrod Barron

(517) 249-0406

DTMB

Various Various

BarronJ1@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 4

Contract Number MA190000001014 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

24 Months November 17, 2026

$2,653,615.00 $680,000.00 $3,333,615.00

DESCRIPTION

Effective 10/29/2024, the parties exercise both remaining option years and add $680,000 to the contract, $380,000 for option year two (11/18/2025 – 11/17/2026) and $300,000 to extend the CN 2 resources through 9/30/2025. The $380,000 funding for option year one (11/18/2024 – 11/17/2025) is already on the contract. All other terms, conditions, specifications, and pricing remain the same. Per DTMB Contractor, agency, DTMB Central Procurement, and State Administrative Board approval on 10/29/2024.

Internal State Note: Remaining Ad Board funds after this CN: $249,999.99.

MSP Michelle Kleckler 517-897-6009 KlecklerM2@michigan.gov

DTMB Jim Coggin 517-243-5265 CogginJ@michigan.gov

Program Managers for

CHANGE NOTICE NO. 4 TO CONTRACT NO. MA190000001014

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 3 to

190000001014Contract Number

Various

Jarrod Barron mary.roush@lexisnexisrisk.com

Mary Roush

Alpharetta, GA 30005

LEXISNEXIS COPLOGIC SOLUTIONS INC.

VS0091805

517-881-4142

1000 Alderman Drive

(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

$2,500,000.00

November 18, 2019 November 17, 2024

SEXUAL OFFENDER REGISTRY SYSTEM

November 17, 2024

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

2 - 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

☐ ☐ November 17, 2024

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$153,615.00 $2,653,615.00

Effective 12/6/2022, the parties add $153,615.00 for the QSOR Responses & Fee Cap enhancement services detailed in the attached statement of work. All other terms, conditions, specifications, and pricing remain the same. Per DTMB Contractor, agency, and DTMB Central Procurement. Remaining Ad Board funds after this CN: $96,384.99.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

CONTRACT SUMMARY

MSP

Program Managers for

CHANGE NOTICE NO. 3 TO CONTRACT NO. 190000001014

Alan Renz 517-648-5871 RenzA1@michigan.govMSP

Gordon Mayes 517-204-8026 MayesG1@michigan.govDTMB

MICHIGAN DEPARTMENT OF TECHNOLOGY,

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK

Project Title:

MSOR Enhancements – LEIN Integration, Fee Cap, and ID Swiper

Period of Coverage:

Requesting Department:

Criminal Justice Information Center, SOR Unit

Date:

7/14/2022

Agency Project Manager:

Shawn Sible

Phone:

517-243-0444

DTMB Project Manager:

Gordon Mayes

Phone:

517-204-8026

BACKGROUND:

The Michigan State Police (MSP) implemented a new Sex Offender Registry system (MSOR) in August 2021. The solution was developed by LexisNexis Coplogic Solutions (Coplogic).

MSP has requested that Coplogic modify the original contract to remove the following items:

ID Swipers

17.0 System must operate in conjunction with ID swipers or other identified apparatuses with established parameters for scanning state ID’s and drivers licenses

27.0 System should provide the ability for Michigan driver’s license or personal identification scanning to pull up an offender’s record for editing/updating.

School Safety Zones

50.0 System must provide a mapping function to identify school zones (GIS).

51.0 System should distinguish those offenders who live within a school’s safety zone but are exempt. When an offender is updating his/her address at law enforcement agency, System should provide warning when address is within school safety zone, unless offender is exempt.

Automatic NonCompliance for Indigence

104.00 If fee status is indigent for 90 days, on the 91st day, 12:00 a.m. EST, System must automatically make offender non-compliant for fees.

MSP Dashboard Integration

Interface #8 System must be able to interface with MSP Dashboard sending monthly statistical information based on Districts and Posts.

Additionally, new requirements were identified and are outlined in the scope of work section below.

PROJECT OBJECTIVE:

MSP has requested Coplogic expand capabilities within MSOR to include enhancements identified in the sections below.

SCOPE OF WORK:

The Coplogic MSOR software will be enhanced as described below.

I. Support QSOR responses through LEIN

LN will modify MSOR to provide data in response to QSOR inquiries submitted via LEIN. These inquiries originate from a variety of sources (e.g., troopers on patrol). The following queries will be supported:

• Name, Race, Sex and DOB

• Name, Race, Sex, DOB and OLN

• Name, Race, Sex, and Age

• OLN

• Registration Number

• SSN

If the query is not one of the above, the following message will be returned: “Not a valid query for LGWSOR response”.

The fields below will be included in each response:

− Compliance − Status − Original Date Registered − Name (last, first, middle)

− DOB

− Race − Sex − Height − Weight − Hair − Eyes

− OLN

− FBI/SID #

− Scars, Marks and Tattoos (SMT) − Alias Name/s − Address (primary current address and any current temporary or secondary address) and date/s last updated.

− Most Current Offense (Example: 750.520E1A-A (Criminal Sexual Conduct - Fourth

Degree (Person Thirteen to Fifteen))

− SOR ORI

− SYSIDNO (Registration Number)

Additional details regarding data to be provided:

• If there are multiple offenders that match the criteria specified, MSOR will return all records found.

• If no offender records are found (NIL SOR), the following message will be returned: “No active SOR record found”.

• This information is always included at the top of the response:

• Both published and non-published offenders will be returned in the response.

• RSOs that in any of the following statuses will not be be returned: Deceased, Canceled, Out of State, Out of Country, Deported, or Pending Review.

II. Support $535 or $550 Fee Cap Prior to 4/1/2014, an offender was required by law to pay a total of $535 in fees. As of 4/1/2014, that amount was increased to $550. MSOR requires modification to support the $535 maximum fee. The following criteria will be used to determine which maximum applies:

• $535 maximum fees when an Initial Fee Payment [Type] of $35 was made on or before [Entry Date] 3/31/2014

• $550 maximum fees for all other circumstances

The following areas in the system will need to be modified to support the $535 fee cap.

a. On the Fees Tab, the Remaining Balance value will be adjusted to reflect the appropriate amount:

b. The message on the Fees tab that displays when offender has paid maximum amount.

Change error message to say: "The offender has already paid the maximum amount of fees required, or an additional payment would make the total fees paid exceed the maximum."

c. The error message that pops up when entering a fee that would make the total fee amount exceed $535 or $550 will be modified to reflect the correct amount.

Change error message to say: "The offender has already paid the maximum amount of fees required, or an additional payment would make the total fees paid exceed the maximum."

d. Within document generation ensure the FeesOwed tag is updated to calculate the remaining fee balance based upon the above rules

For each of the enhancements identified above:

Once development work is complete, Coplogic will conduct testing to ensure functionality is working as expected. The software will then be made available for MSP testing in the User Acceptance Testing (UAT) environment.

Assumptions

• Any additional changes to the QSOR responses provided through LEIN or the cap on fees will require a separate SOW.

TASKS:

No DTMB technical support is required to assist with this project.

DELIVERABLES:

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

• Documentation detailing how the functionality described above will work. Note: This information will be captured within Coplogic User Stories located within the MSOR ticket tracking system.

• Development and deployment of the changes in MSOR based on requirements provided.

ACCEPTANCE CRITERIA:

Once the development of the functionality is completed, it will be made available for acceptance testing.

The State will be responsible for reviewing the functionality for conformity to the requirements. Any non-conformities discovered will be fixed by LexisNexis Coplogic Solutions. Work will not be considered complete until the State accepts the system delivered.

Acceptance criteria for the deliverables include:

• QSOR responses are provided in a timely manner and as defined when requests are received through LEIN.

• MSOR supports a fee cap of $535 when an Initial Fee Payment of $35 was made on or before 3/31/2014. The fee cap for all other scenarios remains at $550.

PROJECT CONTROL AND REPORTS:

Based on the existing contract, weekly reports were agreed to and are provided to MSP. The report contains accomplishments and identifies any work completed for which billing will be initiated.

SPECIFIC DEPARTMENT STANDARDS:

No specific standards have been identified as relevant to this statement of work.

PAYMENT SCHEDULE:

Payment will be made on Satisfactory Final Acceptance at conclusion of the contract. 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 the DTMB within forty-five (45) days after receipt of properly completed invoices.

LexisNexis Coplogic Solutions Proposal Cost:

Hours Amount

LEIN Responses to LEIN Inquiries 945 $141,075

Support $535 or $550 Fee Cap 84 $12,540

Total

$153,615

EXPENSES:

There will be no additional expenses accrued on this fixed price contract.

PROJECT CONTACTS:

The designated Contractor Project Manager is:

Mary Roush LexisNexis Coplogic Solutions Mobile: 517-881-4142 Mary.Roush@lexisnexisrisk.com

The designated Agency Program Manager is:

Shawn W. Sible Assistant Division Director Criminal Justice Information Center Michigan State Police 7150 Harris Drive Dimondale, MI 48821 Mobile: 517-243-0444 SibleS@michigan.gov mailto:Mary.Roush@lexisnexisrisk.com mailto:SibleS@michigan.gov

The designated DTMB Program Manager is:

Gordon Mayes Business Relationship Manager – MSP and DMVA Dept. of Technology Management and Budget 7150 Harris Drive Dimondale MI 48821 Mobile: 517-204-8026 Mayesg1@michigan.gov

AGENCY RESPONSIBILITIES:

MSP will perform all testing / validation of the software changes upon deployment to the UAT environment.

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Contractor staff that support and maintain LexisNexis Copologic Solutions for MSP will continue to work out of locations across the United States.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

This is a fixed price contract; therefore, hours and conditions do not apply.

mailto:Mayesg1@michigan.gov

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

190000001014Contract Number

Various

Jarrod Barron mary.roush@lexisnexisrisk.com

Mary Roush

Alpharetta, GA 30005

LEXISNEXIS COPLOGIC SOLUTIONS INC.

VS0091805

517-881-4142

1000 Alderman Drive

(517) 249-0406 S

T A

T E

P ro g 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

$1,900,000.00

November 18, 2019 November 17, 2024

SEXUAL OFFENDER REGISTRY SYSTEM

November 17, 2024

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

2 - 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

☐ ☐ November 17, 2024

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$600,000.00 $2,500,000.00

Effective 12/6/2022, the parties add $600,000.00 for the added staffing detailed in the attached statement of work. All other terms, conditions, specifications, and pricing remain the same. Per DTMB Contractor, agency, DTMB Central Procurement and State Administrative Board approval on 12/6/2022.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

MSP

Program Managers for

CHANGE NOTICE NO. 2 TO CONTRACT NO. 190000001014

Alan Renz 517-648-5871 RenzA1@michigan.govMSP

Gordon Mayes 517-204-8026 MayesG1@michigan.govDTMB

MICHIGAN DEPARTMENT OF TECHNOLOGY,

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK

Project Title:

SOR Software Development Resource

Period of Coverage:

Requesting Department:

Criminal Justice Information Center, SOR Unit

Date:

6/2/2022

Agency Project Manager:

Shawn Sible

Phone:

517-243-0444

DTMB Project Manager:

Gordon Mayes

Phone:

517-204-8026

BACKGROUND:

The Michigan State Police (MSP) implemented a new Sex Offender Registry system (MSOR) in August 2021. The solution was developed by LexisNexis Coplogic Solutions.

PROJECT OBJECTIVE:

In partnership with Coplogic, MSP has requested and agreed to fund one (1) additional resource to complete key enhancements for MSOR. As such, Coplogic will add one (1) additional senior developer to the existing Coplogic MSP Team. Daily activities are described below and will be managed by the Coplogic Consulting Manager.

SCOPE OF WORK:

Coplogic will staff one (1) Senior Developer that will be responsible for writing code for enhancements to the MSOR system. This individual will be a part of the development team that will write code, analyze data, and contribute to the design and implementation of enhancements identified by MSP. This individual will report to the Lead Developer.

Assumptions

• It is estimated that the new Senior Developer will begin work on MSP enhancements approximately 30 days from date of hire. MSP will fund this resource for a period of 2 years.

• Coplogic will consider this individual as full time which means he/she will work 2,000 hours annually.

• Coplogic will staff, manage, and prioritize the day-to-day activities and tasks per the needs of the team to accomplish the outcomes for the key initiatives.

• The work completed by Coplogic through this SOW is independent of any other MSP effort.

• A separate SOW will be developed for project work identified. Note: Cost for enhancement work shall be reduced / eliminated if the resource involved is the one identified herein.

TASKS:

No DTMB technical support is required to assist with this project.

DELIVERABLES:

Any identified deliverables will be covered via other SOWs.

ACCEPTANCE CRITERIA:

Does not apply since no deliverables will be created.

PROJECT CONTROL AND REPORTS:

Based on the existing contract, weekly status reports are provided to MSP. The report will contain details relevant to this support agreement.

SPECIFIC DEPARTMENT STANDARDS:

No specific standards have been identified as relevant to this statement of work.

PAYMENT SCHEDULE:

Coplogic will bill annually in advance for the additional staff member. Payment for the resource identified herein will begin 10/1/2022 (prorated for the first year) and annually thereafter. Actual bill amount will be calculated based on when this change notice has been made effective as well as when the resource is onboarded. The 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 the DTMB within forty-five (45) days after receipt of properly completed invoices.

LexisNexis Coplogic Solutions Proposal Cost:

Hours Amount

Software Development Resource (2 years) 4,000 $600,000

EXPENSES:

There will be no additional expenses accrued on this fixed price contract.

PROJECT CONTACTS:

The designated Contractor Project Manager is:

Mary Roush LexisNexis Coplogic Solutions Mobile: 517-881-4142 Mary.Roush@lexisnexisrisk.com

The designated Agency Program Manager is:

Shawn W. Sible Assistant Division Director mailto:Mary.Roush@lexisnexisrisk.com

Criminal Justice Information Center Michigan State Police 7150 Harris Drive Dimondale, MI 48821 Mobile: 517-243-0444 SibleS@michigan.gov

The designated DTMB Program Manager is:

Gordon Mayes Business Relationship Manager – MSP and DMVA Dept. of Technology Management and Budget 7150 Harris Drive Dimondale MI 48821 Mobile: 517-204-8026 Mayesg1@michigan.gov

AGENCY RESPONSIBILITIES:

Does not apply.

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Contractor staff that support and maintain LexisNexis Copologic Solutions for MSP will continue to work out of locations across the United States.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

This is a fixed price contract, therefore hours and conditions do not apply.

mailto:SibleS@michigan.gov mailto:Mayesg1@michigan.gov

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

190000001014Contract Number

Jarrod Barron mary.roush@lexisnexisrisk.com

Mary Roush

Alpharetta, GA 30005

LEXISNEXIS COPLOGIC SOLUTIONS INC.

VS0091805

517-881-4142

1000 Alderman Drive

(517) 249-0406 S T A T E

P ro g 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

$1,900,000.00

November 18, 2019 November 17, 2024

SEXUAL OFFENDER REGISTRY SYSTEM

November 17, 2024

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

2 - 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

☐ ☐ November 17, 2024

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$0.00 $1,900,000.00

Effective 9/8/2020, the parties agree to the attached Restated Project and Payment Schedule. The parties also agree to add the attached New Requirements and to remove the items on the attached Removed Requirements list. All other terms, conditions, specifications, and pricing remain the same. Per DTMB Contractor, agency and DTMB Central Procurement approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

Various

Program Managers for

CHANGE NOTICE NO. 1 TO CONTRACT NO. 190000001014

MSP Alan Renz 517-648-5871 RenzA1@michigan.gov

DTMB Gordon Mayes 517-204-8026 MayesG1@michigan.gov

Restated Project and Payment Schedule

Task Name Duration Start Finish Kickoff Meeting 1 day Wed 11/20/19 Wed 11/20/19 Design: SOR Solution 285 days Mon 2/3/20 Fri 3/5/21

Processing, Workflow & Correspondence Module, Integration, Migration and Configuration of Software 285 days Mon 2/3/20 Fri 3/5/21

Software: General Public Website Module 59 days Tue 6/30/20 Fri 9/18/20 AWS Environment Provision 50 days Mon 8/24/20 Fri 10/30/20 PAYMENT MILESTONE #1 ( $190,000 ) 1 day Wed 9/30/20 Wed 9/30/20 User Acceptance Testing 20 days Mon 3/8/21 Fri 4/2/21 Training 20 days Mon 4/5/21 Fri 4/30/21 Project Go-live 1 day Tue 5/4/21 Tue 5/4/21 PAYMENT MILESTONE #2 ( $190,000 ) 1 day Tue 5/4/21 Tue 5/4/21 Post Go-Live Warranty Support 90 days Tue 5/4/21 Mon 9/6/21 PAYMENT MILESTONE #3 ( $380,000 ) *annual renewal 1 day Fri 10/1/21 Fri 10/1/21

New Requirements

Business Specification # Business Specification Phase N/A SORNA Integration Phase I N/A MDOS Integration Phase I N/A Alerts - Display important information at the time of a record being opened Phase I

Removed Requirements

Business Specification # Business Specification

Contract Page #

7.0 System must have logic for consistency in abbreviations. Example: St. Clair versus Saint Clair; and Ste. versus Suite, etc. 84

37.0

When entering work, school, or volunteer business name, the System shall be able to store data set to recognize/recall for future reference. (Example:

Qdoba, entered for offender A; later offender B worksite is the same – System recalls business name and prepopulates. Whether by presenting a predetermined list or begins to prepopulating the predetermined address) 89

54.0 System must automatically map a homeless offender to the center of the city entered or “sleeping spot” if identified by registrant. 91

67.0 System must have the capability for users to upload photos or documents to send with their tips. 93

98.0 System to provide the ability to receive weekly notifications of a list of offenders in their jails. 96

Interface #9 FBOP - The System must be able to interface with Federal Bureau of Prisons (FBOP) that identifies when an offender is in federal prison. 53

Interface #10

I.C.E. - The Contractor System shall be able to interface with Immigration and Custom Enforcement (I.C.E.) system that identifies when an offender has been deported. 53

Interface #11 MDHHS - Bridges - Identify offenders who have a bridge card. 53

Interface #12 eAICS - The ability to collect arrests for SOR violations (arrest codes 5089 through 5092). This information is needed for SOR Monthly Summary Report. 54

Interface #13

SRMS - The ability to collect arrests for SOR violations (arrest codes 5089 through 5092). This information is needed for SOR Monthly Summary Report. 54

N/A

Integration with MSP Data Hub (section 10. END USER OPERATING ENVIRONMENT requires the new SOR system to integrate with the MSP Data Hub.) 45

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 190000001014 .

between

THE STATE OF MICHIGAN

and

C O

N

TR

A C

TO

R

LexisNexis Coplogic Solutions Inc.

ST

A

TE

Pr og ra m

M an ag er F/Lt. Alan Renz MSP

1000 Alderman Drive 517-648-5871

Alpharetta, GA 30005 Renza1@michigan.gov

Bob Holtgrave C on tra ct Ad m in is tra to r

Sean Regan DTMB

502-608-2624 517-243-8459 robert.holtgrave@lexisnexisrisk.com regans@michigan.gov

VS0091805

CONTRACT SUMMARY

DESCRIPTION: Sexual Offender Registry System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

11/18/2019 11/17/2024 2, 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

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

MINIMUM DELIVERY REQUIREMENTS

MISCELLANEOUS INFORMATION

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $1,900,000.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

regans Stamp

Simon Baldwin, Category Manager, IT

DTMB Central Procurement

11/1/2019

Table of Contents for Contract No. 190000001014

Contract Terms

Schedule A - Statement of Work

Schedule C - Licensing Agreement

Schedule E - Service Level Agreement

Schedule F - Data Security Requirements

Exhibit A – Table 1 – Business Specification Worksheet

Exhibit C - Pricing

Contract Terms

COTS Software Contract This Software Contract (this “Contract”) is agreed to between the State of Michigan (the “State”) and Lexis Nexis Coplogic Solutions (“Contractor”). This Contract is effective on November 18, 2019 (“Effective Date”), and unless earlier terminated, will expire on November 17, 2024 (the “Term”).

This Contract may be renewed for up to 2 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 developed by Contractor exclusively for the State under this Contract, 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.

“Business Day” means a day other than a Saturday, Sunday, government recognized holiday 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 Direct Solicitation.

“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.

“Criminal Justice Information Data” or “CJI Data” means data necessary for criminal justice agencies to perform their mission and enforce the laws.

“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 31.1.

“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 29.1.

“Force Majeure” has the meaning set forth in Section 32.1.

“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 information; and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection provided by applicable Law in any jurisdiction throughout the world.

“Key Personnel” means any Contractor Personnel identified as key personnel in the Statement of Work.

“Law” means any statute, law, ordinance, regulation, rule, code, order, constitution, treaty, common law, judgment, decree or other requirement or rule of any federal, state, local or foreign government or political subdivision thereof, or any arbitrator, court or tribunal of competent jurisdiction.

“License Agreement” has the meaning set forth in Section 3.

“License Fee” has the meaning set forth in Section 16.1.

“Loss or Losses” means all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys' fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers.

“Maintenance and Support Schedule” means, if applicable, the schedule attached as Schedule B, setting forth the Support Services Contractor will provide to the State, and the parties' additional rights and obligations with respect thereto.

“Maintenance Release” means any update, upgrade, release or other adaptation or modification of the Software, including any updated Documentation, that Contractor may generally provide to its licensees from time to time during the Term, which may contain, among other things, error corrections, enhancements, improvements or other changes to the user interface, functionality, compatibility, capabilities, performance, efficiency or quality of the Software.

“Milestone” means an event or task described in the Implementation Plan under the Statement of Work that must be completed by the corresponding Milestone Date.

“Milestone Date” means the date by which a particular Milestone must be completed as set forth in the Implementation Plan under the Statement of Work.

“New Version” means any new version of the Software that the Contractor may from time to time introduce and market generally as a distinct licensed product, as may be indicated by Contractor's designation of a new version number.

“Nonconformity” or “Nonconformities” means any failure or failures of the Software to conform to the requirements of this Contract, including any applicable Documentation.

“Open-Source Components” means any software component that is subject to any open-source copyright license agreement, including any GNU General Public License or GNU Library or Lesser Public License, or other obligation, restriction or license agreement that substantially conforms to the Open Source Definition as prescribed by the Open Source Initiative or otherwise may require disclosure or licensing to any third party of any source code with which such software component is used or compiled.

“Open-Source License” has the meaning set forth in Section 4.

“Operating Environment” means, collectively, the platform, environment and conditions on, in or under which the Software is intended to be installed and operate, as set forth in the Statement of Work, including such structural, functional and other features, conditions and components as hardware, operating software and system architecture and configuration.

“Permitted Subcontractor” has the meaning set forth in Section 9.4.

“Person” means an individual, corporation, partnership, joint venture, limited liability company, governmental authority, unincorporated organization, trust, association or other entity.

“Pre-existing Intellectual Property” means all original software, source code, logic, methods, procedures, and any other data and documents, in whatever form or format, related thereto, owned by Contractor before the Effective Date, the Core Framework, and anything created by Contractor outside the scope of this Contract.

“Pricing” means any and all fees, rates and prices payable under this Contract, including pursuant to any Schedule or Exhibit hereto.

“Pricing Schedule” means the schedule attached as Schedule D, setting forth the License Fees, Implementation Fees, Support Services Fees, and any other fees, rates and prices payable under this Contract.

“Project Manager” is the individual appointed by each party to (a) monitor and coordinate the day-to-day activities of this Contract, and (b) for the State, to co-sign off on its notice of Acceptance for the Software. Each party’s Project Manager will be identified in the Statement of Work.

“Representatives” means a party's employees, officers, directors, partners, shareholders, agents, attorneys, successors and permitted assigns.

“RFP” means the State’s request for proposal designed to solicit responses for Services under this Contract.

“Services” means any of the services Contractor is required to or otherwise does provide under this Contract, the Statement of Work, the Maintenance and Support Schedule (if applicable), or the Service Level Agreement (if applicable).

“Service Level Agreement” means, if applicable, the service level agreement attached as Schedule E to this Contract, setting forth Contractor’s obligations with respect to the hosting, management and operation of the Software.

“Site” means the physical location designated by the State in, or in accordance with, this Contract or the Statement of Work for delivery and installation of the Software.

“Software” means Contractor’s software set forth in the Statement of Work, and any Maintenance Releases or New Versions provided to the State and any Configurations made by or for the State pursuant to this Contract, and all copies of the foregoing permitted under this Contract and the License Agreement. Software includes Contractor’s Core Framework.

“Source Code” means the human readable source code of the Software to which it relates, in the programming language in which the Software was written, together with all related flow charts and technical documentation, including a description of the procedure for generating object code, all of a level sufficient to enable a programmer reasonably fluent in such programming language to understand, build, operate, support, maintain and develop modifications, upgrades, updates, adaptations, enhancements, new versions and other derivative works and improvements of, and to develop computer programs compatible with, the Software.

“Specifications” means, for the Software, the specifications collectively set forth in the Business Requirements Specification, Technical Specification, Documentation, Direct Solicitation or Contractor’s Bid Response, if any, for such Software, or elsewhere in the Statement of Work.

“State” means the State of Michigan.

“State Data” has the meaning set forth in Section 19.1.

“State Materials” means all materials and information, including documents, data, know-how, ideas, methodologies, specifications, software, content and technology, in any form or media, directly or indirectly provided or made available to Contractor by or on behalf of the State in connection with this Contract.

“State Resources” has the meaning set forth in Section 10.1(a).

“Statement of Work” means any statement of work entered into by the parties and attached as a schedule to this Contract. The initial Statement of Work is attached as Schedule A, and subsequent Statements of Work shall be sequentially identified and attached as Schedules A-1, A-2, A-3, etc.

“Stop Work Order” has the meaning set forth in Section 24.

“Support Services” means the software maintenance and support services Contractor is required to or otherwise does provide to the State under the Maintenance and Support Schedule (if applicable) or the Service Level Agreement (if applicable).

“Support Services Commencement Date” means, with respect to the Software, the date on which the Warranty Period for the Software expires, or such other date as may be set forth in the Statement of Work.

“Support Services Fees” has the meaning set forth in Section 16.3.

“Technical Specification” means, with respect to any Software, the document setting forth the technical specifications for such Software and included in the Statement of Work.

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

“Test Data” has the meaning set forth in Section 11.2.

“Test Estimates” has the meaning set forth in Section 11.2.

“Testing Period” has the meaning set forth in Section 12.1(b).

“Third Party” means any Person other than the State or Contractor.

“Transition Period” has the meaning set forth in Section 23.3

“Transition Responsibilities” has the meaning set forth in Section 23.3.

“Unauthorized Removal” has the meaning set forth in Section 9.3(b).

“Unauthorized Removal Credit” has the meaning set forth in Section 9.3(c).

“User Data” means all data, information and other content of any type and in any format, medium or form, whether audio, visual, digital, screen, GUI or other, that is input, uploaded to, placed into or collected, stored, processed, generated or output by any device, system or network by or on behalf of the State, including any and all works, inventions, data, analyses and other information and materials resulting from any use of the Software by or on behalf of the State under this Contract, except that User Data does not include the Software or data, information or content, including any GUI, audio, visual or digital or other display or output, that is generated automatically upon executing the Software without additional user input.

“Warranty Period” means the ninety (90) calendar-day period commencing on the date of the State's Acceptance of the Software.

“Work Product” means all State-specific deliverables that Contractor is required to, or otherwise does, provide to the State under this Contract including but not limited to computer scripts, macros, user interfaces, reports, project management documents, forms, templates, and other State-specific documents and related materials together with all ideas, concepts, processes, and methodologies developed in connection with this Contract whether or not embodied in this Contract.

2. Statements of Work. Contractor shall provide Services and Deliverables pursuant to Statements of Work entered into under this Contract. No Statement of Work shall be effective unless signed by each party’s Contract Administrator. The term of each Statement of Work shall commence on the parties' full execution of the Statement of Work and terminate when the parties have fully performed their obligations.

The terms and conditions of this Contract will apply at all times to any Statements of Work entered into by the parties and attached as a schedule to this Contract. The State shall have the right to terminate such Statement of Work as set forth in Section 23. Contractor acknowledges that time is of the essence with respect to Contractor’s obligations under each Statement of Work and agrees that prompt and timely performance of all such obligations in accordance with this Contract and the Statements of Work (including the Implementation Plan and all Milestone Dates) is strictly required.

2.1 Statement of Work Requirements.