190000001026.pdf

PDF 3 MB Posted Jun 1, 2020

Attached to: Department Technology, Management and Budget MI|MA190000001026
Contract number: MA190000001026
Issued by: Michigan

About this file

Written by GovTribe AI · Oct 12, 2026

This document comprises a statewide indefinite delivery/indefinite quantity (IDIQ) contract and seven related change notices between the State of Michigan's Department of Technology, Management and Budget (DTMB) and IDEMIA Identity & Security USA LLC for fingerprinting services. The contract is classified as a statewide agreement available to MiDEAL members, including local units of government, school districts, universities, community colleges, and nonprofit hospitals. Multiple Michigan state agencies are party to this contract, including the Michigan State Police (MSP), Michigan Department of Health and Human Services (MDHHS), Michigan Department of Corrections (MDOC), Michigan Department of State (MDOS), Michigan Gaming and Control Board (MGCB), Department of Licensing and Regulatory Affairs (LARA), and Michigan Department of Treasury (TREA). The contract is administered by the State through various program managers across these agencies, with IDEMIA providing operational and management personnel.

The contract covers statewide fingerprinting collection and transmission services, including applicant scheduling, electronic fingerprint and demographic capture, fee collection, electronic funds transfer, data interface with Michigan State Police and Federal Bureau of Investigation systems, customer support, and billing. The base contract value was $7,000,000 with an initial effective date of June 1, 2020, and expiration date of May 31, 2025, with five available one-year renewal options. Through seven change notices effective through March 20, 2026, the contract value has been increased to $21,136,511, with the expiration date extended to May 31, 2027. Pricing varies by applicant type: State of Michigan paid applicants are charged $54.75 for employment/licensing fingerprints and $52.75 for volunteer fingerprints; non-state paid applicants are charged $66.25 and $64.25 respectively, with these rates including MSP and FBI processing fees. Additional services include Enroll Your Own workstation purchases at $16,345.50 each (with 42 purchased and 6 provided at no cost), training at $109.00 per hour, and a $2.00 reimbursement per applicant processed on purchased workstations. Payment terms are Net 45 days, and the State maintains a 1% administrative fee on all payments. The contract includes a requirement for accessibility compliance with WCAG 2.1 Level AA standards effective April 24, 2026.

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STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services 320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT CHANGE NOTICE

Change Notice Number 7 to

Contract Number MA190000001026

C O

Idemia Identity & Security USA LLC

11951 Freedom Drive Suite 1800

Reston VA 20190

Candy Copelin

217-827-2093

Candy.Copelin@ps-idemia.com

CV0000922

Pr og ra m

M an ag er

Various Various

C on tr ac t Ad m in is tr at or Nichole Harrell DTMB

517-449-9245 harrelln@michigan.gov

CONTRACT SUMMARY

Statewide Fingerprinting Services

INITIAL EFFECTIVE DATE

June 1, 2020

INITIAL EXPIRATION DATE

May 31, 2025

INITIAL AVAILABLE OPTIONS

5 - 1 Year

EXPIRATION DATE BEFORE

May 31, 2027

PAYMENT TERMS

Net 45

DELIVERY TIMEFRAME

N/A.

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

No Minimum Delivery Requirements.

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION

1 Year

EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

May 31, 2027

CURRENT VALUE

$21,136,511.00

VALUE OF CHANGE NOTICE

$0.00

ESTIMATED AGGREGATE CONTRACT VALUE

$21,136,511.00

DESCRIPTION

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

Effective March 20, 2026, the following changes are hereby incorporated into this agreement:

1) The parties agree to exercise the second-available one-year option. The revised Contract expiration date is May 31, 2027.

2) The parties agree to add the following language to the Contract:

"Accessibility Requirements.

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.

CHANGE NOTICE NO. 7 TO CONTRACT NO. MA190000001026

Program Managers for

Multi-Agency and Statewide Contracts

AGENCY NAME PHONE EMAIL

MSP Sherry Rosin 517-284-3082 RosinS@michigan.gov

MDHHS Ashleigh Brotherson 248-821-3153 BrothersonA@michigan.gov

MiLEAP Cynthia Derby 517-930-4387 DerbyC@michigan.gov

MDHHS Joseph Thiel 517-284-4008 ThielJ@michigan.gov

MSP Katrina Garrett 517-290-9430 GarrettK11@michigan.gov

LARA Kenneth Krajniak 517-335-7104 KrajniakK@michigan.gov

STATE OF MICHIGAN

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 4 to

Contract Number 190000001026

Various

Nichole Harrell meghan.peterson@us.idemia.com

Meghan Peterson

Billerica, MA 01821-3180

IDEMIA IDENTITY & SECURITY USA LLC

CV0000922

978-427-7818

296 Concord Road, Suite 300

(517) 449-9245

S T

A T

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

DTMB

harrelln@michigan.gov

$10,350,000.00

June 1, 2020 May 31, 2025

STATEWIDE FINGERPRINTING SERVICES

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$686,511.00 $11,036,511.00

Effective February 27, 2024 the following changes are hereby incorporated:

1. The State's Contract Administrator is changed to Nichole Harrell.

2. The Contractor's Program Manager is changed to Jeff Avey, jeff.avey@us.idemia.com, 978-987-8777.

3. The State's Program Manager Brian Piacentini is removed.

4. The fingerprint reason code, Child Caring Institution (CCI), cost is updated to $54.75 per print.

5. The attached Schedule A, Statement of Work and Schedule B, Pricing are added.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on February 27, 2024.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

CONTRACT SUMMARY

AGENCY NAME PHONE EMAIL

Multi-Agency and Statewide Contracts

Program Managers for

CHANGE NOTICE NO. 4 TO CONTRACT NO. 190000001026

Ashleigh Brotherson 248-821-3153 BrothersonA@michigan.govMDHHS

Sherry Rosin 517-284-3082 RosinS@michigan.govMSP

Kenneth Krajniak 517-335-7104 KrajniakK@michigan.govLARA

Addi�on to Schedule A – Statement of Work

4. Other Fingerprin�ng Service Requirements

C. Enroll Your Own (EYO) Enrollment Centers

a. MDHHS will purchase 21 worksta�ons under the EYO during fiscal year 2024 and an addi�onal 21 worksta�ons during fiscal year 2025.

i. The Contractor will invoice and deliver the ini�al 21 worksta�ons no later than May 31, 2024.

ii. The Contractor will invoice and deliver the addi�onal 21 worksta�ons no earlier than October 1, 2024 and no later than December 31, 2024.

b. The Contractor will provide 6 worksta�ons at no cost to the State.

i. The Contractor will invoice and deliver the 6 no cost worksta�ons no later than May 31, 2024.

c. EYO Enrollment Centers

i. The Contractor will provide training for 5 DHHS Enrollment Agents at no cost during the installa�on and go live of each machine.

Addi�on to Schedule B – Pricing Enroll Your Own (EYO) Enrollment Centers

A. The Contractor will provide 42 worksta�ons at a cost of $16,345.50 each in addi�on to 6 worksta�ons at no cost. The cost of each worksta�on includes 3 years of maintenance support.

B. DHHS will receive a reimbursement of $2.00 for each applicant processed on the 42 purchased worksta�ons.

C. The Contractor will provide addi�onal training sessions for DHHS Enrollment Agents for a fee of $109.00 per hour as needed.

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

Contract Number 190000001026

Various

Marissa Gove meghan.peterson@us.idemia.com

Meghan Peterson

Billerica, MA 01821-3180

IDEMIA IDENTITY & SECURITY USA LLC

CV0000922

978-427-7818

296 Concord Road, Suite 300

(517) 449-8952 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

DTMB

govem1@michigan.gov

$10,350,000.00

June 1, 2020 May 31, 2025

STATEWIDE FINGERPRINTING SERVICES

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$0.00 $10,350,000.00

Effective October 26, 2023 the following changes are hereby incorporated:

1. DHHS Program Managers Renee Gonzales and Jessica Sweet are removed.

2. DHHS Program Manager Ashleigh Brotherson is added.

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

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

Program Managers for

CHANGE NOTICE NO. 3 TO CONTRACT NO. 190000001026

Ashleigh Brotherson 248-821-3153 BrothersonA@michigan.govMDHHS

Brian Piacentini 517-582-3516 PiacentiniB@michigan.govMDHHS

Sherry Rosin 517-284-3082 RosinS@michigan.govMSP

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

190000001026Contract Number

Various

Marissa Gove meghan.peterson@us.idemia.com

Meghan Peterson

Billerica, MA 01821-3180

IDEMIA IDENTITY & SECURITY USA LLC

CV0000922

978-427-7818

296 Concord Road, Suite 300

(517) 449-8952 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

DTMB

govem1@michigan.gov

$7,100,000.00

June 1, 2020 May 31, 2025

STATEWIDE FINGERPRINTING SERVICES

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$3,250,000.00 $10,350,000.00

Effective May 9, 2023, this Contract is hereby increased by $3,250,000 for use by LARA. In addition, Schedule B - Pricing is replaced with the attached. All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on May 9, 2023.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

Program Managers for

CHANGE NOTICE NO. 2 TO CONTRACT NO. 190000001026

Renee Gonzales 517-249-0111 GonzalesR@michigan.govMDHHS

Brian Piacentini 517-582-3516 PiacentiniB@michigan.govMDHHS

Sherry Rosin 517-284-3082 RosinS@michigan.govMSP

Sharon Edington 517-241-3816 EdingtonS@michigan.govMCSC

Jessica Sweet 517-241-6679 SweetJ2@michigan.govMDHHS

Contract No. 190000001026 Statewide Fingerprinting Services

SCHEDULE B

PRICING

1. Pricing must include all costs, including but not limited to, any one-time or set-up charges, fees, and potential costs that Contractor may charge the State (e.g., shipping and handling, per piece pricing, and palletizing).

2. Fee for MSP and FBI Processing is not included in pricing – Please Note: Applicant Fees for MSP and FBI Processing are subject to change. There two different types of FBI Applicant processing fees depending on the type of Applicant: Employment/Licensing Applicant Or, Volunteer Applicant.

FBI Processing Fee – Please Note, there are two different types of fees for FBI processing fees. The FBI processing fee will be determined by the type of Applicant: Employment/Licensing Applicant or Volunteer.

Only one type of FBI fee may be applied.

MSP and FBI Processing Fees

MSP Applicant Fee $30.00

FBI Employee/Licensing Applicant Fee $13.25

FBI Volunteer Applicant Fee $11.25

Fingerprint Collection Fee/Total Price with MSP/FBI Processing Fee

Type of Applicant

Fingerprinting Collection

Processing fee per Individual

Applicant

MSP

Processing fee per Individual Applicant

FBI

Process fee per Individual Applicant

Total Price

State of Michigan Paid $11.50 $ 30.00 $13.25 (Employment/Licensing) $54.75

State of Michigan Paid $11.50 $30.00 $11.25 (Volunteer) $52.75

Non-State of Michigan Paid $23.00 $30.00 $13.25 (Employment/Licensing) $66.25

Non-State of Michigan Paid $23.00 $30.00 $11.25 (Volunteer) $64.25

*In the event the State implements the UEP Solution, IDEMIA USA will provide the Fingerprint Backup Capture with the UEP Solution for no additional cost.

** The Estimated Annual Usage table is an approximation of Fingerprinting Services/ Applications performed per Agency, per a historical usage. The data presented is in no way a guarantee of further work, nor is it a guarantee of work to be performed if you are selected to provide this service.

Supplemental Table – Approximation of Fingerprinting Collection and Transmission Services *

Agency Estimated Number of Type of Applicant per Year

State Employee and Non-State Paid Employee LARA – Licensing and Regulatory Affairs

1. Long-term/Adult Foster Care Checks – New Applicants

2. Long-term/Adult Foster Care

3. Licensing Registration Applicants

1. 70,000

2. 1,000

3. 25,000

MDOC – Michigan Department of Corrections

1. New Hire Employees

1. 400

MDOS – Michigan Department of State

1. 305

MGCB – Michigan Gaming and Control Board

1. Qualified Individuals

1. 200

MDHHS – Michigan Department of Health and Human Services

1. Pre-employment

2. Foster/Adoptive Parents

3. LEIN Operators

4. Long-term/Adult Foster Care Checks – New Applicants

1. 2,000

2. 8,100

3. 40

4. 400

TREA - Michigan Department of Treasury

1. Select public employees, current and new

2. Select contract employees, current and new

1. Year 1: 1,200, subsequent years: 400

2. Year 1: 300, subsequent years: 100

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 - REVISED to

Contract Number 190000001026

Various

Marissa Gove meghan.peterson@us.idemia.com

Meghan Peterson

Brentwood, TN 37027

IDEMIA IDENTITY & SECURITY USA LLC

CV0000922

978-427-7818

340 Seven Springs Way, Suite 300

(517) 449-8952 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

DTMB

govem1@michigan.gov

$7,000,000.00

June 1, 2020 May 31, 2025

STATEWIDE FINGERPRINTING SERVICES

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$100,000.00 $7,100,000.00

Effective January 18, 2023, this Contract is hereby increased by $100,000.00 and the attached amendments are added. All other terms, conditions, specifications, and pricing remain the same per Contractor and Agency Agreement and DTMB Central Procurement Services approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

Program Managers for

CHANGE NOTICE NO. 1 TO CONTRACT NO. 190000001026

Renee Gonzales 517-249-0111 GonzalesR@michigan.govMDHHS

Brian Piacentini 517-582-3516 PiacentiniB@michigan.govMDHHS

Sherry Rosin 517-284-3082 RosinS@michigan.govMSP

Sharon Edington 517-241-3816 EdingtonS@michigan.govMCSC

Jessica Sweet 517-241-6679 SweetJ2@michigan.govMDHHS

Gregory Rivet 517-335-8841 RivetG@michigan.govLARA

Contract Amendments

1. The Michigan Gaming Control Board (MGCB) is required to conduct background checks on applicants under the Michigan Gaming Control & Revenue Act, Horse Racing Law of 1995, Lawful Internet Gaming Act and Lawful Sports Betting Act. Section 6, 7a, 8, and 21 of the Michigan Gaming Control & Revenue Act (MCL 432.206, MCL 432.207a, MCL 432.208, MCL 432.221), Section 16 of the Horse Racing Law of 1995 (MCL 431.316), Section 19 of the Lawful Gaming Act (MCL 432.319), and Section 19 of the Lawful Sports Betting Act (MCL 432.419) requires MGCB to collect fingerprints and conduct criminal history information from the Michigan State Police (MSP) and the Federal Bureau of Investigation. Applicable as of April 20, 2021.

2. Public Act 427 of 2018 mandates the Michigan Department of Labor and Economic Opportunity Unemployment Insurance Agency (LEO – UIA) fingerprint certain public employees, for the purpose of receiving criminal history record information from the Michigan State Police (MSP) and the Federal Bureau of Investigation. Applicable as of November 9, 2021.

Idemia Identity and Security USA, LLC, will provide the following Services for MGCB and LEO-

UIA:

• Applicant Scheduling

• Electronic Fingerprint and demographic capture and submission

Fee collection

• Electronic funds transfer and reconciliation information reporting

• Data interface with MSP’s automated fingerprint identification system; data interface with MSP AFIS

• Customer support and Billing

3. The Contractor’s address is hereby updated to: 340 Seven Springs Way, Suite 300, Brentwood, TN 37027.

4. This Contract is now increased by $100,000.

5. The attached Schedule B - Pricing hereby replaces all previous versions.

6. Adding fingerprint reason: Families First Preservation Act of 2018: Fingerprint Reason FFA, Agency ID 9397H.

7. Please note the Contract Administrator has been changed to Marissa Gove, MDHHS Program

Managers have been updated as follows: Patricia Neitman, DCWL Director should be updated to Renee Gonzales, Email: GonzalesR@michigan.gov; Phone: 517-249-0111. Sarah Gorby, DCWL Fingerprint Analyst should be updated to Brian Piacentini, Email:

PiacentiniB@michigan.gov; Phone: 517-582-3516.

Please Note: Applicant Fees for MSP and FBI Processing are subject to change. There two different types of FBI Applicant processing fees depending on the type of Applicant: Employment/Licensing Applicant Or, Volunteer Applicant.

Fingerprinting Collection

Processing fee per Individual

Applicant

MSP

Processing fee per Individual Applicant

FBI

Process fee per Individual Applicant

Total Price

State of Michigan Paid $10.50 $ 30.00 $13.25 (Employment/Licensing) $53.75

State of Michigan Paid $10.50 $30.00 $11.25 (Volunteer) $51.75

Non-State of Michigan Paid $22.00 $30.00 $13.25 (Employment/Licensing) $65.25

Non-State of Michigan Paid $22.00 $30.00 $11.25 (Volunteer) $63.25

*In the event the State implements the UEP Solution, IDEMIA USA will provide the Fingerprint Backup Capture with the UEP Solution for no additional cost.

Type of Applicant per Year

State Employee and Non-State Paid Employee LARA – Licensing and Regulatory Affairs

1. Long-term/Adult Foster Care Checks – New Applicants

1. Pre-employment

2. Foster/Adoptive Parents

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

190000001026Contract Number

Various

Marissa Gove meghan.peterson@us.idemia.com

Meghan Peterson

Brentwood, TN 37027

IDEMIA IDENTITY & SECURITY USA LLC

CV0000922

978-427-7818

340 Seven Springs Way, Suite 300

(517) 449-8952 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

DTMB

govem1@michigan.gov

$7,000,000.00

June 1, 2020 May 31, 2025

STATEWIDE FINGERPRINTING SERVICES

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$100,000.00 $7,100,000.00

Effective January 18, 2023, the attached amendments are hereby incorporated into the Contract. All other terms, conditions, specifications, and pricing remain the same per Contractor and Agency Agreement and DTMB Central Procurement Services approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

Program Managers for

CHANGE NOTICE NO. 1 TO CONTRACT NO. 190000001026

Renee Gonzales 517-249-0111 GonzalesR@michigan.govMDHHS

Brian Piacentini 517-582-3516 PiacentiniB@michigan.govMDHHS

Sherry Rosin 517-284-3082 RosinS@michigan.govMSP

Sharon Edington 517-241-3816 EdingtonS@michigan.govMCSC

Jessica Sweet 517-241-6679 SweetJ2@michigan.govMDHHS

Gregory Rivet 517-335-8841 RivetG@michigan.govLARA

Contract Amendments

Idemia Identity and Security USA, LLC, will provide the following Services for MGCB and LEO-

UIA:

• Applicant Scheduling

• Electronic Fingerprint and demographic capture and submission

Fee collection

• Electronic funds transfer and reconciliation information reporting

• Data interface with MSP’s automated fingerprint identification system; data interface with MSP AFIS

• Customer support and Billing

3. The Contractor’s address is hereby updated to: 340 Seven Springs Way, Suite 300, Brentwood, TN 37027.

4. This Contract is now increased by $100,000.

5. The attached Schedule B - Pricing hereby replaces all previous versions.

6. Adding fingerprint reason: Families First Preservation Act of 2018: Fingerprint Reason FFA, Agency ID 9397H.

7. Please note the Contract Administrator has been changed to Marissa Gove, MDHHS Program

PiacentiniB@michigan.gov; Phone: 517-582-3516.

Fingerprinting Collection

Processing fee per Individual

Applicant

MSP

Processing fee per Individual Applicant

FBI

Process fee per Individual Applicant

Total Price

State of Michigan Paid $10.50 $ 30.00 $13.25 (Employment/Licensing) $53.75

State of Michigan Paid $10.50 $30.00 $11.25 (Volunteer) $51.75

Non-State of Michigan Paid $22.00 $30.00 $13.25 (Employment/Licensing) $65.25

Non-State of Michigan Paid $22.00 $30.00 $11.25 (Volunteer) $63.25

*In the event the State implements the UEP Solution, IDEMIA USA will provide the Fingerprint Backup Capture with the UEP Solution for no additional cost.

Type of Applicant per Year

State Employee and Non-State Paid Employee LARA – Licensing and Regulatory Affairs

1. Long-term/Adult Foster Care Checks – New Applicants

1. Pre-employment

2. Foster/Adoptive Parents

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 190000001026 .

between

THE STATE OF MICHIGAN

and

C O

A C

Idemia Identity & Security USA LLC

Pr og ra m M an ag er

VARIOUS – See Attached Program Manager List

296 Concord Road, Suite 300

Billerica, MA 01821-3180

Meghan Peterson

C on tra ct

Ad m in is tra to r Sarah Walter DTMB

978-427-7818 517-256-4237

Meghan.Peterson@us.idemia.com WalterS6@michigan.gov

CV0000922

CONTRACT SUMMARY

DESCRIPTION: Statewide Fingerprinting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

6/1/2020 5/31/2025 5, 1-Year Options N/A

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45 N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

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

MINIMUM DELIVERY REQUIREMENTS

N/A

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER. This Contract Agreement is awarded on the basis of our inquiring RFP No.

190000001266. Orders for delivery will be issued directly by Departments through the issuance of a Delivery Order Form.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $7,000,000.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 525 W. Allegan St., Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT NO. 190000001026

FOR THE CONTRACTOR:

Idemia Identity & Security USA LLC

Company Name

Authorized Agent Signature

Donnie Scott

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Chelsea Lugibihl, Category Manager

Name & Title

DTMB Procurement

Agency

Date

Program Managers for Contract No. 190000001026 .

MSP Sherry Rosin 517-284-3082 RosinS@michigan.gov TREA Sharon Edington 517-241-3816 EdingtonS@michigan.gov MDHHS Patricia Neitman 248-860-3210 NeitmanP@michigan.gov MDHHS Sarah Goby 517-284-9700 GorbyS@michigan.gov MDHHS Jessica Sweet 517-241-6679 SweetJ2@michigan.gov LARA Gregory Rivet 517-335-8841 RivetG@michigan.gov LARA K. Adam Krajniak 517-335-7104 KrajniakK@michigan.gov mailto:EdingtonS@michigan.gov mailto:NeitmanP@michigan.gov mailto:GorbyS@michigan.gov mailto:SweetJ2@michigan.gov mailto:RivetG@michigan.gov

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Idemia Identity & Security USA LLC (“Contractor”), a Delaware limited liability company. This Contract is effective on August 1, 2020 (“Effective Date”), and unless terminated, expires on July 31, 2025.

This Contract may be renewed for up to five additional one-year period(s). Renewal is at the sole discretion of the State and will automatically extend the Term of this Contract. The State will document its exercise of renewal options via Contract Change Notice.

The parties agree as follows:

1. Duties of Contractor. Contractor must perform the services and provide the deliverables described in Schedule A – Statement of Work (the “Contract Activities”). An obligation to provide delivery of any commodity is considered a service and is a Contract Activity.

Contractor must furnish all labor, equipment, materials, and supplies necessary for the performance of the Contract Activities, and meet operational standards, unless otherwise specified in Schedule A.

Contractor must: (a) perform the Contract Activities in a timely, professional, safe, and workmanlike manner consistent with standards in the trade, profession, or industry; (b) meet or exceed the performance and operational standards, and specifications of the Contract; (c) provide all Contract Activities in good quality, with no material defects; (d) not interfere with the State’s operations; (e) obtain and maintain all necessary licenses, permits or other authorizations necessary for the performance of the Contract; (f) cooperate with the State, including the State’s quality assurance personnel, and any third party to achieve the objectives of the Contract; (g) return to the State any State-furnished equipment or other resources in the same condition as when provided when no longer required for the Contract; (h) not make any media releases without prior written authorization from the State; (i) assign to the State any claims resulting from state or federal antitrust violations to the extent that those violations concern materials or services supplied by third parties toward fulfillment of the Contract; (j) comply with all State physical and IT security policies and standards which will be made available upon request; and (k) provide the State priority in performance of the Contract except as mandated by federal disaster response requirements. Any breach under this paragraph is considered a material breach.

Contractor must also be clearly identifiable while on State property by wearing identification issued by the State, and clearly identify themselves whenever making contact with the State.

2. Notices. All notices and other communications required or permitted under this Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier;

(b) when actually received if sent by mail without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

If to State: If to Contractor:

Sarah Walter 525 W. Allegan Lansing, MI, 48913 WalterS6@michigan.gov 517-256-4237

Idemia Identity & Security USA LLC Attn: General Counsel 296 Concord Road, Suite 300 Billerica, MA 01821 legalnotices@us.idemia.com Office Telephone: (978) 215-2400

STANDARD CONTRACT TERMS

mailto:WalterS6@michigan.gov

3. Contract Administrator. The Contract Administrator for each party is the only person authorized to modify any terms of this Contract, and approve and execute any change under this Contract (each a “Contract Administrator”):

State: Contractor:

Sarah Walter 525 W. Allegan Lansing, MI, 48913 WalterS6@michigan.gov 517-256-4237

Donnie Scott 11951 Freedom Drive, Suite 1800 Reston, VA 20190 Office Telephone: (978) 215-2820

4. Program Manager. The Program Manager for each party will monitor and coordinate the day-to-day activities of the Contract (each a “Program Manager”):

State: Contractor:

Michigan State Police:

Sherry Rosin RosinS@michigan.gov 517-284-3082

Treasury:

Sharon Edington, Human Resource Specialist EdingtonS@michigan.gov 517-241-3816

Michigan Department of Health and Human Services:

Patricia Neitman, DCWL Director NeitmanP@michigan.gov 248-860-3210

Sarah Gorby, DCWL GorbyS@michigan.gov 517-248-9700

Jessica Sweet SweetJ2@michigan.gov 517-241-6679

Department of Licensing and Regulatory Affairs:

Greg Rivet, Purchasing Director RivetG@michigan.gov 517-335-8841

K. Adam Krajniak, Workforce Background Check KrajniakK@michigan.gov 517-335-7104

Meghan Peterson Business Development Manager Meghan.Peterson@us.idemia.com Office Telephone: (978) 215-2820 Mobile Telephone: (978) 427-7818

Candy Copelin Operational Director, Michigan candy.copelin@us.idemia.com Office Telephone: (217) 535-3928 Mobile Telephone: (217) 827-2093

John McGraw Program Manager, Michigan john.mcgraw@us.idemia.com Phone: (517) 712-2022

5. Performance Guarantee. Contractor must at all times have financial resources sufficient, in the opinion of the State, to ensure performance of the Contract and must provide proof upon request. The State may require a performance bond (as specified in Schedule A) if, in the opinion of the State, it will ensure performance of the Contract.

6. Insurance Requirements. Contractor must maintain the insurances identified below and is responsible for all deductibles. All required insurance must: (a) protect the State from claims that may arise out of, are alleged to arise out of, or result from Contractor's or a subcontractor's performance; (b) be primary and non-contributing to any comparable liability insurance (including self-insurance) carried by the State; and (c) be provided by a company with an A.M. Best rating of "A" or better, and a financial size of VII or better.

mailto:WalterS6@michigan.gov mailto:RosinS@michigan.gov mailto:EdingtonS@michigan.gov mailto:NeitmanP@michigan.gov mailto:GorbyS@michigan.gov mailto:SweetJ2@michigan.gov mailto:RivetG@michigan.gov mailto:KrajniakK@michigan.gov mailto:john.mcgraw@us.idemia.com

Required Limits Additional Requirements

Commercial General Liability Insurance

Minimal Limits:

$1,000,000 Each Occurrence Limit $1,000,000 Personal & Advertising Injury Limit $2,000,000 General Aggregate Limit $2,000,000 Products/Completed Operations

Deductible Maximum:

$50,000 Each Occurrence

Contractor must have their policy endorsed to add “the State of Michigan, its departments, divisions, agencies, offices, commissions, officers, employees, and agents” as additional insureds with an endorsement providing coverage at least as broad as ISO Form CG 20 10 11 85, or both CG 20 10 07 04 and CG 20 37 07 04.

Coverage must not have exclusions or limitations related to sexual abuse and molestation liability.

Umbrella or Excess Liability Insurance

Minimal Limits:

$5,000,000 General Aggregate

Contractor must have their policy endorsed to add “the State of Michigan, its departments, divisions, agencies, offices, commissions, officers, employees, and agents” as additional insureds.

Automobile Liability Insurance

Minimal Limits:

$1,000,000 Per Occurrence

Contractor must have their policy: (1) endorsed to add “the State of Michigan, its departments, divisions, agencies, offices, commissions, officers, employees, and agents” as additional insureds; and (2) include Hired and Non-Owned Automobile coverage.

Workers' Compensation Insurance

Minimal Limits:

Coverage according to applicable laws governing work activities.

Waiver of subrogation, except where waiver is prohibited by law.

Employers Liability Insurance

Minimal Limits:

$500,000 Each Accident $500,000 Each Employee by Disease $500,000 Aggregate Disease.

Privacy and Security Liability (Cyber Liability) Insurance

Minimal Limits:

$1,000,000 Each Claim $1,000,000 Annual Aggregate

If any of the required policies provide claims-made coverage, the Contractor must: (a) provide coverage with a retroactive date before the effective date of the contract or the beginning of Contract Activities; (b) maintain coverage and provide evidence of coverage for at least three (3) years after completion of the Contract Activities;

and (c) if coverage is canceled or not renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, Contractor must purchase extended reporting coverage for a minimum of three (3) years after completion of work.

Contractor must: (a) provide insurance certificates to the Contract Administrator, containing the agreement or purchase order number, at Contract formation and within 20 calendar days of the expiration date of the applicable policies; (b) require that subcontractors maintain the required insurances contained in this Section; (c) notify the Contract Administrator within 5 business days if any insurance is cancelled; and (d) waive all rights against the State for damages covered by insurance. Failure to maintain the required insurance does not limit this waiver.

This Section is not intended to and is not be construed in any manner as waiving, restricting or limiting the liability of either party for any obligations under this Contract (including any provisions hereof requiring Contractor to indemnify, defend and hold harmless the State).

7. Administrative Fee and Reporting. Contractor must pay an administrative fee of 1% on all payments made to Contractor under the Contract including transactions with the State (including its departments, divisions, agencies, offices, and commissions), MiDEAL members, and other states (including governmental subdivisions and authorized entities). Administrative fee payments must be made by check payable to the State of Michigan and mailed to:

Department of Technology, Management and Budget Cashiering P.O. Box 30681 Lansing, MI 48909

Contractor must submit an itemized purchasing activity report, which includes at a minimum, the name of the purchasing entity and the total dollar volume in sales. Reports should be mailed to MiDeal@michigan.gov.

The administrative fee and purchasing activity report are due within 30 calendar days from the last day of each calendar quarter.

8. Extended Purchasing Program. This contract is extended to MiDEAL members. MiDEAL members include local units of government, school districts, universities, community colleges, and nonprofit hospitals. A current list of MiDEAL members is available at www.michigan.gov/mideal. Upon written agreement between the State and Contractor, this contract may also be extended to: (a) State of Michigan employees and (b) other states (including governmental subdivisions and authorized entities).

If extended, Contractor must supply all Contract Activities at the established Contract prices and terms. The State reserves the right to impose an administrative fee and negotiate additional discounts based on any increased volume generated by such extensions.

Contractor must submit invoices to, and receive payment from, extended purchasing program members on a direct and individual basis.

9. Independent Contractor. Contractor is an independent contractor and assumes all rights, obligations and liabilities set forth in this Contract. Contractor, its employees, and agents will not be considered employees of the State. No partnership or joint venture relationship is created by virtue of this Contract. Contractor, and not the State, is responsible for the payment of wages, benefits and taxes of Contractor’s employees and any subcontractors. Prior performance does not modify Contractor’s status as an independent contractor.

10. Subcontracting. Contractor may not delegate any of its obligations under the Contract without the prior written approval of the State. Contractor must notify the State at least 90 calendar days before the proposed delegation, http://www.michigan.gov/mideal and provide the State any information it requests to determine whether the delegation is in its best interest. If approved, Contractor must: (a) be the sole point of contact regarding all contractual matters, including payment and charges for all Contract Activities; (b) make all payments to the subcontractor; and (c) incorporate the terms and conditions contained in this Contract in any subcontract with a subcontractor. Contractor remains responsible for the completion of the Contract Activities, compliance with the terms of this Contract, and the acts and omissions of the subcontractor. The State, in its sole discretion, may require the replacement of any subcontractor.

11. Staffing. The State’s Contract Administrator may require Contractor to remove or reassign personnel by providing a notice to Contractor.

12. Background Checks. Upon request, Contractor must perform background checks on all employees and subcontractors and its employees prior to their assignment. The scope is at the discretion of the State and documentation must be provided as requested. Contractor is responsible for all costs associated with the requested background checks. The State, in its sole discretion, may also perform background checks.

13. Assignment. Contractor may not assign this Contract to any other party without the prior approval of the State.

Upon notice to Contractor, the State, in its sole discretion, may assign in whole or in part, its rights or responsibilities under this Contract to any other party. If the State determines that a novation of the Contract to a third party is necessary, Contractor will agree to the novation and provide all necessary documentation and signatures.

14. Change of Control. Contractor will notify, at least 90 calendar days before the effective date, the State of a change in Contractor’s organizational structure or ownership. For purposes of this Contract, a change in control means any of the following: (a) a sale of more than 50% of Contractor’s stock; (b) a sale of substantially all of Contractor’s assets; (c) a change in a majority of Contractor’s board members; (d) consummation of a merger or consolidation of Contractor with any other entity; (e) a change in ownership through a transaction or series of transactions; (f) or the board (or the stockholders) approves a plan of complete liquidation. A change of control does not include any consolidation or merger effected exclusively to change the domicile of Contractor, or any transaction or series of transactions principally for bona fide equity financing purposes.

In the event of a change of control, Contractor must require the successor to assume this Contract and all of its obligations under this Contract.

15. Ordering. Contractor is not authorized to begin performance until receipt of authorization as identified in Schedule

16. Acceptance. Contract Activities are subject to inspection and testing by the State within 30 calendar days of the State’s receipt of them (“State Review Period”), unless otherwise provided in Schedule A. If the Contract Activities are not fully accepted by the State, the State will notify Contractor by the end of the State Review Period that either:

(a) the Contract Activities are accepted, but noted deficiencies must be corrected; or (b) the Contract Activities are rejected. If the State finds material deficiencies, it may: (i) reject the Contract Activities without performing any further inspections; (ii) demand performance at no additional cost; or (iii) terminate this Contract in accordance with Section 23, Termination for Cause.

Within 10 business days from the date of Contractor’s receipt of notification of acceptance with deficiencies or rejection of any Contract Activities, Contractor must cure, at no additional cost, the deficiency and deliver unequivocally acceptable Contract Activities to the State. If acceptance with deficiencies or rejection of the Contract Activities impacts the content or delivery of other non-completed Contract Activities, the parties’ respective Program Managers must determine an agreed to number of days for re-submission that minimizes the overall impact to the Contract. However, nothing herein affects, alters, or relieves Contractor of its obligations to correct deficiencies in accordance with the time response standards set forth in this Contract.

If Contractor is unable or refuses to correct the deficiency within the time response standards set forth in this Contract, the State may cancel the order in whole or in part. The State, or a third party identified by the State, may perform the Contract Activities and recover the difference between the cost to cure and the Contract price plus an additional 10% administrative fee.

17. Reserved.

18. Reserved.

19. Reserved.

20. Terms of Payment. Invoices must conform to the requirements communicated from time-to-time by the State. All undisputed amounts are payable within 45 days of the State’s receipt. Contractor may only charge for Contract Activities performed as specified in Schedule A. Invoices must include an itemized statement of all charges. The State is exempt from State sales tax for direct purchases and may be exempt from federal excise tax, if Services purchased under this Agreement are for the State’s exclusive use. Notwithstanding the foregoing, all prices are inclusive of taxes, and Contractor is responsible for all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by the State under this Contract.

The State has the right to withhold payment of any disputed amounts until the parties agree as to the validity of the disputed amount. The State will notify Contractor of any dispute within a reasonable time. Payment by the State will not constitute a waiver of any rights as to Contractor’s continuing obligations, including claims for deficiencies or substandard Contract Activities. Contractor’s acceptance of final payment by the State constitutes a waiver of all claims by Contractor against the State for payment under this Contract, other than those claims previously filed in writing on a timely basis and still disputed.

The State will only disburse payments under this Contract through Electronic Funds Transfer (EFT). Contractor must register with the State at http://www.michigan.gov/SIGMAVSS to receive electronic fund transfer payments.

If Contractor does not register, the State is not liable for failure to provide payment. Without prejudice to any other right or remedy it may have, the State reserves the right to set off at any time any amount then due and owing to it by Contractor against any amount payable by the State to Contractor under this Contract.

21. Liquidated Damages. Liquidated damages, if applicable, will be assessed as described in Schedule A.

22. Stop Work Order. The State may suspend any or all activities under the Contract at any time. The State will provide Contractor a written stop work order detailing the suspension. Contractor must comply with the stop work order upon receipt. Within 90 calendar days, or any longer period agreed to by Contractor, the State will either:

(a) issue a notice authorizing Contractor to resume work, or (b) terminate the Contract or purchase order. The State will not pay for Contract Activities, Contractor’s lost profits, or any additional compensation during a stop work period.

23. Termination for Cause. The State may terminate this Contract for cause, in whole or in part, if Contractor, as determined by the State: (a) endangers the value, integrity, or security of any location, data, or personnel; (b) becomes insolvent, petitions for bankruptcy court proceedings, or has an involuntary bankruptcy proceeding filed against it by any creditor; (c) engages in any conduct that may expose the State to liability; (d) breaches any of its material duties or obligations; or (e) fails to cure a breach within the time stated in a notice of breach. Any reference to specific breaches being material breaches within this Contract will not be construed to mean that other breaches are not material.

If the State terminates this Contract under this Section, the State will issue a termination notice specifying whether Contractor must: (a) cease performance immediately, or (b) continue to perform for a specified period. If it is later determined that Contractor was not in breach of the Contract, the termination will be deemed to have been a Termination for Convenience, effective as of the same date, and the rights and obligations of the parties will be limited to those provided in Section 24, Termination for Convenience.

The State will only pay for amounts due to Contractor for Contract Activities accepted by the State on or before the date of termination, subject to the State’s right to set off any amounts owed by the Contractor for the State’s reasonable costs in terminating this Contract. The Contractor must pay all reasonable costs incurred by the State in terminating this Contract for cause, including administrative costs, attorneys’ fees, court costs, transition costs, and any costs the State incurs to procure the Contract Activities from other sources.

24. Termination for Convenience. The State may immediately terminate this Contract in whole or in part without penalty and for any reason, including but not limited to, appropriation or budget shortfalls. The termination notice will specify whether Contractor must: (a) cease performance of the Contract Activities immediately, or (b) continue to perform the Contract Activities in accordance with Section 25, Transition Responsibilities. If the State terminates http://www.michigan.gov/SIGMAVSS this Contract for convenience, the State will pay all reasonable costs, as determined by the State, for State approved Transition Responsibilities.

25. Transition Responsibilities. Upon termination or expiration of this Contract for any reason, Contractor must, for a period of time specified by the State (not to exceed 90 calendar days), provide all reasonable transition assistance requested by the State, to allow for the expired or terminated portion of the Contract Activities to continue without interruption or adverse effect, and to facilitate the orderly transfer of such Contract Activities to the State or its designees. Such transition assistance may include, but is not limited to: (a) continuing to perform the Contract Activities at the established Contract rates; (b) taking all reasonable and necessary measures to transition performance of the work, including all applicable Contract Activities, training, equipment, software, leases, reports and other documentation, to the State or the State’s designee; (c) taking all necessary and appropriate steps, or such other action as the State may direct, to preserve, maintain, protect, or return to the State all materials, data, property, and confidential information provided directly or indirectly to Contractor by any entity, agent, vendor, or employee of the State; (d) transferring title in and delivering to the State, at the State’s discretion, all completed or partially completed deliverables prepared under this Contract as of the Contract termination date;

and (e) preparing an accurate accounting from which the State and Contractor may reconcile all outstanding accounts (collectively, “Transition Responsibilities”). This Contract will automatically be extended through the end of the transition period.

26. General Indemnification. Contractor must defend, indemnify and hold the State, its departments, divisions, agencies, offices, commissions, officers, and employees harmless, without limitation, from and against any and all actions, claims, losses, liabilities, damages, costs, attorney fees, and expenses (including those required to establish the right to indemnification), arising out of or relating to: (a) any breach by Contractor (or any of Contractor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable) of any of the promises, agreements,…

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