200000000799.pdf

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 MA200000000799

C O

N

TR

AC

TO

R

BELLEFEUIL SZUR & ASSOCIATES INC

14965 Abbey Lane

Bath MI 48808

Tom Szur

(517) 641-8900 tszur@bsasoftware.com

CV0035692

ST

AT

E

Pr og ra m

M an ag er

Lucy Pline DTMB

(517) 636-5052 plinel@michigan.gov

C on tr ac t Ad m in is tr at or Patrick Russell DTMB

(517) 648-7767

RussellP2@michigan.gov

CONTRACT SUMMARY

State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE

August 1, 2020

INITIAL EXPIRATION DATE

July 31, 2025

INITIAL AVAILABLE OPTIONS

5 - 1 Year

EXPIRATION DATE BEFORE

July 31, 2026

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION

1 Year

EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

July 31, 2027

CURRENT VALUE

$2,883,355.00

VALUE OF CHANGE NOTICE

$507,035.00

ESTIMATED AGGREGATE CONTRACT VALUE

$3,390,390.00

DESCRIPTION

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

Effective 07/15/2026, the State is exercising the second of the five option years under the contract. The revised contract expiration date is July 31, 2027. In addition, the contract amount is increased by $507,035.00 for the renewal, as outlined in Change Notice 4.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement Services approval, and State Administrative Board approval on 07/15/2026.

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

State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

August 1, 2020 July 31, 2025 5 - 1 Year July 31, 2026

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

14965 Abbey Lane

Bath MI 48808

Tom Szur

(517) 641-8900 tszur@bsasoftware.com

CV0035692

BELLEFEUIL SZUR & ASSOCIATES

INC

C O

N

TR

A C

TO

R

(517) 636-5052 plinel@michigan.gov

Patrick Russell

(517) 648-7767

DTMB

Lucy Pline DTMB russellp2@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 6

Contract Number MA200000000799 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 Years

$2,644,385.00 $67,970.00 $2,712,355.00

DESCRIPTION

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

Effective 11/07/2025, the contract is hereby increased by $67,970.00 to add funds for Fiscal Year 2026.

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

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

CONTRACT SUMMARY

State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

August 1, 2020 July 31, 2025 5 - 1 Year July 31, 2026

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

14965 Abbey Lane

Bath MI 48808

Tom Szur

(517) 641-8900 tszur@bsasoftware.com

CV0035692

BELLEFEUIL SZUR & ASSOCIATES

INC

C O

N

TR

A C

TO

R

(517) 636-5052 plinel@michigan.gov

Patrick Russell

(517) 648-7767

DTMB

Lucy Pline DTMB russellp2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 5

Contract Number MA200000000799 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 Years

$2,644,385.00 $85,500.00 $2,729,885.00

DESCRIPTION

Effective 10/03/2025, the parties hereby agree to the attached Statement of work to modify BS&A software and retrieve small business personal property data to support accurate tax reporting and compliance with updated tax laws. The total cost of this project is $85,500.00.

Michigan.gov/MiProcurement

Version 2021-1 1 of 4

STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

BS&A Personal Property Data Retrieval

Period of Coverage:

9/15/25 – 9/30/25

Requesting Department:

Treasury, Bureau of Local Government and School Services

Date:

9/5/25

Agency Program Manager:

David Rowley

Phone:

517-899-3815

DTMB Program Manager:

Lucy Pline

Phone:

517-896-5103

Brief description of services to be provided:

SOW will allow Bellefeuil Szur & Associates (BS&A) to provide services processing the Small Business Property Tax.

BACKGROUND:

Treasury has contracted with BS&A to provide property tax equalization services. On an annual basis BS&A must modify their software to accommodate updates to tax laws and processes, so that reports generated by the system provide accurate information.

Additionally, BS&A retrieves data from the Counties to keep records up to date.

PROJECT OBJECTIVE:

BS&A will make the necessary modifications to Treasury software to allow for accurate reporting.

SCOPE OF WORK:

BS&A will modify their software and make data customizations. BS&A will retrieve small business personal property data from the appropriate county FTP sites.

TASKS:

Technical support is required to assist with the following tasks:

• Treasury SMEs to test the changes in UAT and Production.

DELIVERABLES:

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

• Software & Data Customizations; includes modification to exports, modification to reports & general software maintenance

Version 2021-1 2 of 4

• Retrieve Small Business Personal Property data from appropriate County FTP site.

o Verify that the correct Small Business Personal Property data for each local unit was sent to the appropriate County FTP site.

o Create the unique parcel number for later exports to the State of Michigan by combining county revenue share number with parcel number o Modify the parcel number format so we can create a statewide database for later exports to the State of Michigan o Export, merge, & combine the appropriate parcels for each into a master statewide database o Work with the County Officials to manage the transfer of local unit data to the appropriate county FTP site.

o Create & manage XML export for our statewide database to pass on to the State of Michigan

ACCEPTANCE CRITERIA:

Acceptance as defined in Section 4, Service Preparation, Testing and Acceptance.

PROJECT CONTROL AND REPORTS:

A bi-weekly progress report must be submitted to the Agency and DTMB Program Managers throughout the life of this project. This report may be submitted with the billing invoice. Each bi-weekly progress report must contain the following:

1. Hours: Indicate the number of hours expended during the past two weeks, and the cumulative total to date for the project. Also state whether the remaining hours are sufficient to complete the project.

2. Accomplishments: Indicate what was worked on and what was completed during the current reporting period.

3. Funds: Indicate the amount of funds expended during the current reporting period, and the cumulative total to date for the project.

SPECIFIC DEPARTMENT STANDARDS:

Agency standards, if any, in addition to DTMB standards.

PAYMENT SCHEDULE:

Deliverable Start Date Delivery

Date Deliverable Cost

Delivery of Software & Data Customizations

6/18/25 7/9/25 $20,500.00

Retrieval of Small Business Personal Property data from appropriate County FTP site.

6/15/25 7/9/25 $65,000.00

Version 2021-1 3 of 4

Total cost of change: $85,500.00

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

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

EXPENSES:

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

PROJECT CONTACTS:

The designated Agency Program Manager is:

Name David Rowley Department Treasury Area Bureau of Local Government and School Services, Property Services Division Building/Floor Austin Building, 3rd floor Address 430 W Allegan St City/State/Zip Lansing, MI 48933 Phone Number 517-899-3815 Email Address RowleyD3@michigan.gov

The designated DTMB Program Manager is:

Name Lucy Pline Department DTMB Area AS - Treasury Building/Floor Ops Center, 2nd floor Address 7285 Parsons Drive City/State/Zip Dimondale, MI 48821 Phone Number 517-896-5103 Email Address PlineL@michigan.gov

Version 2021-1 4 of 4

AGENCY RESPONSIBILITIES:

• Review and approve deliverables.

• Review and approve invoices.

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Consultants will work at:

BS&A Headquarters

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

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

No overtime will be permitted.

PROJECT PLAN:

Milestones:

Start Date Delivery

Delivery of Software & Data Customizations

7/1/25 7/9/25

Retrieval of Small Business Personal Property data from appropriate County FTP site.

7/1/25 7/9/25

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

DTMB

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

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

August 1, 2020 July 31, 2025 5 - 12 Months July 31, 2025

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

14965 Abbey Lane

Bath MI 48808

Tom Szur

(517) 641-8900 tszur@bsasoftware.com

CV0035692

BELLEFEUIL SZUR & ASSOCIATES

INC

C O

N

TR

A C

TO

R

(517) 636-5052 plinel@michigan.gov

Patrick Russell

(517) 648-7767

DTMB

Lucy Pline DTMB

RussellP2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 4

Contract Number MA200000000799 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

12 Months July 31, 2026

$2,222,850.00 $507,035.00 $2,729,885.00

DESCRIPTION

Effective 07/15/2025, the State hereby exercises the first of the five option years under the contract. The revised expiration date is 7/31/2026. The State agrees to the attached pricing, which will take effect on 08/01/2025. Additionally, the contract amount is increased by $507,035.00.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement Services approval, and State Administrative Board approval on 07/15/2025.

May 29, 2025 bsasoftware.com inquiry@bsasoftware.com

855.272.7638

Dear Mr. Russell, Effective with the next renewal of the contract between the State of Michigan and BS&A Software, on August 1, 2025, BS&A will be implementing a 3% price increase for the services outlined in our current agreement. The new price schedule shall be:

Item Previous Amount New Amount

State Average Tax Rate $40,000 $41,200

State Assessed Properties $104,000 $107,120

EMPP $85,500 $88,065

Small Business Personal Property $85,500 $88,065

State Equalization $177,267 $182,585

TOTALS $492,267 $507,035

If you have any questions or concerns, please feel free to reply to this message, or reach out to me by email or phone.

Thank you, Mark Puetz

BS&A Software mpuetz@bsasoftware.com

(855) 272-7638 mailto:inquiry@bsasoftware.com mailto:mpuetz@bsasoftware.com

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

August 1, 2020 July 31, 2025 5 - 12 Months July 31, 2025

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

14965 Abbey Lane

Bath MI 48808

Tom Szur

(517) 641-8900 tszur@bsasoftware.com

CV0035692

BELLEFEUIL SZUR & ASSOCIATES

INC

C O

N

TR

A C

TO

R

(517) 636-5052 plinel@michigan.gov

Patrick Russell

(517) 648-7767

DTMB

Lucy Pline DTMB

Russellp2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 3

Contract Number MA200000000799 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

$2,137,350.00 $85,500.00 $2,222,850.00

DESCRIPTION

Effective 07/01/20234, this contract is hereby increased by $85,500 for assessing small business person property service. No additional funding is needed at this time; existing funds are adequate to support this change.

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number 200000000799 plinel@michigan.gov

Lucy Pline

Patrick Russell tszur@bsasoftware.com

Tom Szur

Bath, MI 48808

BELLEFEUIL SZUR & ASSOCIATES INC

CV0035692

(517) 641-8900

14965 Abbey Lane

(517) 648-7767 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

(517) 636-5052

DTMB

russellp2@michigan.gov

$2,051,850.00

August 1, 2020 July 31, 2025

STATE EQUALIZATION, SATR, AND PERSONAL PROPERTY DATA REPORTING SERVICES

July 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$85,500.00 $2,137,350.00

Effective 9/15/2023, this Contract is hereby increased by $85,500.00 and the following amendment incorporated for additional Assessing Small Business Personal Property Services and Retrieving Small Business Personal Property Data for the State Assessed Property Services for FY 2023 for Treasury.

Please note, the State's Contract Administrator has been changed to Patrick Russell.

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

DESCRIPTION

CONTRACT SUMMARY

TREA

Customization

Proposal to...

State of Michigan

August 14, 2023

Project Contact: Scott Gross

Assessing Small Business Personal Property Services

Software and Data Customizations

• Including modifications to exports, reports, and general software maintenance.

$20,500

Retrieve Small Business Personal Property Data

• Including verification that appropriate Small Business Personal Property data for each local unit was sent to appropriate county FTP site.

• Creation of a unique parcel number for later export to the State of Michigan.

• Modification of the parcel number format to allow for a state wide database that can be exported to the

State of Michigan.

• Exporting, merging and combining the appropriate parcels for each into a single master database.

• Assisting county officials with the process of transferring local unit data to the appropriate county FTP site.

• Creating and managing an XML export from the state-wide database to be sent to the State of Michigan.

$65,000

Total Proposed $85,500

14965 Abbey Lane, Bath, MI 48808

(855) 272-7638 | (517) 641-8960 FAX

inquiry@bsasoftware.com Page 1 of 1 Prices good for a period of 90 days from date on proposal mailto:inquiry@bsasoftware.com

CENTRAL PROCUREMENT SERVICES

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

200000000799Contract Number plinel@michigan.gov

Lucy Pline

Mike Breen tszur@bsasoftware.com

Tom Szur

Bath, MI 48808

BELLEFEUIL SZUR & ASSOCIATES INC

CV0035692

(517) 641-8900

14965 Abbey Lane

(517) 249-0428 S

T A

T E

P ro g ra m

M a n a g e r

C o n tra c t

A d m in is tra to r

C O

N T

R A

C T

O R

TREA

(517) 636-5052

DTMB

breenm@michigan.gov

$1,516,250.00

August 1, 2020 July 31, 2025

STATE EQUALIZATION, SATR, AND PERSONAL PROPERTY DATA REPORTING SERVICES

July 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☐ ☐ July 31, 2025

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$535,600.00 $2,051,850.00

Effective with mutual signature and State Administrative Board approval (10/13/2020) the contract is amended to add a statement of work which adds data collections and reporting services which includes compilation, input, output and analysis of assessment data currently submitted via State Tax Commission Forms 1027, 1028 and applicable credit applications of assessed entities. The contract is also amended to add $535,600.0 to support these activities. The Vendor has supplied a new price table which reduces the cost of service for each of three years (total cost savings 15%/$136,206). All other aspects of this contract remain the same.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

CONTRACT SUMMARY

Service Base Years Option Years

Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

Data Collection and Reporting Service (SESA Personal Property Data Gathering Project) 65,000 65,000 65,000 65,000 65,000 65,000 65,000 65,000 65,000 65,000

Support/Maintenance/ and data modifications, including creation, maintenance and enhancement to File Transfer Protocol (FTP) website (SESA Personal Property Data Gathering Project) 20,500 20,500 20,500 20,500 20,500 20,500 20,500 20,500 20,500 20,500

Electronic Receipt & Processing of County Assessed and Taxable Value data. (State Equalization Project) 60,400 60,400 60,400 60,400 60,400 60,400 60,400 60,400 60,400 60,400

Hard copy receipt and processing of information from local units. Includes assistance to Counties in the entry process and/or update process (State Equalization Project) 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000

Software and database updates, support and maintenance to site. (State Equalization Project) 24,250 24,250 24,250 24,250 24,250 24,250 24,250 24,250 24,250 24,250

Data Hosting (State Equalization Project) 40,300 40,300 40,300 40,300 40,300 40,300 40,300 40,300 40,300 40,300

Software and QA testing, modification to reports, assistance to various counties. (State Equalization Project) 15,500 15,500 15,500 15,500 15,500 15,500 15,500 15,500 15,500 15,500

FTP/Web depository for local units and STC staff.

Modifications to Assessing Application as necessary (State Equalization Project 23,300 23,300 23,300 23,300 23,300 23,300 23,300 23,300 23,300 23300

Custom programming, imports exports and reports (200/hour x 50 estimated hours). Only actual hours will be billed.

(State Equalization Project) 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000

Data Hosting/Software Maintenance/Support (State Average Tax Rate Project) 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000

TOTALS BY PROJECT

Totals for SESA Personal Property Data Gathering Project 85,500 85,500 85,500 85,500 85,500 85,500 85,500 85,500 85,500 85,500

Totals for State Equalization Project 177,750 177,750 177,750 177,750 177,750 177,750 177,750 177,750 177,750 177,750

Totals for State Average Tax Rate Project 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000 40,000

TOTAL (Before COVID-19 discount) 303,250 303,250 303,250 303,250 303,250 303,250 303,250 303,250 303,250 303,250

GRAND TOTAL including COVID-19 Discount for 3 years (15% discounted)

257,762.50 257,762.50 257,762.50 303,250 303,250 303,250 303,250 303,250 303,250 303,250

1. Price proposals must include a fixed-price hourly-rate rate card for ancillary professional services (e.g. future enhancement configuration services) broken down by role (e.g. solution design architect). If Bidder differentiates between on-site and remote services, provide pricing for both.

Key Resource Hourly Rate ($/HR)

Project Manager 200/hr

Programmer/Developer 200/hr

Database Administrator 200/hr

Business Analyst 200/hr

2. Price proposals must include fixed-price fees for ongoing training beyond the initial Implementation Services. If Bidder offers remote web-based and onsite training, provide pricing for both.

3. Price proposals may include pricing for any other additional products or services offered by Bidder that relates to this RFP.

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 171-200000000799 .

between

THE STATE OF MICHIGAN

and

C O

N T

R A

C T

O R

BELLEFEUIL SZUR & ASSOCIATES

INC

S T

A T

E

P ro g ra m M a n a g e r Lucy Pline DTMB

14965 Abbey Lane (517) 636-5052

Bath, MI 48808 plinel@michigan.gov

Tom Szur

C o n tr a c t

A d m in is tr a to r James Wilson DTMB

(517) 641-8900 (517) 243-0434 tszur@bsasoftware.com Wilsonj40@michigan.gov

CV0035692

CONTRACT SUMMARY

DESCRIPTION: State Equalization, SATR, and Personal Property Data Reporting Services

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

August 1, 2020 July 31, 2025 5 – 1 Year July 31, 2025

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 contract is established from Request for Proposal 171- 190000001985

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $1,516,250.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 525 West Allegan Street, Lansing, MI 48909 P.O. Box 30026

CONTRACT NO. 171-200000000799

FOR THE CONTRACTOR:

BS&A Software

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

04-16-2020

Date

FOR THE STATE:

Name & Title

Agency

Date

James Wilson - Category Analyst, IT

DTMB - Central Procurement Services

5/05/2020

This Software as a Service Contract (this “Contract”) is agreed to between the State of Michigan (the

“State”) and Bellefeuil Szur & Associates, Inc. (“Contractor”), a Michigan Corporation. This Contract is effective on August 1, 2020 (“Effective Date”), and unless earlier terminated, will expire on July 31, 2025

(the “Term”).

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

1. Definitions.

“Accept” has the meaning set forth in Section 4.2(b).

“Acceptance” has the meaning set forth in Section 4.2(b).

“Action” has the meaning set forth in Section 14.1.

“Allegedly Infringing Features” has the meaning set forth in Section 14.3(b)(ii).

“Authorized Users” means all Persons authorized by the State to access and use the Services through the State’s account under this Contract, subject to the maximum number of users specified in the applicable Statement of Work.

“Availability Requirement” has the meaning set forth in Section 5.

“Business Day” means a day other than a Saturday, Sunday or State Holiday.

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

“Code” has the meaning set forth in Section 20.

“Confidential Information” has the meaning set forth in Section 11.1.

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

CONTRACT TERMS

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

Contract, and (B) approve and execute 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 Personnel” means all employees and agents of Contractor, all Subcontractors and all employees and agents of any Subcontractor, involved in the performance of Services.

“Contractor Security Officer” has the meaning set forth in Section 2.5(a).

“Contractor Service Manager” has the meaning set forth in Section 2.5(a).

“Documentation” means all generally available documentation relating to the Services, including all user manuals, operating manuals and other instructions, specifications, documents and materials, in any form or media, that describe any component, feature, requirement or other aspect of the Services, including any functionality, testing, operation or use thereof.

“DR Plan” has the meaning set forth in Section 13(a).

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

“Fees” has the meaning set forth in Section 9.1.

“Force Majeure Event” has the meaning set forth in Section 18.

“Harmful Code” means any software, hardware or other technologies, devices or means, the purpose or effect of which is to: (a) permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner, any (i) computer, software, firmware, hardware, system or network, or (ii) any application or function of any of the foregoing or the integrity, use or operation of any data Processed thereby; or (b) prevent the State or any Authorized User from accessing or using the

Services or Contractor Systems as intended by this Contract, and includes any virus, bug, trojan horse, worm, backdoor or other malicious computer code and any time bomb or drop dead device.

“HIPAA” has the meaning set forth in Section 10.1.

“Hosted Services” has the meaning set forth in Section2.1(a).

“Intellectual Property Rights” means any and all rights comprising or relating to: (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 goodwill associated therewith;

(c) authorship rights, copyrights and copyrightable works (including computer programs) 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 this Contract or any

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.

“Loss” 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. “Losses” has a correlative meaning.

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

“Personal Health Information (PHI)” has the meaning set forth in Section 10.1.

“Personally Identifiable Information (PII)” has the meaning set forth in Section 10.1.

“Process” means to perform any operation or set of operations on any data, information, material, work, expression or other content, including to (a) collect, receive, input, upload, download, record, reproduce, store, organize, combine, log, catalog, cross-reference, manage, maintain, copy, adapt, alter, translate or make other improvements or derivative works, (b) process, retrieve, output, consult, use, disseminate, transmit, submit, post, transfer, disclose or otherwise provide or make available, or (c) block, erase or destroy. “Processing” and “Processed” have correlative meanings.

"RPO" or "Recovery Point Objective" means the maximum amount of potential data loss in the event of a disaster.

"RTO" or "Recovery Time Objective" means the period of time to fully restore the Hosted Services in the case of a disaster.

“Reject” has the meaning set forth in Section 4.2(b).

“Rejection” has the meaning set forth in Section 4.2(b).

“Representatives” means a party’s employees, officers, directors, consultants, legal advisors and, with respect to Contractor, Contractor’s Subcontractors.

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

Contract.

“Service Level Agreement” means the service level agreement attached as Schedule B to this

Contract, setting forth Contractor’s obligations with respect to the hosting, management and operation of the Service Software.

“Service Software” means any and all software applications and any third-party or other software, and all new versions, updates, revisions, improvements and modifications of the foregoing, that

Contractor provides remote access to and use of as part of the Services.

“Services” has the meaning set forth in Section 2

“Source Code” means the human readable source code of the Service Software to which it relates, in the programming language in which the Service 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 Service Software.

“Specifications” means the specifications for the Services set forth in the applicable Statement of

Work and, to the extent consistent with and not limiting of the foregoing, the Documentation.

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

“State Data” has the meaning set forth in Section 10.1.

“State Modification” has the meaning set forth in Section 14.2(a).

“State Project Manager” has the meaning set forth in Section 2.8.

“State Systems” means the information technology infrastructure, including the computers, software, databases, electronic systems (including database management systems) and networks, of the State or any of its designees.

“Statement of Work” has the meaning set forth in Section 2.1(a). The Initial Statement of Work is attached as Schedule A, and subsequent Statements of Work shall be sequentially identified and attached as Schedule A-1, A-2, A-3, etc.

“Stop Work Order” has the meaning set forth in Section 8.

“Subcontractor” means any entity that performs any Services under this Contract and otherwise has the meaning set forth in Section 2.4(a).

“Support Services” has the meaning set forth in Section 6.

“Support Service Level Requirement” has the meaning set forth in Section 6.

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

“Transition Period” has the meaning set forth in Section 7.3.

“Transition Responsibilities” has the meaning set forth in Section 7.3.

“User Data” means any and all information reflecting the access or use of the Hosted Services by or on behalf of the State or any Authorized User, including any end user profile, visit, session, impression, click-through or click-stream data and any statistical or other analysis, information or data based on or derived from any of the foregoing.

2. Services.

2.1 Services. Throughout the Term and at all times in connection with its actual or required performance under this Contract, Contractor will, in accordance with all terms and conditions set forth in this Contract and each applicable Statement of Work, provide to the State and its Authorized Users the following services (“Services”):

(a) the hosting, management and operation of the Service Software and other services for remote electronic access and use by the State and its Authorized Users (“Hosted Services”) as described in one or more written, sequentially numbered, statements of work referencing this Contract, including all Specifications set forth in such statements of work, which, upon their execution will be attached as Schedule A to this Contract and by this reference are incorporated in and made a part of this

Contract (each, a “Statement of Work”);

(b) maintain the Availability Requirement set forth in the Service Level Agreement attached as

Schedule B to this Contract;

(c) provide maintenance and Support Services as set forth in the Service Level Agreement, attached as Schedule B;

(d) implement and maintain the security requirements set forth in Schedule C to this Contract;

(e) maintain a DR plan, which is attached as Schedule D to this Contract; and

(f) such other services as may be specified in the applicable Statement of Work.

2.2 Change Notices.

(a) Any modifications or changes to the Services under any executed Statement of Work will be effective only if and when memorialized in a mutually agreed written change notice (“Change Notice”) signed by both Parties, provided, however, that for any Services provided on a limited basis (for example, on a per user, server, CPU or named-user basis), the State may, at any time, increase or decrease the number of its licenses hereunder subject to a corresponding forward-going adjustment of the Fees to reflect these changes in accordance with the pricing set forth in the applicable Statement of Work.

(b) In the event the Services are customizable, a more detailed change control process may be specified in the applicable Statement of Work. In such event, the change control process set forth in such Statement of Work shall control.

2.3 Compliance with Laws. Contractor must comply with all applicable Laws as they concern this

Contract, including by securing and maintaining all required and appropriate visas, work permits, business licenses and other documentation and clearances necessary for performance of the Services.

2.4 Subcontracting. Contractor will not itself, and will not permit any Person to, subcontract any

Services, in whole or in part, without the State’s prior written consent, which consent may be given or withheld in the State’s sole discretion. Without limiting the foregoing:

(a) Contractor must ensure each Contractor subcontractor (including any subcontractor of a

Contractor subcontractor, each, a “Subcontractor”) complies with all relevant terms of this Contract, including all provisions relating to State Data or other Confidential Information of the State;

(b) the State’s consent to any such Subcontractor does not relieve Contractor of its representations, warranties or obligations under this Contract;

(c) Contractor will remain responsible and liable for any and all: (i) performance required hereunder, including the proper supervision, coordination and performance of the Services; and (ii) acts and omissions of each Subcontractor (including, such Subcontractor’s employees and agents, who, to the extent they are involved in providing any Services, are deemed Contractor Personnel) to the same extent as if such acts or omissions were by Contractor;

(d) any noncompliance by any Subcontractor or its employees or agents with the provisions of this Contract or any Statement of Work will constitute a breach by Contractor;

(e) prior to the provision of Services by any Subcontractor, Contractor must obtain from each such proposed Subcontractor:

(i) the identity of such Subcontractor and the location of all its data centers, if any, that will be used in Processing any State Data, which information Contractor shall promptly disclose to the State in writing; and

(ii) a written confidentiality and restricted use agreement, giving the State rights at least equal to those set forth in Section 10 (State Data), Section 11 (Confidentiality), Section 12 (Security) and Section 13 (Disaster Recovery) and containing the

Subcontractor’s acknowledgment of, and agreement to, the provisions of Section 2.5

(Contractor Personnel), a fully-executed copy of which agreement Contractor will promptly provide to the State upon the State’s request.

2.5 Contractor Personnel. Contractor will:

(a) subject to the prior written approval of the State, appoint: (i) a Contractor employee to serve as a primary contact with respect to the Services who will have the authority to act on behalf of

Contractor in matters pertaining to the receipt and processing of support requests and the Support

Services (the “Contractor Service Manager”); and (ii) a Contractor employee to respond to the State’s inquiries regarding the security of the Contractor Systems who has sufficient knowledge of the security of the Contractor Systems and the authority to act on behalf of Contractor in matters pertaining thereto

(“Contractor Security Officer”); and (iii) other Key Personnel, who will be suitably skilled, experienced and qualified to perform the Services;

(b) provide names and contact information for Contractor’s Key Personnel in the Statement of

Work;

(c) maintain the same Contractor Service Manager, Contractor Security Officer and other Key

Personnel throughout the Term and such additional period, if any, as Contractor is required to perform the

Services, except for changes in such personnel due to: (i) the State’s request pursuant to Section 2.5(d);

or (ii) the death, disability, resignation or termination of such personnel or other circumstances outside

Contractor’s reasonable control; and

(d) upon the reasonable written request of the State, promptly replace any Key Personnel of

Contractor.

2.6 Management and Payment of Contractor Personnel.

(a) Contractor is solely responsible for the payment of Contractor Personnel, including all fees, expenses and compensation to, by or on behalf of any Contractor Personnel and, if applicable, the withholding of income taxes and payment and withholding of social security and other payroll taxes, unemployment insurance, workers’ compensation insurance payments and disability benefits.

(a) Contractor will ensure that no Person who has been convicted of a felony or any misdemeanor involving, in any way, theft, fraud, or bribery provides any Services or has access to any

State Data, State Systems or State facilities. On a case-by-case basis, the State may request that

Contractor initiate a background check on any Contractor Personnel before they may have access to

State Data, State Systems or State facilities. Any request for a background check shall be initiated by the

State and must be reasonably related to the type of work requested. The scope of the background check is at the discretion of the State and the results shall be used solely to determine the eligibility of

Contractor Personnel to work with State Data, State Systems or in State facilities. If provided to the

State, results of background checks will be promptly returned to Contractor, and will be treated as

Confidential Information. All investigations will include a Michigan State Police Background check

(ICHAT) and may include a National Crime Information Center (NCIC) Finger Print check. Contractor will present attestation of satisfactory completion of such tests. Contractor is responsible for all costs and expenses associated with such background checks. Pursuant to Michigan law, all agencies subject to

IRS Pub. 1075 are required to ask the Michigan State Police to perform fingerprint background checks on all employees, including Contractor and Subcontractor employees, who may have access to any database of information maintained by the federal government that contains confidential or personal information, including, but not limited to, federal tax information. Further, pursuant to Michigan law, any agency described above is prohibited from providing Contractors or Subcontractors with the result of such background check. For more information, please see Michigan Public Act 427 of 2018.

2.7 Time is of the Essence. Contractor acknowledges and agrees that time is of the essence with respect to its obligations under this Contract and that prompt and timely performance of all such obligations, including all timetables and other requirements of this Contract and each Statement of Work, is strictly required.

2.8 State Project Manager. The State will appoint and, in its reasonable discretion, replace, a State employee to serve as the primary contact with respect to implementation of the Services (the “State

Project Manager”).

3. License Grant and Restrictions.

3.1 Contractor License Grant. Contractor hereby grants to the State, exercisable by and through its

Authorized Users, a nonexclusive, royalty-free, irrevocable (except as provided herein) right and license during the Term and such additional periods, if any, as Contractor is required to perform Services under this Contract or any Statement of Work, to:

(a) access and use the Hosted Services, including in operation with other software, hardware, systems, networks and services, for the State’s business purposes, including for Processing State Data;

(b) generate, print, copy, upload, download, store and otherwise Process all GUI, audio, visual, digital and other output, displays and other content as may result from any access to or use of the

Services;

(c) prepare, reproduce, print, download and use a reasonable number of copies of the

Specifications and Documentation for any use of the Services under this Contract; and

(d) access and use the Services for all such non-production uses and applications as may be necessary or useful for the effective use of the Hosted Services hereunder, including for purposes of analysis, development, configuration, integration, testing, training, maintenance, support and repair, which access and use will be without charge and not included for any purpose in any calculation of the

State’s or its Authorized Users’ use of the Services, including for purposes of assessing any Fees or other consideration payable to Contractor or determining any excess use of the Hosted Services as described in Section 3.3.

3.2 License Restrictions. The State will not: (a) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make the Hosted Services available to any third party, except as expressly permitted by this Contract or in any Statement of Work; or (b) use or authorize the use of the Services or

Documentation in any manner or for any purpose that is unlawful under applicable Law.

3.3 Use. The State will pay Contractor the corresponding Fees set forth in the Statement of Work for all Authorized Users access and use of the Service Software. Such Fees will be Contractor’s sole and exclusive remedy for use of the Service Software, including any excess use.

3.4 State License Grant. The State hereby grants to Contractor a limited, non-exclusive, non-transferable license (i) to use the State's (or individual agency’s, department’s or division’s) name, trademarks, service marks or logos, solely in accordance with the State’s specifications, and (ii) to display, reproduce, distribute and transmit in digital form the State’s (or individual agency’s, department’s or division’s) name, trademarks, service marks or logos in connection with promotion of the Services as communicated to Contractor by the State. Use of the State’s (or individual agency’s, department’s or division’s) name, trademarks, service marks or logos will be specified in the applicable Statement of Work.

4. Service Preparation, Testing and Acceptance.

4.1 Service Preparation. Promptly upon the parties’ execution of a Statement of Work, Contractor will take all steps necessary to make the Services procured thereunder ready and available for the State’s use in accordance with the Statement of Work and this Contract, including any applicable milestone date or dates set forth in such Statement of Work.

4.2 Testing and Acceptance.

(a) When Contractor notifies the State in writing that the Hosted Services are ready for use in a production environment, the State will have thirty (30) days (or such other period as may be agreed upon by the Parties in writing) from receipt of the notice to test the Hosted Services to determine whether they comply in all material respects with the requirements of this Contract and the Specifications.

(b) Upon completion of the State’s testing, the State will notify Contractor of its acceptance

(“Accept” or “Acceptance”) or, if it has identified any noncompliance with the Specifications, rejection

(“Reject” or “Rejection”) of the Hosted Services. If the State Rejects the Hosted Services, the State will provide a written list of items that must be corrected. On receipt of the State’s notice, Contractor will promptly commence, at no additional cost or charge to the State, all reasonable efforts to complete, as quickly as possible and in any event within twenty (20) days (or such other period as may be agreed upon by the Parties in writing) from receipt of the State’s notice, such necessary corrections, repairs and modifications to the Hosted Services to bring them into full compliance with the Specifications.

(c) If any corrective measures are required under Section 4.2(b), upon completion of all such measures, Contractor will notify the State in writing and the process set forth in Section 4.2(a) and

Section 4.2(b) will be repeated; provided that if the State determines that the Hosted Services, as revised, still do not comply in all material respects with the Specifications, the State may, in its sole discretion:

(i) require the Contractor to repeat the correction, repair and modification process set forth in Section 4.2(b) at no additional cost or charge to the State; or

(ii) terminate any and all of the relevant Statement of Work, this Contract and any other

Statements of Work hereunder.

(d) The parties will repeat the foregoing procedure until the State Accepts the Hosted Services or elects to terminate the relevant Statement of Work as provided in Section 4.2(c)(ii) above. If the State so terminates the relevant Statement of Work, Contractor must refund to the State all sums previously paid to Contractor under such Statement of Work within ten (10) Business Days of the State’s written notice of termination, and the State will be relieved of all obligations thereunder.

5. Service Availability. Contractor will make the Hosted Services available, as measured over the course of each calendar month during the Term, in accordance with the provisions set forth in the Service

Level Agreement, attached as Schedule B to this Contract (the “Availability Requirement”).

6. Support and Maintenance Services. Contractor will provide Hosted Service maintenance and support services (collectively, “Support Services”) in accordance with the provisions set forth in the

Service Level Agreement, attached as Schedule B to this Contract (the “Support Service Level

Requirement”).

7. Termination, Expiration and Transition.

7.1 Termination for Cause. In addition to any right of termination set forth elsewhere in this Contract:

(a) The State may terminate this Contract for cause, in whole or in part, if Contractor, as determined by the State: (i) endangers the value, integrity, or security of State Systems, State Data, or the State’s facilities or personnel; (ii) becomes insolvent, petitions for bankruptcy court proceedings, or has an involuntary bankruptcy proceeding filed against it by any creditor; or (iii) breaches any of its material duties or obligations under this Contract. Any reference to specific breaches being material breaches within this Contract will not be construed to mean that other breaches are not material.

(b) If the State terminates this Contract under this Section 7.1, 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 this 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

7.2.

(c) The State will only pay for amounts due to Contractor for Services 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. Contractor must promptly reimburse to the State any Fees prepaid by the State prorated to the date of such termination.