210000000899.pdf

Revised 2/2019

CONTRACT CHANGE NOTICE

Change Notice Number 12.

to

Contract Number 210000000899.

C O

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Kinetech Cloud, LLC

S T

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E P ro g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Todd Huhn DTMB

844-546-3832 Phone Number

Michael.Guido@kinetechcloud.com huhnt@michigan.gov

VS0191522

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 320 S. Walnut, Lansing, MI 48913

P.O. Box 30023, Lansing, MI 48909

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

03/18/2021 03/17/2022 4 1-Year 3/17/2026

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$4,806,677.41 $00 $4,806,677.41 DESCRIPTION: Effective at execution, this cost table for year 5 of MIHAF is being added to the Contract. All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Financial Services.

CHANGE NOTICE NO. 210000000899 TO CONTRACT NO. 12

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name & Title

Agency

Kinetech Cost Tables

MIHAF:

Change Notice Number 10.

to

Contract Number 210000000899.

C O

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A T

E P ro g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Todd Huhn DTMB

844-546-3832 Phone Number

Michael.Guido@kinetechcloud.com huhnt@michigan.gov

VS0191522

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 320 S. Walnut, Lansing, MI 48913

P.O. Box 30023, Lansing, MI 48909

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

03/18/2021 03/17/2022 4 1-Year 3/17/2025

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$3,658,135.06 $640,647.35 $4,298,782.41 DESCRIPTION: Effective at execution, Statement of Work and pricing sections updated as noted for the MI-HOPE project for Michigan State Housing Development Authority (MSHDA). All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

MICHIGAN DEPARTMENT OF TECHNOLOGY,

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK FOR IT CHANGE NOTICES

Project Title:

MI-HOPE project for Michigan State Housing Development Authority (MSHDA)

Period of Coverage:

Requesting Department:

Michigan State Housing Development Authority (MSHDA)

Date:

12/1/2025

Agency Project Manager:

Mark Whitaker (MSHDA)

Phone:

517-335-9812

DTMB Project Manager:

Michael J. Weiszbrod (DTMB)

Phone:

517-242-1272

Brief Description of Services to be provided:

BACKGROUND:

With the MSHDA needing additional portals to accept applications for the Rental Development Program, additional systems are necessary to fully run these Direct Lending programs. Specifically, the Authority will need the ability to accept applications and/or have an online dashboarding tool to run the various funding for rental development similar to the functionality we had for CERA and MIHAF.

PROJECT OBJECTIVE:

Add funds to the existing contract (21000000089) to cover the cost of licenses, subscription, testing, and final go live of the Rental Development Project in the Kinetech platform.

SCOPE OF WORK:

The attached document contains project scope assumptions that apply to the MSHDA implementation of the Rental Development Project. This document is intended to serve as the framework for the configuration of the Kinetech platform for the MSHDA..

DELIVERABLES:

Kinetech certified developers Mihope branded UX Workflow based on Rental Development Requirements

ACCEPTANCE CRITERIA:

As agreed upon in Master Contract 21000000089.

PROJECT CONTROL AND REPORTS:

As agreed upon in Master Contract 21000000089.

SPECIFIC DEPARTMENT STANDARDS:

As agreed upon in Master Contract 21000000089.

PAYMENT SCHEDULE:

EXPENSES:

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

PROJECT CONTACTS:

The designated Agency (LEO) Project Manager is:

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

The designated DTMB (LEO) Project Manager is:

Michael Weiszbrod weiszbrodm@michigan.gov 517-242-1272

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.

Change Notice Number 9.

to

Contract Number 210000000899.

C O

N T

R A

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E P ro g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Todd Huhn DTMB

844-546-3832 Phone Number

Michael.Guido@kinetechcloud.com huhnt@michigan.gov

VS0191522

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 320 S. Walnut, Lansing, MI 48913

P.O. Box 30023, Lansing, MI 48909

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

03/18/2021 03/17/2022 4 1-Year 3/17/2024

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

1 Year 03/17/2025

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$3,131,652.06 $526,483.00 $3,658,135.06 DESCRIPTION: Effective at execution, this Contract is exercising the third option year and is increased by $526,483.

The revised contract expiration date is 03/17/2025. All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

CERA:

Service: Unit Price:

Qty:

Start: End: Total Price:

Kinetech SaaS - Annual invoice, License - Yr 4

• App Platform License: Standard - (1)

• Internal Users: 300

• External Users: 0

• 1 TB Included Storage

$105,125.00 1 3/18/2024 3/17/2025 $ 105,125.00

Kinetech SaaS - XXL App container (Prod) $20,575.00 1 3/18/2024 3/17/2025 $ 20,575.00

* Pro SLA: Kinetech SLA - E ective-2024-03-

$36,180.00 1 3/18/2024 3/17/2025 $ 36,180.00

Deliverables: Mendix Platform License

Kinetech - SaaS: 2024 to 2025 $161,880.00

MIHAF:

Service: Unit Price: Qty: Start: End: Total Price:

Kinetech SaaS: MSHDA - MIHAF - Renewal License: $998 Internal#: $2600 Med Env: $316 XXL Env:

$1890

$102,600.00 1 3/18/2024 3/17/2025 $ 102,600.00

Kinetech - SaaS: XXL Container - Production

$20,575.00 1 3/18/2024 3/17/2025 $ 20,575.00

* Pro SLA: Kinetech SLA - E ective-2024-03-

$36,180.00 1 3/18/2024 3/17/2025 $ 36,180.00

Kinetech SaaS: MSHDA - MIHAF - 500 Additional Users

$50.00 500 3/18/2024 3/17/2025 $ 25,000.00

Deliverables: Mendix Platform License

Kinetech - SaaS: 2024 to 2025 $184,355.00

MIARP:

Service: Unit Price:

Qty:

Start: End: Total Price:

Kinetech SaaS: MSHDA - MI-ARP - Renewal

• App Platform License: Standard - (1)

• Internal Users: 20

• External Users: 500

• Work ow Automation Digitization for MI-ARP

$132,516.88 1 3/18/2024 3/17/2025 $ 132,516.88

2 (M) Environments - Test $1,925.19 2 3/18/2024 3/17/2025 $ 3,850.38

1 (XL) Environment $7,700.74 1 3/18/2024 3/17/2025 $ 7,700.74

* Pro SLA: Kinetech SLA - E ective-2024-03-

$36,180.00 1 3/18/2024 3/17/2025 $ 36,180.00

Deliverables: Mendix Platform License

Kinetech - SaaS: 2024 to 2025 $180,248.00

Change Notice Number 8.

to

Contract Number 210000000899.

C O

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R A

C T

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A T

E P ro g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Todd Huhn DTMB

844-546-3832 Phone Number

Michael.Guido@kinetechcloud.com huhnt@michigan.gov

VS0191522

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management and Budget 320 S. Walnut, Lansing, MI 48913

P.O. Box 30023, Lansing, MI 48909

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

03/18/2021 03/17/2022 4 1-Year 3/17/2024

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$2,618,993.06 $512,659.00 $3,131,652.06 DESCRIPTION: Increasing the value of the contract to cover the annual cost of the year ending 03/17/2024 per the attached cost table. Additionally, the State of Michigan Contract Administrator has been updated to Todd Huhn.

CHANGE NOTICE NO. 210000000899 TO CONTRACT NO. 8

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

FOR THE STATE:

Signature

Name & Title

Agency

CERA:

2023-2024 SaaS $105,125.00

2023-2024 Platinum SLA $33,500.00

2023-2024 XXL Container $20,575.00

Total $159,200.00

MIHAF:

2023-2024 SaaS $95,000.00

2023-2024 SLA $33,500.00

2023-2024 500 Additional Users $25,000.00

2023-2024 XXL Container $20,575.00

2023-2024 Med Container $3,000.00

Total $177,075.00

MIHOPE:

2023-2024 SaaS $129,928.52

2023-2024 SLA $35,129.99

2023-2024 Medium Container $1,887.58

2023-2024 Medium Container $1,887.58

2023-2024 XL Container $7,550.33

Total $176,384.00

Change Notice Number 5.

to

Contract Number 210000000899.

C O

N T

R A

C T

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A T

E

P ro g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com FeuryL@michigan.gov

VS0191522

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2023

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$1,401,451.06 $594,650.00 $1,996,101.06 DESCRIPTION: Effective April 5, 2022, adding $594,650 for maintenance and support costs for both CERA and HAF solutions for coverage period 3/18/2022-3/17/2023. All other terms, conditions, specifications and pricing remain the same. Per agency and contractor agreement, and DTMB Central Procurement Services approval. Funds approved by the Michigan State Housing Development Authority Board.

Change Notice Number 4 .

to

Contract Number 210000000899.

C O

N T

R A

C T

T

A g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com FeuryL@michigan.gov

VS0191522

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2023

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$1,400,620,92 $830.14 $1,401,451.06 DESCRIPTION: Effective December 15, 2021, adding $830.14 to purchase training environment for the HAF- Mortgage Processes solution per attached Order Form. All other terms, conditions, specifications and pricing remain the same. Per agency and contractor agreement, and DTMB Central Procurement Services approval. Funds approved by the Michigan State Housing Development Authority Board.

MICHIGAN DEPARTMENT OF TECHNOLOGY,

MANAGEMENT AND BUDGET

IT SERVICES

STATEMENT OF WORK FOR IT CHANGE NOTICES

Project Title:

MSHDA - MiHAF

Period of Coverage:

12/7/2021 – 3/17/2022

Requesting Department:

LEO - MSHDA

Date:

12/14/2021

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

Brief Description of Services to be provided:

BACKGROUND:

PROJECT OBJECTIVE:

The object is to add and additional environment to the existing services provided for training purposes. This environment will be where personel is trained to use the system and eventually move to production work.

SCOPE OF WORK:

Kinetech will provide an Training environment for the MSHDA MiHAF project.

DELIVERABLES:

PROJECT CONTROL AND REPORTS:

A bi-weekly progress report must be submitted to the Agency and DTMB Project 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:

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

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

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

EXPENSES:

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

PROJECT CONTACTS:

The designated Agency Project Manager is:

Name Mark Whitaker Department LEO - MSHDA Building/Floor MSHDA Building Address 735 E. Michigan Ave City/State/Zip Lansing, Michigan 48933 Phone Number 517-335-9812 Email Address whitakerm@michigan.gov

The designated DTMB Project Manager is:

Name Michael Weiszbrod Department DTMB Phone Number 517-242-1272 Email Address weiszbrodm@michigan.gov

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.

Change Notice Number 3 .

to

Contract Number 210000000899.

C O

N T

R A

C T

T

A g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com FeuryL@michigan.gov

VS0191522

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2022

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

1 Year 3/17/2023

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$1,170,045.92 $230,575 $1,400,620.92 DESCRIPTION: Effective October 7, 2021, adding $230,575 to purchase enhancements to the CERA-Housing Assistance solution per attached Order Form and exercising the first option year. All other terms, conditions, specifications and pricing remain the same. Per agency and contractor agreement, and DTMB Central Procurement Services approval. Funds approved by the Michigan State Housing Development Authority Board.

Change Notice Number 2 to

Contract Number 210000000899.

C O

N T

R A

C T

T

A g ra m M an ag er

Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205 WeiszbrodM@michigan.gov

Michael Guido

C o nt ra ct A dm in is tr at o r Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com FeuryL@michigan.gov

VS0191522

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2022

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$387,166.67 $782,879.25 $1,170,045.92 DESCRIPTION: Effective July 23, 2021, adding $782,879.25 to purchase an additional GovTech – SaaS solution for Mortgage processes per the attached SOW and quote.

All other terms, conditions, specifications and pricing remain the same. Per agency and contractor agreement, and DTMB Central Procurement Services approval. Funds approved by the Michigan State Housing Development Authority Board.

Change Notice Number 1 .

to

Contract Number 210000000899.

Kinetech Cloud, LLC Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205

P ro gr am

M a na ge r

WeiszbrodM@michigan.gov

Michael Guido Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com

S T

A T

E

C o nt ra ct

A dm in is tr a to r

FeuryL@michigan.govC O

N T

R A

C T

O R

VS0191522

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2022

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION

LENGTH OF

EXTENSION

REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$364,250.00 $22,916.67 $387,166.67 DESCRIPTION: Effective April 23, 2021, adding $22,916.67 to purchase an additional 500 portal user licenses. All other terms, conditions, specifications and pricing remain the same. Per agency and contractor agreement, and DTMB Central Procurement Services approval.

Kinetech Cloud - Order Form

Confidential. 2021 Kinetech Cloud, LLC © All Rights Reserved Page 1 of 2

Bill To:

Order Form

Customer: Michigan - MSHDA Contact: Mark Whitaker Title:

Telephone:

Email:

Address:

Zip / City:

Technical Contact:

Entity: Kinetech Cloud, LLC Contact Michael Guido Title: CEO Telephone: 844-546-3832

Ordered Services:

Customer is herewith purchasing the services listed below per the Order Form Conditions below.

Service: Unit Price: Qty: Start: End: Total Price:

GovTech - SaaS: Digital Housing Assistance Up to 500 Additional Portal Users Unlimited Applicants

$25,000/ Yr 1 3/1/2021 2/28/2022 $25,000/ 11 Months

Investment: $22,916.67

TOTAL: $22,916.6

Invoice Schedule Kinetech shall invoice Customer in accordance with the following invoice schedule.

Invoice Date: Service: Amount: Payment Terms:

5/1/2021 GovTech - SaaS, Up to 500 Additional Users $22,916.6 Net 30 Days

Order Form Conditions

1. This Order Form is governed, in the following order of precedence, by:

a. This Order Form (“Order Form”);

b. The Kinetech Master Agreement (“Master Service Agreement (MSA)”).

c. End User License Agreement

d. Sequential statements of work (SOW) / Amendments

2. Fee of $22,916.6 USD Due Net 30 Days of receiving invoice.

3. All amounts stated on this Order Form are in USD and exclude any taxes such as sales, use, value added or similar taxes. Kinetech shall invoice Customer for the amounts listed above plus any taxes due over such fees (excluding corporate income taxes or similar taxes).

4. This Order Form becomes a binding agreement when Customer returns a signed copy of this Order Form to Kinetech. The person signing below herewith confirms that it is authorized to represent Customer for this matter and is authorized to enter into this Order Form on behalf ofCustomer.

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 210000000899 .

between

THE STATE OF MICHIGAN

and

Kinetech Cloud, LLC Michael Weiszbrod DTMB

110 East Houston St. 7th Floor 517-242-1272

San Antonio, TX 78205

P ro gr am

M a na ge r

WeiszbrodM@michigan.gov

Michael Guido Lisa Feury DTMB

844-546-3832 517-241-1640

Michael.Guido@kinetechcloud.com

S T

A T

E

C o nt ra ct

A dm in is tr a to r

FeuryL@michigan.govC O

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R A

C T

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VS0191522

CONTRACT SUMMARY

DESCRIPTION: GovTech – SaaS: Digital Housing Assistance - Hosting

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

3/18/2021 3/17/2022 4 1-year 3/17/2022

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

P-card Payment Request (PRC) Other Yes No

MINIMUM DELIVERY REQUIREMENTS

MISCELLANEOUS INFORMATION

Approved by the Michigan State Housing Development Authority Board.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $ 364,250.00

STATE OF MICHIGAN IT PROCUREMENT

DTMB-Financial Services 320 S Walnut St Lansing MI 48933

Revised 5/03/2016

SOFTWARE TERMS AND CONDITIONS

These Terms and Conditions, together with all Schedules (including the Statement(s) of Work), Exhibits and any other applicable attachments or addenda (Collectively this “Contract”) are agreed to between the State of Michigan (the “State”) and KINETECH CLOUD, LLC doing business as “KINETECH” (“Contractor”), A Texas Limited Liability Company. This Contract is effective on March 18, 2021 (“Effective Date”), and unless terminated, will expire on March 17, 2022 (the “Term”).

This Contract may be renewed for up to four (4) additional one (1) 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.

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

“Acceptance” has the meaning set forth in Section Error! Reference source not found..

“Acceptance Tests” means such tests as may be conducted in accordance with Section Error! Reference source not found. and a Statement of Work to determine whether the Software meets the requirements of this Contract and the Documentation.

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

“Allegedly Infringing Materials” has the meaning set forth in Section Error! Reference source not found..

“Approved Third Party Components” means all third party components, including Open-Source Components, that are included in or used in connection with the Software and are specifically identified by Contractor in the Contractor’s Bid Response or as part of the State’s Security Accreditation Process defined in Schedule E – Data Security Schedule.

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

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

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

“Change” has the meaning set forth in Section Error! Reference source not found..

“Change Notice” has the meaning set forth in Section Error! Reference source not found..

“Change Proposal” has the meaning set forth in Section Error! Reference source not found..

“Change Request” has the meaning set forth in Section Error! Reference source not found..

“Confidential Information” has the meaning set forth in Section 22.1.

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

STATE OF MICHIGAN

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

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

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

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

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

“Contractor Hosted” means the Hosted Services are provided by Contractor or one or more of its Permitted Subcontractors.

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

“Contractor Project Manager” means the individual appointed by Contractor and identified in a Statement of Work to serve as the primary contact with regard to services, to monitor and coordinate the day-to-day activities of this Contract, and to perform other duties as may be further defined in this Contract, including an applicable Statement of Work.

“Customization” means State-specific changes to the Software's underlying Source Code or structural data model changes.

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

“Deposit Material” refers to material required to be deposited pursuant to Section Error! Reference source not found..

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

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

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

“Fees” means the fees set forth in the Pricing Schedule attached as Schedule B.

“Financial Audit Period” has the meaning set forth in Section 23.1.

“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, encrypt, modify, copy, or otherwise harm or impede in any manner, any (i) computer, software, firmware, data, 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 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 21.1.

“Hosted Services” means the hosting, management and operation of the Operating Environment, Software, other services (including support and subcontracted services), and related resources for remote electronic access and use by the State and its Authorized Users, including any services and facilities related to disaster recovery obligations.

“Implementation Plan” means the schedule included in a Statement of Work setting forth the sequence of events for the performance of Services under a Statement of Work, including the Milestones and Milestone Dates.

“Integration Testing” has the meaning set forth in Section Error! Reference source not found..

“Intellectual Property Rights” means all or any of the following: (a) patents, patent disclosures, and inventions (whether patentable or not); (b) trademarks, service marks, trade dress, trade names, logos, corporate names, and domain names, together with all of the associated goodwill; (c) copyrights and copyrightable works (including computer programs), mask works and rights in data and databases; (d) trade secrets, know-how and other confidential information; and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection provided by applicable law in any jurisdiction throughout the world.

“Key Personnel” means any Contractor Personnel identified as key personnel in the Contract.

“Loss or Losses” means all losses, including but not limited to, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys' fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers.

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

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

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

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

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

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

“Operating Environment” means, collectively, the platform, environment and conditions on, in or under which the Software is intended to be installed and operate, as set forth in a Statement of Work, including such structural, functional and other features, conditions and components as hardware, operating software, system architecture, configuration, computing hardware, ancillary equipment, networking, software, firmware, databases, data, and electronic systems (including database management systems).

“PAT” means a document or product accessibility template, including any Information Technology Industry Council Voluntary Product Accessibility Template or VPAT®, that specifies how information and software products, such as websites, applications, software and associated content, conform to WCAG 2.0 Level AA.

“Permitted Subcontractor” means any third party hired by Contractor to perform Services for the State under this Contract or have access to State Data.

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

“Pricing Schedule” means the schedule attached as Schedule B.

“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.

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

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

“Services” means any of the services, including but not limited to, Hosted Services, Contractor is required to or otherwise does provide under this Contract.

“Service Level Agreement” means the schedule attached as Schedule D, setting forth the Support Services Contractor will provide to the State, and the parties' additional rights and obligations with respect thereto.

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

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

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

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

“State” means the State of Michigan.

“State Data” has the meaning set forth in Section 21.1.

“State Hosted” means the Hosted Services are not provided by Contractor or one or more of its Permitted Subcontractors.

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

“State Program Managers” are the individuals appointed by the State, or their designees, to (a) monitor and coordinate the day-to-day activities of this Contract; (b) co-sign off on Acceptance of the Software and other Deliverables; and (c) perform other duties as may be specified in a Statement of Work Program Managers will be identified in a Statement of Work.

“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” means any statement of work entered into by the parties and incorporated into this Contract.

The initial Statement of Work is attached as Schedule A.

“Stop Work Order” has the meaning set forth in Section 15.

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

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

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

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

“Testing Period” has the meaning set forth in Section Error! Reference source not found..

“Transition Period” has the meaning set forth in Section 16.3.

“Transition Responsibilities” has the meaning set forth in Section 16.3.

“Unauthorized Removal” has the meaning set forth in Section Error! Reference source not found..

“Unauthorized Removal Credit” has the meaning set forth in Section Error! Reference source not found..

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

“Warranty Period” means the ninety (90) calendar-day period commencing on the date of the State's Acceptance of the Software and for which Support Services are provided free of charge.

“WCAG 2.0 Level AA” means level AA of the World Wide Web Consortium Web Content Accessibility Guidelines version 2.0.

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

2. Duties of Contractor. Contractor will provide Services and Deliverables pursuant to Statement(s) of Work entered into under this Contract. Contractor will provide all Services and Deliverables in a timely, professional manner and in accordance with the terms, conditions, and Specifications set forth in this Contract and the Statement(s) of Work.

2.1 Statement of Work Requirements. No Statement of Work will be effective unless signed by each party’s Contract Administrator. The term of each Statement of Work will commence on the parties' full execution of a Statement of Work and terminate when the parties have fully performed their obligations. The terms and conditions of this Contract will apply at all times to any Statements of Work entered into by the parties and incorporated into this Contract. The State will have the right to terminate such Statement of Work as set forth in Section 16. Contractor acknowledges that time is of the essence with respect to Contractor’s obligations under each Statement of Work and agrees that prompt and timely performance of all such obligations in accordance with this Contract and the Statements of Work (including the Implementation Plan and all Milestone Dates) is strictly required.

2.2 Change Control Process. The State may at any time request in writing (each, a “Change Request”) changes to a Statement of Work, including changes to the Services and Implementation Plan (each, a “Change”). Upon the State’s submission of a Change Request, the parties will evaluate and implement all Changes in accordance with this Section Error! Reference source not found..

(a) As soon as reasonably practicable, and in any case within twenty (20) Business Days following receipt of a Change Request, Contractor will provide the State with a written proposal for implementing the requested Change (“Change Proposal”), setting forth:

(i) a written description of the proposed Changes to any Services or Deliverables;

(ii) an amended Implementation Plan reflecting: (A) the schedule for commencing and completing any additional or modified Services or Deliverables; and (B) the effect of such Changes, if any, on completing any other Services under a Statement of Work;

(iii) any additional State Resources Contractor deems necessary to carry out such Changes; and

(iv) any increase or decrease in Fees resulting from the proposed Changes, which increase, or decrease will reflect only the increase or decrease in time and expenses Contractor requires to carry out the Change.

(b) Within thirty (30) Business Days following the State’s receipt of a Change Proposal, the State will by written notice to Contractor, approve, reject, or propose modifications to such Change Proposal. If the State proposes modifications, Contractor must modify and re-deliver the Change Proposal reflecting such modifications, or notify the State of any disagreement, in which event the parties will negotiate in good faith to resolve their disagreement. Upon the State’s approval of the Change Proposal or the parties’ agreement on all proposed modifications, as the case may be, the parties will execute a written agreement to the Change Proposal (“Change Notice”), which Change Notice will be signed by the State’s Contract Administrator and will constitute an amendment to a Statement of Work to which it relates; and

(c) If the parties fail to enter into a Change Notice within fifteen (15) Business Days following the State’s response to a Change Proposal, the State may, in its discretion:

(i) require Contractor to perform the Services under a Statement of Work without the Change;

(ii) require Contractor to continue to negotiate a Change Notice;

(iii) initiate a Dispute Resolution Procedure; or

(iv) notwithstanding any provision to the contrary in a Statement of Work, terminate this Contract under Section 16.1.

(d) No Change will be effective until the parties have executed a Change Notice. Except as the State may request in its Change Request or otherwise in writing, Contractor must continue to perform its obligations in accordance with a Statement of Work pending negotiation and execution of a Change Notice. Contractor will use its best efforts to limit any delays or Fee increases from any Change to those necessary to perform the Change in accordance with the applicable Change Notice. Each party is responsible for its own costs and expenses of preparing, evaluating, negotiating, and otherwise processing any Change Request, Change Proposal, and Change Notice.

(e) The performance of any functions, activities, tasks, obligations, roles and responsibilities comprising the Services as described in this Contract are considered part of the Services and, thus, will not be considered a Change.

This includes the delivery of all Deliverables in accordance with their respective Specifications, and the diagnosis and correction of Non-Conformities discovered in Deliverables prior to their Acceptance by the State or, subsequent to their Acceptance by the State, as necessary for Contractor to fulfill its associated warranty requirements and its Support Services under this Contract.

(f) Contractor may, on its own initiative and at its own expense, prepare and submit its own Change Request to the State. However, the State will be under no obligation to approve or otherwise respond to a Change Request initiated by Contractor.

2.3 Contractor Personnel.

(a) Contractor is solely responsible for all Contractor Personnel and for the payment of their compensation, including, if applicable, withholding of income taxes, and the payment and withholding of social security and other payroll taxes, unemployment insurance, workers’ compensation insurance payments and disability benefits.

(b) Prior to any Contractor Personnel performing any Services, Contractor will:

(i) ensure that such Contractor Personnel have the legal right to work in the United States;

(ii) upon request, require such Contractor Personnel to execute written agreements, in form and substance acceptable to the State, that bind such Contractor Personnel to confidentiality provisions that are at least as protective of the State’s information (including all Confidential Information) as those contained in this Contract; and

(iii) upon request, or as otherwise specified in a Statement of Work, perform background checks on all Contractor Personnel 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 on Contractor Personnel. 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.

(c) Contractor and all Contractor Personnel will comply with all rules, regulations, and policies of the State that are communicated to Contractor in writing, including security procedures concerning systems and data and remote access, building security procedures, including the restriction of access by the State to certain areas of its premises or systems, and general health and safety practices and procedures.

(d) The State reserves the right to require the removal of any Contractor Personnel found, in the judgment of the State, to be unacceptable. The State’s request must be written with reasonable detail outlining the reasons for the removal request. Replacement personnel for the removed person must be fully qualified for the position. If the State exercises this right, and Contractor cannot immediately replace the removed personnel, the State agrees to negotiate an equitable adjustment in schedule or other terms that may be affected by the State’s required removal.

2.4 Contractor Project Manager. Throughout the Term of this Contract, Contractor must maintain a Contractor employee acceptable to the State to serve as Contractor Project Manager, who will be considered Key Personnel of Contractor. Contractor Project Manager will be identified in a Statement of Work.

(a) Contractor Project Manager must:

(i) have the requisite authority, and necessary skill, experience, and qualifications, to perform in such capacity;

(ii) be responsible for overall management and supervision of Contractor’s performance under this Contract; and

(iii) be the State’s primary point of contact for communications with respect to this Contract, including with respect to giving and receiving all day-to-day approvals and consents.

(b) Contractor Project Manager must attend all regularly scheduled meetings as set forth in the Implementation Plan and will otherwise be…