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 3 to

Contract Number MA240000000832

C O

N

TR

AC

TO

R i3-ImageSoft, LLC

40 Burton Hills Blvd., Ste. 414

Nashville TN 37215

Tim Zarzycki

586-942-8423 tzarzycki@i3verticals.com

VS0228803

ST

AT

E

Pr og ra m

M an ag er

Various Various

C on tr ac t Ad m in is tr at or Anna Krupka DTMB

517-855-8801

KrupkaA@michigan.gov

CONTRACT SUMMARY

MSHDA Electronic Document Management System

INITIAL EFFECTIVE DATE

May 31, 2024

INITIAL EXPIRATION DATE

May 31, 2029

INITIAL AVAILABLE OPTIONS

5 - 1 Year

EXPIRATION DATE BEFORE

May 31, 2029

PAYMENT TERMS

Net 45

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 EXTENSION LENGTH OF EXTENSION

REVISED EXP. DATE

CURRENT VALUE

$3,464,253.57

VALUE OF CHANGE NOTICE

$0.00

ESTIMATED AGGREGATE CONTRACT VALUE

$3,464,253.57

DESCRIPTION

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

Effective 05/18/2026, the parties add the services detailed in the attached Statement of Work.

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

CHANGE NOTICE NO. 3 TO CONTRACT NO. MA240000000832

Program Managers for

Multi-Agency and Statewide Contracts

AGENCY NAME PHONE EMAIL

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

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

Michigan.gov/MiProcurement

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STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

MSHDA – i3 Workview license

Period of Coverage:

03/18/2026-05/31/2029

Requesting Department:

LEO - MSHDA

Date:

03/31/2026

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:

As part of the MSHDA i3 Document Management System through contract 240000000832, it was discovered that an additional license not defined in the contract is needed as part of project completion.

PROJECT OBJECTIVE:

Provide WorkView functionality for the MSHDA Electronic Document Management System via the OnBase Premier – Per User license, which offers Advanced Case Management and Analytics capabilities for complex process management.

SCOPE OF WORK:

OnBase Premier – Per User: Advanced Case Management and Analytics capabilities allow for complex management of process for skilled knowledge workers.

WorkView is required to support the desired functionality for the MSHDA Electronic Document Management System as agreed upon by both parties within the Solution Requirements Document

(“SRD”).

This request covers the applicable Subscription and Support of:

• One (1) OnBase Premier – Per User (Product code: ONB-SUB-KW)

• Customer Experience – SupportX (Product code: I3-SUPPORTX)

The add-on subscription/support co-terminates with the existing Subscription and Support term. No contractual professional services deliverables are produced beyond license provisioning.

DELIVERABLES:

1. Delivery and activation of OnBase Premier – Per User license.

2. Activation of SupportX.

3. Confirmation of Subscription delivery to MSHDA.

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KEY ASSUMPTIONS

• The Scope of this Agreement acquires a minimum of one (1) OnBase Premier license (Per User or Concurrent)

• The Software Subscription and applicable Support provided herein will be provided at no cost to MSHDA to provide WorkView functionality within MSHDA Electronic Document Management System for up to the initial term ending 5/31/2029.

• MSHDA will continue utilizing i3 as their Hyland/OnBase Channel Partner. Any transfer of services or support to another party will terminate this Agreement and MSHDA will be responsible for any applicable fees effective immediately upon termination.

PAYMENT SCHEDULE:

The following Payment Schedule outlines costs associated with OnBase Software Annual Support, including Per User and SupportX throughout the life of the contract.

Software and Support

Product Annual

Unit Cost # Units Annual

Cost OnBase Software (Annual Support) OnBase Premier – Per User ONB-SUB-KW $1,500.00 1 $1,500.00

Year 2 i3 OnBase Software Subscription (6/1/2026-5/31/2027) Subtotal $1,500.00 Year 3 i3 OnBase Software Subscription (6/1/2027-5/31/2028) Subtotal $1,575.00 Year 4 i3 OnBase Software Subscription (6/1/2028-5/31/2029) Subtotal $1,653.75

Annual Support i3 Customer Experience – SupportX I3-SUPPORTX $150.00 1 $150.00

Year 2 i3 SupportX (6/1/2026-5/31/2027) Subtotal $150.00 Year 3 i3 SupportX (6/1/2027-5/31/2028) Subtotal $157.50 Year 4 i3 SupportX (6/1/2028-5/31/2029) Subtotal $165.38

Total Cost

Year 2 (4/1/2026-5/31/2026) Grand Total $1,650.00 Year 2 Software and Support One-time Discount ($1,650.00)

Year 2 Grand Total $0.00

Year 3 (6/1/2027-5/31/2028) Grand Total

$1,732.50 Year 3 Software and Support One-time Discount ($1,732.50)

Year 3 Grand Total $0.00

Year 4 (6/1/2028-5/31/2029) Grand Total

$1,819.13

Year 4 Software and Support One-time Discount ($1,819.13) Year 4 Grand Total $0.00

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

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

EXPENSES:

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

PROJECT CONTACTS:

The designated Agency Project Manager is:

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

The designated DTMB Project Manager is:

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

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Work will be performed at i3 locations or at MSHDA office as needed.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

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

No overtime will be permitted.

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 2 to Contract Number MA240000000832

C O

N

TR

A C

TO

R i3-ImageSoft, LLC

40 Burton Hills Blvd., Ste. 414

Nashville TN 37215

Tim Zarzycki

586-942-8423 tzarzycki@i3verticals.com

VS0228803

ST

A

TE

Pr og ra m

M an ag er

Various Various

C on tr ac t A dm in is tr at or Anna Krupka DTMB

(517)803-8091

KrupkaA@michigan.gov

CONTRACT SUMMARY

MSHDA Electronic Document Management System

INITIAL EFFECTIVE DATE

May 31, 2024

INITIAL EXPIRATION DATE

May 31, 2029

INITIAL AVAILABLE OPTIONS

5 - 1 Year

EXPIRATION DATE

BEFORE

May 31, 2029

PAYMENT TERMS

Net 45

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 EXTENSION LENGTH OF EXTENSION

0 Years

REVISED EXP. DATE

CURRENT VALUE

$2,859,158.11

VALUE OF CHANGE NOTICE

$605,095.46

ESTIMATED AGGREGATE CONTRACT VALUE

$3,464,253.57

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

Effective 02/13/2026, the parties add $605,095.46 for the Michigan State Housing Development Authority (MSHDA) Electronic Document Management System services detailed in the attached Statements of Work.

All other terms, conditions, specifications, and pricing remain the same. Per Contractor, Agency, DTMB Procurement and State Administrative Board approval on 02/13/2026.

CHANGE NOTICE NO. 2 TO CONTRACT NO. MA240000000832

Program Managers for

Multi-Agency and Statewide Contracts

AGENCY NAME PHONE EMAIL

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

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STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

MSHDA Electronic Document Management System

Period of Coverage:

05/31/2024-05/31/2029

Requesting Department:

LEO - MSHDA

Date:

11/19/2026

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:

This Statement of Work (SOW) is subject to the Terms and Conditions of Contract 240000000832 (Contract).

PROJECT OBJECTIVE:

i3 will provide Managed Services to assist the State in maintaining the health of MSHDA’s OnBase system by acting as a contracted System Administrator instead of the Customer Care services Contractor currently provides. The State will have the option to revert to Customer Care services in the future if it so decides.

SCOPE OF WORK:

Under this Managed Services SOW, i3 will provide a technical resource to work solely under the direction of the State and the State’s End Users.

As part of the effort, i3 will require access to the following:

1. State resources who are familiar with the business processes (end users).

2. Full OnBase administration rights and State network access to OnBase servers, or servers/file shares which interact with OnBase via VPN.

3. Sate resources or third-party vendors of any third-party software which has integration points to/from OnBase.

The i3 resource will be the primary responsible party for the following activities (including those of i3’s “Silver Tier” services):

1. Weekday system monitoring during business hours

2. General system maintenance

3. 1st level end-user support

4. Root Cause Analysis for outages

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5. Deployment assistance of Unity Client, Application Enabler, and Virtual Print Driver to external users

6. Escalation to Tier 2 Managed Services

7. Monitor OnBase processes, including, but not limited to: DIP processes, OnBase related event logs, diagnostic logs, document and/or process locks, batch jobs and verification reports.

8. Review workflow exception queues, resolve exception issues and other queue errors.

9. Review system resource usage.

10. Provide “level one” issue support. Work with i3 Tier 2 Managed Services for

“level two” issue support and issue resolution when needed. Issues will continue to be resolved in accordance with the Contract’s Schedule D Service Level Agreement.

11. Ensure services are running.

12. Add/update users or modify User Group Configuration as directed.

13. Work with business users to tweak existing OnBase processes as business needs change.

14. Ensure Health Checks are scheduled regularly with i3 Customer Care.

15. Provide assistance to deploy Unity Client, Application Enabler, and Virtual Print

Driver to external users.

16. Field calls and emails from end users for clarification of current process, resolution of defects, and/or training/usage questions. End user support will continue to be available during the Support Hours defined in the Contract’s Schedule D Service Level Agreement.

This Scope of Work does not include the following services:

1. Upgrades

2. Non-production system refreshes

3. Server migrations

4. Database services

5. New solution development

6. New Workflow/WorkView development

7. API development

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Silver Tier Managed Services:

DELIVERABLES:

There are no contractual professional services deliverables produced as part of this SOW. Work products and other project artifacts that may be produced as part of this Managed Services SOW engagement do not require acceptance and signoff.

i3 will provide assistance on a per week basis for the period of time specified within the Managed Services Fees (see Payment Schedule). Work performed beyond the time period specified in the Managed Services Fees must be authorized by signing an additional SOW.

ACCEPTANCE CRITERIA:

Electronic written approval from MSHDA is to serve as acceptance for tasks to ensure the system performs as its intended function.

User acceptance testing is conducted at various stages throughout the project. MSHDA to perform user acceptance testing for each of the deliverables that are documented in the scope of work. Final user acceptance testing is also expected to be performed by the due date in the project schedule.

DELIVERY PROCESS:

1. i3 will provide the .msi package and a help guide for Unity Client deployments.

MSHDA will provide list of users for Unity Client deployments to i3.

2. As a result of selecting i3’s Managed Services, the remaining Customer Care fees (beginning at $33,850 annually for Year 1) will be removed from Years 1-5 of the Contract so long as the optional Managed Services term years continue. If MSHDA chooses to move back to the Customer Care level support, i3 will review any software add-ons and system changes that have been applied since the effective date of this Managed Services SOW to determine if any adjustments to the previously agreed upon fees for the relevant term year will be required.

3. MSHDA will designate a central point of contact for the engagement as well as one main point of contact for each of the MSHDA business units currently using OnBase.

4. i3’s managed services will be performed remotely.

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5. MSHDA will prioritize and direct the i3 resource during the engagement to maximize the assistance provided.

6. No networking support shall be provided. The i3 resource may assist the State’s network analyst in troubleshooting OnBase network issues. The State will continue to be responsible for maintaining and resolving network issues.

PAYMENT SCHEDULE:

Consulting Fees

Product Unit Cost # Units Annual Cost Professional Services i3 Managed Services IS-MS $170,280.00 1 $170,280.00

Optional Renewals:

Year 2 Consulting Fees Total $178,794.00 Year 3 Consulting Fees Total $187,733.70 Year 4 Consulting Fees Total $197,120.39

Payment will be made on 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:

Mark Whitaker

MSHDA

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

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The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

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

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Work will be performed at i3 locations or at MSHDA office, at the State’s request.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

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

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STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

MSHDA Electronic Document Management System

Period of Coverage:

2/1/2026-5/31/2029

Requesting Department:

LEO - MSHDA

Date:

01/28/2026

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:

This Statement of Work (SOW) is subject to the Terms and Conditions of Contract 240000000832 (Contract). Michigan State Housing Development Authority (MSHDA) utilizes the Contractor (i3-ImageSoft, LLC) to develop Housing Choice Voucher’s (HCV) Electronic Document Management System and workflows utilizing OnBase.

PROJECT OBJECTIVE:

Contractor will integrate Emphasys API call for daily waitlist updates into OnBase. This additional functionality was developed specifically for the MSHDA. Contractor will configure up to thirty-four (34) Document Composition templates with workflow routing.

Contractor will support the additional scope needed for enhancements requested by

MSHDA.

SCOPE OF WORK:

To implement the proposed Services, i3-ImageSoft will undertake the following tasks:

1. Wait list draw data will be imported into OnBase daily using an API call to Emphasys. Wait list draw data will feed into the Eligibility workflow in OnBase for review and further processing by MSHDA and it’s partners.

2. i3-ImageSoft will configure thirty-four (34) document templates (listed below).

These templates will be integrated into the Eligibility, Lease-Up, and Re-Exam workflows in OnBase. Once completed, forms will be packaged, sent for signature through TrueSign, and returned to OnBase to be stored as a signed revision.

Document Templates Included:

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1. HCV - Certification of Domestic Violence (5382)

2. HCV - Fraud Notice

3. HCV - FSS/KTO Request for Program Application (204)

4. HCV - Characteristics of Areas Outside of Concentrated Areas of County (65)

5. HCV - Utility Schedule

6. HCV - Sexual Harassment Notice

7. HCV - Fair Housing Notice (HUD-1686 FHEO)

8. HCV - Housing Discrimination Notice (HUD-903.1)

9. HCV - Notice to HCV Applicants/Participants Regarding VAWA (1631)

10. HCV - Lead Notice

11. HCV - A Good Place to Live Notice

12. HCV - Informal Review and Informal Hearing Process (MSHDA-43)

13. HCV - Housing Assistance Information (146)

14. HCV - Tenancy Addendum (52641a)

15. HCV - Debts Owed (52675)

16. HCV - Declaration of Section 214 Status

17. HCV - Authorization for the Release of Information (9886a)

18. HCV - Supplement to Application (92006)

19. HCV - Property Owner Checklist (52517a)

20. HCV - Request for Tenancy Approval (52517)

21. HCV - Disclosure of Lead Based Paint and LBP Hazards (1637b)

22. HCV - Notice and Disclosure of Select HCV Rules and Regulations (51c)

23. HCV - W-8BEN

24. HCV - W-9

25. HCV - Payee Authorization (220)

26. HCV - Notice to HCV Owners and Managers Regarding VAWA (1632)

27. HCV - Rent Reasonableness FAQ (142)

28. HCV – Voucher

29. HCV - Income, Asset, & Expense Declaration (1890)

30. HCV - Comparable Dispute Form (37)

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31. HCV - HAP Contract (52641)

32. HCV - Enterprise Income Verification Guide (EIV)

33. HCV - Request for Reasonable Accommodation (33)

34. HCV - EIV Income Report Notice (555)

DELIVERABLES:

Deliverables will not be considered complete until the Agency Project Manager has formally accepted them (as defined in Acceptance Criteria).

ACCEPTANCE CRITERIA:

As defined in the contract

SPECIFIC DEPARTMENT STANDARDS:

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

PAYMENT SCHEDULE:

Deliverable Description Cost Professional Services 25% upon receipt of signed PCR $6,090.00 Professional Services 25% upon delivery into Test environment $6,090.00 Professional Services 50% upon acceptance in Production environment $12,180.00

TOTAL $24,360.00

Payment will be made on 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.

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EXPENSES:

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

PROJECT CONTACTS:

The designated Agency Project Manager is:

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

The designated DTMB Project Manager is:

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

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Work will be performed at i3 locations or at MSHDA office as needed.

EXPECTED CONTRACTOR WORK HOURS AND CONDITIONS:

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

No overtime will be permitted.

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

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

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

MSHDA Electronic Document Management System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

May 31, 2024 May 31, 2029 5 - 12 Months May 31, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

40 Burton Hills Blvd., Ste. 414

Nashville 42 37215

Tim Zarzycki

586-942-8423 tzarzycki@i3verticals.com

VS0228803

i3-ImageSoft, LLC

C O

N

TR

A C

TO

R

Jarrod Barron

517-249-0406

DTMB

Various Various

BarronJ1@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Net 45

Change Notice Number 1

Contract Number MA240000000832 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

$2,659,158.11 $200,000.00 $2,859,158.11

Effective 2/25/2025, the parties add $200,000.00 for the services detailed in the attached Content Portal and Integration statement of work. The parties add the following language to the Contract:

"Accessibility Requirements.

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

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

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

AGENCY NAME PHONE EMAIL

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

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 1 TO CONTRACT NO. MA240000000832

STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

MSHDA – i3 – Content Portal and Integration

Period of Coverage:

5/31/2024 - 5/21/2029

Requesting Department:

MSHDA

Date:

2/24/2025

Agency Project Manager:

Mark Whitaker

Phone:

517-335-9812

DTMB Project Manager:

Michael Weiszbrod

Phone:

517-242-1272

BACKGROUND:

MSHDA and i3 have been engaged in a project to stand up a Hyland implementation for the Rental Development division per MA 240000000832. During this initiative, the need for a Portal was identified.

PROJECT OBJECTIVE:

In consultation with representatives from i3-ImageSoft, LLC. (“i3-ImageSoft” or “Contractor”)

Professional Services, MSHDA has stated the following business needs:

1) MSDHA has requested “save as you go” functionality for external users. To meet these requirements, Jadu & i3-ImageSoft will install and configure the Hyland Content Portal hosted in the i3-ImageSoft Azure Cloud environment. The Portal will utilize the Jadu platform and will be integrated with MILogin and the existing OnBase solution to enable Customer’s external users to securely view relevant documents, submit documents, and complete forms as well as track missing documents related to an application by logging into a Jadu account. One (1) Eligibility Form will be configured with “save as you go” functionality to allow users to complete and submit at a later time.

SCOPE OF WORK:

Configure process to indicate required documentation to the submitting users.

Configure OnBase to receive incoming data from the form submission.

To implement the proposed Services, Jadu & i3-ImageSoft will undertake the following tasks:

1) Install OnBase and Jadu software and configure the Portal for document and form submission.

2) Configure Portal integration with MILogin.

3) Configure one (1) Eligibility Form with submissions into OnBase and one (1) Portal page for document/workflow viewing.

4) Configure connections between Jadu and Hyland OnBase/Workflow.

5) Update OnBase design to account for the Jadu integration.

a. Configure status updates from OnBase to the Portal to allow users the ability to see submission status

b. Configure process to indicate required documentation to the submitting users.

c. Configure OnBase to receive incoming data from the form submission.

6) Conduct system testing.

7) Provide two (2) training courses: Foundation (self-paced) and Practitioner (instructor led), maximum ten (10) delegates.

8) Conduct knowledge transfer session with System Administrator.

9) Assist with up to one (1) week additional User Acceptance Testing (“UAT”).

ASSUMPTIONS:

The following assumptions were made when estimating pricing for this Project Change Request

(“PCR”):

1) Customer will provide resources for end user training.

2) The solution will be implemented in the i3-ImageSoft Cloud environment.

3) Customer acknowledges and agrees that i3-ImageSoft will engage Jadu., Inc. to provide certain software and support services to you in connection with this PCR.

4) Any development activities of solution automations (iScripts, eForms, etc.) are out of scope with this engagement. Any Solution automations are to be scoped and quoted separately.

5) A comprehensive requirements analysis or creation of a roadmap is not included.

6) Software and services not outlined above which are necessary to satisfy business requirements not yet discovered are excluded from scope.

DELIVERABLES:

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

Hosted Portal utilizing the Jadu Platform integrated with the existing OnBase solution allowing external users to enter key data, upload/submit, and view documents/forms.

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.

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.

Contract Change Notice Cost Summary:

Contract Year Annual Software

Subscriptions Implementation

Service Fees Total Year 1 (5/30/2024 - 5/29/2025) N/A N/A N/A Year 2 (5/30/2025 - 5/29/2026) $45,000.00 $20,000.00 $45,000.00 Year 3 (5/30/2026 - 5/29/2027) $45,000.00 $- $45,000.00 Year 4 (5/30/2027 - 5/29/2028) $45,000.00 $- $45,000.00 Year 5 (5/30/2028 - 5/29/2029) $45,000.00 $- $45,000.00

Change Notice Total $180,000.00 $20,000.00 $200,000.00

Product/Service Detail:

*Annual Software Subscriptions

Product

Jadu Portal (Annual Subscription) Jadu Portal for State Government – Small Agency (Up to 500 employees) – Single Department

• OnBase Connector Software

• WorkView Connector Software

JADU-SGS_SUBS JADU-

OBINT_SUBS

JADU-WVINT_SUBS

OnBase (Annual Subscription) OnBase Integration for Hyland Content Portal OnBase WorkView Integration for Hyland Content Portal – OnBase API Only HCPSGI1-SMS_SUBS HCPWVI-

API_SUBS

Software and Support Subtotal

Implementation Service Fees

Professional Services Jadu Base 3 – On-premise Windows install, user training, auth adapter, integration setup, and one (1) form JADU-BASE3-OPW

EXPENSES:

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

PROJECT CONTACTS:

The designated Agency Project Manager is:

Mark Whitaker

MSHDA

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

The designated DTMB Project Manager is:

Michael Weiszbrod

DTMB

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

LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Consultants will work at:

Contractor location

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:

Project plan as outlined in MA 240000000832

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 171-240000000832 .

between

THE STATE OF MICHIGAN

and

C O

N

TR

A C

TO

R i3-ImageSoft, LLC

ST

A

TE

Pr og ra m

M an ag er Various MSHDA

40 Burton Hills Blvd., Ste. 414

Nashville, TN 37215

Tim Zarzycki

C on tra ct

Ad m in is tra to r Jarrod Barron DTMB

586-942-8423 517-249-0406 tzarzycki@i3verticals.com BarronJ1@michigan.gov

VS0228803

CONTRACT SUMMARY

DESCRIPTION: MSHDA Electronic Document Management System

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

5/31/2024 5/31/2029 Five 1-Year, Through 5/31/2034 N/A

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

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

MINIMUM DELIVERY REQUIREMENTS

MISCELLANEOUS INFORMATION

New contract established via ITN 171-240000000017.

Program Managers:

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

2. DTMB: Michael Weiszbrod, weiszbrodm@michigan.gov, 517-242-1272

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $2,659,158.11

Department of Technology, Management & Budget 525 W. Allegan Street, Lansing, MI 48909 mailto:BarronJ1@michigan.gov

CONTRACT NO. 171-2400000000832

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Jarrod Barron – IT Category Specialist Name & Title

DTMB – Central Procurement Services Agency

Date

SOFTWARE CONTRACT TERMS AND CONDITIONS

These Software Contract 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 i3-ImageSoft, LLC (“Contractor”), a Delaware limited liability company. This Contract is effective on May 31, 2024 (“Effective Date”), and unless terminated, will expire on May 31, 2029 (the “Term”).

This Contract may be renewed for up to five additional 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 a 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 9.

“Acceptance Tests” means such tests as may be conducted in as described in Section 9 and any applicable Statement of Work to determine whether the Software meets the requirements of this Contract and the Documentation.

“Access” means (1) the ability and means to enter a restricted or locked area, room, or physical container containing State Data; or (2) the ability and means to communicate with or otherwise interact with a system, to use system resources to handle information, to gain the information or knowledge of the information the system contains, or to control system components and functions (including physical or technical controls, or having the ability to modify or bypass any or all security controls).

“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 18.

“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.

“Contract Change” has the meaning set forth in Subsection 2.2.

“Change Notice” means a writing executed by the parties to the Contract memorializing a change to the Contract.

“Change Proposal” has the meaning set forth in Subsection 2.2.

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

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

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

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

“Contract Administrator” is the individual appointed by each party to (a) administer the terms of this Contract, and (b) approve any Change Notices under this Contract. Each party’s Contract Administrator will be identified in Schedule A or subsequent Change Notices.

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

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

“Contractor Hosted” means the Hosted Services and the Operating Environment 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 Schedule A or subsequent Change Notices to serve as the primary contact, 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, Documentation, any hardware, 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 28.

“Digital Accessibility Standards” means the accessibility standards provided in the SOM Digital Standards, located at https://www.michigan.gov/standards.

“Disaster Recovery Plan” refers to the set(s) of documents, instructions, and procedures which enable the Contractor to respond to accidents, disasters, emergencies, or threats without any stoppage or hindrance in its key operations and to the actions the Contractor takes to meet the Recovery Point and Recovery Time Objectives.

“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 Deliverable.

“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 Subsection 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.

https://www.michigan.gov/som/footer/policies/som-applications-and-site-standards

“Hosted Services” means the hosting, management and operation of the: Operating Environment, Software, other services (including support and subcontracted services), and related resources for 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 9.

“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, general 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 a Deliverable, to conform to the requirements of this Contract.

“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 the Digital Accessibility Standards.

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

“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.

“Services” means any of the services, including but not limited to, Hosted Services, installation, configuration, implementation, and/or Support Services, that the 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 any physical location(s) designated by the State in, or in accordance with, this Contract or a Statement of Work for delivery and installation of the Deliverable, if applicable.

“Software” means Contractor’s software as set forth in a Statement of Work, and any Third-Party Components, 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. If Contractor Hosted, Software includes Contractor’s Operating Environment.

“Solicitation” means the State’s request to solicit responses for a Solution under this Contract.

“Solution” means Deliverables and Services singularly or in any combination thereof, as applicable, set forth in a Statement of Work.

“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, 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.

“State Hosted” means the Operating Environment is not provided by Contractor or one or more of its Permitted Subcontractors.

“State Materials” means all materials and information, including but not limited to documents, data, know-how, ideas, methodologies, specifications, software, hardware, 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 Deliverables; and (c) perform other duties as may be specified in a Statement of Work. Program Managers will be identified in Schedule A or subsequent Change Notices.

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

“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 9.

“Third-Party Components” means all 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 Software Bill of Materials, in an applicable Statement of Work or elsewhere in this Contract, or as otherwise required by this Contract, including without limitation as part of the State’s Security Accreditation Process defined in Schedule E

– Data Security Requirements.

“Transition Period” has the meaning set forth in Section 16.

“Transition Responsibilities” has the meaning set forth in Section 16.

“Unauthorized Removal” has the meaning set forth in Subsection 2.5.

“Unauthorized Removal Credit” has the meaning set forth in Subsection 2.5.

“User Data” means all data, information and other content of any type and in any format, medium…