240000001243.pdf

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Department Technology, Management and Budget MI|MA240000001243
Contract number
MA240000001243
Issued by
Michigan

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This document contains a Notice of Contract and associated Change Notices between the State of Michigan, Department of Technology, Management and Budget (DTMB), and Reason Consulting Corporation for Principal Residence Exemption (PRE) Audit Services for the Michigan Treasury Department. The contract is designated as MA240000001243, with an initial effective date of October 1, 2024, and an expiration date of September 30, 2029. The contract includes five optional one-year renewal periods. Reason Consulting Corporation, based in Charlotte, North Carolina, serves as the primary contractor, with Mark C. Cooke identified as the authorized agent. The State's contract administrator is Susan Watt-Smith at DTMB, and the Treasury Department's program manager is Larry Steckelberg.

The contract requires Reason Consulting Corporation to design an audit methodology and conduct audits of PRE claims across Michigan counties (up to all 83 counties), maintain the web-based ProServ system for managing PRE-related processes, and provide supporting services including denial management, appeals processing, bona fide billing, interest waiver requests, and qualified error requests. The initial contract value was $12,119,037.00. Three change notices increased the contract value: Change Notice 1 added $192,720.00 for Bona Fide Billing Project enhancements; Change Notice 2 added $0.00 but incorporated additional work scope; and Change Notice 3 added $20,200.00, bringing the cumulative contract value to $12,331,957.00. Change Notice 4, effective September 12, 2025, added $67,431.00 for ProSuite integration with MiLogin, resulting in a final estimated aggregate contract value of $12,399,388.00. Payment terms are NET 30, with P-Card and Direct Voucher payment options available. Work is performed primarily in the Charlotte, North Carolina metro area, with contractor work hours limited to 40 hours per week with no overtime permitted.

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STATE OF MICHIGAN PROCUREMENT

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

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Principle Residence Exemption (PRE) Audit Services for Treasury

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2024 September 30, 2029 5 - 1 Year September 30, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

NA

P-Card Direct Voucher (PRC) Other Yes No

2820 Selwyn Ave., Suite 856

Charlotte NC 28209

Mark C. Cooke

704-266-0010

Mark.cooke@reason.consulting

VS0227042

Reason Consulting Corporation

C O

N

TR

A C

TO

R

Susan Watt-Smith

517-230-0535

DTMB

Various Various

WattSmithS@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

NA5% NET 30

Change Notice Number 4

Contract Number MA240000001243 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

0 Years

$12,331,957.00 $67,431.00 $12,399,388.00

DESCRIPTION

Effective September 12, 2025, the attached Schedule A - Statement of Work and Schedule B - Pricing are hereby added to the Contract for use by Treasury to integrate ProSuite with MiLogin. Additionally, this contract is hereby increased by $67,431.00.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on September 11, 2025.

AGENCY NAME PHONE EMAIL

TREA Christopher Mida 517-335-7459 MidaC@michigan.gov

TREA Larry Steckelberg 517-974-3495 SteckelbergL@michigan.gov

DTMB Lucy Pline 517-896-5103 plinel@michigan.gov

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 4 TO CONTRACT NO. MA240000001243

Michigan.gov/MiProcurement

Version 2024-3 Page 1 of 4

SCHEDULE A – STATEMENT OF WORK

Change Notice 4 ProSuite Integration

BACKGROUND

Treasury would like ProSuite to be integrated with MiLogin to become compliant with SOM policy.

Contractor will perform necessary code and architectural changes needed to integrate ProSuite with MiLogin.

SCOPE

ProSuite will leverage MiLogin for access and identification of users in the production environment.

1. REQUIREMENTS

A. System API (application programing interface) libraries and components for user authentication, session management (including maximum session length), and application authorization will be retrofitted to manage MiLogin-authenticated user sessions.

B. The functionality for disabling privileged and non-privileged user accounts due to inactivity (60/90 days respectively) and associated reminder email notifications will require updating.

C. The initial user access and onboarding process will be modified to first verify accounts with MiLogin to establish connections with SSO (Single Sign-On) in MiSuite and ProSuite.

D. Authorization mechanisms for application-to-application requests will require restructuring.

E. SSO screens and components related to user credentials will need to be removed.

F. User management functions within SSO for enabling, disabling, and deleting users will require reconfiguration, including the handling of access attempts by disabled or deleted users.

G. User’s MiLogin email address must match the user's MiSuite or ProSuite email address.

Users will no longer be able to edit their email from their application profile, only the SSO admin will have this permission.

H. Contractor will update the SSO module’s FAQ to reflect changes made to integrate with MiLogin.

I. Multi-Factor Authentication (MFA) for SSO will be disabled and will no longer be utilized.

J. The SSO user locking and unlocking functionality will be modified to work with MiLogin.

K. SSO user and audit reports will require updating.

L. Contractor’s technical resources will require a MiLogin account to access QA, UAT, and

Production for debugging purposes for ProSuite. Contractor’s technical resources will also need production access for ProSuite for administrative privileges and application debugging. In addition, Contractor will also need the ability to provide MiLogin QA accounts for other Contractor developers.

M. Contractor’s users of ProSuite will require MiLogin access (and for some, UAT access)

Version 2024-3 Page 2 of 4

N. AuditPro (and system API and component libraries) will be updated to the MiLogin solution for authentication (and potential authorization)

O. Extensive regression testing across all applications and screens within both MiSuite and ProSuite.

2. CONTRACTOR TECHNICAL SUPPORT REQUIREMENTS

Contractor’s Technical support is required to assist with the following tasks:

1. Contractor’s Core Infrastructure and Library Integration for ProSuite.

2. Contractor’s MiHub, SSO Workflow, User Lifecycle, and Auditing updates for

ProSuite.

3. Contractor’s application integration and configuration, authorization regression testing for ProSuite.

4. Contractor’s ProSuite MiLogin implementation.

3. WORK HOURS

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 is permitted.

4. ROLES AND RESPONSIBILITIES: AGENCY RESPONSIBIITIES

1. DTMB tech support for MiLogin engagement.

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

5. STAFFING

1. The designated Treasury Project Manager is:

Name: Larry Steckelberg Title: Administrator, Community Services Division 430 W. Allegan St.

Lansing, MI 48933 Phone Number: 517-974-3495 Email Address: steckelbergl@michigan.gov

2. The designated DTMB Project Manager is:

Name: Lucy Pline Title: Business Relationship Manager Address: 7285 Parsons Rd.

Dimondale, MI 48821 Phone Number: 517-896-5103 Email Address: plinel@michigan.gov

6. DELIVERABLES

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

1. ProSuite must be fully integrated and functions with the MiLogin Production system.

mailto:steckelbergl@michigan.gov mailto:plinel@michigan.gov

Version 2024-3 Page 3 of 4

7. 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 must 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 previous two weeks, and the cumulative total to date for the project.

a. Indicate 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.

8. PAYMENT SCHEDULE

All requirements under the original Contract, Schedule A – Statement of Work, Section 7.

Invoice and Payment apply. Payment will be made on a Satisfactory acceptance of each deliverable basis. DTMB will pay Contractor upon acceptance of properly completed invoice(s) which will be submitted to the billing address on the State issued Delivery Order (DO) not more often than monthly.

9. PROJECT PLAN

The Contractor will carry out this project under the direction and control of the Program Manager.

Task Start Date Completion Date Duration

Project Kickoff Within 30 days of the Contractor receiving purchase order

1 day

Development of Core Infrastructure and Library Integration

Development will start no later than April 13th 2026

May 1, 2026 3 weeks

Development of SSO Workflow, User Lifecycle, and Auditing Updates

May 4, 2026

3 weeks following development of Core Infrastructure Library begins

May 29, 2026 4 weeks

Application Integration and Configuration, Authorization Regression Testing

June 1, 2026

4 weeks after development of SSO Workflow, User Lifecycle, and Auditing updates begins

July 3, 2026 5 weeks

Deploy to Production July 6, 2026

5 weeks after Regression testing begins

July 6, 2026 1 day

Validate Production and signoff on project

July 6, 2026

Day of production deployment

July 6, 2026 1 day

Version 2024-3 Page 4 of 4

SCHEDULE B - PRICING

Change Notice 4 ProSuite Integration

PAYMENT SCHEDULE

Deliverable Deliverable Cost

Delivery of Core Infrastructure and Library Integration in production $14,924.00

Delivery of MiHub, SSO Workflow, User Lifecycle, and Auditing Updates into Production

$21,787.00

Delivery of Application Integration and Configuration into Production $30,720.00

Total Cost $67,431.00

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

DTMB

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

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Principle Residence Exemption (PRE) Audit Services for Treasury

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2024 September 30, 2029 5 - 12 Months September 30, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

NA

P-Card Direct Voucher (PRC) Other Yes No

2820 Selwyn Ave., Suite 856

Charlotte NC 28209

Mark C. Cooke

704-266-0010

Mark.cooke@reason.consulting

VS0227042

Reason Consulting Corporation

C O

N

TR

A C

TO

R

Susan Watt-Smith

517-230-0535

DTMB

Various Various

WattSmithS@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

NANET 30

Change Notice Number 3

Contract Number MA240000001243 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$12,311,757.00 $20,200.00 $12,331,957.00

DESCRIPTION

Effective July 16, 2025, this contract is hereby increased by $20,200.00 to cover the work that was added in Change Notice 2.

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

TREA Larry Steckelberg 517-974-3495 SteckelbergL@michigan.gov

DTMB Lucy Pline 517-896-5103 plinel@michigan.gov

Program Managers for

CHANGE NOTICE NO. 3 TO CONTRACT NO. MA240000001243

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

This is a Contract for the services of a Contractor, to act as the authorized representative of the State of Michigan (State), to design an audit methodology, and then conduct audits of PREs for any number of counties, up to all 83 counties.

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2024 September 30, 2029 5 - 12 Months September 30, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

NA

P-Card Direct Voucher (PRC) Other Yes No

2820 Selwyn Ave., Suite 856

Charlotte 33 28209

Mark C. Cooke

704-266-0010

Mark.cooke@reason.consulting

VS0227042

Reason Consulting Corporation

C O

N

TR

A C

TO

R

Susan Watt-Smith

517-230-0535

DTMB

Various Various wattsmiths@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

NANET 30

Change Notice Number 2

Contract Number MA240000001243 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$12,311,757.00 $0.00 $12,311,757.00

DESCRIPTION

Effective June 20, 2025, the following attached Statement of Work for Change Notice 2, providing additional services to State of Michigan Financial Services, is hereby incorporated into the contract.

TREA Larry Steckelberg 517-974-3495 SteckelbergL@michigan.gov

DTMB Lucy Pline 517-896-5103 plinel@michigan.gov

Program Managers for

CHANGE NOTICE NO. 2 TO CONTRACT NO. MA240000001243

Version 2024-3 Page 1 of 6

SCHEDULE A – STATEMENT OF WORK

Change Notice 2 Contract No. 240000001243

Bona Fide Billing Project

BACKGROUND

The current MIPC BRIDGE system utilized by Treasury for invoicing the seller in a bona fide property purchase will be deprecated at the end of 2025. Treasury has requested that the Contractor provide a solution to replace the Excel invoice calculations and MIPC Bridge functionality within the existing Bona Fide Documentation section of ProServ.

PROJECT OBJECTIVE

The primary objective of this project is to transition from the current MIPC BRIDGE system to ProServ for processing the Request to Bill Seller, Form 4816.

1. Automation of Calculation Process: Implement in the current ProServ system the ability to calculate Tax Due, Interest Due, and Total Due for bona fide denials.

a. Amount Due Adjustments: Enable the capability to adjust calculated tax and interest amounts, with the ability to overturn adjustments while maintaining a record of initial calculations.

b. Penalty Fee: Provide functionality to add a $500 penalty fee to applicable tax bills.

2. Create Voucher Letters: Replicate voucher letters, ensuring that they accurately reflect the amount of taxes owed, interest due, and proper distribution to county and local units.

3. Payment Tracking: Track payments processed up to 90 days after voucher letter creation. Payments not received after 90 days are referred to collections.

4. New Reporting: Develop reports showing the number of bona fide requests with invoice balances and distribution of taxes and interest payments.

SCOPE OF WORK

Bona Fide Processing: Develop functionality within the existing ProServ system to handle bona fide purchaser requests to bill the seller after receipt by MIDOT. This includes:

1. Entering bona fide information, millage rates, taxable values, and due date.

2. Calculating tax due, interest due, and total due based on entered information.

a. Functionality to allow for adjustments to calculated amounts and maintain a record of initial calculations.

3. Generating voucher letters for printing with details, i.e., seller information and amounts dues. Letters include payment vouchers with barcodes for accounting distribution.

4. API or file-base to confirm payment received by Treasury Financial Services within 90 days.

5. Allow Financial Services users to search bona fide fides and print voucher letters

Additional services for SOM Financial Services are highlighted in Yellow.

Version 2024-3 Page 2 of 6

6. Create a new role within ProServ to allow Data Operations users to log a batch of payments

7. Once a payment batch is entered, the payments will distribute to the individual records to reconcile the outstanding balances

Reporting

1. Bona Fide Summary Report

a. Total of bona fides, bona fides collected, bona fides outstanding, bona fides sent to collections with amounts for each. Will also include the distribution of payments received within 90 days.

2. Daily Transaction Report

a. See attached “Bona Fide Enhancement Request”

1. TASKS

Technical support is required to assist with the following tasks:

A. RCC will draft requirements and design specifications B. DTMB will provide technical support for data/file transfers C. BLGSS will review and sign off on requirements and design D. RCC will develop and deploy features for QA testing E. RCC will perform quality assurance testing on features F. RCC will deploy features to UAT G. BLGSS will perform acceptance testing and approve or provide feedback on features in UAT H. RCC will deploy features to production I. RCC will provide invoicing on deliverables

2. DELIVERABLES

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

Deliverable UAT Delivery Bona Fide UI Updates 12/20/24 Requirements / Templates for calculations and voucher letter 01/31/25 Automatic Calculations 02/28/25 Voucher Letter & Payment Tracking 03/28/25 Reporting 04/25/25 New Roles & Bulk Payments 05/09/25

3. ACCEPTANCE CRITERIA:

A. Bona Fide UI Updates

i. Given: The full bona fide process is supported by the system

ii. When: A user creates a bona fide record

iii. Then: All fields for the process are accessible for user input within the system.

B. Automation of Calculation Process

i. Given: A bona fide denial record with millage rates and taxable values

Version 2024-3 Page 3 of 6

ii. When: The system processes the record.

iii. Then: The system accurately calculates Tax Due, Interest Due, and Total

Due.

C. Amount Due Adjustments

i. Given: A Calculated tax or interest amount.

ii. When: A user initiates an adjustment

iii. Then: The system adjusts the amount and keeps a record of the initial calculation.

iv. And: The system allows users to modify adjustments D. Create Voucher Letters

i. Given: A bona fide record with Total Due

ii. When: The system generates a voucher letter.

iii. Then: The letter accurately reflects the taxpayer information, tax owed, interest due and due date.

E. Payment Tracking

i. Given: A payment on a voucher letter received by finance.

ii. When: The payment is received within 90 days of the letter creation.

iii. Then: The financial system records the payment and sends payment information via api or file-base to ProServ.

iv. And: If the payment is not received within 90 days, the system refers the bill to collections.

F. Reporting

i. Given: A set of bona fide requests.

ii. When: The system generates a report.

iii. Then: The report shows bona fide summary information, e.g., total bona fides, total collected, total outstanding, and total sent to collections. The report allows drill through to the details and distribution of payments received.

4. 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:

A. 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.

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

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

5. SPECIFIC DEPARTMENT STANDARDS

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

Agency uses documentation templates and formats which meet or exceed DTMB SUITE deliverables needed for the implementation.

Version 2024-3 Page 4 of 6

6. PAYMENT SCHEDULE

Payment will be made on the satisfactory acceptance of each deliverable. Treasury 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. Treasury Accounts Payable area will coordinate obtaining Agency and Treasury Program Manager approvals. All invoices should reflect actual work completed by payment date and must be approved by the Agency and Treasury Program Manager prior to payment.

The invoices shall describe and document to the State’s satisfaction a description of the work performed, the progress of the project, and fees. When expenses are invoiced, receipts will need to be provided along with a detailed breakdown of each type of expense.

Payment shall be considered timely if made by Treasury within thirty (30) days after receipt of properly completed invoices.

7. EXPENSES

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

8. PROJECT CONTACTS

A. The designated Treasury Project Manager is:

Name: Larry Steckelberg Title: Administrator, Community Services Division 430 W. Allegan St.

Lansing, MI 48933 Phone Number: 517-974-3495 Email Address: steckelbergl@michigan.gov

B. The designated DTMB Project Manager is:

Name: Lucy Pline Title: Business Relationship Manager 7285 Parsons Rd.

Dimondale, MI 48821 Phone Number: 517-896-5103 Email Address: plinel@michigan.gov

9. AGENCY RESPONSIBIITIES

A. Approval of requirements, documentation and design B. Provide api or file-based requirements C. Provide voucher letter template D. Review and approve features in UAT E. Confirm and accept production release

10. LOCATION OF WHERE THE WORK IS TO BE PERFORMED

Consultants will work at: Charlotte Metro area, NC mailto:steckelbergl@michigan.gov mailto:plinel@michigan.gov

Version 2024-3 Page 5 of 6

11. 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.

12. PROJECT PLAN

RCC will follow an agile methodology, providing deliverables through incremental development and testing cycles.

Milestones:

Start Date End Date

Requirements 12/20/24 01/31/25

Design 12/20/24 01/31/25

Development/QA 12/20/24 04/11/25

UAT 12/20/24 04/25/25

Production Deployment 01/31/25 05/30/25

Version 2024-3 Page 6 of 6

SCHEDULE B - PRICING

Change Notice 2 Contract No. 240000001243

Bona Fide Billing Project

Deliverable ETA Amount Bona Fide UI Updates 12/20/24 $15,552 Requirements / Templates for calculations and voucher letter 12/20/24 $39,360 Automatic Calculations 12/20/24 $36,288 Voucher Letter & Payment Tracking 03/28/25 $66,000 Reporting 04/25/25 $35,520 New Roles & Bulk Payments 05/09/25 $13,200

SUB TOTAL $205,920

Bona Fide Enhancement Request (35 hours = $7,000) - $7,000

GRAND TOTAL $212,920

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

This is a Contract for the services of a Contractor, to act as the authorized representative of the State of Michigan (State), to design an audit methodology, and then conduct audits of PREs for any number of counties, up to all 83 counties.

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

October 1, 2024 September 30, 2029 5 - 12 Months September 30, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

NA

P-Card Direct Voucher (PRC) Other Yes No

2820 Selwyn Ave., Suite 856

Charlotte 33 28209

Mark C. Cooke

704-266-0010

Mark.cooke@reason.consulting

VS0227042

Reason Consulting Corp

C O

N

TR

A C

TO

R

Susan Watt-Smith

517-230-0535

DTMB

Various Various wattsmiths@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

NANET 30

Change Notice Number 1- Revised to

Contract Number MA240000001243

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$12,119,037.00 $192,720.00 $12,311,757.00

DESCRIPTION

Effective January 22, 2025, the attached Schedule A - Statement of Work is hereby added to the Contract, and the Contract is increased by $192,720.00.

TREA Larry Steckelberg 517-974-3495 SteckelbergL@michigan.gov

DTMB Lucy Pline 517-896-5103 plinel@michigan.gov

Program Managers for

CHANGE NOTICE NO. 1 TO CONTRACT NO. MA240000001243

Version 2024-3 Page 1 of 6

SCHEDULE A – STATEMENT OF WORK

Change Notice 1 - Revised Contract No. 240000001243

Bona Fide Billing Project

BACKGROUND

The current MIPC BRIDGE system utilized by Treasury for invoicing the seller in a bona fide property purchase will be deprecated at the end of 2025. The Contractor will provide the State of Michigan (“State”) with a replacement for the Excel invoice calculations and the MIPC BRIDGE functionality within the existing Bona Fide documentation section of ProServ.

SCOPE

The State of Michigan Treasury Department will be updating the PRE components of the ProSuite system, enhancing the existing Bona Fide functionality by eliminating the dependency on MIPC BRIDGE. Additionally, reporting will be enhanced for the Bona Fide functionality.

OBJECTIVE

The primary objective of this project is to transition from the current MIPC BRIDGE system to ProServ for processing the Request to Bill Seller, Form 4816.

A. Automation of Calculation Process: Implement in the current ProServ system the ability to calculate Tax Due, Interest Due, and Total Due for bona fide denials.

B. Amount Due Adjustments: Enable the capability to adjust calculated tax and interest amounts, with the ability to overturn adjustments while maintaining a record of initial calculations.

C. Penalty Fee: Provide functionality to add a $500 penalty fee to applicable tax bills.

D. Create Voucher Letters: Replicate voucher letters, ensuring that they accurately reflect the amount of taxes owed, interest due, and proper distribution to county and local units.

E. Payment Tracking: Track payments processed up to 90 days after voucher letter creation. Payments not received after 90 days are referred to collections.

F. New Reporting: Develop reports showing the number of bona fide requests with invoice balances and distribution of taxes and interest payments.

1. Requirements

1.1. General Requirements

A. System Requirements and Design Specifications

1. Contractor will draft requirements and design specifications

2. Treasury will provide technical support for data/file transfers

3. Treasury will review and sign off on requirements and design

B. Develop and Deploy System Features

1. Contractor will develop and deploy features for QA testing

2. Contractor will perform quality assurance testing on features

Version 2024-3 Page 2 of 6

3. Contractor will deploy features to UAT

4. Treasury will perform acceptance testing and approve or provide feedback on features in UAT

5. Contractor will deploy features to production

6. Contractor will provide invoicing on deliverables

1.2. Roles & Responsibilities – Treasury and DTMB will:

1. Approve requirements, documentation and design

2. Provide API or file-base requirements

3. Provide voucher letter template

4. Review and approve features in UAT

5. Confirm and accept production release

6. DTMB to provide a Project Manager

1.3. Bona Fide Processing

The Contractor must develop functionality within the existing ProServ system to handle bona fide purchaser requests to bill the seller after receipt by Treasury. This includes:

1. Entering bona fide information, millage rates, taxable values, and due date.

2. Calculating tax due, interest due, and total due based on entered information.

3. Functionality to allow for adjustments to calculated amounts and maintain a record of initial calculations.

4. Generating voucher letters for printing with details, i.e. seller information and amounts dues. Letters include payment vouchers with barcodes for accounting distribution.

5. API or file-base to confirm payment received by Treasury Financial Services within 90 days.

6. API or file-base to deliver unpaid bona fides to collections.

2. Service Requirements

2.1. Period of Coverage

This Statement of Work is in effect from January 21, 2025, through May 31, 2025.

2.2. Delivery

The project will not be considered complete until the Agency Program Manager and DTMB Program Manager have formally accepted the following deliverables:

Deliverable UAT Delivery

Bona Fide UI Updates 01/31/25

Requirements / Templates for calculations and voucher letter 01/31/25

Automatic Calculations 02/28/25

Voucher Letter & Payment Tracking 03/28/25

Version 2024-3 Page 3 of 6

Reporting 04/25/25

3. Acceptance

3.1. Acceptance Criteria

A. Bona Fide UI Updates

1. Given: The full bona fide process is supported by the system

2. When: A user creates a bona fide record

3. Then: All fields for the process are accessible for user input within the system B. Automation of Calculation Process

1. Given: A bona fide denial record with millage rates and taxable values

2. When: The system processes the record.

3. Then: The system accurately calculates Tax Due, Interest Due, and Total

Due.

C. Amount Due Adjustments

1. Given: A calculated tax or interest amount.

2. When: A user initiates an adjustment.

3. Then: The system adjusts the amount and keeps a record of the initial calculation.

4. And: The system allows users to modify adjustments.

D. Create Voucher Letters

1. Given: A bona fide record with Total Due

2. When: The system generates a voucher letter.

3. Then: The letter accurately reflects the taxpayer information, tax owed, interest due and due date.

E. Payment Tracking

1. Given: A payment on a voucher letter received by finance.

2. When: The payment is received within 90 days of the letter creation.

3. Then: The financial system records the payment and sends payment information via api or file-base to ProServ.

4. And: If the payment is not received within 90 days, the system refers the bill to collections.

F. Reporting

1. Given: A set of bona fide requests.

2. When: The system generates a report.

3. Then: The report shows bona fide summary information, e.g. total bona fides, total collected, total outstanding, and total sent to collections. The report allows drill through to the details and distribution of payments received.

Version 2024-3 Page 4 of 6

4. Staffing

4.1. Program Manager

The Program Managers (PM) below will monitor and coordinate the day-to-day activities of the Contract:

State - Treasury State – DTMB Agency Services

Larry Steckelberg Treasury, Local Government & School Services Austin Building, 3rd Floor 430 W. Allegan Lansing, MI 48909 SteckelbergL@michigan.gov 517-974-3495

Lucy Pline Treasury, Agency Services Operations Center, 2nd Floor 7285 Parsons Drive Dimondale, MI 48821 PlineL@michigan.gov 517-896-5103

4.2. Work Hours

A. 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.

5. Project Management

5.1. Project Plan

The Contractor will follow an agile methodology, providing deliverables through incremental development testing cycles.

A. Milestones

Start Date End Date

Project Kickoff 01/22/25 01/31/25

Requirements 01/22/25 01/31/25

Design 01/22/25 01/31/25

Development/QA 01/22/25 04/11/25

UAT 01/31/25 04/25/25

Production Deployment 01/31/25 05/30/25

5.2. Project Control and Reports

A. Bi-Weekly Progress Report

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

i. Hours: Indicate the number of hours expended during the past two weeks, and the cumulative total to date for the project. Also state mailto:SteckelbergL@michigan.gov mailto:PlineL@michigan.gov

Version 2024-3 Page 5 of 6 whether the remaining hours are sufficient to complete the project.

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

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

B. Bona Fide Summary Report This report must contain the totals of bona fides, bona fides collected, bona fides outstanding, bona fides sent to collections with amounts for each. Will also include the distribution of payments received within 90 days.

5.3. Specific Department Standards

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

Agency uses documentation templates and formats which meet or exceed DTMB SUITE deliverables needed for the implementation.

6. Invoice and Payment

6.1. Payment Schedule

Payment will be made on the satisfactory acceptance of each deliverable. Treasury 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.

Treasury Accounts Payable area will coordinate obtaining Agency and Treasury Program Manager approvals. All invoices should reflect actual work completed by payment date and must be approved by the Agency and Treasury Program Manager prior to payment.

The invoices shall describe and document to the State’s satisfaction a description of the work performed, the progress of the project, and fees. When expenses are invoiced, receipts will need to be provided along with a detailed breakdown of each type of expense.

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

6.2. Expenses

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

Version 2024-3 Page 6 of 6

SCHEDULE B - PRICING

Change Notice 1 Contract No. 240000001243

Bona Fide Billing Project

Deliverable ETA Amount

Bona Fide UI Updates 01/31/25 $15,552

Requirements / Templates for calculations and voucher letter 01/31/25 $39,360

Automatic Calculations 01/31/25 $36,288

Voucher Letter & Payment Tracking 03/28/25 $66,000

Reporting 04/25/25 $35,520

TOTAL: $192,720

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget

NOTICE OF CONTRACT

between

THE STATE OF MICHIGAN

and

2820 Selwyn Ave., Suite 856

Charlotte North Carolina 28209

Mark C. Cooke

704-266-0010

Mark.cooke@reason.consulting

VS0227042

Reason Consulting Corp

C O

N

TR

A C

TO

R

517-335-7459

MidaC@michigan.gov

Susan Watt-Smith

517-230-0535

TREA

Christopher Mida TREA wattsmiths@michigan.gov

CONTRACT SUMMARY

DESCRIPTION: This is a Contract for the services of a Contractor, to act as the authorized representative of the State of Michigan (State), to design an audit methodology, and then conduct audits of PREs for any number of counties, up to all 83 counties.

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

10/1/2024 9/30/2029 5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

NA

P-card Payment Request (PRC) Other Yes No

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER: The Contract is awarded based on the State's inquiry bearing Solicitation 240000000955.

Orders for delivery will be issued directly by the Department through a Delivery Order (DO).

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $12,119,037.00

NANET 30

C on tra ct

Ad m in is tra to r Pr og ra m M an ag er

ST

A

TE

NOTICE OF CONTRACT NO. 240000001243

INITIAL

AVAILABLE

OPTIONS

9/30/2029

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name and Title

Agency

Date

CONTRACT NO. 240000001243

Mich igan .gov/MiProcure ment

Version 2024-1 Page 1 of 58

STANDARD CONTRACT TERMS

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Reason Consulting Corporation (“Contractor”), a North Carolina Corporation.

This Contract is effective October 1, 2024 (“Effective Date”), and unless terminated, will expire on September 30, 2029 (the “Term”).

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

The parties agree as follows:

Duties of Contractor. Contractor must perform the services and provide the deliverables

(the “Contract Activities”) described in a Statement of Work, the initial Statement of Work is attached as Schedule A – Statement of Work. An obligation to provide delivery of any commodity is considered a service and is a Contract Activity.

Contractor must furnish all labor, equipment, materials, and supplies necessary for the performance of the Contract Activities unless otherwise specified in a Statement of Work.

Contractor must: (a) perform the Contract Activities in a timely, professional, safe, and workmanlike manner consistent with standards in the trade, profession, or industry; (b) meet or exceed the performance and operational standards, and specifications of the Contract;

(c) provide all Contract Activities in good quality, with no material defects; (d) not interfere with the State’s operations; (e) obtain and maintain all necessary licenses, permits or other authorizations necessary for the performance of the Contract; (f) cooperate with the State, including the State’s quality assurance personnel, and any third party to achieve the objectives of the Contract; (g) return to the State any State-furnished equipment or other resources in the same condition as when provided when no longer required for the Contract;

(h) assign to the State any claims resulting from state or federal antitrust violations to the extent that those violations concern materials or services supplied by third parties toward fulfillment of the Contract; (i) comply with all State physical and IT security policies and standards which will be made available upon request; and (j) provide the State priority in performance of the Contract except as mandated by federal disaster response requirements. Any breach under this paragraph is considered a material breach.

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

Notices. All notices and other communications required or permitted under this Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier; (b) when actually received if sent by mail without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

If to State: If to Contractor:

Version 2024-1 Page 2 of 58

See Contract Administrator information shown below.

Mark C. Cooke, Ph.D.

2820 Selwyn Ave., Suite 856

Charlotte, NC 28209

Mark.cooke@reason.consulting

704-953-6369

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

State: Contractor:

Susan Watt-Smith

320 S. Walnut St.

Lansing, Michigan, 48933

WattSmithS@michigan.gov

517-230-0535

Mark C. Cooke, Ph. D.

2820 Selwyn Ave, Suite 856

Charlotte, NC 28209

Mark.cooke@reason.consulting

704-953-6369

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

State: Contractor:

Christopher Mida

430 East Allegan

Lansing, MI 48933 midac@michigan.gov

517.335.7459

Becca Kinard

2820 Selwyn Ave, Suite 856

Charlotte, NC 28209

Becca.kinard@reason.consulting

810-225-7605

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

Insurance Requirements. See Schedule C Reserved.

Reserved.

Relationship of the Parties. The relationship between the parties is that of independent contractors. Contractor, its employees, and agents will not be considered employees of the

Version 2024-1 Page 3 of 58

State. No partnership or joint venture relationship is created by virtue of this Contract.

Contractor, and not the State, is responsible for the payment of wages, benefits and taxes of Contractor’s employees and any subcontractors. Prior performance does not modify Contractor’s status as an independent contractor. Neither party has authority to contract for nor bind the other party in any manner whatsoever.

Intellectual Property Rights. If a Statement of Work requires Contractor to create any intellectual property, Contractor hereby acknowledges that the State is and will be the sole and exclusive owner of all right, title, and interest in the Contract Activities and all associated intellectual property rights, if any. Such Contract Activities are works made for hire as defined in Section 101 of the Copyright Act of 1976. To the extent any Contract Activities and related intellectual property do not qualify as works made for hire under the Copyright Act, Contractor will, and hereby does, immediately on its creation, assign, transfer and otherwise convey to the State, irrevocably and in perpetuity, throughout the universe, all right, title and interest in and to the Contract Activities, including all intellectual property rights therein.

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

The State, in its sole discretion, may require the replacement of any subcontractor.

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

Background Checks. Pursuant to Michigan law, all agencies subject to IRS Pub. 1075 are required to ask the Michigan State Police to perform fingerprint background checks on all employees, including Contractor and Subcontractor employees, who may have access to any database of information maintained by the federal government that contains confidential or personal information, including, but not limited to, federal tax information. Further, pursuant to Michigan law, any agency described above is prohibited from providing Contractors or Subcontractors with the result of such background check. For more information, please see Michigan Public Act 427 of 2018. Upon request, or as may be specified in a Statement of Work, Contractor must perform background checks on all employees and subcontractors and its employees prior to their assignment. The scope is at the discretion of the State and documentation must be provided as requested. Contractor is responsible for all costs associated with the requested background checks. The State, in its sole discretion, may also perform background checks.

Assignment. Contractor may not assign this Contract to any other party without the prior approval of the State. Upon notice to Contractor, the State, in its sole discretion, may assign in whole or in part, its rights or responsibilities under this Contract to any other party. If the

Version 2024-1 Page 4 of 58

State determines that a novation of the Contract to a third party is necessary, Contractor will agree to the novation and provide all necessary documentation and signatures.

Change of Control. Contractor will notify the State, within 30 days of any public announcement or otherwise once legally permitted to do so, of a change in Contractor’s organizational structure or ownership. For purposes of this Contract, a change in control means any of the following: (a) a sale of more than 50% of Contractor’s stock; (b) a sale of substantially all of Contractor’s assets; (c) a change in a majority of Contractor’s board members; (d) consummation of a merger or consolidation of Contractor with any other entity; (e) a change in ownership through a transaction or series of transactions; (f) or the board (or the stockholders) approves a plan of complete liquidation. A change of control does not include any consolidation or merger effected exclusively to change the domicile of Contractor, or any transaction or series of transactions principally for bona fide equity financing purposes.

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

Ordering. Contractor is not authorized to begin performance until receipt of authorization as identified in a Statement of Work.

Acceptance. Contract Activities are subject to inspection and testing by the State within 30 calendar days of the State’s receipt of them (“State Review Period”), unless otherwise provided in a Statement of Work. If the Contract Activities are not fully accepted by the State, the State will notify Contractor by the end of the State Review Period that either: (a) the Contract Activities are accepted but noted deficiencies must be corrected; or (b) the Contract Activities are rejected. If the State finds material deficiencies, it may: (i) reject the Contract Activities without performing any further inspections; (ii) demand performance at no additional cost; or (iii) terminate this Contract in accordance with Section23. Termination for Cause.

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

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

Reserved.

Reserved Reserved

Version 2024-1 Page 5 of 58

Liquidated Damages. Liquidated damages, if applicable, will be assessed as described in a Statement of Work. The parties understand and agree that any liquidated damages (which includes but is not limited to applicable credits) set forth in this Contract are reasonable estimates of the State’s damages in accordance with applicable law. The parties acknowledge and agree that Contractor will incur liquidated damages for more than one event. The assessment of liquidated damages will not constitute a waiver or release of any other remedy the State may have under this Contract for Contractor’s breach of this Contract, including without limitation, the State’s right to terminate this Contract for cause under Section 24 and the State will be entitled in its discretion to recover actual damages caused by Contractor’s failure to perform its obligations under this Contract. However, the State will reduce such actual damages by the amounts of liquidated damages received for the same events causing the actual damages. Amounts due the State as liquidated damages may be set off against any fees payable to Contractor under this Contract, or the State may bill Contractor as a separate item and Contractor will promptly make payments on such bills.

Stop Work Order. The State may suspend any or all activities under the Contract at any time. The State will provide Contractor a written stop work order detailing the suspension.

Contractor must comply with the stop work order upon receipt. Within 90 calendar days, or any longer period agreed to by Contractor, the State will either: (a) issue a notice authorizing Contractor to resume work, or (b) terminate the Contract or delivery order. The State will not pay for Contract Activities, Contractor’s lost profits, or any additional compensation during a stop work period.

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

(b) If the State terminates this Contract under this Section, the State will issue a termination notice specifying whether Contractor must: (i) cease performance immediately. Contractor must submit all invoices for Contract Activities accepted by the State within 30 days of the date of termination. Failure to submit an invoice within that timeframe will constitute a waiver by Contractor for any amounts due to Contactor for Contract Activities accepted by the State under this Contract or (ii) continue to perform for a specified period. If it is later determined that Contractor was not in breach of the Contract, the termination will be deemed to have been a Termination for Convenience, effective as of the same date, and the rights and obligations of the parties will be limited to those provided in Section 25, Termination for Convenience.

The State will only pay for amounts due to Contractor for Contract Activities accepted by the State on or before the date of termination, subject to the State’s right to set off any amounts owed by the Contractor for the State’s reasonable costs in terminating this Contract.

Contractor must promptly reimburse to the State any fees prepaid by the State prorated to

Version 2024-1 Page 6 of 58 the date of such termination, including any prepaid fees. The Contractor must pay all reasonable costs incurred by the State in terminating this Contract for cause, including administrative costs, attorneys’ fees, court costs, transition costs, and any costs the State…

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