7700201.pdf

STATE OF MICHIGAN PROCUREMENT

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

CONTRACT CHANGE NOTICE

Change Notice Number 6 to

Contract Number MA071B7700201C

C O

N

TR

AC

TO

R

FLEXERA SOFTWARE LLC

300 Park Blvd.

Itasca IL 60143

Tamara Hubbell

847-466-4284

THubbell@flexera.com

CV0009045

ST

AT

E

Pr og ra m

M an ag er

Reid Sisson DTMB

517-256-2775

SissonR@Michigan.gov

C on tr ac t Ad m in is tr at or Robin Lampert DTMB

(517) 582-2746

LampertR1@michigan.gov

CONTRACT SUMMARY

Software Asset Management - Maintenance & Support

INITIAL EFFECTIVE DATE

September 14, 2017

INITIAL EXPIRATION DATE

September 13, 2022

INITIAL AVAILABLE OPTIONS

5 - 1 Year

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

February 20, 2027

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION

7 Months

EXTENSION LENGTH OF EXTENSION

5 Months

REVISED EXP. DATE

February 20, 2028

CURRENT VALUE

$3,077,446.89

VALUE OF CHANGE NOTICE

$255,942.85

ESTIMATED AGGREGATE CONTRACT VALUE

$3,333,389.74

DESCRIPTION

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

See attached description, updated accessibility requirement and quote.

Description of Change Notice 6

Effective September 15, 2026, this Contract exercises the remaining 7 option months and is extended 5 months and 1 week to utilize a full year of licenses. The value is increased by $255,942.85. The revised contract expiration date is February 20, 2028. Two 1-year options are added permitting the continuation of the contract to February 20, 2030. The accessibility requirement is updated per the language below.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement Services approval, and State Administrative Board approval on September 15, 2027.

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 4/26/2027, 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.

www.flexera.com

Flexera Software 300 Park Blvd Suite 400 Itasca

IL 60143

United States Phone: +1 (800) 809-5659 Fax: +1 (847) 631-0797

1 YEAR RENEWAL QUOTE + OPTION YEARS 2 and 3

To : State Of Michigan 7064 Crowner Dr.

Lansing

MI

48910 United States

Quote : QSF-0000558818

Issue Date : Jun 29, 2026

Terms : Net 30 days

We are pleased to provide the following quotation:

Line Description Product Code Qty Unit Price Sub Total

1 FlexNet Manager for Data Centers Silver Maintenance Renewal Number of Users/Devices: 59000 Start Date: Feb 21, 2027 End Date: Feb 20, 2028

FNMDC-SM-9XXX 1 $ 255,942.85 $ 255,942.85

2 FlexNet Manager for Clients Silver Maintenance Renewal Number of Users/Devices: 6250 Start Date: Feb 21, 2027 End Date: Feb 20, 2028

FNMCL-SM-9XXX 1 $ 0.00 $ 0.00

Sub Total $ 255,942.85

Tax $ 0.00

Quote Total $ 255,942.85

Option Years

Option Year 1 Start Date: Feb 21, 2028 End Date: Feb 20, 2029

$ 255,942.85

Option Year 2 Start Date: Feb 21, 2029 End Date: Feb 20, 2030

$ 255,942.85

Amounts payable in USD.

Sales Representative: Anamaria Sierra

Direct Sales Phone: 18474660731

Email: asierra@flexera.com

Quote Valid Until: December, 15 2026 https://www.flexera.com/

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

Software Asset Management - Maintenance & Support

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

September 14, 2017 September 13, 2022 5 - 1 Year February 20, 2027

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

P-Card Direct Voucher (PRC) Other Yes No

300 Park Blvd.

Itasca IL 60143

Steve Malyj

+44 7710-308-909

Pborror@flexera.com

CV0009045

FLEXERA SOFTWARE LLC

C O

N

TR

A C

TO

R

517-241-1638

SissonR@Michigan.gov

David Stohrer

517-896-4043

DTMB

Reid Sisson DTMB

StohrerD1@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

Change Notice Number 5 to

Contract Number 071B7700201C

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

$3,077,446.89 $0.00 $3,077,446.89

DESCRIPTION

Effective 9/15/2025, both parties hereby agree to changes to Section 5.9 and Section 14 from Change Notice 4, as outlined below.

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

5.9. Oracle License Position

Contractor will implement its standardized process to baseline software positions for DTMB. Contractor will engage with the DTMB IT support staff to validate and review the data. Contractor will review software installation data. This step will include providing context to the DTMB ITAM SAMO team concerning what the vendor licensing rules entail.

All relevant data associated with managing these licenses will be transferred to DTMB

ITAM SAMO.

Oracle Advanced Analytics Processor Oracle Advanced Compression Oracle Advanced Security Oracle Audit Vault and Database Firewall Processor Oracle Business Process Management Suite for Non-Middleware Oracle Cloud Management Pack for Oracle Database Processor Oracle Data Masking and Subsetting Pack Processor Oracle Database Enterprise Edition Oracle Database In-Memory Oracle Database Lifecycle Management Pack Oracle Database Vault Oracle Diagnostics Pack Oracle Goldengate Oracle GoldenGate for Non Oracle Database Oracle GoldenGate for Teradata Replication Services Processor Oracle Key Vault Oracle Label Security Oracle Multitenant Oracle Real Application Cluster Oracle Real Application Testing Oracle SOA Suite for Oracle Middleware Processor- Oracle Software Goldengate Foundation Suite Oracle Tuning Pack Oracle Weblogic Server Management Pack Enterprise Pack Oracle WebLogic Suite Oracle Partitioning Oracle Spatial

14. Milestones / Deliverables:

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

Milestone Event Associated Milestone

Deliverable(s) Schedule Amount

Project Planning Project Kickoff, Revised Plan and Schedule

Contract Execution + 20 business days

$6,610.68

System Design Planning and Design Meetings, Planning and Design Meetings Summary, Infrastructure Sizing Validation Recommendation Document, Final System Design Recommendation Validation Document, Final Plan and Schedule

Contract Execution + 45

$17,628.48

FlexNet User Identity Assessment

FlexNet User Identity Assessment Validation Recommendation Document Test Plan

Contract Execution + 60

Troubleshoot Installed Microsoft Applications

Troubleshoot Installed Microsoft Applications Recommendation Document

Contract Execution + 70

FlexNet Adobe Console Business Adapter

FlexNet Adobe Console Business Adapter Recommendation Document and related Scripts Test Plan

Contract Execution + 90

$13,221.36

Automated Name User License Import Framework

Automated Name User License Import Framework Recommendation Document

Contract Execution + 105 business days

$13,221.36

Oracle License Position Oracle Discovery Validation Document, Final Troubleshooting Document, Final License Position Baseline Validation

Contract Execution + 135 business

$14,102.78

Project Completion Final Test Documents, Final Knowledge Transfer, Final Acceptance

Contract Execution + 151 business

$11,507.60

Post Service Consulting Post Service Consulting on an as needed basis with respect to the deliverables outlined in this SOW scope

Project Completion + 12 weeks

$0.00

Total: $111,549.22

STATE OF MICHIGAN

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 4 to Contract Number 071B7700201

SissonR@Michigan.gov

Reid Sisson

Lauren Stempek smalyj@flexera.com

Steve Malyj

Itasca, IL 60143

FLEXERA SOFTWARE LLC

CV0009045

+44 7710-308-909

300 Park Blvd.

(517) 243-4008

STA

TE

P ro g ra m

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

517-241-1638

DTMB

stempekl@michigan.gov

$3,011,605.00

September 14, 2017 February 20, 2027

SOFTWARE ASSET MANAGEMENT - MAINTENANCE & SUPPORT

September 13, 2022

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☐ ☐ February 20, 2027

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$65,841.89 $3,077,446.89

Effective 2/20/2024, $65,841.89 is added to this contract to cover the total cost of the FlexNet Manager Backlog Engagement Service request in the amount of $115,074.92 to be performed by the subcontractor InSequence, Inc., as described in the attached SOW and Project Plan.

Additionally, the following Contractor Key Personnel contacts have been modified:

Contractor Contract Administrator:

Steve Malyj +44 7710-308-909 Contractor Service Manager:

Jondi Bernardo 858-922-6738

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

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

CONTRACT SUMMARY

DTMB

AGENCY NAME PHONE EMAIL

Multi-Agency and Statewide Contracts

Program Managers for

CHANGE NOTICE NO. 4 TO CONTRACT NO. 071B7700201

Reid Sisson 517-256-2775 SissonR@michigan.govDTMB

Michigan.gov/MiProcurement

Version 2021-1 1 of 10

STATEMENT OF WORK -

IT CHANGE NOTICE

Project Title:

FlexNet Manager Backlog Engagement

Period of Coverage:

2.20.2024 – 11.19.2024

Requesting Department:

DTMB OCTO PDSS BOSS

Date:

2.9.2024

DTMB Project Manager:

William LaRue

Phone:

517-282-3629

DTMB Program Manager:

Reid Sisson

Phone:

517-241-1638

1. BACKGROUND

The Department of Management & Budget (DTMB) Office of the Chief Officer (OCTO) Platform, Design & Support Services (PDSS) herein identified as, “customer” has implemented Flexera FlexNet Manager 2023_R1 as the State’s Software License Compliance Management & Monitoring solution via Contract Number 071B7700201.

FlexNet Manager collects and analyzes computer devices, software, and license data, provided through interfaces from Microsoft MECM, BMC ADDM, VMWare vCenter, and the FlexNet Agent. These interface sources provide software discovery information on over 2,000 commercial software applications, including Adobe, Microsoft, and Oracle.

An automated business adapter currently imports Microsoft M365 Named User license data. A manual business adapter currently exists for Adobe Named User licenses.

Additionally, multiple manual processes currently exist for Device Inventory updates, including agency assignment, Role/Environment identifications, and device retirements.

FlexNet Manager 2023_R1 has new features targeting Device User identity merging and false positive evidence reporting, which PDSS has identified in the State’s best interests to leverage.

2. PROJECT OBJECTIVE

The Business Operations Support Services (BOSS) Information Technology Asset Management – Software Asset Management Operations (ITAM-SAMO) and Platform Support (PS) Administrative Apps Teams have identified the following necessary tasks to be performed by Flexera subcontractor, InSequence, Inc., herein identified as, Sub-contractor to support the installation and configuration of Flexera FNM Data Center and client products.

Version 2021-1 2 of 10

3. PERFORMANCE WORK STATEMENT

Contractor will provide the services defined within this SOW in accordance with a State-approved project plan and schedule, under the direction and oversight of the State’s project manager, the State SAMO Business Program Manager, and the State SAMO Technical Manager. These services include, but are not limited to:

• Address business Adaptors Device User IDs for Device Normalization

• Troubleshoot evidence for identified Microsoft applications

• Address/reconfigure Adobe Admin Console Business adaptor

• Document and Automate via a business adaptor to import Users against

Named User license

• Establish and Validate consumption for specified Oracle products

• Conduct Knowledge Transfer with Michigan DTMB personnel

4. PROJECT KICKOFF

The contractor will schedule a kick-off within 5 business days of contract award. The kickoff will review the initial schedule, plan, and this Statement of Work scope. See Attachment A, Preliminary Project Plan and Schedule. During the kickoff meeting stakeholder data will be collected to manage stakeholder engagement throughout the project.

The contractor will deliver a revised project plan and schedule within 5 business days of the project kickoff.

5. SYSTEM DESIGN

The contractor will review the existing implementation, collecting the full view of the as is implementation. The current state will be compared to industry best practices.

Inventory, inventory Meta-data and entitlement data integrations will be reviewed.

5.1. Planning and Design Meeting

The contractor will host a 3-hour long meeting via Teams planning and design meeting with stakeholders across the enterprise to determine the optimal integration of FNM into the customer architecture. This meeting will combine data collected from the existing implementation with data collected concerning other systems that can add value to the implementation. Additional meetings will be scheduled accordingly if needed at no additional cost. Based on the data discovered as part of this engagement two critical documents will be developed:

• Infrastructure Sizing Validation Document

• System Design Validation Document

Version 2021-1 3 of 10

5.2. Infrastructure Sizing Document

The contractor will specify the configuration and sizing of the required under-pinning infrastructure to allow for the deployment of the Flexera tool.

5.3. System Design Document

The contractor will prepare the System Design Document. The System Design Document will capture the information gathered in the planning and design meeting and provide a detailed breakdown of the scope and steps needed to complete the design. It will define the system accreditation boundary to allow for the commencement of the System Security Plan (SSP). The contractor will provide Flexera system technical information to support the System Security Plan process.

5.4. Final Plan and Schedule

Following the planning and design meeting, the contractor will update the Project Plan and Schedule with details from the design.

5.5. FlexNet User Identity Assessment

Contractor will review User Identities in FlexNet associated with devices and licenses (per the All Users screen), with ITAM-SAMO and the DTMB FlexNet Technical Team, and will develop a list of recommendations for managing, updating, and inactivating User Identities, based on the State’s identity sources of truth (including but not limited to Active Directory, Microsoft 365, HRMN & ITAM) and addressing User Identities discovered through device associations (FlexNet Agent, BMC Discovery, MECM/SMS). Contractor will work with DTMB to normalize that User Identities are captured in a standardized format <Lastname, Firstname>, and to develop a test plan to validate the standardized User Identities.

5.6. Troubleshoot Installed Application Erroneous Device Names

The contractor will review the Flexera application evidence to determine what is causing the erroneous identification of the applications. Working with the DTMB personnel the contractor will develop a recommended course of action and will support the execution of that plan. The applications in question are:

• Microsoft Exchange Online Plan 2 for Government for Office 365

• Microsoft Office Online for Office 365

Version 2021-1 4 of 10

• Microsoft SharePoint Online Plan 2 for Government for Office 365

• Microsoft Yammer Enterprise for Office 365

5.7. Reconfigure and Automate the FlexNet Adobe Admin Console Named User Business Adapter

Adobe’s named user licenses are effectively assigned through the Adobe Admin Console. The contractor will work with the States assigned point of contact to evaluate the current Adobe business adapter to update and revise the business adapter, along with any related scripts, to automate and test the Adobe named user licenses to update nightly.

5.8. Document an Automated Named User License Import Framework

Flexera FlexNet Manager enables customers to assign specific users to named user licenses via a business adaptor. Contractor will provide a framework, based on FlexNet capabilities and best practices, to develop and implement automated business adapters to import and update named user licenses into FlexNet, where licenses are assigned and managed within and externally hosted license admin console.

5.9. Oracle License Position

Contractor will implement its standardized process to baseline software positions for DTMB. Contractor will engage with the DTMB IT support staff to validate, and review the data. Contractor will review the health of the FlexNet Agents to ensure that the agent is correctly deployed and has the required rights to collect the data for Oracle. This step will include providing context to the DTMB ITAM SAMO team concerning what the vendor licensing rules entail.

The Contractor team will troubleshoot any false positives and where needed will work with Flexera Support to enter a ticket if Flexera needs to update the data collected by the Flexera Agent. All relevant data associated with managing these licenses will be transferred to DTMB ITAM SAMO.

Oracle Advanced Analytics Processor Oracle Advanced Compression Oracle Advanced Security Oracle Audit Vault and Database Firewall Processor Oracle Business Process Management Suite for Non-Middleware Oracle Cloud Management Pack for Oracle Database Processor Oracle Data Masking and Subsetting Pack Processor Oracle Database Enterprise Edition

Version 2021-1 5 of 10

Oracle Database In-Memory Oracle Database Lifecycle Management Pack Oracle Database Vault Oracle Diagnostics Pack Oracle Goldengate Oracle GoldenGate for Non Oracle Database Oracle GoldenGate for Teradata Replication Services Processor Oracle Key Vault Oracle Label Security Oracle Multitenant Oracle Real Application Cluster Oracle Real Application Testing Oracle SOA Suite for Oracle Middleware Processor- Oracle Software Goldengate Foundation Suite Oracle Tuning Pack Oracle Weblogic Server Management Pack Enterprise Pack Oracle WebLogic Suite Oracle Partitioning Oracle Spatial

6. KNOWLEDGE TRANSFER AND DOCUMENTATION

Throughout the engagement contractor team will meet weekly with Michigan DTMB via Teams, the contractor will track tasks in a tool such as the MS Teams Planner boards.

All documentation created during the engagement will be provided to Michigan DTMB for acceptance once they are completed.

7. PROJECT COMPLETION

Customer will validate the Contractor work required for the FlexNet Manager environment is satisfactory with Contractor assistance. Customer in concert with Contractor will review all the milestones/deliverables delivered in the SOW scope and agree on project completion.

8. POST SERVICE CONSULTING

Following completion of the project, Contractor will provide consulting services on an as-requested basis for 12 weeks; the scope of requested services under this activity shall be reviewed and approved by all parties prior to the Vendor commencing the performance of such services.

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9. ASSUMPTIONS

1. For estimation purposes the Base Period of Performance is assumed to begin on 2/20/2024, with a 8-month Period Of Performance and 5-day notification of contract start.

2. Costs to procure Hardware or Software are not included.

3. The contractor will provide support and technical advice to the customer representatives in preparation of the necessary security artifacts.

4. Customer personnel familiar with the customer infrastructure will be available to support, discover and deployment/Troubleshooting of Flexera agents.

5. The customer staff supporting Oracle Database and Weblogic systems deployed within the environment will be available to review and provide information concerning the systems being supported.

6. Work is assumed to be primarily remote; the customer will provide all necessary access to allow for the remote services.

7. The DTMB personnel associated with various domains and the user management will be available as Stakeholders.

10. PROJECT CONTROL AND REPORTS:

A bi-weekly progress report must be submitted to the DTMB Project Manager 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. Risks/Issues: Indicate all risks and issues that may occur, and whose occurrence, if it does take place, has a positive or negative effect on the project and the appropriate action required.

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.

11. PROJECT CONTACTS:

Flexera will provide the following Contract Manager to oversee this project on behalf of the Subcontractor, InSequence.

The designated Contractor Contract Administrator is:

Monica Schell Contract Manager MSchell@flexera.com 224-828-0851 mailto:MSchell@flexera.com

Version 2021-1 7 of 10

The primary Contractor point of contact (POC) for the State of Michigan will be the lead engineer assigned to support the project. If there is any need to escalate for support, contact information is below.

The designated Contractor Point of Contact (POC) is:

Jon Goodin Jgoodin@insequenceinc.com 618-772-9525

Contractor Escalation Path, Tier 1:

Kerry Hall Execution Lead Khall@insequenceinc.com 314-517-0900

Contractor Escalation Path, Tier 2:

Peter Jeanmougin Chief Operating Officer 314.330.2533 pjeanmougin@insequenceinc.com

The designated State Project Manager is:

William LaRue DTMB Project Manager 517-282-3629 laruew1@michigan.gov

The designated State Business Program Manager is:

Reid Sisson ITAM SAM Manager 517-256-2775 SissonR@michigan.gov

The designated State Technical Manager is:

Tim Yorty IT Manager, 517-204-1295 cell yortyt@michigan.gov mailto:Jgoodin@insequenceinc.com mailto:Khall@insequenceinc.com mailto:pjeanmougin@insequenceinc.com mailto:laruew1@michigan.gov mailto:SissonR@michigan.gov mailto:yortyt@michigan.gov

Version 2021-1 8 of 10

12. LOCATION OF WHERE THE WORK IS TO BE PERFORMED:

Consultants will complete all work remotely.

13. PAYMENT SCHEDULE:

Payment will be made on a Milestone / Deliverable basis, based on satisfactory acceptance. The Customer will pay the Contractor upon receipt of properly completed invoice(s) which will be submitted to the billing address on the State issued purchase order not more often than monthly. DTMB Accounts Payable area will coordinate obtaining DTMB Project Manager approval. All invoices should reflect actual work completed by payment date and must be approved by the DTMB Project Manager prior to payment. The invoices will 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 will be considered timely if made by DTMB within forty-five (45) days after receipt of properly completed invoices.

The purchase order will be a release from Contract Number 071B7700201. This purchase order, statement of work, and the terms and conditions of the Contract Number constitute the entire agreement between the State and the Contractor.

14. MILESTONES / DELIVERABLES:

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

Milestone Event Associated Milestone Deliverable(s) Schedule Amount

Project Planning Project Kickoff, Revised Plan and Schedule

Contract Execution + 20 business days

$6,610.68

System Design Planning and Design Meetings, Planning and Design Meetings Summary, Infrastructure Sizing Validation Recommendation Document, Final System Design Recommendation Validation Document, Final Plan and Schedule

Contract Execution + 45

Version 2021-1 9 of 10

FlexNet User Identity Assessment

FlexNet User Identity Assessment Validation Recommendation Document Test Plan

Contract Execution + 60 business days

$17,628.48

Troubleshoot Installed Microsoft Applications

Troubleshoot Installed Microsoft Applications Recommendation Document

Contract Execution + 70 business days

$17,628.48

FlexNet Adobe Console Business Adapter

FlexNet Adobe Console Business Adapter Recommendation Document and related Scripts Test Plan

Contract Execution + 90 business days

$13,221.36

Automated Name User License Import Framework

Automated Name User License Import Framework Recommendation Document

Contract Execution + 105 business days

$13,221.36

Oracle License Position Oracle Discovery Validation Document, Final Troubleshooting Document, Final License Position Baseline Validation

Contract Execution + 135 business days

$17,628.48

Project Completion Final Test Documents, Final Knowledge Transfer, Final Acceptance

Contract Execution + 151 business days

$11,507.60

Post Service Consulting Post Service Consulting on an as needed basis with respect to the deliverables outlined in this SOW scope

Project Completion + 12 weeks

$0.00

Total: $115,074.92

15. ACCEPTANCE CRITERIA:

Actual payments will be made by Milestone completion in the table above. Contractor shall notify DTMB when it believes a Milestone is complete and DTMB shall have five

(5) business days within which to review each Milestone set forth in the table above (“Milestone”) and give written notice to Contractor specifying in detail any material way in which the Milestone does not conform the SOW (“Material Deficiencies”). Contractor

Version 2021-1 10 of 10 shall use commercially reasonable efforts to promptly cure any such Material Deficiencies, and after completing any such cure, Contractor shall resubmit the Milestone for Customer’s review as set forth above. Upon accepting any Milestone submitted by Contractor, Customer will execute and submit to Contractor’s POC an acceptance email which indicates Customer’s acceptance of such Milestone, provided always that where DTMB does not issue such notice of acceptance or any Material Defect within the five (5) day review period described above, such Milestone shall be deemed accepted. Milestone payments will be submitted as one invoice at the end of each service month.

16. EXPENSES:

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

ID Task

Mode

Task Name

1 Michigan State Support Draft

2 Contract Award

3 Contract Start

4 Kickoff and Discovery

5 Kickoff Meeting

6 Discovery Meeting - Review of current operational system

7 Discovery Gap Analysis - Inventory, Users and system tagging

8 Discovery Gap Analysis - Entitlement - Renewal and Purchase process review

9 Discovery Gap Analysis - License position review

10 Develop System Sizing Recommendations

11 Deliver System Sizing Recommendation

12 Develop State of Health review/recommendations documents

13 Deliver State of Health Review recommendations documents

14 SAM Support and Knowledge Transfer tasks

15 FlexNet User Identity Assessment

16 Troubleshoot Installed Application Erroneous Device Names

17 Microsoft Exchange Online Plan 2 for Government for Office 365

18 Microsoft Office Online for Office 365

19 Microsoft SharePoint Online Plan 2 for Government for Office 365

20 Microsoft Yammer Enterprise for Office 365

21 Reconfigure and Automate the FlexNet Adobe Admin Console Named User Business Adapter

22 Document an Automated Named User License Import Framework

23 Oracle License Position

T W T F S S M

Nov 12, , '23

Task

Split

Milestone

Summary

Project Summary

Inactive Task

Inactive Milestone

Inactive Summary

Manual Task

Duration-only

Manual Summary Rollup

Manual Summary

Start-only

Finish-only

External Tasks

External Milestone

Deadline

Progress

Manual Progress

Project: Michigan State

Support

Attachment A, Preliminary Project Plan and Schedule

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 3 to Contract Number 071B7700201

SissonR@Michigan.gov

Reid Sisson

Lauren Stempek pborror@flexera.com

Amos Olson

Itasca, IL 60143

FLEXERA SOFTWARE LLC

CV0009045

530-401-8163

300 Park Blvd.

(517) 243-4008

STA

TE

P ro g a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

517-241-1638

DTMB

stempekl@michigan.gov

$2,343,928.00

September 14, 2017 September 13, 2023

SOFTWARE ASSET MANAGEMENT - MAINTENANCE & SUPPORT

September 13, 2022

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☒ 40-Months ☐ February 20, 2027

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$667,677.00 $3,011,605.00

Effective 8/22/2023, the State is exercising the 4 remaining available option years and executing a 40-month extension to align the contract expiration date with the licencse expiration dates, making the revised contract expiration date 2/20/2027.

$667,677.00 in funding is added to cover the extension as described per the attached quote.

Please note the Contract Administrator for the State has been changed to Lauren Stempek.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Procurement approval, and State Administrative Board approval on 8/22/2023.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

AGENCY NAME PHONE EMAIL

Multi-Agency and Statewide Contracts

Program Managers for

CHANGE NOTICE NO. 3 TO CONTRACT NO. 071B7700201

Reid Sisson 517-256-2775 SissonR@michigan.govDTMB

STATEMENT OF WORK -

IT CHANGE NOTICE

Version 2 (3/2021) 1

PROJECT PLAN:

Line Item

Description # of Users/ Devices

Product Code Qty Start Date:

End Date:

Unit Price Sub Total

1 FlexNet Manager for Data Centers Silver Maintenance Renewal

59,000 FNMDC-SM-9XXX 1 2/21/2024 2/20/2027 $667,677.00 $667,677.00

2 FlexNet Manager for Clients Silver Maintenace Renewal

6,250 FNMCL-SM-9XXX 1 2/21/2024 2/20/2027 $0.00 $0.00

Sub Total $667,677.00

Tax $0.00

Total

Yearly Breakdown (2/21/2024 – 2/20-2027) Year Start Date End Date Price 2024 2/21/2024 2/20/2025 $222,559.00

2025 2/21/2025 2/20/2026 $222,559.00

2026 2/21/2026 2/20/2027 $222,559.00

Sub Total $667,677.00

Tax $0.00

Total $667,677.00

$667,677.00

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to 071B7700201Contract Number

SissonR@Michigan.gov

Reid Sisson

KeriAnn Trumble amolson@flexera.com

Amos Olson

Itasca, IL 60143

FLEXERA SOFTWARE LLC

CV0009045

530-401-8163

300 Park Blvd.

(989) 259-2625

STA

TE

Program anager

C ontract

A dm inistrator

C O

N

TR

A C

TO

R

517-241-1638

DTMB

trumblek1@michigan.gov

$1,867,928.00

September 14, 2017 September 13, 2022

SOFTWARE ASSET MANAGEMENT - MAINTENANCE & SUPPORT

September 13, 2022

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☒ 1 year ☐ September 13, 2023

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$476,000.00 $2,343,928.00

Effective 9/7/2021, the State is exercising the first available option year and increasing this Contract by $476,000 to cover FlexNet Manager Software Maintenance costs through revised expiration. This funding was approved by Ad Board on 8/1/2017.

The revised contract expiration date is 9/13/2023.

Please note the State Contract Administrator has been changed to KeriAnn Trumble. All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to Contract Number 071B7700201

SissonR@Michigan.gov

Reid Sisson

Jordan Sherlock

PBorror@flexera.com

Paul Borror

Itasca, IL 60143

Flexera Software

CV0009045

703-819-1710

300 Park Blvd.

(517) 243-5556

STA

TE

Program anager

C ontract

A dm inistrator

C O

N

TR

A C

TO

R

DTMB

517-241-1638

DTMB

Sherlockj@michigan.gov

$1,835,047.00

September 14, 2017 September 13, 2022

SAMO - Statewide - Software, Maintenance & Support

September 13, 2022

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

5 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☒ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

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

☐ ☐ September 13, 2022

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$32,881.00 $1,867,928.00

Effective December 8th, 2020, this contract is increased by $32,881.00 for DTMB use.

The Contract Administrator for the State is updated to Jordan Sherlock.

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

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

DESCRIPTION

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 071B7700201 .

between

THE STATE OF MICHIGAN

and

C O

N

TR

A C

TO

R

Flexera Software

ST

A

TE

Pr og an ag er

Reid Sisson DTMB

300 Park Blvd., Suite 500 517–241-1638

Itasca, IL - 60143 SissonR@michigan.gov

Patrick Sack C on tra ct

Ad in is tra to r Malathi Natarajan DTMB

224-828-2776 517-284-7030

PSack@Flexera.com NatarajanM@michigan.gov

3996Tax ID (last four digits only)

DESCRIPTION: SAMO – Statewide – Software, maintenance and Support

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

September 14, 2017 September 13, 2022 5, 1 year September 13, 2022

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45 N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-card ☐ Direct Voucher (DV) ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

N/A

MISCELLANEOUS INFORMATION

This Contract is awarded from Request for Proposal # 007117B0010230 published on Buy4Michigan.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $1,835,047.00

CONTRACT NO. 071B7700200

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget

525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

P.O. BOX 30026 LANSING, MICHIGAN 48909

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Malathi Natarajan, Category Specialist - IT

Central Procurement – Enterprise Sourcing

Date

EXHIBIT A

STATEMENT OF WORK

1. DEFINITIONS

The following terms have the meanings set forth below. All initial capitalized terms that are not defined below have the respective meanings given to them in Section 1 of the MASTER SOFTWARE LICENSE AND SERVICES

AGREEMENT.

Term Definition

Solution Means Flexnet Manager and related products.

2. PURPOSE AND SCOPE

The State of Michigan (the “State”), Department of Technology, Management and Budget (“DTMB”) has issued this Statement of Work (SOW) to procure and maintain a Software Asset Management and Optimization solution (the “SAMO Solution”). This includes software licenses and maintenance for Flexera Software’s Flexnet Manager and related products.

The State, at its option, reserves the right to procure additional Flexera software products and services.

3. CONTRACT TERM

The overall term for the Contract is five (5) years, with five one-year options.

4. SPECIFIC STANDARDS

Acceptable Use Policy

To the extent that Contractor may have access to the State’s computer system, Contractor must comply with the State’s then-current Acceptable Use Policy, see http://michigan.gov/dtmb/0,4568,7-150-56355_56579_56755--- ,00.html. All Contractor Personnel will be required, in writing, to agree to the State’s Acceptable Use Policy before accessing the State’s system. The State reserves the right to terminate Contractor’s access to the State’s system if a violation occurs.

ADA Compliance

The State is required to comply with the Americans with Disabilities Act of 1990 (ADA), and has adopted a formal policy regarding accessibility requirements for websites and software applications. The State is requiring that Bidder’s proposed Solution, where relevant, to level AA of the World Wide Web Consortium (W3C) Web Content Accessibility Guidelines (WCAG) 2.0. Bidder may consider, where relevant, the W3C’s Guidance on Applying WCAG 2.0 to Non-Web Information and Communications Technologies (WCAG2ICT) for non-web software and content. The State may require that Bidder complete a Voluntary Product Accessibility Template for WCAG 2.0 (WCAG 2.0 VPAT) or other comparable document for the proposed Solution.

http://www.michigan.gov/documents/dmb/1650.00_209567_7.pdf?20151026134621

5. TRANSITION SERVICES

Upon termination or expiration of the agreement, Contractor must, for a period of time specified by the State (not to exceed 90 calendar days), provide all reasonable transition assistance requested by the State, to allow for the expired or terminated portion of the agreement to continue without interruption or adverse effect, and to facilitate the orderly transfer of the services to the State or its designees. Such transition assistance may include but is not limited to: (a) continuing to perform the services at the established rates; (b) taking all reasonable and necessary measures to transition performance of the work, including all applicable services to the State or the State’s designee; (c) taking all necessary and appropriate steps, or such other action as the State may direct, to preserve, http://michigan.gov/dtmb/0,4568,7-150-56355_56579_56755---,00.html http://michigan.gov/dtmb/0,4568,7-150-56355_56579_56755---,00.html http://www.michigan.gov/documents/dmb/1650.00_209567_7.pdf?20151026134621 maintain, protect, or return (in a format specified by the State) to the State all data stored in the solution; and (d) preparing an accurate accounting from which the State and Contractor may reconcile all outstanding accounts.

Bidder must provide a detailed transition-in and transition-out plan, including any roles or responsibilities expected of the State. The plan must adequately demonstrate the steps to migrate between Bidder’s Solution and third-party Solutions.

6. PROFESSIONAL SERVICES

At the State’s option, Contractor will provide professional services as are necessary to implement and support the Solution.

7. PRICING

Pricing is as provided in Attachment A, Order Schedule.

Travel and Expenses The State does not pay for overtime or travel expenses.

8. CONTRACTOR KEY PERSONNEL

Contractor Contract Administrator. Contractor appoints the following person as an individual to (a) administer the terms of this Contract, and (b) approve and execute any Change Notices under this Contract. Contractor will notify State Procurement in writing of this individual and their contact information.

Patrick Sack Phone: (224) 828-2776 Email: PSack@Flexera.com

Contractor Service Manager. Contractor appoints the following person as an individual to serve as primary contact with respect to the Services, who will have the authority to act on behalf of Contractor in matters pertaining to the receipt and processing of Support Requests and the Support Services.

Aaron Shurtz Phone: (847) 466-4716 Email: AShurts@flexera.com

Contractor Security Officer. Contractor appoints the following person as an individual to respond to State inquiries regarding the security of the Contractor’s software. This person must have sufficient knowledge of the security of the Contractor’s software and the authority to act on behalf of Contractor in matters pertaining thereto.

Contractor will notify the State Service Owner in writing of this individual and their contact information.

Conal Gallagher Phone: (847) 466-4163 Email: CGallagher@flexera.com

9. CONTRACTOR PERSONNEL REQUIREMENTS

For any onsite service resource personnel, Contractor must present certifications evidencing satisfactory Michigan State Police Background checks ICHAT and drug tests for all staff identified for assignment to this project.

In addition, proposed Contractor personnel will be required to complete and submit an RI-8 Fingerprint Card for the National Crime Information Center (NCIC) Finger Prints, if required by project.

Contractor will pay for all costs associated with ensuring their staff meets all requirements.

10. STATE RESOURCES/RESPONSIBILITIES

State Contract Administrator. The State Contract Administrator is the individual appointed by the State to (a) administer the terms of this Contract, and (b) approve and execute any Change Notices under this Contract.

mailto:AShurts@flexera.com mailto:CGallagher@flexera.com

State Project Manager. The State Project Manager will serve as the primary contact with regard to implementation Services who will have the authority to act on behalf of the State in approving Deliverables, and day to day activities.

Agency Business Owner. The Agency Business Owner will serve as the primary contact for the business area with regard to business advisement who will have the authority to act on behalf of the State in matters pertaining to the business Specifications.

State Technical Lead. The State Technical Lead will serve as the primary contact with regard to implementation technical advisement.

11. ADDITONAL INFORMATION

The State reserves the right to purchase any additional products or services from the Contractor during the duration of the Contract.

SOFTWARE

MASTER SOFTWARE LICENSE AND SERVICES AGREEMENT

This Master Software License and Services Agreement (“Agreement”) is entered into by and between Flexera Software LLC (“Flexera Software”), a Delaware limited liability company having its principal office located at 300 Park Blvd., Suite 500, Itasca, IL 60143, and the Michigan Department of Technology, Management and Budget (“Licensee”), a governmental agency having its principal office located at 530 West Allegan Street, Lansing, Michigan 48929, and is effective as of the date last executed (the “Effective Date”).

This Agreement consists of the terms and conditions (i) set forth below, and (ii) included in any executed amendments, attachments, exhibits, and/or Order Schedules referencing this Agreement and sets out the applicable terms and conditions where Licensee purchases Software licenses and Services from Flexera Software pursuant to an applicable Order Schedule and sets forth the basic terms and conditions under which those products and services will be delivered. This Agreement shall govern Licensee’s initial purchase on the Effective Date as well as any future purchases made by Licensee that expressly reference this Agreement.

Now, therefore, in consideration of the mutual promises herein made, and for other good and valuable consideration, the sufficiency and receipt of which is hereby acknowledged, the parties agree as follows.

1. Definitions.

“Affiliate” means any agency, department, office, instrumentality, division, unit or other entity of the State of Michigan.

“Business Day” means any day which is not a Saturday, Sunday, legal holiday or other day on which Licensee is required or authorized by law to be closed.

“Cloud Site” means the website hosted by Flexera Software through which Licensee may access Cloud Software.

“Cloud Software” means Software licensed to Licensee on a subscription basis that is owned, delivered, and managed remotely by Flexera Software as part of a multi-tenant hosted environment.

“Confidential Information” means any business and/or technical information that is received by a party (“Recipient”) from the disclosing party (“Discloser”) that a) is in written, recorded, graphical or other tangible form and is marked "Confidential" or “Trade Secret” or similar designation; b) is in oral form and identified by the Discloser as "Confidential" or “Trade Secret” or similar designation at the time of disclosure, with subsequent confirmation in writing within thirty (30) days of such disclosure; or c) is received under circumstances that should reasonably be interpreted as imposing an obligation of confidentiality. Confidential Information does not include information that is in the possession of Licensee and is subject to disclosure under the Michigan Freedom of Information Act, P.A. 442 of 1976, MCL 15.231 et. seq. (FOIA) “Contractor” means any third party contracted by Licensee to perform services on behalf of and for the sole benefit of Licensee.

“Documentation” means the technical specification documentation generally made available by Flexera Software to its licensees with regard to the Software.

"Flexera Software Property" means all of the following without limitation created or owned by Flexera Software, or its licensors, whether pre-existing or created under this Agreement: all materials, websites, software, tools, URLs and links, databases, designs, algorithms, user interface designs, architecture, class libraries, objects and documentation, network-design, know how, technology and source code and all portions, subsets or derivatives thereof, any improvements, modifications, upgrades or other changes thereto; and any and all derivative works of the foregoing created by Flexera Software, including all intellectual property rights contained therein.

“Internal Purposes” means the use of the Software and/or Customized Work Product where Licensee is the primary beneficiary.

“License Level” means the allowed level of usage of the Software licensed to Licensee in an Order Schedule.

"Licensee Property" means any data, information, or other material provided by or on behalf of Licensee to Flexera Software; provided, however, Licensee Property shall not include any Flexera Software Property.

“On-Premise Software” means the object code form of the Software licensed to Licensee for installation at a Licensee site.

“Order Schedule” means the order document executed by both parties referencing this Agreement and specifying the Software license, Support and Maintenance, and/or Services purchased by Licensee hereunder, attached hereto as Attachment A. The only persons authorized to sign on behalf of Licensee are representatives of DTMB procurement. Any future Order Schedules will be substantially in the form as Attachment A.

“Services” means professional consulting services as further defined in an Order Schedule. Services shall not include Support and Maintenance which is otherwise defined herein.

“Software” means the software products specified in an applicable Order Schedule, including any Updates to the Software provided by Flexera Software to Licensee. Except as otherwise expressly set forth herein or in an applicable

Order Schedule, Software does not include source code.

“Subscription Period” means the fixed period of time applicable to a subscription license set forth in an applicable Order Schedule for which Licensee is licensed to use the Software.

“Support and Maintenance” means the support and maintenance services set forth on the applicable Order Schedule.

“Updates” means patches, additions, modifications, and new versions of the Software incorporating such patches, additions and modifications that are provided to Licensee by Flexera Software and that are not included in the initial delivery of the Software. Updates do not include additions or modifications that Flexera Software considers to be a separate product or for which Flexera Software charges its customers extra or separately.

“Warranty Period” means, for (i) On-Premise Software, a period of 150 days from initial delivery of the Software to Licensee, and for (ii) Cloud Software, the date specified in the Order Schedule.

2. License.

2.1. Grant of License. Subject to all of the terms and conditions of this Agreement and the applicable Order Schedule, Flexera Software grants to Licensee a non-transferable (except as provided herein), non-sublicensable, non-exclusive license to use, within the License Level, for Internal Purposes only, (i) Software, in accordance with the Documentation, and (ii) Documentation.

2.2. License Term. An Order Schedule will identify whether Licensee is purchasing a subscription or perpetual license. In the case of a subscription license, the Subscription Period will be identified in the Order Schedule.

2.3. Delivery. If Licensee licenses On-Premise Software, the On-Premise Software and associated Documentation shall be delivered by electronic means. If Licensee licenses Cloud Software, Licensee will receive access to the Cloud Software via the Cloud Site.

2.4. Installation and Copies. Licensee may install On-Premise Software on Licensee's or Affiliates’ machines only and only at locations owned or leased solely by Licensee or an Affiliate or that portion of any shared space, such as a shared data center, attributable solely to Licensee or an…