ESS+Contract+Amendment+7.pdf

SEVENTH AMENDMENT TO AGREEMENT

This Seventh Amendment ("Amendment") shall be deemed a material part of that certain Technology Contract: Voting Tabulation System Replacement Contract by and between the state of North Dakota, acting through Its Office of Management and Budget, State Procurement Office and its Secretary of State, Elections Units ("State") and Election Systems & Software, LLC, a Delaware limited liability company ("Contractor") dated June 28, 2019 ("Original Contract") as amended by that certain First Amendment to Agreement dated September 26, 2019 ("First Amendment") and that certain Second Amendment dated October 25, 2019 ("Second Amendment"), that certain Third Amendment dated November 1, 2019, that certain Fourth Amendment to Agreement dated March 31, 2020 ("Fourth Amendment"), that certain Fifth Amendment to Agreement dated July 7, 2020 ("Fifth Amendment"), and that certain Sixth

Amendment to Agreement dated September 16, 2020 ("Sixth Amendment"). The Original Contract, First Amendment, Second Amendment, Third Amendment, Fourth Amendment, Fifth Amendment, and Sixth Amendment are collectively referred to herein as the Contract. The terms of this Amendment shall modify and supersede any and all inconsistent terms of the Contract.

Capitalized terms not otherwise defined herein shall have the same meanings ascribed to them in the Contract.

RECITALS

WHEREAS, Contractor and State entered into the Contract under which Contractor will be providing equipment, licensing software and performing certain services for State;

WHEREAS, both Contractor and State wish to amend the Contract in order to add one

DS200.

WHEREAS, the Contract is a valid and subsisting agreement between Contractor and State and both parties shall continue to be bound by the terms and conditions of the Contract not otherwise amended herein.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

1. Incorporation of Recitals. The foregoing recitals are hereby specifically incorporated into, and deemed a material part of, this Amendment.

2. Scope of Work, Section 4 of the Contract is amended to add the following:

CONTRACTOR, in exchange for compensation paid by STATE under this Contract, shall configure and deliver one DS200 unit to the following location no later than December 30, 2020:

State of North Dakota - 600 East Boulevard Ave, Dept 108, Bismarck, ND 58505

3. Compensatjon, The first sentence of Section 5(a) of the Contract is hereby deleted in its entirety and replaced in its entirety with the following:

ST A TE shall pay for the accepted services provided by CONTRACTOR under this Contract an amount not to exceed $9,861,972 (Contract Amount).

4.

Except as amended herein, the remaining terms and conditions of Section 5 shall remain in full force and effect.

Contjnyjng YaUdjty of Contract. Except as specifically set forth in this Amendment, all remaining terms and conditions of the Contract shall remain in full force and effect.

EXECUTED as of the Jf{f- day of 1)�c-e-rn#, � 2020.

ELEC

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N SYST

i7]1 MSj& S ,FTWARE, LLC.

By· I I I ·; I/ .

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STATE OF NORTH DAKOTA

By: Q JJJv�

Its: VP of Finance Its: Director, Administrative Services - NDIT

B cQ:+> __ _

Its: Office of Management and Budget, State Procurement Office

Quantity

State of North Dakota

Purchase Proposal Quote Submitted by Election Systems & Software

Purchase Solution Includes:

Item Description

DS200 Unit (includes Scanner, Internal Battery Backup, Standard Ballot Box, Soft-Side Nylon Case, Paper Roll and 4GB Jump Drive)

Shipping of DS200 Unit

Total Purchase Solution

Unit Price Total Price

$5,750.00 $5,750.00

$115.00 115.00

$5,865.00

ONGOING HARDWARE AND SOFTWARE MAINTENANCE, SUPPORT (ORIGINAL

CONTRACT)

Time Period Total Cost/ Invoice

Coverage Period (January 1, 2021 to December 31, 2021)

- Hardware- Gold Coveraoe $419,415

- Software $95,040

Coveraoe Period (January 1, 2021 to December 31, 2021) Total $514,455

Coverage Period (January 1, 2022 to December 31, 2022)

- Hardware- Gold Coverage $419,415

- Software $95,040

CoveraQe Period (January 1, 2022 to December 31, 2022) Total $514,455

CoveraQe Period (January 1, 2023 to December 31, 2023)

- Hardware- Gold Coverage $419,415

- Software $95,040

Coverage Period (January 1, 2023 fo December 31, 2023) Total $514,455

Time Period Total Cost/ Invoice Coveraqe Period (January 1, 2024 to December 31, 2024)

- Hardware- Gold Coverage $419,415

- Software $95,040

Coveraqe Period (January 1, 2024 to December 31, 2024) Total $514,455

AMENDMENT 1 ADDITIONAL ONGOING HARDWARE AND SOFTWARE MAINTENANCE,

SUPPORT (FOR REFERENCE)

iTime Period I Total Cost/ Invoice Coveraqe Period (January 1, 2021 to December 31 , 2021)

- Hardware- Gold Coverage $15,380.00

- Software $7,765.00

Coverage Period ( January 1, 2021 to December 31, 2021) Total $23,145.00

Coverage Period (January 1, 2022 to December 31, 2022)

- Hardware- Gold Coveraoe $15,380.00

- Software $7,765.00

Coveraae Period (Januarv 1, 2022 to December 31, 2022) Total $23,145.00

Coverage Period (January 1, 2023 to December 31, 2023)

- Hardware- Gold Coveraae $15,380.00

- Software $7,765.00

Coverage Period (January 1, 2023 to December 31, 2023) Total $23,145.00

Coverage Period (January 1, 2024 to December 31, 2024)

- Hardware- Gold Coverage $15,380.00

- Software $7,765.00

Coveraqe Period (January 1, 2024 to December 31, 2024) Total $23,145.00

AMENDMENT 4 ADDITIONAL ONGOING HARDWARE AND SOFTWARE MAINTENANCE,

SUPPORT (FOR REFERENCE)

iTime Period I Total Cost/ Invoice Coveraqe Period (January 1, 2021 to December 31, 2021)

- Hardware- Gold Coveraqe $10,920.00

- Software $6,300.00

Coveraqe Period (January 1, 2021 to December 31, 2021) Total $17,220.00

Coveraqe Period (January 1, 2022 to December 31, 2022)

- Hardware- Gold Coverage $10,920.00

- Software $6,300.00

Coverage Period (January 1, 2022 to December 31, 2022) Total $17,220.00

Coverage Period (January 1, 2023 to December 31, 2023)

- Hardware- Gold Coveraqe $10,920.00

- Software $6,300.00

Coverage Period (January 1, 2023 to December 31, 2023) Total $17,220.00

Coveraqe Period (January 1, 2024 to December 31, 2024)

- Hardware- Gold Coveraqe $10,920.00

- Software $6,300.00

Coveraae Period (January 1, 2024 to December 31, 2024) Total $17,220.00

AMENDMENT 6 ADDITIONAL ONGOING HARDWARE AND SOFTWARE MAINTENANCE,

SUPPORT (FOR REFERENCE)

!Time Period Total Cost/ Invoice Coveraae Period (January 1, 2021 to December 31, 2021)

- Hardware- Gold Coveraqe $2,730.00

- Software $1,575.00

Coveraae Period ( January 1, 2021 to December 31, 2021) Total $4,305.00

Coveraae Period (Januarv 1, 2022 to December 31, 2022)

- Hardware- Gold CoveraQe $2,730.00

- Software $1,575.00

CoveraQe Period (January 1, 2022 to December 31, 2022) Total $4,305.00

Coveraqe Period (January 1, 2023 to December 31, 2023)

- Hardware- Gold Coveraqe $2,730.00

- Software $1,575.00

Coveraae Period (January 1, 2023 to December 31, 2023) Total $4,305.00

Coveraae Period (Januarv 1, 2024 to December 31, 2024)

- Hardware- Gold Coveraae $2,730.00

- Software $1,575.00

Coveraae Period (Januarv 1, 2024 to December 31, 2024) Total $4,305.00

AMENDMENT 7 ADDITIONAL ONGOING HARDWARE AND SOFTWARE MAINTENANCE,

SUPPORT

Time Period Total Cost/ Invoice Coveraae Period (January 1, 2022 to December 31, 2022)

- Hardware- Gold Coveraae $185.00

- Software $80.00

Coveraae Period (Januarv 1, 2022 to December 31, 2022) Total $265.00

Coveraae Period (Januarv 1, 2023 to December 31, 2023)

- Hardware- Gold Coveraae $185.00

- Software $80.00

Coveraae Period ( Januarv 1, 2023 to December 31, 2023) Total $265.00

Coveraae Period (January 1, 2024 to December 31, 2024)

- Hardware- Gold Coveraae ' $185.00

- Software $80.00

Coveraae Period (January 1, 2024 to December 31, 2024) Total $265.00

Coverac:ie Period (January 1, 2025 to December 31, 2025)

- Hardware- Gold Coveraae $185.00

- Software $80.00 Coverage Period (January 1, 2025 to December 31, 2025) Total $265.00

From: Hoversten, Mike To: Opp, Tricia N.

Subject: RE: ES&S Amendment 7 Update Date: Tuesday, December 22, 2020 3:43:39 PM Attachments: image001.png image002.png image003.png

***** CAUTION: This email originated from an outside source. Do not click links or open attachments unless you know they are safe. *****

Hi Tricia, That should be satisfactory.

From: Opp, Tricia N. <topp@nd.gov> Sent: Tuesday, December 22, 2020 2:14 PM To: Silrum, Jim <jsilrum@nd.gov>; Hoversten, Mike <Mike.Hoversten@essvote.com> Cc: Newby, Brian <bnewby@nd.gov> Subject: RE: ES&S Amendment 7 Update

Great- thanks!!

Mike – Is ES&S ok with us attaching Jim’s approval and providing you an updated amendment?

Thanks!!

From: Silrum, Jim <jsilrum@nd.gov> Sent: Tuesday, December 22, 2020 1:12 PM To: Opp, Tricia N. <topp@nd.gov>; Hoversten, Mike <mahoversten@essvote.com> Cc: Newby, Brian <bnewby@nd.gov> Subject: RE: ES&S Amendment 7 Update

Yes, the hard case will be fine.

Jim Silrum Deputy Secretary of State 701-328-3660 – Desk

From: Opp, Tricia N. <topp@nd.gov> Sent: Tuesday, December 22, 2020 12:56 PM mailto:Mike.Hoversten@essvote.com mailto:topp@nd.gov mailto:jsilrum@nd.gov mailto:topp@nd.gov mailto:mahoversten@essvote.com mailto:bnewby@nd.gov https://vip.sos.nd.gov/WhereToVote.aspx?tab=0 https://gcc02.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.facebook.com%2Fpages%2FNorth-Dakota-Secretary-of-States-Office%2F294295787341350&data=04%7C01%7Ctopp%40nd.gov%7Cb2299a49d37340e95dd908d8a6c2a251%7C2dea0464da514a88bae2b3db94bc0c54%7C0%7C0%7C637442702190558043%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C1000&sdata=9js%2FTTWsZKlkbV2%2BtoSmSoaY4K0N8Oevi9F5CHaMHuw%3D&reserved=0 mailto:topp@nd.gov

To: Silrum, Jim <jsilrum@nd.gov>; Hoversten, Mike <mahoversten@essvote.com> Cc: Newby, Brian <bnewby@nd.gov> Subject: ES&S Amendment 7 Update Importance: High

Jim, Mike reached out a bit ago indicating their shipping team matches the amendment to the shipping manifest. One item is incorrectly listed in the attached amendment. The item description for the DS200 Unit includes a soft-side nylon case and they are indicating that does not apply with the standard ballot box. Are you ok with this?

I’ve consulted Laura Balliet (OMB Legal) and she indicated if you both are ok handling via email, I will attach the email to the amendment and submit a copy to all parties.

Thanks!

Tricia

Tricia Opp Procurement Officer II State Procurement Office

701.328.1721 • topp@nd.gov • www.nd.gov/omb

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