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Home My WebLink About20210364.tiff0_941+rmc+ r0 4 ^19 �l a BOARD OF COUNTY COMMISSIONERS PASS AROUND REVIEW PASS -AROUND TITLE: e-PlanSoft Subscription/License Renewal Agreement DEPARTMENT: Information Technology DATE: 3/12/2024 PERSON REQUESTING: Ryan Rose V, Brief description of the problem/issue: ePlan, Inc. is a provider of electronic plan review software as a service which integrates with Accela. This agreement is to renew the license subscription for the departments that use Accela. The renewal amount is $10,330.52. What options exist for the Board? IT is requesting the Board authorize the Chair to sign the attached agreement so departments can continue using the software for redlining. Consequences: If the Board does not sign, the subscription expires, and departments will no longer use the application for redlining plans. Impacts: This application integrates with Accela and provides workflow details throughout the process. Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years): $10,330.52 for the current year based on license count Recommendation: Legal has reviewed the agreement and Information Technology recommends approval of the agreement. Support Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: Perry L. Buck, Pro-Tem Mike Freeman Scott K. James Kevin D. Ross , Chair Lori Saine IlAr eons -en -I- A 0,z,6fra-e4r) DO o`� ( - 0 3Co 1 J O3/(I 3//02 9-- —Z.1-0010 �c-rnSoft E-PLANSOFT SUBSCRIPTION TERMS AND CONDITIONS LICENSING AGREEMENT e -Plan, Inc. ("Licensor") is a provider of electronic plan review software as a service ("EPR"). As used herein, "EPR" includes all of Licensor's software products, including without limitation e- PIanREVIEW® and goPost"" Public Portal. This non-exclusive Licensing Agreement ("LA"), entered into between Licensor and Weld County, CO ("Licensee"), governs Licensee's use of the EPR. Licensor and Licensee ("the Parties") may enter into one or more separate agreements, Sales Orders, or other arrangements whereby Licensor will provide Licensee with a subscription to the EPR. In all cases, however, as to the EPR, the terms of this LA shall control and prevail over any conflicting terms or conditions. 1.0. Contract Documents. This LA incorporates the attached Sales Order form in its entirety, including its exhibits, and Exhibit A "Software as a Service (Saas) Service Level Agreement." This LA also incorporates any future Sales Orders entered into by the Parties during the term of this LA. Key Definitions 2.0. 2.1. "Service" means, collectively, Licensor's EPR and SaaS (software as a service) products, maintenance updates, online documentation, and technical support materials. The Service is provided to Licensee on the basis of a non-exclusive license only, and subject to the subscription terms set forth in the applicable Sales Order. No perpetual license is granted to Licensee when using Service. 2.2. "Sales Order" means any form of agreement, including without limitation a written contract, proposal, estimate, quote, renewal notification, or purchase order, pursuant to which Licensor provides Licensee with a subscription to the Service. For Licensee to obtain a valid subscription, the corresponding Sales Order must set forth a defined number of unique Users and a defined period of time in which the subscription will be in effect. 2.3. "User" or "Users" means individuals who are authorized by Licensee to use the Service, and who have been supplied unique user identifications and passwords. 2.4. "Licensee Data" means all electronic data or information submitted to and stored in the Service by Users. 3.0. Non -Exclusive License and Licensor Intellectual Property Rights. Licensee's access to and use of the Service shall be on the basis of a non-exclusive license only. All rights, title and interest in and to the Service (including without limitation all intellectual 2415913 Rev: 12/27/2023 0e-plan5oft property rights therein and all modifications, extensions, customizations, scripts or other derivative works of the Service provided or developed by Licensor) are owned exclusively by Licensor. Except as provided in this LA, the rights granted to Licensee do not convey any rights in the Service, express or implied, or ownership in the Service or any intellectual property rights thereto. Licensee grants Licensor a royalty free, worldwide, perpetual, irrevocable, transferable right to use, modify, distribute and incorporate into the Service (without attribution of any kind) any suggestions, enhancement request, recommendations, proposals, correction or other feedback or information provided by Licensee or any Users related to the operation or functionality of the Service. Any rights in the Service or Licensor's intellectual property not expressly granted herein by Licensor are reserved by Licensor. Licensee agrees not to display or use the Licensor trademarks, logos, and service marks in any manner without Licensor's express prior written permission. The trademarks, logos and service marks of Third - Party Application providers ("Marks") are the property of such third parties. Licensee is not permitted to use these Marks without the prior written consent of such Third -Party which may own the Mark. 4.0. Access to the Service by Designated Users. Licensee will purchase a subscription to the Service for a particular number of Users, to be specified in the applicable Sales Order. Licensee will specify and assign a unique User name for each authorized User. Each User login is for the designated User only, and cannot be shared or used by more than one User. 4.1. Alterations to User Accounts. If the Licensee chooses to deactivate a User account, create a new account for a new User, or re -activate an existing account, Licensee may do so as long as Licensee does not exceed the total number of authorized Users. 4.2. Unauthorized Access. Licensee will use commercially reasonable efforts to prevent unauthorized access to or use of the Service and will promptly notify Licensor of any unauthorized access or use of the Service and any loss or theft or unauthorized use of any User's password or name and/or Service account numbers. 4.3. Audit of Authorized Users. Licensee will maintain reasonable business practices and records necessary to ensure that the number of Users is in compliance with this LA and any applicable Sales Orders, and Licensor at its sole discretion reserves the right to request Licensee records to verify such compliance. The Licensee will notify Licensor if any additional Users will be added to use the Service. Licensee must obtain additional Sales Order(s), or a signed written modification to existing Sales Order(s), in order to increase the total number of authorized Users. If Licensor determines that Licensee has more Users than authorized, the fees for additional Users become immediately due. 5.0. General Terms of Service. Licensee and its Users may only use the Service to perform electronic plan review, as advertised and outlined on Licensor's website. Licensee is 2 2415913 Rev: 12/27/2023 Alire-19 lanSoft responsible for all activities conducted under its User logins and for its Users' compliance with this LA. Licensee's use of the Service will not include service bureau use, outsourcing, renting, reselling, sublicensing, concurrent use of a single User login, or time-sharing of the Service. Licensee will not, and will not permit any third party within its control to: (a) copy, translate, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile the Service or any part thereof or otherwise attempt to discover any source code or modify the Service in any manner or form unless expressly allowed in Licensor's user guides; (b) access or use the Service to circumvent or exceed Service account limitations or requirements; (c) use the Service for the purpose of building a similar or competitive product or service, (d) obtain unauthorized access to the Service (including without limitation permitting access to or use of the Service via another system or tool, the primary effect of which is to enable input of requests or transactions by other than authorized Users); (e) use the Service in a manner that is contrary to applicable law or in violation of any third -party rights of privacy or intellectual property rights; (f) intentionally publish, post, upload or otherwise transmit Licensee Data that contains any viruses, Trojan horses, worms, time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another; or (g) use or permit the use of any tools in order to probe, scan or attempt to penetrate or benchmark the Service. Licensee will comply with all applicable local, state, federal, and foreign laws, treaties, regulations, and conventions in connection with its use of the Service, including without limitation those related to privacy, electronic communications and anti-spam legislation. Licensee will comply with the export laws and regulations of the United States and other applicable jurisdictions in using the Service and obtain any permits, licenses and authorizations required for such compliance. Without limiting the foregoing, (i) Licensee represents that it is not named on any U.S. government list of persons or entities prohibited from receiving exports, (ii) Licensee will not permit Users to access or use the Service in violation of any U.S. export embargo, prohibition or restriction, and (iii) Licensee will comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which its Users are located. Licensee will not send any Electronic Communication from the Service that is unlawful, harassing, libelous, defamatory or threatening. Except as permitted by this LA, no part of the Service may be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means. Licensee agrees not to access the Service by any means other than through the interfaces that are provided by Licensor. Licensee will not do any "mirroring" or "framing" of any part of the Service, or create Internet links to the Service which include log -in information, User names, passwords, and/or secure cookies. Licensee will not in any way express or imply that any opinions contained in Licensee's Electronic Communications are endorsed by Licensor. Licensee will ensure that all access and use of the Service by Users is in accordance with the terms and conditions of this LA. Any action or breach by any of such User will be deemed an action or breach by Licensee. 3 2415913 Rev: 12/27/2023 0e-PlanSoft 6.0. Scope of Technical Support; Service Level Agreement. Licensor will provide all maintenance and technical support for the EPR. Licensor's Service Level Agreement ("SLA") is attached hereto as Exhibit A, and sets forth Licensor's obligations in this regard. In addition, Licensor will provide Licensee with online help documentation and other online resources to assist Licensee in its use of the Service. 6.1. Training. Licensee shall ensure that one or more designated Users have been trained and or certified in the use of Service. Such training should be provided by either Licensor or Licensor -certified trainers. If Licensee uses the service without at least one properly trained User, Licensor reserves the right to withhold any technical support services. The intent of this provision is to ensure that Licensor is not required to provide excessive levels of support service due to Licensee's lack of training. 7.0. Transmission, Maintenance, and Confidentiality of Data 7.1. Transmission of Data. Licensee understands that the technical processing and transmission of Licensee's Electronic Communications (including any transfer of signs, signals, text, images, sounds, data or intelligence of any nature transmitted in whole or part electronically received and/or transmitted through the Service) is fundamentally necessary to use the Service. Licensee is responsible for securing DSL, cable or another highspeed Internet connection and up-to-date "browser" software to utilize the Service. Licensee expressly consents to Licensor's interception and storage of Electronic Communications and/or Licensee Data, and Licensee acknowledges and understands that Licensee's Electronic Communications will involve transmission over the Internet, and over various networks, only part of which may be owned and/or operated by Licensor. Licensee further acknowledges and understands that Electronic Communications may be accessed by unauthorized parties when communicated across the Internet, network communications facilities, telephone or other electronic means. Licensor is not responsible for any Electronic Communications and/or Licensee Data which are delayed, lost, altered, intercepted or stored during the transmission of any data whatsoever across networks not owned and/or operated by Licensor, including, but not limited to, the Internet and Licensee's local network. Licensee will also be responsible for all Electronic Communications, including those containing business information, account registration, account holder information, financial information, Licensee Data, and all other data of any kind contained within emails or otherwise entered electronically through the Service or under Licensee's account. Licensor will act as though any Electronic Communications it receives under Licensee's passwords, user name, and/or account number will have been sent by Licensee. 4 2415913 Rev: 12/27/2023 Ore-Plan5oft 7.2. Licensee Data 7.2.1. As between Licensor and Licensee, all title and intellectual property rights in and to the Licensee Data is owned exclusively by Licensee. Licensee agrees that Licensor may use Licensee data to perform necessary and reasonable activities during software engineering activities to ensure that the Service functionality continues to work with Licensee's data. 7.2.2. Licensor will maintain commercially reasonable administrative, physical and technical safeguards designed for the protection, confidentiality and integrity of Licensee Data. 7.2.3. Following expiration or termination of any Sales Order and/or this LA, Licensor may immediately deactivate the applicable Licensee account(s) and will be entitled to delete such Licensee account(s) from Licensor's "live" site following a forty (40) day period, after which Licensor will not be liable to Licensee nor to any third party for any termination of Licensee access to the Service or deletion of Licensee Data. 7.3. HIPAA. Licensee agrees that: (i) Licensor is not acting on Licensee's behalf as a Business Associate or subcontractor; (ii) the Service may not be used to store, maintain, process or transmit protected health information ("PHI") and (iii) the Service will not be used in any manner that would require Licensor or the Service to be compliant with the Health Insurance Portability and Accountability Act of 1996, as amended and supplemented ("HIPAA"). In the preceding sentence, the terms "Business Associate," "subcontractor," "protected" health information" or "PHI" will have the meanings described in HIPAA. 8.0. Modifications and Discontinuation of Service 8.1. To the Service. Licensor may make modifications to the Service or particular components of the Service from time to time and will use commercially reasonable efforts to notify Licensee of any material modifications. Licensor reserves the right to discontinue offering the Service at the conclusion of Licensee's then current subscription term for such Service. Licensor will not be liable to Licensee nor to any third party for any modification of the Service as described in this section. 8.2. To Applicable Terms. If Licensor makes a material change to any applicable terms of this LA or a Sales Order, then Licensor will notify Licensee by either sending an email to the notification email address or posting a notice to the administrator in Licensee's account. If the change has a material adverse impact on Licensee and Licensee does not agree to the change, Licensee must so notify Licensor via mchegini@eplansoft.com within thirty (30) days after receiving notice of the s 2415913 Rev: 12/27/2023 A-FIanSof't change. If Licensee notifies Licensor as required, then Licensee will remain governed by the terms in effect immediately prior to the change until the end of the then current subscription term for the affected Service. If the affected Service is renewed, it will be renewed under Licensor's then current version of this LA. 8.3. Suspension for Ongoing Harm. Licensor may with reasonably contemporaneous telephonic notice to Licensee suspend access to the Service if Licensor reasonably concludes that Licensee's Service is being used to engage in denial of service attacks, spamming, or illegal activity, and/or use of Licensee's Service is causing immediate, material and ongoing harm to Licensor or others. In the extraordinary event that Licensor suspends access to the Service, Licensor will use commercially reasonable efforts to limit the suspension to the offending portion of the Service and work with Licensee to resolve the issues causing the suspension of Service. Licensee agrees that Licensor will not be liable to Licensee nor to any third party for any suspension of the Service under such circumstances as described in this section. 9.0. Third -Party Applications. "Third -Party Applications" include applications, integrations, services, or implementation, customization and other consulting services related thereto, that intemperate with the Service and are provided by a party other than Licensor. Licensor or Third -Party providers may offer Third -Party Applications through the Service or otherwise related to Licensee's use of the Service. Except as expressly set forth in the applicable Sales Order, Licensor does not warrant any such Third -Party Applications, regardless of whether or not such Third -Party Applications are provided by a Third Party that is a member of a Licensor partner program or otherwise designated by Licensor as "Built For Licensor," "certified," "approved" or "recommended." Any procurement by Licensee of such Third -Party Applications or services is solely between Licensee and the applicable Third -Party provider. Licensee may not use Third -Party Applications to enter and/or submit transactions to be processed and/or stored in the Service, unless Licensee has procured a subscription to the Service for such use and access. Licensor is not responsible for any aspect of Third -Party Applications that Licensee may procure or connect to through the Service, or any descriptions, promises or other information related to the foregoing. If Licensee installs or enables Third -Party Applications for use with the Service, Licensee agrees that Licensor may enable such Third -Party providers to access Licensee Data as required for the interoperation of such Third -Party Applications with the Service, and any exchange of data or other interaction between Licensee and a Third -Party provider is solely between Licensee and such Third - Party provider pursuant to a separate privacy policy or other terms governing Licensee's access to or use of the Third -Party Applications. Licensor will not be responsible for any disclosure, modification or deletion of Licensee Data resulting from any such access by Third -Party Applications or Third -Party providers. No procurement of Third -Party Applications is required to use the Service. If Licensee was referred to Licensor by a member of one of Licensor's partner programs, Licensee hereby authorizes Licensor to provide such member or its successor entity with access to Licensor's business information related to the procurement and use of the Service pursuant to this 6 2415913 Rev: 12/27/2023 Are-PIanSof'M Agreement, including but not limited to User names and email addresses, support cases and billing/payment information. 10.0. Indemnification for Claims Concerning Licensor and Licensee Intellectual Property. 10.1. Infringement. Licensor will, at its own expense, defend Licensee from and against any and all allegations, threats, claims, suits, and proceedings brought by third parties (collectively "Claims") alleging that the Service, as used in accordance with this Agreement, infringes such third party's copyrights or trademarks, or misappropriates such third party's trade secrets, and will indemnify Licensee from and against liability, damages, and costs finally awarded or entered into in settlement (including, without limitation, reasonable attorneys' fees) (collectively, "Losses") to the extent based upon such a Claim. However, Licensor will have no liability for, or duty to defend or indemnify Licensee against, Claims to the extent arising from (a) use of the Service in violation of this LA or applicable law, (b) use of the Service after Licensor notifies Licensee to discontinue use because of an infringement claim, (c) modifications to the Service not made by Licensor or made by Licensor based on Licensee specifications or requirements, (d) use of the Service in combination with any non -Licensor software, application or service, or (e) services offered by Licensee or revenue earned by Licensee for such services. If a Claim of infringement as set forth above is brought or threatened, Licensor may, at its sole option and expense, use commercially reasonable efforts to (a) procure a license that will protect Licensee against such Claim without cost to Licensee; (b) modify or replace all or portions of the Service as needed to avoid infringement, such update or replacement having substantially similar or better capabilities; or (c) if (a) and (b) are not commercially feasible, terminate this LA and refund to the Licensee a pro -rata refund of the subscription fees paid for under any applicable Sales Orders for the terminated portion of the term. The rights and remedies granted Licensee under this Section 8.1 state Licensor's entire liability, and Licensee's exclusive remedy, with respect to any claim of infringement of the intellectual property rights of a third party. 10.2. Licensee's Indemnity. To the fullest extent permitted by law, Licensee will, at its own expense, defend Licensor from and against any and all Claims (i) alleging that the Licensee Data or any trademarks or service marks, or any use thereof, infringes the copyright or trademark or misappropriates the trade secrets of a third party, or has caused harm to a third party, or (ii) arising out of Licensee's breach of this LA, and will indemnify Licensor to the extent permitted under Colorado law from and against liability for any Losses to the extent based upon such Claims. 10.3. Indemnification Procedures and Survival. In the event of a Claim within the purview of these indemnification provisions, the indemnitee shall control its own defense, and at the time of Claim resolution the indemnitor shall reimburse the indemnitee for those attorney fees and other defense costs reasonably incurred in that defense. To the extent that the indemnitee may incur fees and 7 2415913 Rev: 12/27/2023 Are-Plan5oft costs in the defense of claims other than a covered Claim, the indemnitor shall have no responsibility for such costs. The indemnification obligations contained in this section will survive for one year after termination or expiration of this LA. 11.0. U.S. Government Rights. The Service is a "commercial item" as that term is defined at FAR 2.101. If Licensee or User is a US Federal Government (Government) Executive Agency (as defined in FAR 2.101), Licensor provides the Service, including any related software, technology, technical data, and/or professional services in accordance with the following: (a) if acquired by or on behalf of any Executive Agency (other than an agency within the Department of Defense (DoD), the Government acquires, in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Computer Software), only those rights in technical data and software customarily provided to the public as defined in this LA; or (b) if acquired by or on behalf of any Executive Agency within the DoD, the Government acquires, in accordance with DFARS 227.7202-3 (Rights in commercial computer software or commercial computer software documentation), only those rights in technical data and software customarily provided in this LA. In addition, DFARS 252.227-7015 (Technical Data — Commercial Items) applies to technical data acquired by DoD agencies. Any Federal Legislative Agency or Federal Judicial Agency will obtain only those rights in technical data and software customarily provided to the public as set forth in this LA. If any Federal Executive Agency, Federal Legislative Agency, or Federal Judicial Agency has a need for rights not conveyed under the terms described in this Section, it must negotiate with Licensor to determine if there are acceptable terms for transferring such rights, and a mutually acceptable written addendum specifically conveying such rights must be included in any applicable contract or agreement to be effective. This U.S. Government Rights Section is in lieu of, and supersedes, any other FAR, DFARS, or other clause, provision, or supplemental regulation that addresses Government rights in computer software or technical data under this LA. 12.0. Licensor's Warranty of Functionality. Licensor warrants that: (i) the EPR will achieve in all material respects the functionality described in Licensor's online user guides applicable to the EPR procured by Licensee, and (ii) such functionality of the EPR will not be materially decreased during the then -current subscription term. Licensee's sole and exclusive remedy for Licensor's breach of this warranty will be to require that Licensor use commercially reasonable efforts to modify the Service to achieve in all material respects the functionality described in the user guides. Licensor will have no obligation with respect to a warranty claim unless notified of such claim within sixty (60) days of the first instance of any material functionality problem, and such notice must be sent to billing(uleplansoft.com. The warranties set forth in this section are made to and for the benefit of Licensee only. Such warranties will only apply if the applicable EPR has been utilized in accordance with the user guides, the LA, and applicable law. 12.1. Disclaimer of Warranties. Except as stated above, Licensor makes no other warranties, express or implied, about the EPR or any service provided by Licensor under the attached Sales Order Form, including without limitation any warranty of merchantability, fitness for a particular purpose, or non - infringement of third -party rights. 8 2415913 Rev: 12/27/2023 �e-1'lan5oft 12.2. Waiver of Consequential Damages. Neither party shall be liable for consequential damages, such as lost profits or damages arising from the delay of a plan -review project, on any claim alleging or related to a breach of the LA and/or a Sales Order Form, regardless of the particular legal theories or causes of action. This waiver of consequential damages shall not apply, however, to any claim brought by Licensor against Licensee based on Licensee's unauthorized duplication, distribution, or other misappropriation of Licensor's intellectual property. 12.3. Limitation of Liability. Except for Licensor's indemnity obligations set forth in the LA, Licensor's total aggregate liability arising out of or connected with this Agreement, whether based upon breach of contract, warranty, negligence, misrepresentation or any other cause of action or theory of liability, and to the maximum extent permitted by applicable laws, shall in no case exceed the amount of subscription fees received by Licensor in the twelve (12) months immediately preceding the event from which the liability arises. 13.0. Fees and Payment. Licensor's maintenance and support services are conditioned on Licensor's timely receipt of all subscription fees owed. Payment obligations are non - cancelable and fees paid are non-refundable. The number of authorized Users cannot be decreased during the relevant term stated in the Sales Order Form. Payment of invoices is due within thirty (30) days of receipt. 13.1. Taxes. Unless otherwise stated, Licensor fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, "Taxes"). Licensee is responsible for paying all Taxes associated with the use of Service. If Licensor has the legal obligation to pay or collect Taxes for which Licensee is responsible as a result of using Service, the appropriate amount will be invoiced to and paid by Licensee, unless Licensee provides Licensor with a valid tax exemption certificate authorized by the appropriate taxing authority. 14.0. Termination for Cause, Expiration. Either party may immediately terminate this LA and all applicable Sales Orders in the event the other party commits a material breach of any provision of this LA which is not cured within thirty (30) days of written notice from the non -breaching party. Such notice by the complaining party will expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching party a meaningful opportunity to cure such alleged breach and will be sent to the General Counsel of the alleged breaching party at the address listed in the heading of this LA (or such other address that may be provided pursuant to this LA). Upon termination or expiration of this LA, Licensee will have no rights to continue use of the Service. If this LA is terminated by Licensee for any reason other than a termination expressly permitted by this LA, then Licensor will be entitled to all of the fees due under any applicable Sales Orders for the entire term. If this LA is terminated as a result of 9 2415913 Rev: 12/27/2023 ,e-FIan5of-C Licensor's breach of this LA, then Licensee will be entitled to a refund of the pro rata portion of any subscription fees paid by Licensee to Licensor under any applicable Sales Orders for the terminated portion of the term. 15.0. General Provisions on the Integrity of this LA. Except as otherwise provided herein, this LA may only be amended or modified via a writing signed by both Parties. If any term or provision of this LA is found to be invalid or unenforceable by a court of competent jurisdiction, such term or provision will be severed from the remainder of the LA, which will otherwise remain in full force and effect. No waiver of any provision of this LA will be effective unless in writing and executed by the party waiving the right. Failure to properly demand compliance or performance will not constitute a waiver of a party's rights hereunder. The waiver by either party of a breach or right under this LA will not constitute a waiver of any subsequent breach or right. This LA will be governed by, and construed in accordance with, the substantive laws of the State of Colorado without regard to conflict of law principles. The federal and state courts situated in Weld County, Colorado will be the exclusive venue for the resolution of all disputes related to this LA. Each party shall be responsible for its own attorney fees. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this LA in its entirety, and any related Sales Orders, without consent of the other party, to an affiliate (defined as any entity which directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under common control with a party to this LA, by way of majority voting stock ownership or the ability to otherwise direct or cause the direction of the management and policies of such party) or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party's sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non -assigning party's election, termination of this LA and any related Sales Order/ subscription upon written notice to the assigning party. In the event of such a termination, Licensor will refund to Licensee any prepaid fees covering the remainder of the term of all subscriptions after the effective date of termination. Subject to the foregoing, this LA shall bind and inure to the benefit of the Parties, their respective successors and permitted assigns; however, unless expressly stated otherwise, nothing herein is intended to benefit or create any rights in any third parties. As of the effective date of this LA, this LA sets forth the entire understanding between the Parties, subject only to subsequently agreed -to Sales Orders, and supersedes all prior agreements, representations, or promises, written or oral, with respect to the EPR. This LA is entered into, and effective as of March 17, 2024, by and between e-PlanSoft, a California Corporation with its principal place of business at 111 Pacifica, Suite 100 10 2415913 Rev: 12/27/2023 �-rIanSoft Irvine, CA 92618 ("Licensor") and, Weld County, CO ("Licensee"), with its principal place of business located at 1401 N. 17th Ave., Greeley, CO 80631. The individual signing this LA on behalf of Licensee represents and warrants that he / she is authorized to enter into such agreement on behalf of Licensee. Weld County Licensee Kevin D. Ross, Chair e-PlanSoft Paula Montoya Full name Full name Board of Weld County Commissioners COO Title �.J Signature MAR 1 8 2024 Date ATTEST: Weld Cou . ty Clerk to the Board BY: Deputy Clerk to the Board Title Pa da. mO-n o -r. Signature 3/12/24 Date BOARD OF COUNTY COMMISSIONERS WELD COUNTY, Kevin D. Ross, Chair 2415913 Rev: 12/27/2023 MAR 1 8 2024 11 ao@ I - 03Cny eplansoft REVIEW - eplansoft goPost EXHIBIT A: SOFTWARE AS A SERVICE (SaaS) SERVICE LEVEL AGREEMENT e-PlanSoft ("The Company") agrees to provide 99.5% uptime with respect to the Client's Hosted Service during each calendar quarter for the term of service excluding regularly scheduled maintenance times for eplansoft REVIEW (EPR) and goPost Customer Portal. Scheduled and Unscheduled Maintenance Regularly scheduled maintenance time does not count as downtime. Maintenance time is regularly scheduled if it is communicated in accordance with the notice section set forth below at least four (4) business days in advance. Regularly scheduled maintenance time will occur on the weekends or off the hours on weekdays. The Company hereby provides advanced Notice for routine scheduled maintenance as needed. The Company in its sole discretion may take the Service down for unscheduled maintenance and in that event will attempt to notify Client in advance in accordance with the Notice section set forth below. Such unscheduled maintenance will be counted against the uptime guarantee. Updates/Notice This Service Level Agreement may be amended by The Company, in its discretion, but only after providing thirty (30) day notice. Notices will be sufficient if provided to a user designated as an administrator of your account either: (a) as a note on the screen presented immediately after completion of the log in authentication credentials at the log in screen, or (b) by email to the registered email address provided for the administrator(s) for Client's account. Exclusion of Sandbox and Beta Accounts Product sandbox, beta, pilot and debugger and other test environments are expressly excluded from this or any other service level commitment. Support Hours Client support is available Monday -Friday's from 5am -6pm Pacific, excluding holidays. Live -Production Incident Handling — Standard Support The following incident handling and time frames are applicable to live -production environments only. Client will designate personnel who will interface with The Company's Client Support Department. 1. On Line Self Support: The Company will provide to Client at no expense an online Knowledge Base and Online Self Support Site where Client may research issues and questions, report maintenance incidents and receive information regarding new releases and patches. 2. Incident Handling: The Company will provide an incident handling mechanism for Client maintenance requests. The incident handling process will include the following: a. Access to the e-PlanSoft online ticketing system. b. All support tickets and bug reports will be recorded in the ticketing system. c. The Company will only respond to incidents reported via the online ticketing system. 2415913 Rev: 12/27/2023 12 eplansoft ilia REVIEW ®eplansoft 9 oPost' d. Client will receive an e-mail with the assigned ticket number. e. Bug Ticket Priority and Severity will be determined by the definitions below. f. Support Tickets will be responded to in the order received. Initial confirmation response will occur within an Hour g. Enhancement Requests will be responded to in the order received. Initial confirmation response will occur within an hour. Enhancement requests are each evaluated and determined for feasibility within the products. Not all enhancement requests are implemented. 3. Bug Handling: A priority is assigned to a specific bug ticket which therefore sets the order, timing and level of effort in resolving a case: Level 1- Critical Critical bug occurring on production system preventing business operations. Lag. number of users are prevented The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 60 minutes. Upon confirmation of receipt, The Company begins continuous work on the problem and will put forth the effort to provide a workaround, fix, or estimated completion date within 72 hours after the problem has been diagnosed and/or replicated or provided there is an client representative available to assist with issue diagnosis and testing during the resolution process. from working with no reasonable workaround. Level 2 - High Major bug occurring on production system severely impacting business. A large number of users are impacted by issue, but they are still able to work in a limited capacity. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 2 business days. Upon confirmation of receipt, The Company will put forth the best effort to provide a workaround or fix or estimated completion date within 14 business days after the problem has been diagnosed and/or replicated. Level 3 - Medium A bug causing a partial or non- critical loss of functionality on production system. A small number of users are affected. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 5 business days. Upon confirmation of receipt, The Company will put forth the best effort to provide a workaround or fix or estimated completion date within 21 business days after the problem has been diagnosed and/or replicated. Level 4 - Low A bug occurring on non- production system or question, comment, feature request, documentation issue or other non -impacting issue. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 7 business days. Resolution for the issue may be released as a patch set or be incorporated into a future release of the product. 13 2415913 Rev: 12/27/2023 IJeplansoft REVIEW - Definitions: ®eplansoft 9 oPost Bug - A software bug is a flaw, failure, error or fault in a computer software or system that causes it to return unexpected or incorrect results. Enhancement Request - A enhancement request is for additional product functionality or changed behavior beyond the current intended behavior of the Maintained Software. Technical Support - General software support (How to) for the e-PlanSoft software products that are not bugs or enhancement requests. 14 2415913 Rev: 12/27/2023 Primary Customer Contact: Bill To: Jacob Mundt Agency Name: Weld County, CO Address: 1401 N. 17th Ave., Greeley, CO 80631 Contact: Jacob Mundt Email: jmundt@weldgov.com Phone: (970)400-2521 Order Form Effective Date: Date of Signature in License Agreement Term: The term is for one year following the Order Form Effective Date. Thereafter, the term of this Order Form automatically renews for successive one year periods, each commencing with an anniversary of the Order Form Effective Date ("Renewal Periods"), unless either party notifies the other of its intent not to renew at least 90 days prior to the start of any Renewal Period. Successive one year renewals are subject to budge appropriations by Licensee for each year. Payment Terms: Due in full upon execution of this Order Form. FEE SCHEDULE: Year Item Quantity Unit Price Total 24-25 e-PIanREVIEW (full named license) 4 $1,157.63 $4,630.52 24-25 Shared (Concurrent) License 1 $4,500 $4,500 24-25 Velosimo 5 $240.00 $1,200 e-PIanSaft' Weld County, CO Products & Services Item & Description Quantity Unit Price Discount Total e-PlanREVIEW (Full named License) 3/17/24 - 3/17/25 Single Named User License Shared (Concurrent) License 3/17/24 - 3/17/25 Concurrent license shared between a single pool of designated user accounts (cannot have multiple segregated pools to draw shared licenses from) Velosimo 3/17/24 - 3/17/25 Velosimo middleware 4 $1,157.63 /year $4,500.00 /year 5 $240.00 /year $4,630.52 / year for 1 year $4,500.00 /year for lyear $1,200.00 /year for lyear Annual subtotal $10,330.52 Total $10,330.52 Terms • This Quote is governed by the e-PlanSoft Master Services Agreement. • Subscription License fees are charged annually and include cloud hosting, feature releases, product updates, user documentation, telephone, email, and online support. • Subscription License Fees are subject to an annual adjustment of 5%. • Subscription fees and escalation rate can be adjusted based on multiyear term agreements and or pre- paid annual fees. • Subscription fees are due at time of signing. • Professional services fees due based on Payment Schedule contained in the Sales Order • Travel expenses & Per Diem billed at Cost. Questions? Contact me • Kellie Gilles kellie@eplansoft.com ePlanSoft 111 Pacifica Suite 100 Irvine, CA 92618 United States Contract Form Entity Information Entity Name* E-PLANSOFT Entity ID* @00043443 Contract Name* E-PLANSOFT SUBSCRIPTION/LICENSE RENEWAL AGREEMENT 2024 Contract Status CTB REVIEW Contract ID 7942 Contract Lead * NWONDER O New Entity? Parent Contract ID 4555 Requires Board Approval YES Contract Lead Email Department Project # nwonder@weld.gov Contract Description* EPLAN, INC. IS THE PROVIDER OF ELECTRONIC PLAN REVIEW SOFTWARE WHICH INTEGRATES WITH ACCELA. THIS AGREEMENT IS TO RENEW THE SUBSCRIPTION FOR CONTINUED USE. Contract Description 2 Contract Type* AGREEMENT Amount* $10,330.52 Renewable* YES Automatic Renewal NO Grant IGA Department INFORMATION TECHNOLOGY-GIS Department Email CM- InformationTechnologyGI S@weldgov.com Department Head Email CM- InformationTechnologyGI S- DeptHead@weldgov.com County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL DGOV.COM Requested BOCC Agenda Due Date Date* 03/16/2024 03/20/2024 Will a work session with BOCC be required?* YES Does Contract require Purchasing Dept. to be included? NO If this is a renewal enter previous Contract ID 4555 If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Review Date * Renewal Date * 03/18/2024 11/01/2024 03/17/2025 Termination Notice Period Committed Delivery Date Expiration Date Contact Information Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 KELLIE GILLES PRIMARY KELLIE@EPLANSOFT.COM 949.954.5247 Purchasing Purchasing Approver CONSENT Approval Process Department Head RYAN ROSE DH Approved Date 03/14/2024 Finance Approver CONSENT Purchasing Approved Date 03/14/2024 Legal Counsel CONSENT Finance Approved Date Legal Counsel Approved Date 03/14/2024 03/14/2024 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 03/18/2024 Tyler Ref # AG 031824 Originator NWONDER iD 175 5 MEMORANDUM TO: Esther Gesick, Clerk to the Board Ma 11, 2021 FROM: Ryan Rose, Chief Information Officer SUBJECT: ePlan, Inc. Electronic Plan Review Software ePlan, Inc. develops and supports cloud based Electronic Plan Review software. This software will be used by the various departments that use our Accela software today to do their plan reviews. The attached agreement between the Board Of County Commissioners and ePlan, Inc is for the purchase and implementation of their cloud based software which will enable more efficient processing of the plan review process across the various departments within Weld County. The cost for this request is $96,405.00 and was reviewed by Legal. We ask that the BOCC approve the agreement as submitted. 1 c6:0,64e(Tr_) oZo�I --.03& 4/- ....7 -1 -PO ID BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS AROUND TITLE: ePlan, Inc. Electronic Plan Review software DEPARTMENT: Information Technology DATE: 3/5/2021 PERSON REQUESTING: Ryan Rose, CIO T3""*". Brief description of the problem/issue: ePlan, Inc. develops cloud based Electronic Plan Review software which integrates into our Land Use software, Accela. This agreement is to purchase subscription licenses and to implement this software for the departments that use Accela. The requested amount is $96,405.00. What options exist for the Board? (include consequences, impacts, costs, etc. of options): This provider specializes in selling and supporting this software which will be used by the Building/Planning, Public Works, Environmental Health, and Oil & Gas department for their redlining needs. Recommendation: The contract was reviewed by Legal. It is recommended that the BOCC approve the agreement for the above specified amount. Aoorove Schedule Recommendation Work Session Other/Comments: Perry L. Buck Mike Freeman Scott K. James, Pro -Tern Steve Moreno, Chair Lori Saine Aire-FlariSoftw E-PLANSOFT SUBSCRIPTION TERMS AND CONDITIONS MASTER LICENSING AGREEMENT e -Plan, Inc. ("Licensor") is a provider of electronic plan review software as a service ("EPR"). As used herein, "EPR" includes all of Licensor's software products, including without limitation e- PlanREVIEW® and goPostTM Public Portal. This non-exclusive Master Licensing Agreement ("MLA"), entered into between Licensor and _Weld County, Colorado_ ("Licensee"), governs Licensee's use of the EPR. Licensor and Licensee ("the Parties") may enter into one or more separate agreements, Sales Orders, or other arrangements whereby Licensor will provide Licensee with a subscription to the EPR. In all cases, however, as to the EPR, the terms of this MLA shall control and prevail over any conflicting terms or conditions. 1.0. Key Definitions "Service" means, collectively, Licensor's EPR and SaaS (software as a service) products, maintenance updates, online documentation, and technical support materials. The Service is provided to Licensee on the basis of a non-exclusive license only, and subject to the subscription terms set forth in the applicable Sales Order. No perpetual license is granted to Licensee when using Service. 1.2. "Sales Order" means any form of agreement, including without limitation a written contract, proposal, estimate, quote, renewal notification, or purchase order, pursuant to which Licensor provides Licensee with a subscription to the Service. For Licensee to obtain a valid subscription, the corresponding Sales Order must set forth a defined number of unique Users and a defined period of time in which the subscription will be in effect. 1.3. "User" or "Users" means individuals who are authorized by Licensee to use the Service, and who have been supplied unique user identifications and passwords. 1.4. "Licensee Data" means all electronic data or information submitted to and stored in the Service by Users. 2.0. Non -Exclusive License and Licensor Intellectual Property Rights. Licensee's access to and use of the Service shall be on the basis of a non-exclusive license only. All rights, title and interest in and to the Service (including without limitation all intellectual property rights therein and all modifications, extensions, customizations, scripts or other derivative works of the Service provided or developed by Licensor) are owned exclusively by Licensor. Except as provided in this MLA, the rights granted to Licensee do not convey any rights in the Service, express or implied, or ownership in the Service or any intellectual property rights thereto. Licensee grants Licensor a royalty free, worldwide, perpetual, irrevocable, transferable right to use, modify, distribute and 1 2415913 Rev: 12/1/2020 �c-rin5oft incorporate into the Service (without attribution of any kind) any suggestions, enhancement request, recommendations, proposals, correction or other feedback or information provided by Licensee or any Users related to the operation or functionality of the Service. Any rights in the Service or Licensor's intellectual property not expressly granted herein by Licensor are reserved by Licensor. Licensee agrees not to display or use the Licensor trademarks, logos, and service marks in any manner without Licensor's express prior written permission. The trademarks, logos and service marks of Third - Party Application providers ("Marks") are the property of such third parties. Licensee is not permitted to use these Marks without the prior written consent of such Third -Party which may own the Mark. 3.0. Access to the Service by Designated Users. Licensee will purchase a subscription to the Service for a particular number of Users, to be specified in the applicable Sales Order. Licensee will specify and assign a unique User name for each authorized User. Each User login is for the designated User only, and cannot be shared or used by more than one User. 3.1. Alterations to User Accounts. If the Licensee chooses to deactivate a User account, create a new account for a new User, or re -activate an existing account, Licensee may do so as long as Licensee does not exceed the total number of authorized Users. 3.2. Unauthorized Access. Licensee will use commercially reasonable efforts to prevent unauthorized access to or use of the Service and will promptly notify Licensor of any unauthorized access or use of the Service and any loss or theft or unauthorized use of any User's password or name and/or Service account numbers. 3.3. Audit of Authorized Users. Licensee will maintain reasonable business practices and records necessary to ensure that the number of Users is in compliance with this MLA and any applicable Sales Orders, and Licensor at its sole discretion reserves the right to request Licensee records to verify such compliance. The Licensee will notify Licensor if any additional Users will be added to use the Service. Licensee must obtain additional Sales Order(s), or a signed written modification to existing Sales Order(s), in order to increase the total number of authorized Users. If Licensor determines that Licensee has more Users than authorized, the fees for additional Users become immediately due. 4.0. General Terms of Service. Licensee and its Users may only use the Service to perform electronic plan review, as advertised and outlined on Licensor's website. Licensee is responsible for all activities conducted under its User logins and for its Users' compliance with this MLA. Licensee's use of the Service will not include service bureau use, outsourcing, renting, reselling, sublicensing, concurrent use of a single User login, or time- sharing of the Service. Licensee will not, and will not permit any third party within its control to: (a) copy, translate, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile the Service or any part thereof or otherwise 2 2415913 Rev: 12/1/2020 PlanSoft attempt to discover any source code or modify the Service in any manner or form unless expressly allowed in Licensor's user guides; (b) access or use the Service to circumvent or exceed Service account limitations or requirements; (c) use the Service for the purpose of building a similar or competitive product or service, (d) obtain unauthorized access to the Service (including without limitation permitting access to or use of the Service via another system or tool, the primary effect of which is to enable input of requests or transactions by other than authorized Users); (e) use the Service in a manner that is contrary to applicable law or in violation of any third -party rights of privacy or intellectual property rights; (f) intentionally publish, post, upload or otherwise transmit Licensee Data that contains any viruses, Trojan horses, worms, time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another; or (g) use or permit the use of any tools in order to probe, scan or attempt to penetrate or benchmark the Service. Licensee will comply with all applicable local, state, federal, and foreign laws, treaties, regulations, and conventions in connection with its use of the Service, including without limitation those related to privacy, electronic communications and anti-spam legislation. Licensee will comply with the export laws and regulations of the United States and other applicable jurisdictions in using the Service and obtain any permits, licenses and authorizations required for such compliance. Without limiting the foregoing, (i) Licensee represents that it is not named on any U.S. government list of persons or entities prohibited from receiving exports, (ii) Licensee will not permit Users to access or use the Service in violation of any U.S. export embargo, prohibition or restriction, and (iii) Licensee will comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which its Users are located. Licensee will not send any Electronic Communication from the Service that is unlawful, harassing, libelous, defamatory or threatening. Except as permitted by this MLA, no part of the Service may be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means. Licensee agrees not to access the Service by any means other than through the interfaces that are provided by Licensor. Licensee will not do any "mirroring" or "framing" of any part of the Service, or create Internet links to the Service which include log -in information, User names, passwords, and/or secure cookies. Licensee will not in any way express or imply that any opinions contained in Licensee's Electronic Communications are endorsed by Licensor. Licensee will ensure that all access and use of the Service by Users is in accordance with the terms and conditions of this MLA. Any action or breach by any of such User will be deemed an action or breach by Licensee. 5.0. Transmission, Maintenance, and Confidentiality of Data 5.1. Transmission of Data. Licensee understands that the technical processing and transmission of Licensee's Electronic Communications (including any transfer of signs, signals, text, images, sounds, data or intelligence of any nature transmitted in whole or part electronically received and/or transmitted through the Service) is fundamentally necessary to use the Service. Licensee is responsible for securing DSL, cable or another highspeed Internet connection 3 2415913 Rev: 12/1/2020 ,0e-Plan5oft and up-to-date "browser" software to utilize the Service. Licensee expressly consents to Licensor's interception and storage of Electronic Communications and/or Licensee Data, and Licensee acknowledges and understands that Licensee's Electronic Communications will involve transmission over the Internet, and over various networks, only part of which may be owned and/or operated by Licensor. Licensee further acknowledges and understands that Electronic Communications may be accessed by unauthorized parties when communicated across the Internet, network communications facilities, telephone or other electronic means. Licensor is not responsible for any Electronic Communications and/or Licensee Data which are delayed, lost, altered, intercepted or stored during the transmission of any data whatsoever across networks not owned and/or operated by Licensor, including, but not limited to, the Internet and Licensee's local network. Licensee will also be responsible for all Electronic Communications, including those containing business information, account registration, account holder information, financial information, Licensee Data, and all other data of any kind contained within emails or otherwise entered electronically through the Service or under Licensee's account. Licensor will act as though any Electronic Communications it receives under Licensee's passwords, user name, and/or account number will have been sent by Licensee. 5.2. Licensee Data 5.2.1. As between Licensor and Licensee, all title and intellectual property rights in and to the Licensee Data is owned exclusively by Licensee. Licensee agrees that Licensor may use Licensee data to perform necessary and reasonable activities during software engineering activities to ensure that the Service functionality continues to work with Licensee's data. 5.2.2. Licensor will maintain commercially reasonable administrative, physical and technical safeguards designed for the protection, confidentiality and integrity of Licensee Data. 5.2.3. Following expiration or termination of any Sales Order and/or this MLA, Licensor may immediately deactivate the applicable Licensee account(s) and will be entitled to delete such Licensee account(s) from Licensor's "live" site following a forty (40) day period, after which Licensor will not be liable to Licensee nor to any third party for any termination of Licensee access to the Service or deletion of Licensee Data. In the event of termination by either party for any reason, when it is the request by Licensee, the Licensor will provide the Licensee's data in a zipped or compressed PDF and SQL database format. The data will be removed after 90 days of termination. 4 2415913 Rev: 12/1/2020 iM FlanSoft 5.3. HIPAA. Licensee agrees that: (i) Licensor is not acting on Licensee's behalf as a Business Associate or subcontractor; (ii) the Service may not be used to store, maintain, process or transmit protected health information ("PHI") and (iii) the Service will not be used in any manner that would require Licensor or the Service to be compliant with the Health Insurance Portability and Accountability Act of 1996, as amended and supplemented ("HIPAA"). In the preceding sentence, the terms "Business Associate," "subcontractor," "protected" health information" or "PHI" will have the meanings described in HIPAA. 6.0. Modifications and Discontinuation of Service 6.1. To the Service. Licensor may make modifications to the Service or particular components of the Service from time to time and will use commercially reasonable efforts to notify Licensee of any material modifications. Licensor reserves the right to discontinue offering the Service at the conclusion of Licensee's then current subscription term for such Service. Licensor will not be liable to Licensee nor to any third party for any modification of the Service as described in this section. 6.2. To Applicable Terms. If Licensor makes a material change to any applicable terms of this MLA or a Sales Order, then Licensor will notify Licensee by either sending an email to the notification email address or posting a notice to the administrator in Licensee's account. If the change has a material adverse impact on Licensee and Licensee does not agree to the change, Licensee must so notify Licensor via mchegini@eplansoft.com within thirty (30) days after receiving notice of the change. If Licensee notifies Licensor as required, then Licensee will remain governed by the terms in effect immediately prior to the change until the end of the then current subscription term for the affected Service. If the affected Service is renewed, it will be renewed under Licensor's then current version of this MLA. 6.3. Suspension for Ongoing Harm. Licensor may with reasonably contemporaneous telephonic notice to Licensee suspend access to the Service if Licensor reasonably concludes that Licensee's Service is being used to engage in denial of service attacks, spamming, or illegal activity, and/or use of Licensee's Service is causing immediate, material and ongoing harm to Licensor or others. In the extraordinary event that Licensor suspends access to the Service, Licensor will use commercially reasonable efforts to limit the suspension to the offending portion of the Service and work with Licensee to resolve the issues causing the suspension of Service. Licensee agrees that Licensor will not be liable to Licensee nor to any third party for any suspension of the Service under such circumstances as described in this section. 7.0. Third -Party Applications. "Third -Party Applications" include applications, integrations, services, or implementation, customization and other consulting services related 5 2415913 Rev: 12/1/2020 e -f Ian5ofim thereto, that interoperate with the Service and are provided by a party other than Licensor. Licensor or Third -Party providers may offer Third -Party Applications through the Service or otherwise related to Licensee's use of the Service. Except as expressly set forth in the applicable Sales Order, Licensor does not warrant any such Third -Party Applications, regardless of whether or not such Third -Party Applications are provided by a Third Party that is a member of a Licensor partner program or otherwise designated by Licensor as "Built For Licensor," "certified," "approved" or "recommended." Any procurement by Licensee of such Third -Party Applications or services is solely between Licensee and the applicable Third -Party provider. Licensee may not use Third -Party Applications to enter and/or submit transactions to be processed and/or stored in the Service, unless Licensee has procured a subscription to the Service for such use and access. Licensor is not responsible for any aspect of Third -Party Applications that Licensee may procure or connect to through the Service, or any descriptions, promises or other information related to the foregoing. If Licensee installs or enables Third -Party Applications for use with the Service, Licensee agrees that Licensor may enable such Third -Party providers to access Licensee Data as required for the interoperation of such Third -Party Applications with the Service, and any exchange of data or other interaction between Licensee and a Third -Party provider is solely between Licensee and such Third - Party provider pursuant to a separate privacy policy or other terms governing Licensee's access to or use of the Third -Party Applications. Licensor will not be responsible for any disclosure, modification or deletion of Licensee Data resulting from any such access by Third -Party Applications or Third -Party providers. No procurement of Third -Party Applications is required to use the Service. If Licensee was referred to Licensor by a member of one of Licensor's partner programs, Licensee hereby authorizes Licensor to provide such member or its successor entity with access to Licensor's business information related to the procurement and use of the Service pursuant to this Agreement, including but not limited to User names and email addresses, support cases and billing/payment information. 8.0. Indemnification for Claims Concerning Licensor and Licensee Intellectual Property. 8.1. Infringement. Licensor will, at its own expense, defend Licensee from and against any and all allegations, threats, claims, suits, and proceedings brought by third parties (collectively "Claims") alleging that the Service, as used in accordance with this Agreement, infringes such third party's copyrights or trademarks, or misappropriates such third party's trade secrets, and will indemnify Licensee from and against liability, damages, and costs finally awarded or entered into in settlement (including, without limitation, reasonable attorneys' fees) (collectively, "Losses") to the extent based upon such a Claim. However, Licensor will have no liability for, or duty to defend or indemnify Licensee against, Claims to the extent arising from (a) use of the Service in violation of this MLA or applicable law, (b) use of the Service after Licensor notifies Licensee to discontinue use because of an infringement claim, (c) modifications to the Service not made by Licensor or made by Licensor based on Licensee specifications or requirements, (d) use of the Service in combination with any non -Licensor software, application or service, or (e) services offered by 6 2415913 Rev: 12/1/2020 e-FlalSof-Cm Licensee or revenue earned by Licensee for such services. If a Claim of infringement as set forth above is brought or threatened, Licensor may, at its sole option and expense, use commercially reasonable efforts to (a) procure a license that will protect Licensee against such Claim without cost to Licensee; (b) modify or replace all or portions of the Service as needed to avoid infringement, such update or replacement having substantially similar or better capabilities; or (c) if (a) and (b) are not commercially feasible, terminate this MLA and refund to the Licensee a pro -rata refund of the subscription fees paid for under any applicable Sales Orders for the terminated portion of the term. The rights and remedies granted Licensee under this Section 8.1 state Licensor's entire liability, and Licensee's exclusive remedy, with respect to any claim of infringement of the intellectual property rights of a third party. 8.2. Licensee's Indemnity. To the fullest extent permitted by law, Licensee will, at its own expense, defend Licensor from and against any and all Claims (i) alleging that the Licensee Data or any trademarks or service marks, or any use thereof, infringes the copyright or trademark or misappropriates the trade secrets of a third party, or has caused harm to a third party. 8.3. Indemnification Procedures and Survival. In the event of a Claim within the purview of these indemnification provisions, the indemnitee shall control its own defense. To the extent that the indemnitee may incur fees and costs in the defense of claims other than a covered Claim, the indemnitor shall have no responsibility for such costs. The indemnification obligations contained in this section will survive for one year after termination or expiration of this MLA. 9.0. U.S. Government Rights. The Service is a "commercial item" as that term is defined at FAR 2.101. If Licensee or User is a US Federal Government (Government) Executive Agency (as defined in FAR 2.101), Licensor provides the Service, including any related software, technology, technical data, and/or professional services in accordance with the following: (a) if acquired by or on behalf of any Executive Agency (other than an agency within the Department of Defense (DoD), the Government acquires, in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Computer Software), only those rights in technical data and software customarily provided to the public as defined in this MLA; or (b) if acquired by or on behalf of any Executive Agency within the DoD, the Government acquires, in accordance with DFARS 227.7202-3 (Rights in commercial computer software or commercial computer software documentation), only those rights in technical data and software customarily provided in this MLA. In addition, DFARS 252.227-7015 (Technical Data — Commercial Items) applies to technical data acquired by DoD agencies. Any Federal Legislative Agency or Federal Judicial Agency will obtain only those rights in technical data and software customarily provided to the public as set forth in this MLA. If any Federal Executive Agency, Federal Legislative Agency, or Federal Judicial Agency has a need for rights not conveyed under the terms described in this Section, it must negotiate with Licensor to determine if there are acceptable terms for transferring such rights, and a mutually acceptable written addendum specifically conveying such rights must be included in any applicable contract or agreement to be 7 2415913 Rev: 12/1/2020 ire-FIan5oftm effective. This U.S. Government Rights Section is in lieu of, and supersedes, any other FAR, DFARS, or other clause, provision, or supplemental regulation that addresses Government rights in computer software or technical data under this MLA. 10.0. Termination for Cause, Expiration. Either party may immediately terminate this MLA and all applicable Sales Orders in the event the other party commits a material breach of any provision of this MLA which is not cured within thirty (30) days of written notice from the non -breaching party. Such notice by the complaining party will expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching party a meaningful opportunity to cure such alleged breach and will be sent to the General Counsel of the alleged breaching party at the address listed in the heading of this MLA (or such other address that may be provided pursuant to this MLA). Upon termination or expiration of this MLA, Licensee will have no rights to continue use of the Service. If this MLA is terminated by Licensee for any reason other than a termination expressly permitted by this MLA, then Licensor will be entitled to all of the fees due under any applicable Sales Orders for the entire term. If this MLA is terminated as a result of Licensor's breach of this MLA, then Licensee will be entitled to a refund of the pro rata portion of any subscription fees paid by Licensee to Licensor under any applicable Sales Orders for the terminated portion of the term. 11.0. General Provisions on the Integrity of this MLA. Except as otherwise provided herein, this MLA may only be amended or modified via a writing signed by both Parties. If any term or provision of this MLA is found to be invalid or unenforceable by a court of competent jurisdiction, such term or provision will be severed from the remainder of the MLA, which will otherwise remain in full force and effect. No waiver of any provision of this MLA will be effective unless in writing and executed by the party waiving the right. Failure to properly demand compliance or performance will not constitute a waiver of a party's rights hereunder. The waiver by either party of a breach or right under this MLA will not constitute a waiver of any subsequent breach or right. This MLA will be governed by, and construed in accordance with, the substantive laws of the State of Colorado without regard to conflict of law principles. The federal and state courts situated in Weld County, Colorado will be the exclusive venue for the resolution of all disputes related to this MLA. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this MLA in its entirety, and any related Sales Orders, without consent of the other party, to an affiliate (defined as any entity which directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under common control with a party to this MLA, by way of majority voting stock ownership or the ability to otherwise direct or cause the direction of the management and policies of such party) or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party's sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non -assigning party's election, termination of this MLA and any related Sales Order/subscription upon written notice to the assigning party. In the event of such a termination, Licensor will refund to Licensee any prepaid fees s 2415913 Rev: 12/1/2020 e-17IanSoft covering the remainder of the term of all subscriptions after the effective date of termination. Subject to the foregoing, this MLA shall bind and inure to the benefit of the Parties, their respective successors and permitted assigns; however, unless expressly stated otherwise, nothing herein is intended to benefit or create any rights in any third parties. As of the effective date of this MLA, this MLA sets forth the entire understanding between the Parties, subject only to subsequently agreed -to Sales Orders, and supersedes all prior agreements, representations, or promises, written or oral, with respect to the EPR. This MLA is entered into, and effective as of , by and between e-PlanSoft, a California Corporation with its principal place of business at 220 Technology Drive, Suite 215 Irvine, CA 92618 ("Licensor") and, _Weld County, Colorado_ ("Licensee"), with its principal place of business located at 1150 0 Street, Greeley, CO 80632 The individual signing this MLA on behalf of Licensee represents and warrants that he / she is authorized to enter into such agreement on behalf of Licensee. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Licensee e-PlanSoft STEVE MORENO ro4 Df,..,Ke Full name Full name BOCC CHAIR Vi), efts Pc,S iv, Title Title MAR 1 7 2021 Signature Date 2415913 Rev: 12/1/2020 Signature 3//0 /°f Date 9 Zo..v,/- a0604- c-FIanSoftTM e-PlanSoft www.eplansoft.com 200 Technology #110 Irvine CA 92618 877.654.3752 Prepared by Sean Hooper STATEMENT OF WORK Prepared for: Skyler Whitmore Director of Project Management and Business Process Analysis Weld County, CO 1401 N. 17th Avenue Greeley, CO 80631 3.3.2021 ,,Of e-PlanSoft`M Contents PRODUCT OVERVIEW 4 EPLANSOFT REVIEW 4 VELOSIMO CONNECT 5 CHANGES TO ACCELA CITIZEN ACCESS 5 PROJECT SUMMARY 6 THE E-PLANSOFT PROJECT TEAM 7 THE CLIENT CORE PROJECT TEAM 7 PROJECT MILESTONES 8 DESCRIPTION OF THE INTEGRATION 9 VELOSIMO WORKFLOW DIAGRAM 9 1. VALIDATION OF PLAN REVIEW DOCUMENTS 10 ACCELA INTAKE COMPLETENESS CHECK 10 2. UPLOADTOEPR 10 PERFORMING PLAN REVIEW 11 3. COMPLETING YOUR ASSIGNMENT IN EPR 11 4. CHECKING IN 'DELIVERABLES' 11 5. REQUESTING RESUBMITTALS FROM THE APPLICANT 11 UPDATING ACA - REQUESTING NEXT SUBMITTAL 12 RETURNING THE APPROVED/FINAL PLAN SET 12 6. CLOSING THE PROJECT IN ACCELA 12 PROJECT LAUNCH 13 1: CONTRACT ACCEPTANCE MILESTONE 13 OPEN FORUM PROJECT KICKOFF PRESENTATION 13 2: DISCOVERY MILESTONE 13 PROJECT LAUNCH MEETING 13 PROJECT TIMELINE SCHEDULE 14 DISCOVERY OF DELIVERABLES 14 3: EPR CONFIGURATION MILESTONE 15 EPC TO EPR DATA CONVERSION 15 4: VELOSIMO DESIGN AND DEVELOPMENT 16 5: USER ACCEPTANCE TESTING (UAT) 16 UAT TRAINING FOR INTAKE STAFF/MANAGERS/REVIEWERS 16 6: CONDUCTING EPR TRAINING 17 TRAINING MATERIALS 17 TRAINING ENVIRONMENT 17 7: GO -LIVE - CLIENT SIGN OFF 18 SOFT LAUNCH FOR TARGETED CLIENTS 18 0 e-PlanSoft`M COMMUNICATION 18 KEY ASSUMPTIONS 19 PLAN REVIEW WORKSTATIONS 19 PERMIT INTAKE WORKSTATIONS 19 PROJECT CHANGE MANAGEMENT 20 ACCEPTANCE 21 POJECT PRICING 24 PAYMENT SCHEDULE 25 e-PlanSoft' PRODUCT OVERVIEW E-PLANREVIEW e-PIanREVIEW (EPR) is an industry -leading, cloud based collaborative platform for team -based design review, permitting. The platform is designed by industry experts for architectural, engineering, and construction (AEC) companies, as well as state, county, and municipal agencies tasked with code compliance and enforcement. EPR improves results and lowers the cost of doing business in both the private and public sectors by replacing printing, shipping and storage expenses of paper plans with convenient online document uploads and concurrent, collaborative web -based electronic plan reviews. Our mission is simple: To fundamentally change and improve how the construction industry and permitting agencies work. This Scope of Work describes our cloud -hosted deployment of e-PIanREVIEW (EPR) in partnership with Velosimo Connect to implement bi-directional integration between the Accela Civic Platform (Accela) and EPR. Following best practices, Accela will remain the 'source of truth' for permitting project information, document management and document versioning as well as plan review assignments. This streamlined connectivity between Accela and EPR provides Weld County, CO (Client) and its constituents a best of breed solution to improve staff efficiency and plan review turnaround time. After completion of this project, EPR will provide the following functionality: 1. Accept permit data, plan review documents and plan review assignments from Accela. a. Incoming plan review documents are evaluated in Accela and Accela Citizen Access Portal (ACA) by our Scout PDF Inspector. Documents not approved by Scout will not be accepted for electronic plan review. 2. Receive updates from Accela to the permit data record. (For example, when the project is closed in Accela.) 3. Receive updates to plan review assignments from Accela. For example, the assignment due date is changed in Accela. 4. Conduct web -based, simultaneous plan reviews. 5. Complete each plan review assignments in EPR by choosing either 'acceptance' or 'resubmit' status. a. Return the assignment status to Accela in real time so that associated workflows are notified as appropriate. 6. Generate custom Correction Reports. 7. Check in 'reviewed plans', correction reports and any supporting document to the Accela back office, for return to the applicant in ACA, as appropriate. 8. Check in approved plans to the Accela back office for long-term retention. 9. Receive 'corrected plan sets' from Accela for back check. a. Carry forward existing markups and comments to the most recent document version. b. Reset existing assignments to a 'Not Started' status. c. Accept new assignments from Accela, as necessary. 10. Apply electronic 'stamps' to the reviewed plans, as appropriate. 11. Manage EPR permissions, pre -configured for best practices for each user role, as desired. 12. Design/Modify Correction Report templates, as desired. 13. Modify/Manage Email alert notifications to EPR users, as desired. 14. Import/Manage standard comments and checklists into the EPR Comment Library for use by the plan review staff. 15. Utilize EPR for paper plan reviews to leverage the tools and processes across all reviews. 03.3.2021 Page 4 e-F'lan5oft VELOSIMO CONNECT Velosimo, Inc. is revolutionizing the approach to government software integration with the Velosimo Connect integration platform. Velosimo Connect is a complete integration platform as a service (iPaaS) solution designed specifically for the software endpoints in government software. With the Velosimo integration platform typical integration challenges are solvable and sustainable. Velosimo specializes in providing integration to Accela, e-PlanSoft, and many other government software systems. As our integration partner, Velosimo will provide and maintain the ongoing application programming interface (API) connectivity between Accela and EPR. CHANGES TO ACCELA CITIZEN ACCESS PORTAL It is anticipated that changes may be required in Accela Citizen Access* (ACA) user interface and or/workflows to facilitate the ability for your constituents to: 1. Upload their plan review documents and supporting attachments. 2. Download the reviewed plans that require corrections and correction reports themselves. 3. Resubmit corrected plans as the 'next submittal', when appropriate. a. ACA must provide the ability to associate an incoming document as the next submittal. 4. Download the approved plans, if appropriate. The Client should consider engaging an Accela Service Implementor to conduct a gap analysis aimed at identifying changes needed on any currently configured workflows or scripts. If no such resource is available, please request assistance. *Velosimo will ensure that the Scout PDF inspector is deployed in ACA and the Accela back office to evaluate whether incoming plans can be accepted. 03.3.2021 Page 5 e-PlanSoft'M PROJECT SUMMARY This Statement of Work (SOW) sets forth the scope and definition of the consulting/professional services, work and/or project (collectively, the "Services") to be provided by e-planSoftTM ("e -Plan") to the Weld County, CO ("Client"), for a cloud hosted deployment of e-PIanREVIEW (EPR) with integration to Velosimo Connect. At the core of that plan is a detailed Project Schedule Timeline that includes the activities for the project, the resources required to perform those activities, and the schedule for completing them including critical dependencies. The Project Schedule Timeline will be provided to the Client following the project kickoff meeting. We have provided this preliminary statement of work based on current understanding of the activities necessary to produce the required deliverables; we will refine our plan with the Client to ensure activities are clearly defined, to review timeframes, and to ensure each activity reflects an appropriate level of detail. Each activity will be owned by person(s) who are responsible for ensuring it is completed successfully. The project plan will be updated regularly throughout the course of the project and communicated to all participants and stakeholders via email. It is important to identify the project's critical path after the detailed project plan has been developed and prior to the start of the project. The project's critical path is the longest sequential set of activities that must occur in order, based on identified dependencies. The combined end -to -end duration of activities represents required project duration and the project's critical path. This does not account for activities that may occur in parallel, but do not contribute to the project's critical path. The project team will schedule weekly conference calls. An updated schedule and an updated progress report that includes the following will be provided: • Activities completed within the current reporting period. • Activities planned for the next reporting period. • Updated schedule including milestones and their statuses (originally scheduled date, current target date, and the number of changes to the date). • Issues or problems requiring resolution. • The status of any changes that affect scope, cost, or schedule. Any work affecting cost will be done only with written consent from the Client. 03.3.2021 Page 6 e -f lan5oft THE E-PLANSOFT PROJECT TEAM The following e -Plan personnel will be assigned to ensure the successful completion of this project for the Client: Team Members Role Responsibilities Debra Schmitt Project Manager Responsible for overseeing the Project Timeline. Responsible for e -Plan project management activities and creating project management deliverables. Primary point of contact with the Client's Project Manager and responsible for providing status and issue reports to the Client. Jorge Raya Navarro Director Customer Support Ensures the end result of the project implementation meets Client expectations per this SOW. Amber Anderson Implementation Manager Assists with product configuration of EPR, conducts user training sessions and oversees our customer support team. Jason McDonald Velosimo Customer Success Manager Responsible for Velosimo integration between Accela and EPR including ACA and Accela script/configuration changes as defined in this SOW. Kris Trujillo Velosimo CEO Responsible for Velosimo integration between Accela and EPR including ACA and Accela script/configuration changes as defined in this SOW. THE CLIENT CORE PROJECT TEAM Dedicated involvement of the following Client personnel will ensure the successful completion of this project for the Client. Some overlap in staff responsibilities in the chart below, is understood. The core team should be comprised of subject matter experts (SME's). Role Responsibilities Project Managers Individual(s) requirements. with extensive knowledge of the Client's permit intake and assignment distribution Project Coordinators Individuals review correction assignments. who report(s) perform for permit intake, Individuals who return to the counter prepare applicant. reviews and deliverable may packages be responsible with the reviewed for distributing plan plans and Department/Group Manager(s) Individuals assignments review plans who for and manage their plan staff correction review and report(s) may staff and be responsible for return may to the be responsible for generating applicant. for deliverable distributing packages plan review with the Plan Reviewers Individuals who for return to the conduct applicant. plan review and may be responsible for generating the correction report Contributors Individuals conduct plan who will review. collaborate with the Reviewers to discuss/respond to issues, but who will not 03.3.2021 Page 7 0 e -f lanSofe PROJECT MILESTONES The milestone solution implementation has become a common practice in the industry to address critical business needs quickly and mitigate the risks associated with what has been termed "big bang" approaches that attempt to do too much too soon. The milestones included in the schedule of work, and outlined in more detail below are: 1. Contract Acceptance 2. Discovery 3. Configuration 4. Integration 5. User Training 6. User Acceptance Testing 7. Go Live — Client Signoff 03.3.2021 Page 8 0 e -f IanSofe DESCRIPTION OF THE INTEGRATION VELOSIMO WORKFLOW DIAGRAM The Client uses EPR as a tool for reviewing and marking building plans associated with permits managed within the Accela Civic Platform. The Client uses the Accela Civic Platform to manage permit and plan review related activities. Applicants applying for building permits requiring plan review interact with Client using Accela Citizen Access. The purpose of this diagram is to integrate EPR with the Accela Civic Platform as it pertains to The Client process configuration within the Accela Civic Platform. The following is a high-level diagram that describes the integration. See below for a descriptive narrative of each touchpoint in the integration. 1. Validate Plan(s) C 2. Record: Ready for EPR > Update Workflow Add Documents 5. Pass next Submittal(s) Repeat from #1 6. Approve/Issue Project > VELOSIMO Call Scout PDF inspector < > Create Project/Assignments > 3. Update Assignment Status 4. Check in 'deliverables' Version next Submittal(s) Update Project Status Integration Diagram Velosimo manages API calls between Accela and EPR 03.3.2021 i > EPR Page 9 Applicants e -f lanSoft 1. VALIDATION OF PLAN REVIEW DOCUMENTS VELOSIMO EPR Scout The Applicant starts the process by creating a new building permit application in ACA. During the building permit creation process the Applicant uploads all required plans as part of the application. At the time of upload* the system initiates the Scout PDF inspection to analyze incoming plan review documents for known issues. Scout's inspection will return a response to the Applicant, rejecting any plans that do not pass validation. Plan review documents that are validated may be uploaded to the Accela back office. The Accela system creates the building permit application and assigns the Project Intake workflow task for the new building permit application to the appropriate The Client staff. *Any plan review documents uploaded to Accela, outside of ACA, will also trigger a call to Scout PDF for validation. ACCELA INTAKE COMPLETENESS CHECK Next Intake personnel assigned the Project Intake workflow tasks will see the task in their Accela tasks list. This user completes the Intake task to confirm that all required data and documents were provided by the Applicant. Upon updating this workflow task to a Ready for Review process, the Accela system activates the Plan Review workflow tasks for the building permit and sends an EMSE workflow update event to Velosimo Connect letting the platform know a new building permit in Accela is ready for EPR. 12. UPLOAD TO EPR Velosimo Connect then calls Accela to gather the: • Permit information • Contact information • Plan Review files and Supporting Documents • Plan Review Assignments Velosimo then creates the corresponding project, contact, document, and assignment data records in EPR. From this point forward, any updates to the Accela Project record are captured by Velosimo Connect and passed to EPR so that the EPR project record is up to date. 03.3.2021 Page 10 0 e-PIanSofe PERFORMING PLAN REVIEW At this point each The Client Plan Reviewer has been assigned a workflow task for their respective review in Accela and has a corresponding assignment in EPR. From the Accela Tasks list, reviewers choose their assigned plan review which automatically opens the document in the EPR Review page on a new browser window. Providing EPR login credentials is not required. 3. COMPLETING YOUR ASSIGNMENT IN EPR In EPR, this user conducts their electronic plan review and when desired, 'completes' their assignment by choosing the appropriate Assignment Status in the Review Page. Velosimo Connect intercepts this change and passes to Accela to update the Accela workflow task for this respective task The Correction Report is then generated in EPR to capture open/unresolved comments that need to be addressed by the Applicant. 4. CHECKING IN 'DELIVERABLES' When the Client chooses to, the reviewed plans and correction report(s) are checked in to Velosimo from the EPR Deliverables page. Velosimo adds these reviewed documents to the project record in Accela, setting the appropriate virtual folders and information necessary for tracking within Accela. Note* Velosimo can be configured to automatically pull the generated correction report and marked up plan set upon a "cycle compete" status. 5. REQUESTING RESUBMITTALS FROM THE APPLICANT If all plan review tasks have been marked as 'approved', the Accela workflow will continue and no further review assignment activity will occur for this permit. If plan review assignments require corrections from the Applicant, then the and the necessary information is sent to the Applicant via Accela to upload another submittal of the plan. Once the Applicant has the next submittal ready for review the Applicant returns to Accela Citizen Access and uploads the corrected documents as a new submittal to the original plan set. At this point the flow logic described above is repeated. When Velosimo sends the next 'submittal' to EPR, all markups and comments are carried forward automatically in the Review Page and the previously created assignments are reset to a Not Started status. EPR users conduct there reviews again, marking comment records as closed. When all comments are resolved or marked as conditionally approved, the final plan set can be prepared. 03.3.2021 Page 11 e-Plan5ofe UPDATING ACA — REQUESTING NEXT SUBMITTAL Assuming corrections are required, the document record in ACA will be flagged with a 'Resubmit' status and the Applicant will be notified. Corrected plan review documents are then uploaded as the 'next submittal' and the process repeats from step 1. RETURNING THE APPROVED/FINAL PLAN SET EPR users should apply the appropriate electronic stamps via the EPR Review page for each plan review assignment before approving their assignment. The final approved plan set should be checked into Accela and placed in the Client's long-term retention location. Velosimo then adds the response documents to the record in Accela setting the appropriate virtual folders and necessary version information for tracking within Accela. At the Client's discretion, the same deliverable can be returned to the Applicant via ACA for download. 6. CLOSING THE PROJECT IN ACCELA When the Accela project record is closed, Velosimo will update the matching EPR project record accordingly. Should the project reopen for revisions after the permit has been issued, the EPR project record will reopen as well. Documents submitted for Revisions are handled in the same manner as described above. 03.3.2021 Page 12 e-PlanSoft'' PROJECT LAUNCH County Acceptance Criteria: Upon the provision of Milestone completion signoffs the Client is responsible for either accepting the milestone as complete or providing grounds for non -acceptance within 10 days of delivery. Non -correspondence will result in the de -facto acceptance of the milestone or could result in change orders due to additional project time required which is out of scope for this project. 1: CONTRACT ACCEPTANCE MILESTONE Following formal acceptance of the Contract/Purchase Order, the e -Plan project manager will schedule the Discovery/Project Kickoff meeting with the Client. OPEN FORUM PROJECT KICKOFF PRESENTATION The project kickoff presentation is a formal meeting that includes Client project stakeholders, Client executives, Client staff as well as the e -Plan Sales and project team members. During this 1.5 hour presentation, we will review the high-level project plan, discuss the short, and long-term goals and generally describe the Accela to EPR connectivity and functionality. This open forum is an excellent opportunity for the Client executives to 'rally' the staff and set expectations for the what the finished implementation will deliver. 2: DISCOVERY MILESTONE Following the project kick off presentation, the Discovery milestone is dedicated to collecting information needed for configuring the products to conduct the training and rollout of EPR with connectivity to the Accela back office. It has several steps and components: PROJECT LAUNCH MEETING In the Project Launch meeting, the e -Plan project manager and core Client personnel shall meet onsite to discuss the following. (This meeting typically takes 4-6 hours.) 1. Identify the Project Manager who has deep expertise in the Client's internal processes regarding permitting and plan review. This individual will be responsible for ensuring all deliverables are provided to the e -Plan Team on schedule, coordinating time with the Client subject matter experts as well as coordinating user training and product rollout/go live. The desired go/live date will be confirmed in the kickoff meeting. 2. During the meeting, e -Plan will require an in-depth review of the Client's current standard operating procedures (SOP) regarding how plan review projects are created in your back -office application(s). Obtaining an updated copy of these SOPs for the kick-off is recommended. 3. Confirm the internal terminology regarding project workflow status, assignment status, document cycles, etc. used in-house is identified to ensure that EPR is configured to use the same terminology. 4. Another item for discussion will be to define how and where electronic documents will be archived for long term retention. 5. Identify the Client's subject matter experts (the project team) who will participate in the integration testing, 03.3.2021 Page 13 0 e -f lanSoft' product configuration and user acceptance testing (UAT). 6. Discuss and confirm the Project Timeline schedule for each milestone and all deliverables. 7. Confirm the schedule for remote project management meetings (weekly). 8. Discuss the Discovery Deliverables (see below) that the Client will need to gather. EPR/Velosimo Responsibilities: • Provide timely and appropriate responses to Agency's request for information • Coordinate project planning activities • Complete Baseline Project Plan, Project Status Report Template, and Project Initiation Presentation deliverables with input from appropriate Agency resources Agency Responsibilities: • Identify and set expectations with key resources and subject matter experts for ongoing participation in the project • Provide timely and appropriate responses to e-PlanSoft and Velosimo requests for project planning input and meeting logistics requests • Provide meeting facilities for Project Kickoff or Virtual Kickoff and other onsite activities PROJECT TIMELINE SCHEDULE Following the kickoff meeting, the e -Plan PM will share the Project Timeline, generated in smart -sheets, with the appropriate project team members. This schedule will be relied on to confirm each milestone event, critical dependencies and to document progress, decisions, and the plan of action. A secure ShareFile site will be deployed via which the team can exchange documents. DISCOVERY OF DELIVERABLES The Client shall gather the following deliverables*, listed below, in the format desired by e-PlanSoft. This information will be used to configure EPR and Accela in preparation of integration and user acceptance testing (UAT). • List of all Accela records. As an CSV export with the four -level structure. Group>Type>Sub-Type>Category o List of all Workflow Processes associated with the list of records o List of Workflow tasks and statuses that will be used to integrate with EPR • An updated staff organizational chart for the departments/agencies involved in the project. • User names, user roles, department/agency affiliation, user email and phone number. An XLS document will be provided. • A sample representative document(s) for the Correction Report letter in Word format. • A representative sample of electronic stamps (saved in .PNG format) for use by the EPR plan reviewers. o PNG images with transparent backgrounds are recommended. • Standard Comments/Checklists in Word or Excel format to be uploaded into the EPR Standard Comment Library, via an XLS template provided by e -Plan. • A matrix that describes in any format that contains: o A list of EPR users who should automatically be added to new project 'teams' based on the type of project being reviewed. o File -naming requirements for incoming documents. A Client email account (for example: donotreply@domainname.com) that EPR can use to send automated 03.3.2021 Page 14 0 e-Plansofe emails to Client staff (email notification alerts). Requires opening firewall port 25. EPR/Velosimo Responsibilities: • Provide EPR/Accela expertise and answer any questions related to the integration • Complete EPR/Accela integration analysis Agency Responsibilities: • Provide Velosimo an Accela user and all the Accela login details • Provide Accela records o Workflow processes o Task and Status integration points • Provide all samples Correction reports • Provide all Standard Comments 3: CONFIGURATION MILESTONE Using the Configuration milestone to conduct hands-on training for the EPR Administrators has been determined to provide the method for retention. Once these tasks are complete, EPR training can begin. • Creation of User accounts. • Confirm the EPR groups (departments/agencies). • Configure the EPR application and project type lists. • Configure one Correction Report template. • Upload standard comments into the EPR Comment Library. • Configure the EPR color scheme 'branding' and login page landing image. • Upload Electronic stamps (.PNG format) and assign them to the appropriate Reviewers. • Confirm/configure the EPR permission settings. • Enter the Client email account that EPR will use to send automated emails to Client staff. For example: DoNotReply@Clientdomain.org • Create sample projects and upload sample plans for training of Client staff. Plans shall meet electronic submittal requirements. During the completion of this milestone, the Client will validate that configuration for EPR is complete. The project schedule will be updated to indicate the completion of the Configuration milestone. EPR/Velosimo Responsibilities: • Complete EPR Configuration Agency Responsibilities: • Validate EPR Configuration 03.3.2021 Page 15 0 e-Plan5ofe 4: INTEGRATION The Velosimo Connect product sits as a 'middle tier' between Accela and EPR and will be responsible for triggering, watching and intercepting calls. This Scope includes connecting a maximum of seventy (70) Accela record types and of twenty-five (25) workflows. The following process will be required to complete the integration development between Accela and Velosimo: 1. Create an Agency support channel on Slack • Invite agency to Velosimo support on its Slack channel. 2. Obtain access to or deploy a copy of the Accela sandbox for development and integration testing. 3. Perform a business analysis & requirements gathering in the Accela and ACA platforms to evaluate scripting, workflow and business processes. 4. Capture requested or out of scope functionality not included in this SOW for implementation. 5. Obtain Client sign off on the proposed integration business plan. 6. Engineer and smoke test the bi-directional integration touchpoints to EPR on the Accela development server. 7. Proceed to User Acceptance Testing (UAT) to confirm the workflow process end to end. During the Accela integration configuration phase there are time requirements by County staff or contracted staff for the success of the project. The requirements during this phase of the project are as follows: 1. Subject matter expert (SME) for the County Accela process: 40% of FTE 2. Accela technical staff: 60% of FTE These time requirements can be fulfilled by one SME or multiple different people. PROPOSED SOLUTION This section will cover all the integration connection points between Accela and Velosimo-EPR. The diagram is a high-level illustration of the five connection points in an EPR-Velosimo-Accela project life cycle. This is a mash up of screenshots form other agencies that are already live with EPR. cout Variation _ Route Record Create Assignments _ Update Workflow Task _ nerate Deliverable _ 03.3.2021 Velosimo ePlanSoft Page 16 0 e-Flan5ofe 5: USER ACCEPTANCE TESTING (UAT) In this milestone, the core project team will devote a dedicated period to test the full workflow from end to end between Accela, Velosimo and EPR. Requirements on the County for UAT testing is typically 1-2 of testing per workflow for each record type. The desired goal is to confirm that configured workflows and ESME script in Accela are working properly and that the data/documents and document versioning passed to EPR are being recorded correctly. Additionally, EPR calls to return information and documents to Accela are being properly captured. UAT TRAINING FOR INTAKE STAFF/MANAGERS/REVIEWERS Testing EPR and Accela includes the following: • Submitting the project in Accela Citizen Access • Processing incoming documents from Accela through intake to distribute plans to the appropriate staff. • Confirming the project is created in EPR with all the correct data • Confirming optical character recognition (OCR) of the sheet numbers on the incoming plans. • Performing plan review including adding comments, markups, stamps, measurements. • Completing an assignment task and confirming the corresponding Accela workflow task is updated correctly. ■ Generating a Correction Report. ■ Preparing a deliverable package for return to Accela. • Sending back the resubmit deliverable package from EPR to Accela. • Resubmitting plans in Accela Citizen Access. • Accepting and routing the next submittal to the plan reviewers. • Stamping the final approved set of plans. • Downloading the approved final set for long term retention. • Sending the Approved deliverable from EPR to Accela • Closing the project record in Accela. The Client needs to test every record and workflow process in ACA/Accela to be successful. Velosimo will provide assistance to help the Agency to see that the configuration meets definitions in all the deliverables. Velosimo will provide eighty (80) hours of during the overall project including consultation during UAT. Velosimo will assist the Agency in the testing and validation of the configuration and its readiness to be migrated to production for active use and will assist in transferring the system configuration and any required data from Dev/Test/Support to Production. The testing effort will require a significant time investment by the Agency, and coordination of resources is critical. At this point in the implementation process, the Agency can further test individual components of functionality of the configuration (i.e., functional and/or unit testing), and can also test to ensure that the interrelated parts of the Accela Automation and e-PlanSoft configuration are operating properly (i.e., integration testing). Velosimo will provide assistance to the Agency as needed by providing User Acceptance Testing (UAT) support. Velosimo will address and rectify issues discovered during the UAT process as Agency staff executes testing activities. Velosimo uses Slack for real-time customer support, some issues do not need a ticket and can be resolved in real-time using this method. Velosimo recommends that the Agency develop a test plan and scripts, as well as an issue log to track the progress of testing. During User Acceptance testing, the Agency should expect to spend 2-4 hours per person, per record for testing all the EPR/ Accela integration points and whole process in Accela For example, if an Agency has 50 records to test it will take one person anywhere from 100 hours (2%2 weeks) to 200 hours (5 weeks). If during this time the Agency does not dedicate adequate resources to user acceptance testing, Velosimo will be forced to assess the progress and potentially assign resources to other projects until testing is properly executed by the Agency. 03.3.2021 Page 17 0 e-PlanSoft' EPR/Velosimo Responsibilities: • Provide timely responses to Agency's UAT bugs and questions related to Accela/Velosimo/EPR • Fix all go -live critical bugs and log bugs not being fixed and provide a mitigation plan on when bug will be resolved Agency Responsibilities: • Identify Test cases for UAT • Perform UAT and provide signoff 6: USER TRAINING e-PlanSoft will provide comprehensive training for EPR users per the schedule below. These sessions will occur onsite in the mornings and afternoons, over a two-day period. Training is offered as follows: Course Description Velosimo training for Administrators: Monitoring the Velosimo dashboard API events. Intended Audience EPR and Accela Administrators Session(s) Duration 1 1 hour EPR training for Administrators: User accounts, permissions, configuration. EPR and Accela Administrators 1 2 hours EPR training for Intake and Deliverables: Scout inspection and OCR. Preparing Correction reports and project deliverables. Permit Intake staff, Group managers, Permit QA Supervisors 1 3 hours EPR training for Reviewers: Performing plan review. Plan review using paper -based plans. Preparing Correction reports and project deliverables. Reviewers, Group managers, Permit QA Supervisors. 2 3 hours *Additional training is available per the rate indicated on your Purchase Order/Sales Order. The Client will be requested to sign off on UAT when this milestone completes. TRAINING MATERIALS EPR online help can be accessed from within the products by selecting the help icon. Several training videos for users of the EPR Review page are available. 03.3.2021 Page 18 0 e-FIanSofe TRAINING ENVIRONMENT To facilitate the best possible experience, user training should be held in a classroom environment that provides: 1. Workstations/laptop for your staff running the latest version of Chrome. a. 27 -inch monitors. 2. A large screen TV/projector. 3. A speaker phone. 4. A maximum class size of 15 users is recommended to complete the training in the time allotted. 7: GO -LIVE This completes the implementation of the project. All milestone deliverables are complete. SOFT LAUNCH FOR TARGETED CLIENTS We recommend a soft launch approach as the Client rolls out to a targeted number of your constituents who have attended the ACA training session. This will provide some time for everyone to settle in and get comfortable with the process changes, after which the Client can expand the offering on more clients in a managed schedule. COMMUNICATION Schedule communication event Client wide re: electronic plan review acceptance. Announce a Go -Live date and update the Client website. Conduct Workshop events for training constituents on using ACA. It has been our experience that Applicants struggle with uploading documents as the 'next submittal'. This is a critical function that can be resolved in Accela back office by your staff, but ongoing training for Applicants will be the most effective means of reducing this from occurring. 03.3.2021 Page 19 0 e -f IanSofe KEY ASSUMPTIONS • The Client shall make available access to Client's deployment of Accela Civic Platform and Accela Citizen Access Portal with the ability to add and make key changes. • The Client shall provide the required documentation for configuring the product as specified in this SOW. ■ The e -Plan Project Manager and Client POC will schedule weekly conference calls throughout the life cycle of this project. • The Client commits the necessary staff and dedicated resources be available for the agreed upon project schedule Timeline. Delays to the project caused by staff unavailability will negatively impact the project schedule. PLAN REVIEW WORKSTATIONS EPR is supported on the Chrome and EDGE browsers although Chrome is the preferred browser. EPR requires popups to be enabled for the specific domain to which EPR is deployed. (Any Client policy to disable browser popups must be allowed for your EPR URL.) We recommend that Adobe Reader be installed on workstations. EPR Reviewers should have at minimum, two 27"+ inch monitors running in high definition (1920x1080p). A graphics card capable of supporting two 27 -inch+ monitors is recommended. PERMIT INTAKE WORKSTATIONS EPR is supported on the Chrome and EDGE browsers although Chrome is the preferred browser. EPR requires popups to be enabled for the specific domain to which EPR is deployed. (Any Client policy to disable browser popups must be allowed for your EPR URL.) We recommend that Adobe Pro be installed on the Permit Intake workstations. 03.3.2021 Page 20 0 e-PlanSoft" PROJECT CHANGE MANAGEMENT The purpose of Project Change Management is to define the process that will be utilized by the project to manage and account for changes to project scope, cost, and schedule. All project tasks must be approached with an understanding of the project scope and critically examined within the context of project scope, cost, and schedule management. The purpose of Project Change Management is not to eliminate change, but rather to define a process allowing the proposed changes to be properly identified, evaluated, and escalated as necessary. The Change Order Process is defined anything that changes the Statement of Work, duration of the project or contract values. The Change Order Processes will follow the steps outlined below. A Change Order Request Form must be completed for all changes requested by either e-PlanSoft or the Client that further clarify impact or deviate from the approved SOW or MSA. The e-PlanSoft Project Manager will be responsible for managing all Change Order requests submitted on the project in accordance with the following process: ■ All requests must be submitted in writing to the e-PlanSoft Project Manager either by e-mail or hard copy to be recognized as a formal request. Verbal requests or voice mails will not be considered formal change order requests. The Change Order Request Form, shown in an Appendix of this SOW, should be used to document in detail the change and provide justification for why it is needed. The initial submission must also document the estimated work effort and cost specifically for investigating what it would take to implement the change if approved. Based on the impact analysis and the estimated work effort and cost, representatives from both e-PlanSoft and the Client will jointly determine whether to proceed with the investigation. If the investigation is rejected, then the Change Order request is considered rejected and no further action is required. If it is accepted, then the requester (or its assignees) will then determine the impact of implementing the change on the project. The Client is responsible for completing any additional paperwork required as a result of this change (i.e. internal contract change documents). ■ In investigating the impact of the Change Order on the project, the requester (or its assignees) will determine the impact and change on the cost, schedule, and manpower originally estimated for the project. The requester will also determine the impact on the SOW and any revisions to the language that may be required, as well as the estimated work effort and cost to implement the Change Order. Once the investigation has been completed, the requester will complete the Change Order Request Form with the information gathered in this step and resubmit it to the project manager for coordinating the review and approval. ■ Based on the estimated work effort and cost, representatives from both e-PlanSoft and the Client will jointly determine whether to proceed with implementing the Change Order. If the implementation is rejected, then the Change Order request is considered rejected, and no further action is required. If the Change Order is accepted, the Change Order request is considered approved. Once all appropriate signatures have been obtained for the Change Order, the approved Change Order will become part of the overall agreement and an amendment to the SOW. The amended SOW will become the new baseline document upon which any new changes will be based. ■ Hourly rates defined in your Purchase Order/Sales Order will apply. 03.3.2021 Page 21 0 e-1'lan5oft`' Aire-PlanSoff CHANGE ORDER FORM Proposed Change(s) AND Reason/Justification for Change (Indicate Urgency Level) Urgency Level: High Medium Low Project Name and Control NUMBER: Requestor: Organization: Date of Request: Description of Change Impact of Change(s): Impact on Resources: Impact on Schedule: Impact on Requirements: 03.3.2021 Page 22 0 e -f IanSofe Impact on Cost: Assumptions/ Risks Alternat►ves to Proposed Change(s) (if any) SUMMARY of Total Impact of Change Resources: Schedule: Requirements: Cost: 03.3.2021 Page 23 0 e -f lanSofe ACCEPTANCE Please indicate the Client contact responsible for authorizing this SOW: Name: Title: Signature: Phone Number(s): Email: 03.3.2021 Page 24 0 e-PlanSoft`M PROJECT PRICING ePLANREVIEW QUOTE QUANTITY UNIT(') DESCRIPTION COST EXTENDED COST 30 License ePIanREVIEW - License Subscription Fee 30 License Discount Preferred Accela Client - Subscription Fee 1 IPAAS Managed Integration Services $ 2,000.00 $ (1,000.00) $ 6,000.00 $ 60,000.00 $ (30,000.00) $ 6,000.00 Subscription Fee Sub -total $ 36,000.00 Professional Services 36 Hours Project Management $ 200.00 $ 7,200.00 40 Hours EPR Deployment, Setup and Configuration $ 200.00 $ 8,000.00 Accela Integration Configuration 216 Hours Vendor Scripting for 25 Workflows & 70 Permit Types $ 200.00 $ 43,200.00 9 Hours Virtual User & Admin Training $ 200.00 $ 1,800.00 8 Hours Virtual GoLive Support $ 200.00 $ 1,600.00 Discount Professional Services $ (1,395.00) Implementation Sub -total $ 60,405.00 Subscription and lmplementaion Fee Total $ 96,405.00 2nd Year Subscription ePIanREVIEW - Accela Preferred Client Discounted Subscription 30 License Fee 1 IPAAS Managed Integration Services $ 1,050.00 $ 6,300.00 2nd Year Subscription $ 31,500.00 $ 6,300.00 $ 37,800.00 This Quote is governed by the e-PlanSoft Master Licensing Agreement. 'Subscription License fees are charged annually and include cloud hosting, feature releases, product updates, user documentation, telephone, email, and online support. *20% of total services fees due at signing 'Subscription License Fees are subject to an annual adjustment of 5%. 'Subscription fees and escalation rate can be adjusted based on multiyear term agreements and or pre -paid annual fees. 'Subscription fees are due at time of signing. "'This Quote is valid for 6 months per the RFP "` Not valid in lieu of a request for proposal or request of information 03.3.2021 Page 25 0 e-PlanSoft M PAYMENT SCHEDULE Payment Milestone Schedule Weld County, CO Contract Signed e-PIanREVIEW - Subscription Fee (DISCOUNT) Preferred Accela Client - Subscription Fee Managed Integration Services Total Year 1 Subscription Fee (Due at Signing) Professional Services - Milestones Contract Acceptance (Due at Signing) Discovery Milestone Configuration Milestone Integration Design and Development Milestone UAT Milestone User Training Milestone Go Live - Client Signoff 100% 20% 10% 10% 30% 10% 10% 10% Total Professional Services Fee $60,000.00 ($30,000.00) $6,000.00 $36,000.00 $12,081.00 $6,040.50 $6,040.50 $18,121.50 $6,040.50 $6,040.50 $6,040.50 $60,405.00 Total Year 1 Project Fee $96,405.00 *e-PIanREVIEW License Due on date of contract execution. *Professional services invoiced upon milestone completion. *Yearly Subscription Fees due on anniversary of contract signing. *Travel expenses billed at cost 03.3.2021 Page 26 0e-PlanSoft This Order Form incorporates and is subject to the terms and conditions of the Master Licensing Agreement. Service details are set forth in Exhibit A, Scope of Service. Primary Customer Contact: Bill To: Skyler Whitmore Name: Weld County Government Address: 1401 N. 17th Avenue Greeley, CO 80631 Contact: Skyler Whitmore Email: swhitmorelaweldgov.com Phone: 970-400-2557 Subscription Software as a Service: ePIanREVIEW — 30 users Accela Integration for 30 users Services: 24 hours Order Form Effective Date: Date of Signature 2021 Term: The term is one year following the Order Form Effective Date. Thereafter, the term of this Order Form automatically renews for successive one year periods, each commencing with an anniversary of the Order Form Effective Date ("Renewal Periods"), unless either party notifies the other of its intent not to renew at least 90 days prior to the start of any Renewal Period. Payment Terms: Due upon execution of this Order Form. Purchase Order Information: Is a Purchase Order (PO) required for the purchase or payment of the Products and Services listed on this order form? (Customer to complete) [ J No [ J Yes — Please complete below PO Number: PO Amount: FEE SCHEDULE: See quote Annual License Fee $ 36,000.00 Payment is due in full upon execution of this Order Form. Project Management, Implementation and Training Services $60,405.00 1 Rev: 12/1/2020 tile-PIanSoft° e-PlanSoft e-PianSoft 220 Technology, Suite 110 Irvine, CA 92618 877.654.3752 Fax: 949.860.4810 esther@eplansoft.com ePLANREVIEW QUOTE Date: February 17, 2021 Prepared by: Esther Byrd For: Skyler Whitmore Director of Project Management and Business Process Analysis Weld County Government 1401 N. 17th Avenue Greeley, CO 80631 NTITY. UNITS; DESCRIPTION COSI EXTENDED COST 30 License ePlanREVIEW - License Subscription Fee 30 License Discount Preferred Accela Client- Subscription Fee 1 IPAAS Managed Integration Services $ 2,000.00 $ (1,000.00) $ 6,000.00 $ 60,000.00 $ (30,000.00) $ 6,000.00 Subscription Fee Sub -total $ 36,000.00 Professional Services 36 Hours Project Management $ 200.00 40 Hours EPR Deployment, Setup and Configuration $ 200.00 Accela Integration Configuration 216 Hours Vendor Scripting for 25 Workflows & 70 Permit Types $ 200.00 9 Hours Virtual User & Admin Training $ 200.00 8 Hours Virtual GoLive Support $ 200.00 Discount Professional Services Implementation Sub -total Subscription and Implementalon Fee Total $ 7,200.00 $ 8,000.00 $ 43,200.00 $ 1,800.00 $ 1,600.00 $ (1,395.00) $ 60,405.00 $ 96,405.00 2nd Year sabscr:ption ePlanREVlEW -Accela Preferred Client Discounted Subscription 30 License Fee 1 IPAAS Managed Integration Services $ 1,050.00 $ 6,300.00 $ 31,500.00 $ 6,300.00 2nd Year Subscription $ 37,800.00 This Quote is governed by the e-PlanSoft Master Licensing Agreement. *Subscription License fees are charged annually and include cloud hosting, feature releases, product updates, user documentation, telephone, email, and online support. `20% of total services fees due at signing 'Subscription License Fees are subject to an annual adjustment of 5%. *Subscription fees and escalation rate can be adjusted based on multiyear term agreements and or pre -paid annual fees. *Subscription fees are due at time of signing. '"This Quote is valid for 6 months per the RFP •' ` Not valid In lieu of a request for proposal or request of information 2 Rev: 12/1/2020 �e fla i5oft ACCEPTED AND AGREED: Weld County, CO e-PlanSoft By: �— B �� Name: Kalib Drake Title: Vice President of Sales & Marketing Date: March 10, 2021 Name: Steve Moreno Title: BOCC Chair Date: MAR 1 7 2021 WELD COUNTY: ATTEST: BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO 7 Steve Moreno, Chair MAR 1 7 2021 Rev: 12/1/2020 �-F'!ariSoft.M Exhibit A — Scope of Service As part of the software subscriptions identified on the attached Sales Order Form, e -Plan, Inc. ("Licensor") will provide ongoing maintenance and technical support. In addition, Licensor may provide Licensee with implementation, training, or other professional services. This Exhibit A describes the scope of Licensor's support services, and all other services included in the Sales Order Form, and supersedes any conflicting terms or conditions pertaining to the nature and extent of such services. 1.0. Scope of Professional Services 1.1. Not applicable. No optional professional services have been included under the attached Sales Order Form. 2.0. Scope of Technical Support; Service Level Agreement. Licensor will provide all maintenance and technical support for the EPR. Licensor's Service Level Agreement ("SLA") is attached hereto as Exhibit B and sets forth Licensor's obligations in this regard. In addition, Licensor will provide Licensee with online help documentation and other online resources to assist Licensee in its use of the Service. 3.0. Scope Clarifications 3.1. Training. Licensee shall ensure that one or more designated Users have been trained and or certified in the use of Service. Such training should be provided by either Licensor or Licensor - certified trainers. If Licensee uses the service without at least one properly trained User, Licensor reserves the right to withhold any technical support services. The intent of this provision is to ensure that Licensor is not required to provide excessive levels of support service due to Licensee's lack of training. 3.2. Licensor's Warranty of Functionality. Licensor warrants that: (i) the EPR will achieve in all material respects the functionality described in Licensor's online user guides applicable to the EPR procured by Licensee, and (ii) such functionality of the EPR will not be materially decreased during the then -current subscription term. Licensee's sole and exclusive remedy for Licensor's breach of this warranty will be to require that Licensor use commercially reasonable efforts to modify the Service to achieve in all material respects the functionality described in the user guides. Licensor will have no obligation with respect to a warranty claim unless notified of such claim within sixty (60) days of the first instance of any material functionality problem, and such notice must be sent to billing@eplansoft.com. The warranties set forth in this section are made to and for the benefit of Licensee only. Such warranties will only apply if the applicable EPR has been utilized in accordance with the user guides, the MLA, and applicable law. 3.2.1. Disclaimer of Warranties. Except as stated above, Licensor makes no other warranties, express or implied, about the EPR or any service provided by Licensor under the attached Sales Order Form, including without limitation any warranty of merchantability, fitness for a particular purpose, or non -infringement of third -party rights. 3.3. Fees and Payment. Licensor's maintenance and support services are conditioned on Licensor's timely receipt of all subscription fees owed. Payment obligations are non -cancelable and fees paid are non-refundable. The number of authorized Users cannot be decreased during the 4 Rev: 12/1/2020 �-FLrisoft'" relevant term stated in the Sales Order Form. Payment of invoices is due within thirty (30) days of receipt. 3.3.1. Taxes. Unless otherwise stated, Licensor fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value- added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, "Taxes"). Licensee is responsible for paying all Taxes associated with the use of Service. If Licensor has the legal obligation to pay or collect Taxes for which Licensee is responsible as a result of using Service, the appropriate amount will be invoiced to and paid by Licensee, unless Licensee provides Licensor with a valid tax exemption certificate authorized by the appropriate taxing authority. 4.0. Other Terms of Service 4.1. Waiver of Consequential Damages. Neither party shall be liable for consequential damages, such as lost profits or damages arising from the delay of a plan -review project, on any claim alleging or related to a breach of the MLA and/or a Sales Order Form, regardless of the particular legal theories or causes of action. This waiver of consequential damages shall not apply, however, to any claim brought by Licensor against Licensee based on Licensee's unauthorized duplication, distribution, or other misappropriation of Licensor's intellectual property. 4.2. Limitation of Liability. Except for Licensor's indemnity obligations set forth in the MLA, Licensor's total aggregate liability arising out of or connected with this Agreement, whether based upon breach of contract, warranty, negligence, misrepresentation or any other cause of action or theory of liability, and to the maximum extent permitted by applicable laws, shall in no case exceed the amount of subscription fees received by Licensor in the twelve (12) months immediately preceding the event from which the liability arises. 5 Rev: 12/1/2020 �e-r1ari5oftM EXHIBIT B: SOFTWARE AS A SERVICE (SaaS) SERVICE LEVEL AGREEMENT e-PlanSoft'' ("The Company") agrees to provide 99.5% uptime with respect to the Client's Hosted Service during each calendar quarter for the term of service excluding regularly scheduled maintenance times for e-PIanREVIEW® (EPR) and goPost" Public Portal. Scheduled and Unscheduled Maintenance Regularly scheduled maintenance time does not count as downtime. Maintenance time is regularly scheduled if it is communicated in accordance with the notice section set forth below at least four (4) business days in advance. Regularly scheduled maintenance time will occur on the weekends (Sunday 6pm-midnight) or off hours on weekdays (Monday - Friday, midnight-5am). The Company hereby provides advanced Notice for routine scheduled maintenance as needed. The Company in its sole discretion may take the Service down for unscheduled maintenance and in that event will attempt to notify Client in advance in accordance with the Notice section set forth below. Such unscheduled maintenance will be counted against the uptime guarantee. Updates/Notice This Service Level Agreement may be amended by The Company, in its discretion, but only after providing thirty (30) day notice. Notices will be sufficient if provided to a user designated as an administrator of your account either: (a) as a note on the screen presented immediately after completion of the log in authentication credentials at the login screen, or (b) by email to the registered email address provided for the administrator(s) for Client's account. This Service Level Agreement cannot be amended or modified without a written signature on paper by both parties agreeing to the change. Notices will be sent by Certified mail, Return Receipt Requested, postage prepaid and will be deemed received three (3) days after the date of deposit in the US mail. Exclusion of Sandbox and Beta Accounts Product sandbox, beta, pilot and debugger and other test environments are expressly excluded from this or any other service level commitment. Support Hours Client support is available Monday -Friday's from Gam -6pm Pacific, excluding the following holidays: New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Day After, Christmas Day through New Year's Day. Live -Production Incident Handling —Standard Support The following incident handling and time frames are applicable to live -production environments only. Client will designate personnel who will interface with The Company's Client Support Department. 1. Online Self Support: The Company will provide to Client at no expense an online Knowledge Base and Online Self Support Site where Client may research issues and questions, report maintenance incidents and receive information regarding new releases and patches. 2. Incident Handling: The Company will provide an incident handling mechanism for Client maintenance requests. The incident handling process will include the following: a. Access to the e-PlanSoft online ticketing system. b. All support tickets and bug reports will be recorded in the ticketing system. c. The Company will only respond to incidents reported via the online ticketingsystem. d. Client will receive an e-mail with the assigned ticket number. e. Priority and Severity will be determined by the problem based upon the definitions below. 3. Ticket Handling: Ticket Handling defines the priority assigned to a specific support request which therefore sets the order, timing, and level of effort in resolving a case: 6 Rev: 12/1/2020 TM e-PlanSof-r Level 1- Critical Issue occurring on production system preventing business operations. Users are prevented from working with no reasonable workaround. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 60 minutes, Upon confirmation of receipt, The Company begins continuous work on the problem and will put forth the effort to provide a workaround, fix, or estimated completion date within 72 hours after the problem has been diagnosed and/or replicated or provided there is an client representative available to assist with issue diagnosis and testing during the resolution process. Level 2 - High Issue occurring on production system, impacting business but not preventing business operations. Users are impacted, but able to proceed with a reasonable workaround. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 24 hours. Upon confirmation of receipt, The Company will put forth the best effort to provide a workaround or fix or estimated completion date within 14 business days after the problem has been diagnosed and/or replicated. Level 3 - Medium Issue causing a partial or non- critical loss of functionality or inconvenience on production system. Users are able to proceed with a reasonable workaround. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket systemevery 3 business days. Upon confirmation of receipt, The Company will put forth the best effort to provide a workaround or fix or estimated completion date within 21 business days after the problem has been diagnosed and/or replicated. Level 4 - Low Issue occurring on non- production system; also, a question, comment, feature request, documentation issue or other non -impacting issue. The Company will respond with confirmation of receipt of incident. Follow-up will be provided via the ticket system every 5 business days. Resolution for the issue may be released as a patch set or be incorporated into a future release of the product. 2416515 Rev: 12/1/2020 Contract Form Entity Information Entity Name* E-PLANSOFT New Contract Request Entity ID* g00043443 3 Contract Name* E-PLANSOFT PLAN REVIEW MASTER LICENSING AGREEMENT & SOW Contract Status CTB REVIEW ❑ New Entity? Contract ID 4555 Contract Lead* NWONDER Contract Lead Email nwonder@co.weld.co.us Parent Contract ID Requires Board Approval YES Department Project WELD -1134 Contract Description* EPLANSOFT DEVELOPS CLOUD BASED ELECTRONIC PLAN REVIEW SOFTWARE WHICH INTEGRATES INTO LAND USE SOFTWARE, ACCELA. AGREEMENT IS TO PURCHASE ANNUAL SUBSCRIPTION LICENSES AND IMPLEMENT, TOTAL FIRST YEAR $96,405.00 Contract Description 2 LICENSING $36,000; PROF SERVICES $60,405 IT CONTACT: MARY TRUSLOW Contract Type * AGREEMENT Amount* $96,405.00 Renewable* YES Automatic Renewal NO Grant IGA Department INFORMATION TECHNOLOGY-GIS Department Email CM - I nformationTech nol ogyGI S@ weldgov.corn Department Head Email CM- InformationTechnologyGlS- DeptHeadnreldgov.com County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COU NTYATTORN EY:f WELDG OV.COM Requested BOCC Agenda Date* 0317b2021 7, 2021 Due Date 03,13`2021 Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? NO If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date 03/17'2021 Termination Notice Period Contact Information Contact Info Contact Name Contact Type ESTHER BYRD Purchasing Purchasing Approver CONSENT Approval Process Department Head RYAN ROSE DH Approved Date 03+ 12,x`2021 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 03/17J2021 Originator NWONDER PRIMARY Review Date* 12;01;2021 Committed Delivery Date Contact Email ESTHERJ,EPLANSOFT.COM Finance Approver CONSENT Renewal Date* 03/1712022 Expiration Date Contact Phone 2 949.544.2_542 Purchasing Approved Date 03 12;2021 Finance Approved Date 03%1212021 Tyler Ref AG 031721 Legal Counsel CONSENT Legal Counsel Approved Date 03,'12,2021 MEMORANDUM TO: Esther Gesick, Clerk to the Board February 3, 2021 FROM: Ryan Rose, Chief Information Officer SUBJECT: B2000131, Software to Track Red Lining of Documents in Accela BOCC Approval Date: February 17, 2021 Proposals were received and opened on October 9, 2020 for Software to Track Red Lining of Documents in Accela (WELD -1134 Tracking Red Lining process work in Accela). Three proposals were received ranging from $47,031.00 to $174,537.50. The bid tabulation presented on February 3rd, had the highest bid at $174,537.00 but the correct price is $174,537.50. Attached is the updated bid tabulation for your information. The software solution is to assist in containing and tracking "red lining" within our existing Accela environment. Red lining can be described as making corrections and comments on maps, plats or other documents by Weld County staff, to be sent to applicants and their representatives including surveyors and engineers for revision. The Information Technology, Planning, Public Works, Environmental Health and Oil and Gas Energy Departments staff reviewed all proposals and the scoring of the RFP responses is attached. ePlanSoft of Irvine, CA scored the highest and best meets our business needs compared to the other solutions proposed. Their cost of $96,405.00 will be for the initial cost of the software licenses, first year of support, and required professional services. With the above information, I recommend the BOCC award the Software to Track Red Lining of Documents in Accela to ePlanSoft for a total amount of $96,405.00. aokt num �, _ W\O DATE OF BID: REQUEST FOR: DEPARTMENT: BID NO: PROJECT NAME: PRESENT DATE: APPROVAL DATE: WELD COUNTY Dept. of Information Technology PO Box 758 / 1401 North 17th Avenue, Greeley CO 80632 E-mail: swhitmoreCa�weldgov.com Phone: (970) 400-2557 Fax: (970) 304-6572 October 9, 2020 Software to Track Red Lining of Documents in Accela INFORMATION TECHNOLOGY / PLANNING / PW/ EH / OGED #B2000131 WELD -1134 Tracking Red Lining Process Work in Accela 2/3/2021 (updated 2/10/2021) 2/17/2021 Vendor Name Product Total Bid Amount Address Incline TruePoint 774 Mays Village, Solutions Blvd NV 89451 DigEPlan $47,031.00 Irvine, ePlanSoft 2220 CA 82628 Dr Ste #110 ePlanReview $96,405.00 Technology Avolve 4835 Scottsdale, East Cactus AZ 85254 Rd Ste #420 Project Dox $174,537.00 $174,537.50 *Price in red has been updated from $174,537.00 (incorrect) to $174,537.50 (correct). ** Bids are being reviewed at this time by dept.** RFP #B2000131 Software to Track Red Lining of Documents in Accela Year 1 Cost of Proposed Solution $174,537.50 $96,405.00 $47,031.00 . Annual Maintenance/Subscription Cost $70,200.00 $37,800.00 $29,293.00 RFP Evaluation Scores lill i Qualifications: Industry Support: System Cost: Initial Financial References Technical Work Maintenance Plan Capabilities Cost Viability Experience Support (submitted Cost & Strategy hours/staff with RFP) 10 20 40 30 8.0 6.0 6.0 13.6 14.4 10.4 38.2 36.4 33.8 6.0 21.0 30.0 RFP Total 100 65.8 77.8 80.2 On -site Demo Evaluation Criteria -..:.: _. Demo Total 100% 89.5 87.8 81.4 RFP + Demo Total 155.3 165.5 161.6 WELD COUNTY Dept. of Information Technology PO Box 758 / 1401 North 17th Avenue, Greeley CO 80632 E-mail: swhitmore[a�weldgov.com Phone: (970) 400-2557 Fax: (970) 304-6572 DATE OF BID: October 9, 2020 REQUEST FOR: Software to Track Red Lining of Documents in Accela DEPARTMENT: INFORMATION TECHNOLOGY / PLANNING / PW / EH / OGED BID NO: #B2000131 PROJECT NAME: WELD -1134 Tracking Red Lining Process Work in Accela PRESENT DATE: 2/3/2021 APPROVAL DATE: 2/17/2021 Vendor Name Product Total Bid Amount Address TruePoint Solutions 774 Mays Blvd Incline Village, NV 89451 DigEPlan $47,031.00 ePlanSoft 2220 Technology Dr Ste #110 Irvine, CA 82628 ePlanReview $96,405.00 Avolve 4835 East Cactus Rd Ste #420 Scottsdale, AZ 85254 Project Dox $174,537.00 ** Bids are being reviewed at this time by dept.** 2021-0364 --r of O Hello