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HomeMy WebLinkAbout2021-250-E-IT-Starpoint, Inc-PaperVision Enterprise server move DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 [Departmental Use Only] TITLE PaperVision EntSry move FY 21 ORANGE COUNTY CONTRACT UNDER$5,000.00 NORTH CAROLINA THIS AGREEMENT, is between Orange County, North Carolina, a body politic organized under the laws of the State of North Carolina, (the "County"), and Starpoint, Inc (the "Provider"). WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the services set out below to the County in accordance with the terms of this Agreement,time being of the essence. The services or materials or construction (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: PaperVision Enterprise Server Move The term of this agreement rendered shall be from 10 May 2021 to 10 November 2021. Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner to the satisfaction of the County. Provider shall be responsible for all errors or omissions, in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. Provider agrees that Provider shall not sub-contract any of the services to be provided in this Agreement, nor shall Provider assign any right or responsibility granted or required by this Agreement,without the prior written approval of the County. SPECIFIC TERMS 1. Payment: The County agrees to pay at the rates specified for Services satisfactorily (as determined by the County) performed in accord with this Agreement. The amount to be paid by the County shall not exceed four-thousand-nine-hundred and 00/100, ($4,900.00). Payment shall be made within thirty (30) days of an invoice properly submitted to County. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 2. Non—waiver: Failure by County at any time to require the performance by Provider of any of the provisions hereof shall in no way waive or affect the County's right hereunder to enforce the same, nor shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non-Waiver Clause. 3. Independent Contractor: The Provider shall operate as an independent contractor, and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax, unemployment or workers' compensation purposes. The Provider understands that neither federal, nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. 4. Insurance: Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by County's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at Revised 07/20 1 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 http://www.orangecountync.gov/departments/purchasing division/contracts.php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 5. Indemni : To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider in carrying out Provider's duties and obligations related to the Services to be provided in this Agreement. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 6. Termination: This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider. County may suspend this Agreement upon reasonable notice to Provider. 7. Entire Agreement and Signatures: The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced by telefacsimile signature. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the parties to comply with Article I IA and Article 40 of North Carolina General Statute Chapter 66. 8. Governing Law and Priority: Both parties agree this Agreement is governed by the laws of the State of North Carolina and Orange County. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.oran eg cough og v/departments/purchasing_division/contracts.php.). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. By executing this Agreement Provider affirms Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement, the terms herein shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. 9. Dispute Resolution: Neither party may initiate binding arbitration. Any disputes shall be resolved by nonbinding mediation. If such mediation fails either party may initiate litigation to resolve the dispute. Should either party initiate litigation to settle any dispute involving the terms of this Agreement such litigation shall be initiated in the General Court of Justice of North Carolina seated in Orange County, North Carolina. Regardless of the outcome of said litigation each party is responsible for its own costs and fees, including attorneys' fees. Revised 07/20 2 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 10. Non Appropriation: Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. IN WITNESS WHEREOF,this Agreement is effective upon its execution by Orange County and the Provider. ORAN .CQU 'Y PROVI ocuSigned by: By. �lWl 4 /13/2021 By. v""-_I fVjVk�q12/2021 Depa men erector Title: 200 S. Cameron St. Clay Brinkley P.O. Box 8181 1311 North 2"d Ave Hillsborough,NC 27278 Siler City,NC 27344 Revised 07/20 3 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 ORANGE COUNTY—DEPARTMENT USE ONLY Party/Vendor Name: Starpoint, Inc Party/Vendor Contact Person: Clay Brinkley Contact Phone: 919.942.6666 Party/Vendor Address: P1311 North 2' Ave City Siler Ci State: NC Zip: 27344 Department: IT Amount: 4 900.00 Purpose:PaperVision Enterprise Server Move Budget Code(s): 10315020-630000 Vendor#61333 (N/A if new vendor) Vendor is a BOCC consultant? Yes ❑ No® Contract Type: (Check one) New ® Renewal ❑ Amendment ❑ Effective Date IOMU2021 Approved by Board Yes❑No® Agenda Date: This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execs ement: 21A Nb7 5/12/2021 Department Director's Signature Date: Agreements for emergency services or repair are not subject to the above affirmation. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: N/A Information Technologies (Applicable only to hardware/software purchases or related services)This agreement has been reviewed and is approved as to information technology content a PWirj6VAigns: �ltM m 5/12/2021 Office of the Chief Information Officer ,RA91E Date: Risk Management This agreement is approved for sufficiency of insuraFauso, mauslWid b specifications,and requirements: Office of the Risk Management Officer C,b�b�sso Date: 5/13/2021 Financial Services This instrument has been pre-audited in the man di.the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer �g Date:5/13/2021 tD&E�1&'FkEE4d09... Legal Services This agreement is approved as to legal form and su CL�Sigued by: cuMt.S �V'�A.In, Office of the County Attorney 32saeaas �ass... Date: 5/13/2021 Clerk to the Board Received for record retention: All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board Date: Revised 07/20 4 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 Attachment A TECHNICAL SERVICES AGREEMENT THISTECHNICAL SERVICES AGREEMENT("Agreement")dated March 30 2021,is between ORANGE COUNTY("Customer")and STARPOINT GLOBAL SERVICES.("Starpoint"). FOR VALUE RECEIVED,the parties agree as follows: 1. Services. Starpoint agrees to provide the following services to Customer("Services"): PaperVision Enterprise Server Move for Orange County-455. The deliverables,scope of work,specifications, feesibudget,timetable and other agreements related to the performance of the Services shall be as set forth on the Statement of Work attached to this Agreement as Exhibit A("Statement of Work"). 2. General Terms and Conditions. a. Fees and Expenses. i. Fees. Customer agrees to timely pay Starpoint for the Services in accordance with the fee and payment schedule(including milestone payments)set forth in the Statement of Work. If the Services or Statement of Work is materially changed,Starpoint reserves the right to renegotiate the feesibudget for the Services. If completion of the Services is delayed for any reason,such delay shall not excuse Customer's obligation to pay for the Services. ii. Out-of-Pocket Expenses. Starpoint shall be reimbursed for all of its reasonable out-of-pocket expenses,including,but not limited to,travel related expenses,hotel expenses and meal expenses. iii. Invoices. Starpoint will invoice Customer monthly for Services rendered during the preceding monthly period as provided by the Statement of Work or upon completion of the Services(as determined by Starpoint,if not otherwise covered by the Statement of Work). Customer shall pay the invoices within thirty(30)days following receipt. All amounts not paid within ten(10)days following their due date shall bear interest at the rate of one and one-half percent(1.5%)per month from the date due until paid. Customer shall pay all costs of collection,including reasonable attorneys' fees,court or arbitration costs and expenses,in the event any invoice requires collection efforts. iv. Early Termination. In the event of the termination of this Agreement by Customer without cause prior to Starpoint being able to fully perform the required Services, Starpoint shall be entitled to full payment of its fees for the Services as set forth in the Statement of Work,unless Starpoint(in its sole and absolute discretion)shall otherwise agree in writing. b. Obligations of Customer. i. Support and Cooperation. Customer agrees to make available to Starpoint,upon reasonable notice,Customer's computer programs,data and documentation and its personnel(or outside consultants)reasonably required by Starpoint to complete the Services. ii. Customer System Backup Customer shall be solely responsible for backing up Customer's computer system("Customer System")and any and all data and other information installed on or contained in such system. Starpoint shall have no responsibility for loss of Customer information or data or loss of business. iii. Access. Customer shall make the Customer System available for access (including remote and on-site)by Starpoint as required or requested by Starpoint in order to provide the Services. 1 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 iv. Data Privacy. Customer shall be solely responsible for compliance with all foreign,federal,state or local laws,ordinances,rulings,directives,regulations,or other governmental pronouncements that pertain to the confidentiality of personal data or information(however defined)of any individual(collectively,"Privacy Laws"). If the Services shall pertain to or involve(directly or indirectly)any such data or information,Customer shall identify and disclose to Starpoint the existence of such data or information (without disclosing any specific individual's data/information)and the nature of any and all legal requirements applicable to such data/information. Customer shall not disclose any such data/information to Starpoint in violation or breach of any applicable Privacy Laws nor shall Starpoint have any liability or obligation to any person for any such breach. Customer hereby agrees to defend,indemnify and hold Starpoint harmless from any liability,damages, obligation,loss,cost or expense(including attorneys' fees and costs)that Starpoint may suffer or incur with respect to any third-party claim related to such breach or violation or enforcement of this indemnification provision. V. On-Site Space. Customer shall provide on-site space and Customer personnel cooperation necessary for the Services,together with appropriate utilities(heat,light,power and air conditioning) for operation of the Customer System(if applicable),and site access during Customer's normal working hours. vi. Existing Customer Files. Except as expressly set forth in the Statement of Work,Customer shall be solely responsible for converting all electronic files to a format or media that is compatible with or required for any Services deliverable,including if such conversion requires the manual re-entry of the files. Customer acknowledges and agrees that the quality of any conversion services performed by Starpoint pursuant to this Agreement is highly dependent upon the accuracy of the data contained in the Customer's files and quality of the media in which it is contained. vii. Responsibility for Customer System and Results. Customer is responsible for the selection of the specifications set forth in the Statement of Work(including,in consultation with Starpoint,who shall not be responsible for selection of software not provided by it). Customer is responsible for the successful operation and management of the Customer System,including implementation of appropriate systems maintenance procedures and safeguards and Compliance with all applicable end-user license requirements for any components of the Customer Systems. Customer is responsible for the results produced by the Customer System as they pertain to Customer's business and requirements. Customer is responsible for hiring appropriate qualified personnel to operate the Customer System. viii. Software. Customer shall not reverse engineer,decompile or disassemble any software deliverable provided by Starpoint. ix. Scope Exceptions. Customer agrees that any issues identified related to the rendering of Services(including before,during,or after any acceptance period outlined in the Statement of Work) that Starpoint(in its sole and absolute discretion)believes to be issues,or be caused by issues,outside of the scope of the Statement of Work(including,but not limited to,changes in business processes,practices,or objectives, increased volumes of data or work,environmental hardware or software issues,issues caused by customer usage, alterations and configurations,previously uncontemplated or undisclosed data sets,poor data quality,previously undisclosed data capture/extraction/export details and requirements,issues related to pertinent information not disclosed during discovery,changes to requirements,or any other issue not specifically addressed in the Statement of Work), Starpoint will inform Customer of such exceptions("Scope Exceptions"). Scope Exceptions shall not negate or reduce any of Customer's obligations under this Agreement,including delaying or withholding of acceptance of Services,or payment of any fees as outlined in the Statement of Work for any Services rendered. Optionally,Customer may choose to engage Starpoint under this existing Agreement to investigate and assist customer with these Scope Exceptions at an hourly fee of$275.00. If the Customer wishes to have Starpoint perform these services under this Agreement,they must send an email to services@Starpointps.com,authorizing the hourly charges.Alternately,Customer may choose to seek other options outside of this Agreement to assist them with the Scope Exceptions,including contacting Starpoint Systems,LLC's Technical Support or entering intoa separate Agreement with Starpoint. X. Customer Delays. Customer may be unable to provide necessary access to Customer System,files,data,documentation,or other information or resources required by Starpoint to perform Services in a timely manner("Customer Delays"). Such Customer Delays may extend expected delivery dates. 2 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 Customer agrees that,in the event of cumulative Customer Delays in excess of thirty(30)days, Starpoint may(in its sole and absolute discretion)invoice Customer for the time spent performing Services up to the time of invoicing, even though the full Services outlined in the Statement of Work have not been completed or delivered. Starpoint will make commercially reasonable efforts to reschedule completion of Services after Customer has provided the necessary resources,within the remaining fees/budget for Services as provided in Statement of Work. C. Rights in Data and Works. i. Ownership. Customer agrees that Starpoint shall be the owner of all rights,title and interests in and to all work product or any part thereof,including any intellectual property rights,computer programs,including any source code,object code,enhancements and modifications,all files,including input and output materials,all documentation related to such computer programs and files,all media upon which any such computer programs,files and documentation are located(including tapes,disks and other storage media)and all related materials that are used by or developed for Customer,whether or not paid for by Customer,that is created by Starpoint in connection with the performance of any Services provided pursuant to this Agreement. The foregoing shall not apply to any software or intellectual property that is owned by or licensed to Customer that is not a result of Starpoint's Services nor shall Starpoint have any rights in Customer's data or information or on the Customer System. ii. Proprietary Rights. Except as otherwise expressly set forth in this Agreement, Customer agrees that all copyrights,inventions and other proprietary rights in computer programs,files, documentation,and related materials that are paid for by Customer as part of the Services or developed by Starpoint, in connection with this Agreement are owned by Starpoint,and Customer hereby assigns to Starpoint all right,title and interest in such copyrights and other proprietary rights. iii. Source Code. Starpoint shall not be obligated to provide Customer with the source code for any software deliverable that is part of the Services,unless otherwise agreed in writing. d. Other Provisions i. Customer Information. Starpoint will hold in confidence all confidential and proprietary data and information of Customer or Customer's end-user(s)(as designated by Customer or Customer's end-user prior to Starpoint having access thereto or possession,or control thereof)to which Starpoint has access or which is placed in its possession or under its control in order to provide the Services,and will not use,exploit or disclose any such data or information to any third party other than as reasonably necessary to perform the Services. Starpoint will use commercially reasonable measures(but not less than those measures that Starpoint uses to protect its own confidential and proprietary data and information)to protect such Customer or end user(s)designated data and information from unauthorized disclosure to or unauthorized access or hacking by third parties,but Customer acknowledges and agrees that such measures may not prevent unauthorized access or disclosure in all circumstances. So long as Starpoint shall have taken such commercially reasonable protective measures,Customer agrees to defend,indemnify and hold Starpoint harmless from any claims,liability,damages,obligation,loss,cost or expense(including attorneys' fees and costs)that Starpoint may suffer or incur with respect to any third-party (including Customer's end-user(s))claim against Starpoint that may result from any such unauthorized access or disclosure. ii. Survival. Except as otherwise expressly set forth in this Agreement or the Statement of Work,any obligation or responsibility of a party under this Agreement that requires such party to act or refrain from acting in a particular manner after termination of this Agreement shall continue and remain in full force and effect until discharged,satisfied,waived or expired. iii. Limitation of Liability. IN NO EVENT SHALL STARPOINT BE LIABLE TO CUSTOMER FOR THE PAYMENT OF ANY PUNITIVE DAMAGES OR CONSEQUENTIAL,INDIRECT,OR SPECIAL DAMAGES(I.E.,DAMAGES,IN ALL SUCH CASES,REMOTE OR SPECULATIVE AND WHICH ARISE FROM THE SPECIAL CIRCUMSTANCES OF CUSTOMER THAT WERE NOT DISCLOSED TO OR ACTUALLY KNOWN BY STARPOINT). CUSTOMER AGREES THAT STARPOINT'S CUMULATIVE LIABILITY HEREUNDER FOR DAMAGES,REGARDLESS OF THE FORM OF ACTION, SHALL NOT 3 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 EXCEED THE TOTAL AMOUNT PAID TO STARPOINT FOR THE SERVICES. Customer acknowledges and agrees that the fees payable by it reflect the allocation of risks set forth in this Agreement and that Starpoint would not enter into this Agreement without the foregoing limitations on liability. iv. Applicable Law and Forum. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF COLORADO WITHOUT REGARD TO ITS CONFLICTS OR CHOICE OF LAW PRINCIPLES,EXCEPT AS TO MATTERS RELATING TO COPYRIGHTS OR PATENTS WHICH SHALL BE CONTROLLED BY THE APPLICABLE FEDERAL LAWS OF THE UNITED STATES. If the laws of any foreign non-United States jurisdiction may apply to this Agreement,the parties agree that all such laws(including,in particular,but without limitation,foreign laws pertaining to proprietary rights or the ownership of intellectual property,copyrights,patents or inventions)that may direct or require any result contrary to the express provisions of this Agreement or which may negate or void any such provision shall not apply to this Agreement nor shall any such law be taken into account for the purpose of interpreting or construing any such provision,the parties expressly agreeing hereby that all such laws shall have no application to nor shall they govern this Agreement for any purpose. Any action or suit related to this Agreement shall be brought exclusively and only in the state or federal courts sitting in the State of Colorado in the Counties of Denver and Arapahoe,and each party attorns to the jurisdiction of such courts. EACH OF THE PARTIES HEREBY KNOWINGLY,VOLUNTARILY AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY. V. Non-Solicitation.During the term of this Agreement and for a period of 12 months after any termination of this Agreement,Customer will not,without the prior written consent of the Company,either directly or indirectly,on customer's own behalf or in the service or on behalf of others,solicit or attempt to solicit,divert or hire away any person employed by Starpoint. vi. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, STARPOINT DOES NOT MAKE ANY WARRANTY,EXPRESS OR IMPLIED,WITH RESPECT TO THE SERVICES RENDERED BY IT OR ITS PERSONNEL OR SUBCONTRACTORS OR THE RESULTS OBTAINED FROM SUCH SERVICES,INCLUDING,WITHOUT LIMITATION,ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN WITNESS WHEREOF,and in acknowledgment that the parties hereto have read and understand each and every provision hereof,the parties have executed and delivered this Agreement as of the date first set forth above notwithstanding either party's later execution and delivery. CUSTOMER: STARPOINT: ORANGE COUNTY STARPOINT GLOBAL SERVICES By: By: Signature Signature Print Name: Print Name: Title: Title: Date signed: 20 Date signed: ,20 4 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 TECHNICAL SERVICES AGREEMENT BETWEEN ORANGE COUNTY AND STARPOINT GLOBAL SERVICES("Starpoint") DATED March 30,2021 EXHIBIT A STATEMENT OF WORK Job Number:455 1. Services Deliverables:PaperVision Enterprise Server Move for Orange County-455 End Users:"Orange County"Child Support Enforcement,EMS,Environmental Health,HR,Tax Office 2. Scope of Work/Specifications(as applicable):Starpoint Global Services(DSPS)will provide installation and server move assistance of PaperVision Enterprise for the"Orange County"end users.All five Orange County end users store their documents within the same PaperVisionEnterprise entity,currently running R79.The goal is to move their implementation to new hardware and divide their current data storage of 1.3 TB to three separate storage locations to help with disaster recovery efforts.As part of this move,their PaperVision Enterprise system will be brought to the current release of R87.5.DSPS will provide guidance for creating a backup of the existing SQL database and other relevant configuration files that will be retained and used for the new environment. The new implementation of PaperVisionEnterprise will be independent of the current production system with the exception of data storage.This provides the end user with the ability to confirm desired functionality prior to moving production.There have been several changes to the underling technologies used within PVE between versions R79 and R87.5.PVE R87.5 uses the new PVE website that has a new look and feel,designed to be more user friendly.These changes are user facing and will require coaching and training.PaperVision Enterprise will be installed and configured with an internal facing website on a single server.DSPS will help facilitate the move of the current PaperVision Enterprise data and database to the new server. This agreement does not include any custom code or configurations to the existing PaperVision Enterprise solution beyond what is outlined.All services will be performed remotely with the use of Ring Central Meeting. This agreement and pricing is only valid if the PaperVision Enterprise software maintenance is current for each of the"Orange County"end users licenses.If not,a new contract will be required to indicate the correct software upgrade versions and an updated fee for services. DSPS to Provide: • Installation of SQL Express with Mixed Mode Authentication enabled(if needed) • PaperVision Enterprise installation and configuration(internal facing website only) o Connection to SQL and ultimately the restored database from their existing implementation o Enable/configure IIS(if required) o Installation and configuration of PaperVision Enterprise Application Server o License PaperVision Enterprise o Configure core system automation services • Install and configure the websites • Installation of one client machine with the PaperVision Client to add/view documents(if required) • Facilitate the move of their current implementations to this new server environment o Backup and restore the current PaperVision Enterprise Database ■ This will happen twice,first for the test solution and then finally when the production environment is to be moved o Offer suggestions as to the best way to move the current PaperVision Enterprise data to the desired new location o Authorize the software licenses in the new environment 5 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 • Confirm functionality of PaperVision Enterprise after the initial configuration for testing and once the production system and data storage updates • General feature and functionality review of the new PaperVision Enterprise site and Client o Up to two(2)half-hour sessions are included • Review of new administrative features to cover key enhancements from R79 to R87 Customer Requirements: • Administrative access to server where the software will be installed and related data paths • Provide a sufficient hardware environment for the installation of PaperVision Enterprise • Provide administrative Windows credentials for the software installation • Provide a domain account with adequate security rights/permissions to be used as for the website credentials and the automation services • Provide Global administrative access to their current PaperVision Enterprise systems • Provide administrative access to the current SQL Server and PaperVision Enterprise database • Provide Ring Central Meeting access for relevant machines and folder locations during the installation and training • Local copies of required installation files or internet speeds sufficient enough to download files during the scheduled installation • Customer should review the complete list of product enhancements from their current version of PaperVision Enterprise to the desired upgraded version.These enhancements can be viewed from the MyDSI customer portal.Upon request,DSPS will provide the list as it is represented on MyDSI for review. • Important notes regarding the upgrade and move of PaperVision Enterprise o Any existing Document Grant or Shares may break because of webserver URL changes o Any existing email links may break because of webserver URL changes o User shortcuts to the URL may need to be updated because of webserver URL changes o Users will need to update their PaperVision Client to match the new version • End-user must be in compliance with all end-user license agreements in place Note: This release of PaperVision Enterprise supports Microsoft Internet Explorer 11,Microsoft Edge (Chromium-based)87, Google Chrome 87,Firefox 84,Apple Safari 14.3 (for iOS and iPadOS),Apple Safari 14.0.2(for MacOS). Hardware compatibility Note:Most enterprise software is capable of operating on a basic hardware configuration that includes a current processor and 4 GB of memory for desktops and 8 GB of memory for servers.However, each organization and their intended use of PaperVision Enterprise are unique. The intended workload,(including the maximum number of users, and the quantity and types of operations performed within a specific periodicity, etc)coupled with security and redundancy requirements will dictate the hardware requirements for each implementation. PaperVision Enterprise has the distinct capability to scale both up and out. You can configure most of the functions performed by PaperVision Enterprise to take advantage ofpowerful hardware configurations, such as those with many processor cores and hundreds of GB of memory(scaling up).Additionally, PaperVision Enterprise can spread its processing requirements across numerous computers(scaling out). PaperVision Enterprise products are designed and tested for specific operating systems, not hardware environments.Numerous customers successfully run PaperVision Enterprise in virtual environments, including VMware®and Microsoft®Hyper-V. "ile this technology has matured over the years, issues have occurred with common software(other than PaperVision Enterprise)not operating properly or efficiently because of the virtual environment.In the cases that Starpoint Systems'Technical Support has witnessed, the issue was with the virtual environment, not our software. If our technical support believes that the hardware environment(including virtual environments)is contributing to an operational or performance issue, they may request that you ensure the issue exists in a different(or non-virtual)environment. 6 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9D0 If you intend to use a virtual environment for your PaperVision Enterprise implementation, carefully consider the implications of running in a shared environment. Remember,you are not just sharing processors and memory. You are also sharing network and disk resources with the other virtual environments on the same hardware. 3. Fee Schedule/Budget:$4,900.00. The price quoted is valid up to,and including,the null and void date in item 4.If work does not commence(for any reason)within 60 Days of the signature date,the entire contract becomes null and void and must be re-quoted and rescheduled.This price is only for services,and does not include any Software products of Starpoint Systems,LLC or DSPS. If software products are required,licenses will need to be purchased directly from Starpoint Systems,LLC or DSPS. 4. Timetable:Delivery will be scheduled as mutually agreed upon after receipt of the signed contract.If the contract is not executed on or before April 30,2021,it will become null and void. 5. Special/Additional Acceptance Procedures and Sign-Off Requirements:Upon successful testing of the new PaperVision Enterprise environment after the"production"move,customer will have 2 business days to accept the delivery as complete or raise specific application issues.After the 2-day period,if no specific issues have been raised,delivery shall be deemed accepted and will be invoiced. 6. Other Matters:Custom Code Software License provided under this agreement("SOFTWARE PRODUCT")is licensed only for a single company,enterprise,proprietorship or individual and database as defined I Section 2 of this contract. If additional COMPANIES or databases are required,additional licenses for SOFTWARE PRODUCT must be purchased. 7 455 CJS03192021 DocuSign Envelope ID:2C9BC415-6A28-4C2B-96FC-6AE37E38F9DO DATE(MM/DD/YYYY) A�" CERTIFICATE OF LIABILITY INSURANCE 05/07/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Abby Parks NAME: Winters-Oliver Insurance Agency,Inc. fAHi�Nri Ext: (804)746-5178 C,No: (804)746-3933 7231 Forest Ave. E-MAIL a arks woinsure.com ADDRESS: p Suite 202 INSURER(S)AFFORDING COVERAGE NAIC# Richmond VA 23226 INSURERA: Selective Insurance America 12572 INSURED INSURER B: R-T Specialty,LLC STARPOINT INC.,DBA STARPOINT GLOBAL SERVICES INSURER C: PO BOX 845 INSURER D: INSURER E: SILER CITY NC 27344-0845 INSURER F: COVERAGES CERTIFICATE NUMBER: CL2142221921 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCEADDLSUBR POLICY EFF POLICY EXP LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO_7CLAIMS-MADE �X OCCUR PREM SES Ea oNcRETE ante $ 1,000,000 MED EXP(Any one person) $ 15,000 A S 2342289 04/06/2021 04/06/2022 PERSONAL&ADV INJURY $ 1,000,000 MOTHER LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY PRO ❑ LOC PRODUCTS-COMP/OP AGG $ 2,000,000 JECT: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED S 2342289 04/06/2021 04/06/2022 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 5,000,000 A EXCESS LAB HCLAIMS-MADE S 2342289 04/06/2021 04/06/2022 AGGREGATE $ 5,000,000 DED I RETENTION $ $ WORKERS COMPENSATION X I STATUTE EREIR H AND EMPLOYERS'LIABILITY Y/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBER EXCLUDED? NIA WC 9042426 04/06/2021 04/06/2022 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Cyber Liability Aggregate Limit $3,000,000 B MPL4526156.20 07/01/2020 07/01/2021 Each Occurence $3,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Orange County Information Technologies ACCORDANCE WITH THE POLICY PROVISIONS. 131 West Margaret Lane#300 AUTHORIZED REPRESENTATIVE t•. � 1 Hillsborough NC 27278 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD