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HomeMy WebLinkAbout2024-425-E-Emergency Svc-EMS Technology Solutions-OperativeIQ Inventory Management ProgramRevised 01/24 1 [Departmental Use Only] TITLE OperativeIQ FY 24/25 NORTH CAROLINA SERVICES AGREEMENT NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter “Agreement”), made and entered into this 26th day of June, 2024, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and EMS Technolgies, Inc., (hereinafter, the "Provider"). WITNESSETH: That the County and Provider, for the consideration herein named, do hereby agree as follows: 1. Services a. Scope of Work. i) This Agreement is for services to be rendered by Provider to County with respect to (insert type of project): Inventory Management ii) By executing this Agreement, the 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. iii) Time is of the essence with respect to this Agreement. iv) The services to be performed under this Agreement consist of Basic Services, as described and designated in Section 3 hereof. Compensation to the Provider for Basic Services under this Agreement shall be as set forth herein. 2. Responsibilities of the Provider a. Services to be provided. The Provider shall provide the County with all services required in Section 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. b. Standard of Care. i) The Provider shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Provider practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Provider is solely responsible for the professional Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 2 quality, accuracy and timely completion and submission of all work related to the Basic Services. ii) Provider shall be responsible for all errors or omissions of its agents, contractors, employees, or assigns 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. iii) The Provider shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. iv) Provider is an independent contractor of County. Any and all employees of the Provider engaged by the Provider in the performance of any work or services required of the Provider under this Agreement, shall be considered employees or agents of the Provider only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Provider. v) If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Provider represents that it or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. vi) Should any documents, exhibits, or addenda be attached to this Agreement, the terms of this Agreement shall have priority in any conflict with or among the terms of such referenced documents, exhibits. vii) Should this Agreement involve project designs, the construction or creation of which is to be bid out or fulfilled by other contractors, and bidding or negotiation with contractors produce prices which, when added to the other elements of the approved total project cost, produce a cost that is in excess of the approved total project cost, the Provider shall participate with the County in negotiation and design adjustments to the extent such are necessary to obtain prices within the approved total project cost. All activity of the Provider with respect to these matters shall constitute Basic Services and shall be performed by the Provider without additional compensation. If negotiation and design adjustments fail to bring costs within the total project cost the County may reject all bids and Provider will redesign or reduce portions of the project in an effort to reduce the bid prices to within the total project cost and rebid the project. One such redesign is included within Basic Services. If this second letting for bids does not produce bids that are within the approved total project cost initially or after negotiations with the contractor the cost is not reduced to an amount within the total project cost, the Provider is not obligated to engage in further redesign. 3. Basic Services Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 3 a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully describe services to be provided): Use of Operative IQ inventory management, narcotics tracking, and Service Desk licenses for operational management. 4. Duration of Services a. Term. The term of this Agreement shall be from 7/1/2024 to 6/30/2025. b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be 7/1/2024. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services satisfactorily (as determined by the County) performed pursuant to this Agreement. The maximum amount payable for Basic Services shall not exceed fifteen thousand and seventy two Dollars ($15,072). Payment for satisfactorily performed Basic Services shall become due and payable within thirty (30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(b). b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. 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. c. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (Sarah Pickhardt) to act as the County's representative with respect to the Project who shall have the authority to render decisions within guidelines established by the County Manager or the County Board of Commissioners and who shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 4 7. Insurance a. General Requirements. 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 http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If County’s Risk Manager determines additional insurance coverage is required such additional insurance shall consist of (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. 8. Indemnity a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days’ prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. Either party may terminate this Agreement upon notice to the other party that obligations pursuant to this Agreement are made impractical due to declarations of emergency by Orange County or by North Carolina due to events directly impacting Orange County. Both parties shall remain responsible for all payment and performance due up to the receipt of such notice, but shall have no further obligation or responsibility beyond that date provided the terminating party has taken all reasonable steps to complete the performance of its Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 5 obligations. c. Compensation After Termination. i) In the event of termination, the Provider shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Provider. Upon request of the County, the Provider shall submit to County all relevant documentation, including but not limited to, job cost records, to support its claims for final compensation. ii) Should this Agreement be terminated, the Provider shall deliver to the County within seven (7) days, at no additional cost, all deliverables including any electronic data or files relating to the Project. d. Waiver. The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Provider with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. e. Suspension. County may suspend the Basic Services and this Agreement at any time for County’s convenience and without penalty to County upon three (3) days’ notice to Provider. Upon any suspension by County, Provider shall discontinue work on the Basic Services and shall not resume the Basic Services until notified to proceed by County. 11. Additional Provisions a. Limitation and Assignment. The County and the Provider each bind themselves, their successors, assigns and legal representatives to the terms of this Agreement. Neither the County nor the Provider shall assign or transfer its interest in this Agreement without the written consent of the other. b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. 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. c. Non-Discrimination. 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 non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each Orange County policy is incorporated herein by reference and may be viewed at Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 6 http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy 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. d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. e. Entire Agreement. This Agreement represents the entire and integrated agreement between the County and the Provider and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. f. Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. g. Ownership of Work Product. Should Provider’s performance of this Agreement generate documents, items or things that are specific to this Project such documents, items or things shall become the property of the County and may be used on any other project without additional compensation to the Provider. The use of the documents, items or things by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. h. 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 or 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 or non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement. In the event of a change in the County’s statutory authority, mandate or mandated functions, by state or federal legislative or regulatory action, which adversely affects County’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County’s legal authority. i. Signatures. This Agreement together with any amendments or modifications may be Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 7 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 11A and Article 40 of North Carolina General Statute Chapter 66. j. Notices. Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Provider’s Name Attention:Sarah Pickhardt P.O. Box 8181 EMS Technologies, Inc. Hillsborough, NC 27278 [SIGNATURE PAGE TO FOLLOW] Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 8 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. ORANGE COUNTY: PROVIDER: By: _________________________________ By: __________________________________ Malia Sams, Vice President of Operations Printed Name and Title Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 Revised 01/24 9 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: EMS Technology Solutions, LLC Vendor Contact Person: Barry Darsey Phone: (678) 566-6911 Address: 3781 Tramore Point Pkwy City Atlanta State: Georgia Zip: 30106 Department: Emergency Services Amount: 15,072 Purpose: OperativeIQ Inventory Management Program Budget Code(s): 10315020 – 625010 Vendor # 63344 Vendor Status with NCSOS: Active Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date 7/1/2024 End Date 6/30/2025 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: ); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation 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 prio r to execution of the agreement. This agreement is approved as to technical form and content. Services related to this agreement have alread y begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board 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: Received for record retention: Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 6/27/2024 7/3/2024 7/11/2024 7/12/2024 7/25/2024 Revised 01/24 10 Office of the Clerk to the Board __________________________________________Date:________ Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EMS Technology Solutions, LLC 3781 Tramore Pointe Pkwy Austell, GA 30106 USA: 877-217-3707 Canada: 647-694-0150 www.operativeiq.com Page 1 of 4 - Orange County Emergency Services Order Prepared By Barry Darsey on June 26, 2024 Quote 66930 Date: July 1, 2024 Expiration: June 30, 2025 Client URL: ocnclogistics.operativeiq.com Prepared By: Barry Darsey Account Manager 678-566-6911 barry@operativeiq.com Account Orange County Emergency Services 510 Meadowlands Dr.PO Box 8181 Hillsbourgh, North Carolina 27278 (919) 245-6100 Products and Services Annual Service License Description Part Number Quantity Price Total License - Inventory and Asset Management (Per Unit) IQ10018 27 $360.00 $9,720.00 License - Inventory and Asset Management (Per Unit) IQ10018 7 $336.00 $2,352.00 License - Narcotics Tracking Safe (Per Safe) IQ10092 1 $3,000.00 $3,000.00 License - Service Desk (Per Department) IQ10977 1 $0.00 $0.00 Subtotal $15,072.00 Thank you for choosing Operative IQ. We appreciate your business. Total $15,072.00 Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EMS Technology Solutions, LLC 3781 Tramore Pointe Pkwy Austell, GA 30106 USA: 877-217-3707 Canada: 647-694-0150 www.operativeiq.com Page 2 of 4 - Orange County Emergency Services Order Prepared By Barry Darsey on June 26, 2024 Quote 66930 Prices shown do not include any taxes that may apply. All applicable taxes will be determined based on the laws and regulati ons of the taxing authorities governing the “Ship To” location provided on the invoice. A blanket Tax Exemption Certificate may be filed to cover this order and additional purchases of the same general type of property or services. Appendix A outlines products and services available from EMS Technology Solutions for reference only and are not part of the order form. Agreement Details / Comments Quote reflects the sum total of services from July 1, 2024 – June 30, 2025 after the addition of an anticipated 4 more inventory licenses to the account. Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EMS Technology Solutions, LLC 3781 Tramore Pointe Pkwy Austell, GA 30106 USA: 877-217-3707 Canada: 647-694-0150 www.operativeiq.com Page 3 of 4 - Orange County Emergency Services Order Prepared By Barry Darsey on June 26, 2024 Order 66930 Account Information Billing Address: Shipping Address: Orange County Emergency Services 510 Meadowlands Dr.PO Box 8181 Hillsbourgh, North Carolina 27278 (919) 245-6100 Orange County Emergency Services Emergency ServicesOrange County510 Meadowland Drive Hillsborough, North Carolina 27278 (919) 245-6100 Invoicing Preferences Accounts Payable Email: lmay@orangecountync.gov Tax Exempt Status: [ ] No [ ] Yes (Please provide Tax Exemption Certificate) Payment Terms: [ ] Annual, Net 45 [ ] Quarterly, Net 30 [ ] Monthly, Net 15 [ ] Credit Card (3% Fee) Purchase Order: [ ] Not Required [ ] Required PO Number:_____________________ Existing Customers: [ ] Invoice with my other services [ ] Invoice separately from my other services Acceptance of Order Upon signature and submission of this order to EMS Technology Solutions it shall become legally binding unless the order is rejected due to the signatory not having the authority to bind Customer to this order or changes have been made to this order form that do not comply with EMS Technology Solutions policies. Purchase orders may be accepted in lieu of a signed order form. All orders are governed by the terms of the Main Services Agreement found at www.operativeiq.com/legal, unless Customer has a previously executed service agreement on file with EMS Technology Solutions, in which case such agreement will govern or otherwise be set forth herein. Orders may be signed electronically, emailed to sales@operativeiq.com or faxed to (404) 424-9401 Attn: Barry Darsey. Customer: Orange County Emergency Services Signature: \s1\ Name: \n1\ Title: \t1\ Date: \d1\ Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EMS Technology Solutions, LLC 3781 Tramore Pointe Pkwy Austell, GA 30106 USA: 877-217-3707 Canada: 647-694-0150 www.operativeiq.com Page 4 of 4 - Orange County Emergency Services Order Prepared By Barry Darsey on June 26, 2024 Appendix A – Available Products and Services EMS Technology Solutions provides a range of services, equipment and supplies to help you Stay Service Ready. Applications Module Description Inventory and Asset Management Purchasing, Inventory Management, Asset Management, Front Line Inspections Fleet Maintenance Scheduled Maintenance, Repairs, Maintenance Alerts, VMRS, Recalls Fleet Telematics Driver Safety, Maintenance Alerts, Engine Odometer and Hours, GPS Narcotics Tracking Chain of Custody, Administration, Destruction, Transactional Data RFID Solutions Fixed and Handheld RFID Solutions for Assets, Inventory and Narcotics Service Desk Departmental Ticketing, Asset and Vehicle Linking RFID Solutions Solution Description RFID Asset Maintenance Automate Asset Maintenance record entry RFID Check In Automate Asset Check In and Transfer for Supply Locations RFID Handheld Inventory Perform Inventory Counts and Asset Verification RFID Narcotics Monitoring Monitor Controlled Substances and Perform Safe Audits RFID Smart Shelves Automate Inventory Management Counts and Expiration Date Capture RFID Vehicle Automate Asset Check Out, Asset Monitoring, Kit Location Updates IT Services Service Description Data Warehousing Connect Operative IQ to your internal data warehouse Dispatch Board Customization Customize the Operative IQ Dispatch Board to work alongside your CAD system Sandbox Test Environments Clone on your production environment for testing and training Status Board Customization Custom display boards to share information with your team Single Sign On User authentication, standard and custom options available Systems Integration Integrate Operative IQ with your internal systems Equipment and Supplies Item Description Asset Tags Custom and Operative IQ branded foil asset tags Barcode Labels Standard and narcotic control number tracking labels in multiple colors Barcode Printers Barcode Printer for narcotics control number and shelf inventory barcode labels Barcode Readers USB and Bluetooth Barcode Readers Barcoded Security Seals 15lb and 30lb Barcoded Security Seals in multiple colors Biometric Fingerprint Readers Biometric Fingerprint Reader for narcotics transaction verification RFID Fixed Readers Support for 2 – 16 RFID antenna solutions, Wi-Fi, GPS and LED lights RFID Handheld Readers Mobile RFID tag reader for inventory and asset management RFID Printers Print and encode disposable RFID Tags RFID Smart Shelves Standard and custom options available RFID Tags Standard and custom options available * Equipment and Supplies can be ordered directly from Operative IQ’s integrated purchasing module. Please contact your account manager for information and pricing. Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 06/03/2024 J&A Insurance Agency Inc. 1300 Ridenour Blvd. Ste. 100 Kennesaw GA 30152 Joe Jaynes (678) 266-3353 (678) 266-3353 jj@jainsuranceagency.com Ems Technology Solutions, LLC dba Operative IQ 3781 Tramore Pointe Pkwy. Austell GA 30106 Sentinel Ins. Co. Nutmeg Ins. Co. Sentinel Ins. Co. Farmington Casualty Ins. Co. Sentinel Ins. Co. Twin City Fire Insurance Co. A Y 20SBAAB2395 07/18/2023 07/18/2024 2,000,000 1,000,000 10,000 2,000,000 4,000,000 4,000,000 B Y 20UECEL7367 07/18/2023 07/18/2024 1,000,000 C 10,000 20SBAAB2395 07/18/2023 07/18/2024 1,000,000 1,000,000 D Y UB7J299281 07/18/2023 07/18/2024 1,000,000 1,000,000 1,000,000 E Technology Errors and Omissions 20SBAAB2395 07/18/2023 07/18/2024 per glitch $2,000,000 aggregate $2,000,000 retention limit: $10,000 F. CyberChoice First Response Policy (3rd Party Cyber Liab.), Pol.#20MB 0349843-23, Eff. 7-18-23 to 7-18-24, $2mm Combined Aggreg. limit, Data Privacy and Network Security Liab. and Expense Ins. Limit $2mm ($10,000 retention limit), Digital Media Liab. limit $2mm ($10,000 retention limit). Policy# 20SBAAB2395- Certificate Holder is also an Additional Insured per policy form ss00080405 when required by written contract, written agreement. Policy# 20UECEL7367- Certificate Holder is also an Additional Insured per policy form HA 99 16 12 21 when required by written contract, written agreement. Orange County Emergency Services 510 Meadowlands Drive Hillsborough, NC 27278 spickhardt@orangecountync.gov Joe Jaynes, Agency Principal Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 07/08/2024 J&A Insurance Agency Inc. 1300 Ridenour Blvd. Ste. 100 Kennesaw GA 30152 Joe Jaynes (678) 266-3353 (678) 266-3353 jj@jainsuranceagency.com Ems Technology Solutions, LLC dba Operative IQ 3781 Tramore Pointe Pkwy. Austell GA 30106 Sentinel Ins. Co. Nutmeg Ins. Co. Sentinel Ins. Co. Farmington Casualty Ins. Co. Sentinel Ins. Co. Twin City Fire Insurance Co. A Y 20SBAAB2395 07/18/2023 07/18/2024 2,000,000 1,000,000 10,000 2,000,000 4,000,000 4,000,000 B Y 20UECEL7367 07/18/2023 07/18/2024 1,000,000 C 10,000 Y 20SBAAB2395 07/18/2023 07/18/2024 1,000,000 1,000,000 D Y Y UB7J299281 07/18/2023 07/18/2024 1,000,000 1,000,000 1,000,000 E Technology Errors and Omissions 20SBAAB2395 07/18/2023 07/18/2024 per glitch $2,000,000 aggregate $2,000,000 retention limit: $10,000 F. CyberChoice First Response Policy (3rd Party Cyber Liab.), Pol.#20MB 0349843-23, Eff. 7-18-23 to 7-18-24, $2mm Combined Aggreg. limit, Data Privacy and Network Security Liab. and Expense Ins. Limit $2mm ($10,000 retention limit), Digital Media Liab. limit $2mm ($10,000 retention limit). Policy# 20SBAAB2395- Certificate Holder is also an Additional Insured per policy form ss00080405 when required by written contract, written agreement. Policy# 20UECEL7367- Certificate Holder is also an Additional Insured per policy form HA 99 16 12 21 when required by written contract, written agreement. Policy# UB7J299281 - Waiver of Subrogation applies per policy Blanket Waiver of Subrogation form..When our insured has agreed by executed written contract. Orange County Emergency Services 300 West Tryon Street, P.O. Box 8181 Hillsborough, NC 27278 mtegeder@orangecountync.gov Joe Jaynes, Agency Principal Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EFFECTIVE DATE: NAMED INSURED POLICY NUMBER NAIC CODECARRIER AGENCY LOC #: AGENCY CUSTOMER ID: ofPageADDITIONAL REMARKS SCHEDULE ADDITIONAL REMARKS FORM TITLE:FORM NUMBER: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORD 101 (2008/01) J&A Insurance Agency Inc.Ems Technology Solutions, LLC dba Operative IQ 25 Certificate of Liability Insurance Policy# UB7J299281 - Waiver of Subrogation applies per policy Blanket Waiver of Subrogation form..When our insured has agreed by executed written contract. Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 07/15/2024 J&A Insurance Agency Inc. 1300 Ridenour Blvd. Ste. 100 Kennesaw GA 30152 Joe Jaynes (678) 266-3353 (678) 266-3353 jj@jainsuranceagency.com Ems Technology Solutions, LLC dba Operative IQ 3781 Tramore Pointe Pkwy. Austell GA 30106 Hartford Underwriters Insurance Company Nutmeg Ins. Co. Hartford Underwriters Insurance Company Farmington Casualty Ins. Co. Hartford Underwriters Insurance Company Twin City Fire Insurance Co. A Y 20SBABC6GBS 07/18/2024 07/18/2025 2,000,000 1,000,000 10,000 2,000,000 4,000,000 4,000,000 B Y 20UECEL7367 07/18/2024 07/18/2024 1,000,000 C 10,000 Y 20SBABC6GBS 07/18/2024 07/18/2025 1,000,000 1,000,000 D Y Y UB7J299281 07/18/2024 07/18/2025 1,000,000 1,000,000 1,000,000 E Technology Errors and Omissions Self Insd. Retention limit $10,000 20SBABC6GBS 07/18/2024 07/18/2025 per glitch $2,000,000 aggregate $2,000,000 retention limit: $10,000 F. CyberChoice First Response Policy (3rd Party Cyber Liab.), Pol.#20MB 0349843-24, Eff. 7-18-24 to 7-18-25, $2mm Combined Aggreg. limit, Data Privacy and Network Security Liab. and Expense Ins. Limit $2mm ($10,000 retention limit), Digital Media Liab. limit $2mm ($10,000 retention limit). Certificate Holder is also an additional insured per pol.# 20SBABC6GBS Form SL 30 32 06 21 "when required by written agreement." Policy# 20UECEL7367- Certificate Holder is also an Additional Insured per policy form HA 99 16 12 21 when required by written agreement. Policy# UB7J299281 - Waiver of Subrogation applies per policy Blanket Waiver of Subrogation form..When our insured has agreed by executed written contract. Orange County 300 West Tryon Street, P.O. Box 8181 Hillsborough, NC 27278 mtegeder@orangecountync.gov Joe Jaynes, Agency Principal Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95 EFFECTIVE DATE: NAMED INSURED POLICY NUMBER NAIC CODECARRIER AGENCY LOC #: AGENCY CUSTOMER ID: ofPageADDITIONAL REMARKS SCHEDULE ADDITIONAL REMARKS FORM TITLE:FORM NUMBER: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORD 101 (2008/01) J&A Insurance Agency Inc.Ems Technology Solutions, LLC dba Operative IQ 25 Certificate of Liability Insurance Policy# UB7J299281 - Waiver of Subrogation applies per policy Blanket Waiver of Subrogation form..When our insured has agreed by executed written contract. Docusign Envelope ID: 1932CF31-D716-4BA9-BABC-753157B59C95