BY THE COUNCIL: BISTERFELDT, CLEGG, EBERLE, JORDAN, SHEALY, AND TIBBS

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2 RESOLUTION NO. BY THE COUNCIL: BISTERFELDT, CLEGG, EBERLE, JORDAN, SHEALY, AND TIBBS A RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE ON BEHALF OF THE CITY OF BOISE CITY, AN AGREEMENT FOR RFP ; ENTERPRISE RISK MANAGEMENT INFORMATION SYSTEM, DEPARTMENT OF FINANCE AND ADMINISTRATION, RISK AND SAFETY SERVICES DIVISION BETWEEN THE CITY OF BOISE CITY AND CS STARS, AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Department of Finance & Administration, Risk and Safety Services Division staff recommend award of RFP ; Enterprise Risk Management Information System, Department of Finance and Administration, to the best qualified proposer, The CS Stars; and, WHEREAS, during their meeting of, the City Council followed staff recommendation and awarded Resolution No., RFP ; Enterprise Risk Management Information System, Department of Finance and Administration to CS Stars. NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF BOISE, IDAHO: Section 1. That the contract by and between the City of Boise City and CS Stars, for RFP ; Enterprise Risk Management Information System, Department of Finance and Administration, a copy of which Agreement, marked Exhibit A, is attached hereto and incorporated herein by reference, be, and the same hereby is, approved both as to form and content. Section 2. That the Mayor and City Clerk be, and they hereby are, authorized to execute and attest said contract on behalf of Boise City. Section 3. That this Resolution shall be in full force and effect immediately upon its adoption and approval. ADOPTED by the Council of the City of Boise, Idaho, this day of, APPROVED by the Mayor of the City of Boise, Idaho, this day of, APPROVED: Mayor ATTESTED: City Clerk Council: March 10, 2009 R-77-09

3 CONFIDENTIAL SOFTWARE LICENSE AND SERVICES AGREEMENT This SOFTWARE LICENSE AND SERVICES AGREEMENT (this Agreement ) is entered into as of March 10, 2009 by and between CS STARS LLC, a Delaware limited liability company with offices at 500 West Monroe Street, Chicago, Illinois ( Licensor ), and City of Boise, a municipal governmental entity with offices at 150 N. Capitol Blvd, Boise ID ( Client ). In consideration of the mutual agreements contained herein and intending to be legally bound hereby, Licensor and Client hereby agree to all of the following terms and conditions. 1. Definitions. (a) Client Data shall mean the data provided or inputted by or on behalf of Client, including personally identifiable information, for use with the Licensed Software, excluding any Confidential Information of Licensor. (b) Confidential Information shall mean, collectively, this Agreement (to the extent permitted by law), as well as all confidential and proprietary information of a party, including, without limitation, regarding a party s business plans and strategies; products and technology; software, source code and object code; clients or prospective clients; data models; inventions, developments, formulae and processes; know-how, show-how, discoveries, improvements, works of authorship, concepts, mask works, and ideas, or expressions thereof, whether or not subject to patents, copyright, trademark, trade secret protection or other intellectual property right protection (in the United States or elsewhere); and whether or not stored, compiled or memorialized physically, electronically, graphically, photographically or in writing. Client Data shall be considered Confidential Information of Client. (c) Custom Software shall mean specifically modified versions or modules of the Software created by Licensor pursuant to a signed Statement of Work, Services Addendum or other written agreement between the parties. (d) Documentation shall mean, in printed or electronic form, each of the manuals, user guides, technical specification documents and other instructional and reference materials generally distributed by Licensor regarding the Software or distributed by Licensor to Client regarding the Custom Software, all as updated and redistributed by Licensor from time to time. (e) Fees shall mean the applicable license, implementation, conversion, customization, consulting, maintenance, support and services fees payable pursuant to this Agreement, including as set forth in the Compensation Summary and the Billing Schedule in any Statement of Work. (f) Licensed Software shall mean the Software, Upgrades and Custom Software. (g) Licensed Technology shall mean the Licensed Software and Documentation. (h) Proprietary Rights shall mean all copyright, patent, trademark, trade secret and other intellectual property and proprietary rights. (i) Restricted Entity shall mean any individual, partnership, limited liability company, corporation, joint venture, trust, association or other entity owned or controlled by, or acting as an agent for, any person or entity with whom a U.S. citizen, national, or company organized under the laws of or operating in any state or territory of the U.S. is prohibited from engaging in any transactions by U.S. laws, including without limitation, a person on the Specially Designated Nationals List published by the United States Department of the Treasury s Office of Foreign Assets Control ( OFAC ), or any other person or entity with whom or which transactions are prohibited by OFAC regulations. (j) Seat shall mean an individual (including an employee or agent of a Service Provider) using or accessing the Licensed Software. (k) Service Provider shall mean a thirdparty service provider of Client s that provides services on behalf of and for Client (and not as a service bureau). (l) Services shall mean the implementation, support, maintenance, programming and other services specified in any Statement(s) of Work, work orders or services addenda, or otherwise provided by Licensor pursuant to this Agreement. (m) Software shall mean the object code version of the software products set forth in the deliverables section of any applicable Statement of FORM CS STARS SOFTWARE LICENSE AND SERVICES AGREEMENT - NON-TRANSACTIONAL TEMPLATE Version: April 1, 2008

4 CONFIDENTIAL Work hereto and made available to Client under this Agreement by Licensor. (n) Statement of Work shall mean any statement of work entered into and mutually approved by the parties pursuant to this Agreement from time to time and attached hereto in Exhibit A. (o) Upgrades shall mean all updates, new versions, modifications and subsequent releases of the Software. Upgrades shall not include new or different applications, platforms or editions which are not extensions to or replacements for the Licensed Software, but which may use some or all of the code from the Licensed Software. 2. License Grant and Restrictions. (a) License. Subject to all the terms and conditions of this Agreement, Licensor hereby grants to Client, for the term set forth in the Statement(s) of Work, a non-exclusive, non-transferable, nonassignable, non-sublicensable, limited license for Client to access, display and use the Licensed Technology solely for the internal business purposes of Client and to manage information relating only to Client, but not any third parties, and not for any other purpose or in any other manner. (b) License Restrictions. Nothing in this Agreement shall be construed as a grant to Client of any right to, and Client shall not, and shall not permit any third party to: (i) reproduce any of the Licensed Technology or any portion thereof, (provided, that Client shall be permitted to make a reasonable number of copies of the Documentation and any locally-hosted Licensed Software for its internal training, testing and backup purposes); (ii) distribute, disclose or allow use of any of the Licensed Technology, or any portion thereof, in any format, through any timesharing service, service bureau, network or by any other means, to or by any third party; (iii) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover any source code or underlying ideas or algorithms of the Licensed Technology in any manner; (iv) create derivative works from, modify or alter any of the Licensed Technology in any manner whatsoever; (v) use the Licensed Software or any component thereof (excluding Client Data) to construct a database of any kind or to improve the quality of any data sold or contributed by Client to any third party; (vi) store the Licensed Software (excluding Client Data), in its entirety or in any part in databases for access by Client or any third party; (vii) distribute any database systems containing data (excluding Client Data) obtained from the Licensed Software; (viii) create Internet links to or from the Licensed Software or frame or mirror any of Licensor s content which forms part of the Licensed Software (for the avoidance of doubt, creation of corporate intranet "links" to the Licensed Software is not a violation of this Section 2(b)(viii)); (ix) use or access the Licensed Technology in a manner, or act otherwise in any manner, that could damage, disable, overburden, or impair any Licensor servers or the networks connected to any Licensor server; (x) interfere with any third party s use and enjoyment of the Licensed Technology; or (xi) attempt to gain unauthorized access to the Licensed Technology, accounts, computer systems, or networks connected to any Licensor server through hacking, password mining, or any other means. (c) Seats. The number of permitted Seats shall be as set forth in the Statement of Work. Client acknowledges and agrees that each Seat shall access and use the Licensed Technology through a unique and reasonably secure username/user identification and password. Except Client s system administrators where reasonably necessary for administrative or security purposes, no Seat may use the username/user identification or password of any other Seat. (d) Third Party Access. Client shall also have the right for Client to permit its Service Providers to access, display and use the Licensed Technology solely for the benefit of Client, and in accordance with the terms and conditions of this Agreement, provided that: (i) except as otherwise expressly agreed by Licensor in writing, no such Service Provider is engaged in, or is an affiliate or subsidiary of any person or entity engaged in, the claims, compliance or risk management software business; (ii) Client shall provide thirty (30) days advance written notice of such Service Provider to Licensor and Licensor does not object to such Service Provider within fifteen (15) days of Licensor s receipt of such notice from Client; (iii) no Service Provider shall have any right to access, display or use the Licensed Technology unless the Service Provider has agreed in writing in advance to be bound by 2

5 CONFIDENTIAL the Third-Party Licensee Agreement attached hereto as Exhibit B; (iv) any rights granted hereunder with respect to the Licensed Technology to any of Client s Service Providers shall expire or terminate immediately upon the expiration or termination of the Agreement in accordance with its terms; (v) all access and use of the Licensed Technology by Client s Service Providers shall be subject to all of the terms and conditions of this Agreement; and (vi) Client shall be fully responsible for ensuring the compliance of all such Client s Service Providers with the terms and conditions of this Agreement. (e) Proprietary Rights. As between Client and Licensor, Client acknowledges that Licensor is the exclusive owner of all right, title and interest in and to all Licensed Technology and all Proprietary Rights related thereto, regardless of any participation or collaboration by Client in the design, development or implementation of any such Licensed Technology. No title or ownership of Proprietary Rights in and to the Licensed Technology, or any component thereof, is transferred to Client or any third parties hereunder. To the extent that any such Proprietary Rights do not otherwise vest in Licensor or its licensors, Client hereby agrees to promptly assign such Proprietary Rights to Licensor or its licensors, and to do all other acts reasonably necessary to perfect Licensor s or its licensors ownership thereof, without additional consideration of any kind. (f) Notices of Infringement; Assistance. In the event Client discovers or is notified of an actual or suspected infringement or misappropriation of the rights of Licensor or its licensors in or to the Licensed Technology, or any component thereof, or any unauthorized disclosure of, access to, or use of the Licensed Technology (each, an Infringement ), Client shall: (i) immediately notify Licensor of such known or suspected Infringement; and (ii) terminate such Infringement if and to the extent within Client s control. (g) Proprietary Notices. Client shall not remove any copyright, patent, trademark or other proprietary or restrictive notice or legend contained in any of the Licensed Technology, and Client shall reproduce all such notices and legends on all copies of the Licensed Technology that are permitted to be made hereunder. Client further agrees to reasonably cooperate with and assist Licensor (at Licensor s sole expense) in protecting, enforcing and defending Licensor s rights in and to the Licensed Technology. (h) Client Obligations. In furtherance of the foregoing, Client shall: (i) provide Licensor with reasonable access to Client s premises as appropriate to enable Licensor to perform its obligations hereunder; (ii) provide adequate resources to participate in or facilitate the performance of the Services; (iii) timely participate in meetings relating to the Services; (iv) assign personnel with relevant training and experience to work in consultation with Licensor, if applicable; (v) provide the equipment and software (including obtaining any third party software licenses) required to operate the Licensed Software in accordance with, and to otherwise comply with, the hardware/software specifications for the Licensed Software; (vi) safeguard the user ID s, passwords and other security data, methods and devices furnished to Client in connection with the Licensed Software and prevent unauthorized access to or use of the Licensed Software; (vii) be responsible for all maintenance of Client networks, equipment and system security required or appropriate in connection with the Licensed Software; (viii) have sole responsibility for the accuracy, quality, integrity, legality, reliability and appropriateness of all Client Data; (ix) transmit Client Data in an encrypted format, to be mutually agreed by the parties, if Client Data is transmitted by electronic transfer or sent in physical media by or on behalf of Client; and (x) take such other actions as are required of Client pursuant to this Agreement, including without limitation, any Statement of Work. (i) Client Warranty Client Data. The parties acknowledge and agree that during the term of this Agreement Client, its Service Providers or other third parties may disclose certain Client Data, including personally identifiable data regarding employees or other individuals, to Licensor for the benefit of Client. Client represents and warrants to Licensor that: (i) Client, its Service Providers and such other third parties are authorized to disclose the Client Data to Licensor for use pursuant to this Agreement; (ii) such disclosure does not and shall not violate applicable law or, if applicable, Client s agreements with or privacy notices to individuals with respect to whom the Client Data relates; and (iii) Client shall not request Licensor to use, disclose or 3

6 CONFIDENTIAL otherwise process Client Data in any manner that would not be permissible under applicable law or, if applicable, Client s agreements with or privacy notices to individuals with respect to whom the Client Data relates, if done by Client. (j) Non-Licensor Events. Client acknowledges and agrees that Licensor shall not be responsible or liable for any delay or failure in its performance of any duties or obligations pursuant to this Agreement, including, without limitation, under any Statement of Work or schedule hereunder, if such delays or failures result or arise from any Non- Licensor Events. Non-Licensor Events shall mean, collectively: any (i) act or omission of Client or its Service Providers, including without limitation, any delays by Client in its performance or cooperation with respect to the obligations set forth in Section 2(h) or any Statement of Work; (ii) failures of Client s or third party equipment or software (other than the Licensed Software); or (iii) Force Majeure Event (as defined below). 3. Services. During the term of this Agreement, Licensor shall perform the Services in accordance with this Agreement, including without limitation, the Statement(s) of Work. 4. Fees and Payments. (a) Fees. Client shall pay to Licensor the Fees in accordance with the Compensation Summary included in any Statement of Work or as otherwise agreed in writing by the parties. Fees for additional services or expenses, if any, will be invoiced monthly as incurred. Client hereby represents and warrants to Licensor that Client may not incur any fees or expenses under this Agreement beyond the funds budgeted for such obligations in any fiscal year in which this Agreement is in effect or has been renewed by Client. Client hereby represents and warrants to Licensor that Client may not incur any fees or expenses under this Agreement beyond the funds budgeted for such obligations in any fiscal year in which this Agreement is in effect or has been renewed by Client. In the event that sufficient funds are not appropriated, budgeted, or made available to Client to meet its financial obligations under this Agreement, Client shall provide written notice to Licensor at least sixty (60) days prior to any scheduled payment set forth in any Statement(s) of Work. (b) Expenses. Client shall reimburse Licensor for all reasonable, documented out of pocket travel, lodging, meal and other expenses reasonably incurred by Licensor in the course of performing the Services. (c) Taxes. Client shall be liable for any taxes (including but not limited to federal manufacturers and retailers excise, state and local sales and use taxes, and personal property taxes), public charges, tariffs, and export and import duties, however designated, and any interest and penalties thereon, arising under this Agreement, other than taxes based on Licensor s income. Any taxes assessable on Client s copy of the Licensed Software on or after its delivery to Client shall also be borne by Client. All such taxes from which Client is not legally tax-exempt shall be included in amounts invoiced to Client. Client shall provide Licensor with a copy of Client s current certificate of tax exempt status during the term of this Agreement. (d) Payments. All Fees under this Agreement shall be payable by Client pursuant to and in accordance with the Billing Schedule set forth in the Compensation Summary described in any Statement of Work or as otherwise agreed by the parties, and shall be due within sixty (60) days of invoice date. Payments remitted after sixty (60) days shall bear interest at one percent (1%) per month or, if less, the maximum rate allowed by law. Except as provided in Sections 6(b) and 8(a), all Fees paid hereunder are non-refundable. If Client does not pay an invoice by the later of seventy-five (75) days after its due date or fifteen (15) days after notice that Licensor intends to terminate this Agreement for nonpayment, then this Agreement and all of Client s rights hereunder will terminate without further notice. 5. Confidentiality. (a) Confidential Information. Each party acknowledges and agrees that during the term of this Agreement it may be furnished with or otherwise have access to Confidential Information of the other party. The party that has received Confidential Information (the Receiving Party ), in fulfilling its obligations under this Section 5, shall exercise the same degree of care and protection with respect to the Confidential Information of the party that has disclosed Confidential Information to the Receiving Party (the Disclosing Party ) that it exercises with respect to its own Confidential Information, but in no event shall 4

7 CONFIDENTIAL the Receiving Party exercise less than a reasonable standard of care. The Receiving Party shall only use, access and disclose Confidential Information as necessary to fulfill its obligations under this Agreement, including any Statement of Work, or in exercise of its rights expressly granted hereunder. Receiving Party shall not directly or indirectly disclose, sell, copy, distribute, republish, create derivative works from, demonstrate or allow any third party to have access to any of Disclosing Party s Confidential Information; provided, however, that: (i) Licensor shall have a right to disclose Client s Confidential Information to Client s Service Providers, and Licensor s employees, affiliates and other agents who have a need to know; and (ii) all use of the Disclosing Party s Confidential Information shall be subject to all the restrictions set forth in this Agreement. (b) Exclusions. The following information shall not be considered Confidential Information subject to this Section 5: (i) information that is public record within the meaning of the Idaho Public Records Law, Idaho Code Sections through 9-348; (ii) information that is publicly available or later becomes available other than through a breach of this Agreement; (iii) information that is known to the Receiving Party or its employees, agents or representatives prior to such disclosure or is independently developed by the Receiving Party or its employees, agents or representatives subsequent to such disclosure; or (iv) information that is subsequently lawfully obtained by the Receiving Party or its employees, agents or representatives from a third party without obligations of confidentiality. If the Receiving Party is required by law to disclose any portion of the Disclosing Party s Confidential Information, including, without limitation, pursuant to the terms of a subpoena, court order or otherwise by applicable law, Receiving Party shall give prior timely notice of such disclosure to Disclosing Party to permit Disclosing Party to seek a protective or similar order, and, absent the entry of such an order, Receiving Party shall disclose only such Confidential Information as is necessary be disclosed in response to such subpoena, court order or other similar document. (c) Survival. The obligations set forth in this Section 5 shall expire two (2) years after termination or expiration of this Agreement; provided, however, that the confidentiality obligations for Confidential Information constituting trade secrets (as determined under applicable law) shall survive the termination or expiration of this Agreement for as long as such Confidential Information remains a trade secret. 6. Term and Termination; Migration. (a) Term. This Agreement shall commence upon the Effective Date and remain in effect for five (5) years, unless terminated sooner in accordance with this Section 6. (b) Termination. This Agreement may be terminated by: (i) either party by giving the other party at least thirty (30) days written notice in the event that sufficient funds are not appropriated, budgeted, or made available to Client to meet Client s financial obligations under this Agreement; (ii) either party without cause after the first contract year (a Termination for Convenience ), provided that: (1) in Client s case, that Client is not in breach of this Agreement and pays to Licensor, prior to any such termination, all unpaid implementation and migration fees and all other amounts due and owing Licensor through the effective date of termination; and (2) the party desiring Termination for Convenience provides the other party with written notice of such party s intention to so terminate at least 120 days prior to the last day of such contract year; (iii) Licensor pursuant to Section 4(d) or Section 8(a); or (iv) either party if the other party breaches any material term and fails to cure such breach within thirty (30) days after receipt of written notice thereof. If Client terminates the Agreement for Licensor s breach in accordance with this Section 6(b), Licensor shall refund to Client, within forty-five (45) days of the effective date of such termination, any prepaid but unearned Fees paid to Licensor in advance by Client. (c) Events Upon Expiration, Termination. Upon the expiration or termination of this Agreement for any reason, Client shall: (i) promptly cease all use of the Licensed Technology; (ii) promptly discontinue providing access to and remove all links to the Licensed Technology; (iii) within ten (10) business days after expiration or earlier termination of this Agreement, return to Licensor, or upon Licensor s request, destroy, all copies of the Licensed Technology in Client s and the Service Providers possession or control; and (iv) within fifteen (15) business days after expiration or earlier termination of this Agreement, certify in writing to Licensor that it has done all of the foregoing. Upon any expiration or termination of this Agreement, Licensor shall invoice 5

8 CONFIDENTIAL Client for all accrued Fees, including, without limitation, the full amount of any implementation fees specified in the Statement of Work, and all reimbursable expenses, and Client shall pay the invoiced amounts, including from previously issued invoices, within ten (10) business days of Client s receipt of such invoice or, if applicable, of the expiration or earlier termination of this Agreement. (d) Migration. During the term of this Agreement, Licensor may design and put into production a new version of the Software, including which operates on another platform, with respect to each type of Software listed in the relevant Statement(s) of Work, ( New Software ) that is intended to replace the then-current version of the Software. Client acknowledges and agrees that during the term of this Agreement Client shall negotiate in good faith with Licensor with respect to any proposal made by Licensor relating to migration of Client to the New Software. (e) Survival. Except as otherwise set forth herein, in the event of termination of this Agreement for any reason, the provisions of Sections 2(e) and (i), 5, 6(c), 7(e) and (f), 8, 9, 10, 11, 13 and 14, as well as all payment obligations, shall survive. 7. Limited Warranties and Disclaimer. (a) Software Warranty. Licensor warrants that the Licensed Software will perform in all material respects in accordance with the Documentation when used in accordance with the terms of this Agreement on the hardware and with the third-party software specified by Licensor from time to time. Client s sole remedy for any breach by Licensor of the warranty provided in this Section 7(a) shall be replacement of the nonconforming Licensed Software, at Licensor s sole expense, as described herein. If Client discovers that any Licensed Software fails to conform to the warranty provided in this Section 7(a), Client shall give Licensor written notice of such nonconformity within thirty (30) days after delivery of the Licensed Software or component thereof to Client and promptly after such discovery (and, in no event later than five (5) business days after expiration of the Warranty Period (as defined below)). Licensor shall deliver to Client replacement Licensed Software, a work-around and/or an error/bug fix as may be necessary to correct the nonconformity. In the event that Client gives Licensor notice of an apparent nonconformity that Licensor reasonably determines is not due to any fault or failure of the Licensed Software to conform to the warranty provided herein, all time spent by Licensor resulting in such determination, including time spent attempting to correct the problem, shall be charged against Client s client service hours, or, if client service hours have been exhausted, charged to Client at Licensor s then current hourly rate for such services. (b) Services. Licensor represents and warrants that the Services shall be performed in a professional and commercially reasonable manner consistent with the standard of care exercised by Licensor in performing similar services for other clients. Client s sole remedy for breach of this warranty shall be re-performance of the nonconforming Services, provided that Licensor must have received written notice of the nonconformity from Client no later than thirty (30) days after the original performance of the Services by Licensor. (c) Software Virus. Licensor warrants that, to the best of Licensor s knowledge, prior to its delivery to Client, the Licensed Software does not contain any programming devices (e.g., viruses, key locks, back doors, trap doors, etc.) which would: (i) disrupt the use of the Licensed Software or any system, equipment or software to which Client s networks are interfaced or connected; or (ii) destroy or damage data or make data inaccessible or delayed, except for file and purge routines necessary to the routine maintenance of the Licensed Software (collectively, Disabling Code ). Licensor will use reasonable practices and security procedures necessary to avoid insertion of Disabling Code prior to the delivery of the Licensed Software to Client and, as Client s sole remedy, shall remove any such Disabling Code so inserted, at Licensor s cost and expense. (d) Authority. Each party represents and warrants that it has full power and authority to enter into this Agreement and grant the rights granted herein. (e) Disclaimer. EXCEPT AS OTHERWISE EXPRESSLY STATED IN THIS AGREEMENT, LICENSOR MAKES NO WARRANTY OR REPRESENTATION WHATSOEVER, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE LICENSED TECHNOLOGY OR SERVICES, INCLUDING QUALITY, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON- INFRINGEMENT. NO LICENSOR AGENT OR EMPLOYEE IS AUTHORIZED TO MAKE ANY 6

9 CONFIDENTIAL EXPANSION, MODIFICATION OR ADDITION TO THIS LIMITATION AND EXCLUSION OF WARRANTIES IN THIS AGREEMENT. Licensor shall not be responsible for: (i) any non-conformities of the Licensed Software with Documentation, omissions, delays, inaccuracies or any other failure caused by Client s or any Service Providers computer systems, hardware or software (other than the Licensed Software), including by interfaces with such third party software, or any inaccuracies that such systems may cause within the Licensed Software; (ii) any inaccuracies in or failures of the Licensed Software to conform to the Documentation arising out of the use of a version or release of the Licensed Software other than the most recent version or release provided to Client by Licensor; (iii) any data that Licensor receives from Client or third party sources, including its PPOs, and including the data s accuracy or completeness, or Client s claim handling decisions; or (iv) the Licensed Software to the extent it is modified by anyone other than Licensor. To the extent the Licensed Software utilizes Internet systems to transmit data or communications, Licensor disclaims any liability for interception of any such data or communications, including of encrypted data. Client agrees that Licensor shall have no responsibility or liability for any damages arising in connection with access to or use of the Licensed Technology by Client or its Service Providers other than as authorized by this Agreement. Licensor is also not responsible for the reliability or continued availability of the telephone lines and equipment used to access the Licensed Software. (f) Third-Party Websites. The content of third party Websites, systems, products or advertisements that may be linked to the Licensed Software are not maintained or controlled by Licensor. Licensor is not responsible for the availability, content or accuracy of third party Websites, systems or goods that may be linked to, or advertised on, the Licensed Software. Licensor does not: (i) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Licensed Software; (ii) guarantee the accuracy, completeness, usefulness or adequacy of any other Websites, systems, products or advertisements that may be linked to or referenced in the Licensed Software; or (iii) make any endorsement, express or implied, of any other Web sites, systems, products or advertisements that may be linked to or referenced in the Licensed Software. (g) Warranty Period. The representations and warranties contained in this Section 7 shall be in force, as to each version or release of the Software, for a period of one (1) year after it is first delivered or otherwise made available to Client by Licensor (the Warranty Period ). 8. Indemnification by Licensor. (a) Indemnification. Licensor agrees to indemnify, defend, settle, or pay any claim or action against Client and its officers, directors, members, managers and employees for infringement of any U.S. patent or copyright arising from Client s use in accordance with this Agreement of the Licensed Software. If the Licensed Software or any part of the Licensed Software is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Licensor shall, at its own expense and as Client s sole remedy therefor, either: (i) procure for Client the right to continue to use the Licensed Software; or (ii) modify the Licensed Software to make it non-infringing, provided that such modification does not materially adversely affect Client s authorized use of the Licensed Software; or (iii) replace the Licensed Software with a functionally equivalent non-infringing program at no additional charge to Client; or (iv) if none of the foregoing alternatives is reasonably available to Licensor, terminate this Agreement and refund to Client any prepaid but unearned Fees paid to Licensor in advance by Client prior to the effective date of the termination. (b) Exclusions. Licensor s indemnification obligations under Section 8(a) shall not apply where the claim is based in whole or in part on: (i) modifications to the Licensed Software or any component thereof made by anyone other than Licensor; (ii) use of any Licensed Software in combination with a product not supplied by Licensor; (iii) use of any Licensed Software other than in accordance with this Agreement or the Documentation; or (iv) use of a version of the Licensed Software other than the most recent version or release provided to Client by Licensor. (c) Conduct. Licensor shall have the sole right to conduct the defense of any such infringement claim or action and all negotiations for its settlement or compromise, and to settle or compromise any such claim. Client agrees to cooperate with Licensor in doing so. Client agrees to give Licensor prompt 7

10 CONFIDENTIAL written notice, in no case longer than within seven (7) days of receipt or discovery, of any threat, warning, or notice of any such claim or action, with copies of any and all documents Client or its Service Providers may receive relating thereto. 9. Indemnification by Client. To the extent permitted by law, Client agrees to indemnify, defend and hold harmless Licensor, its affiliates, and all their officers, directors, members, managers, shareholders, employees and other agents for and against any damage, cost, liability, expense, claim, suit, action or other proceeding, to the extent based on or arising in connection with any breach of this Agreement by Client. 10. Limitation of Liability. (a) Disclaimer. IN NO EVENT WILL LICENSOR BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT FOR INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN ANY ACTION ARISING FROM OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, TORT, INTENDED CONDUCT OR OTHERWISE, INCLUDING WITHOUT LIMITATION, DAMAGES RELATING TO THE LOSS OF PROFITS, INCOME, GOODWILL OR REVENUE, COSTS INCURRED AS A RESULT OF DECISIONS MADE IN RELIANCE ON THE LICENSED TECHNOLOGY, LOSS OF USE OF THE LICENSED TECHNOLOGY OR ANY OTHER SOFTWARE OR OTHER PROPERTY, LOSS OF DATA, THE COSTS OF RECOVERING OR RECONSTRUCTING SUCH DATA OR THE COST OF SUBSTITUTE SOFTWARE, SERVICES OR DATA, OR FOR CLAIMS BY THIRD PARTIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. (b) Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL LICENSOR S AGGREGATE MAXIMUM LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT EXCEED FIVE HUNDRED THOUSAND DOLLARS ($500,000.00).(c) Non-applicability. To the extent applicable law does not allow the exclusion or limitation of liability to the extent provided for herein, the above limitation may not apply to Client solely to the extent of such exclusions. 11. Publicity. (a) Database Information. Licensor may publicize the fact that Client has procured a license for the Licensed Technology. Licensor may so use Client s name but not its logotype and will not state or imply that Client endorses or recommends the Licensed Technology. From time to time Licensor may compile and sell databases of risk management information. Subject to Licensor s confidentiality obligations set forth in Section 5 herein and with written approval from Client, Client agrees that Licensor may use de-identified and/or aggregated Client Data for these purposes. (b) Press Releases. Except as otherwise expressly provided in Section 11(a), neither party shall issue a general press release naming the other party regarding the existence of this Agreement, without the prior written consent of the other party. 12. Foreign Use. If Client chooses to access the Licensed Software from outside the United States, it is responsible for compliance with foreign and local laws. The Licensed Technology is not available through Licensor or its affiliates to any Restricted Entity. Client represents and warrants that it is not a Restricted Entity and is not using the Licensed Technology on behalf of or for the benefit of a Restricted Entity. 13. Records. Client shall use reasonable efforts to maintain complete and accurate records regarding its use of the Licensed Technology, including, without limitation, the name and username/user identification and password of each Seat, (collectively, the "Records"). Client shall maintain such Records during the term of this Agreement and for two (2) years thereafter. At Licensor s expense, Licensor (or at Licensor s election, its representatives) shall have the right to examine, inspect and audit Client s offices, information systems and Records, and make extracts of information and copy any part of the Records at any reasonable time during normal business hours upon ten (10) business days notice to Client in order to monitor Client s compliance with this Agreement. If any such audit reveals that Client has more (i) Seats accessing or using the Licensed Technology, or (ii) transactions than Client has paid for during the period to which the audit relates (as determined prior to the commencement of the audit), then Client shall promptly pay for such additional Seats or transactions, as applicable (beginning from the date of first access 8

11 CONFIDENTIAL by each additional user or first additional transaction) at the rates set forth in the applicable Statement(s) of Work, and the reasonable cost of such audit shall be borne by Client. In addition, if any such audit reveals that Client has more five percent (5%) or more Seats accessing or using the Licensed Technology or transactions than for which Client has paid, Licensor shall have the right to charge Client interest at ten percent (10%) per annum, or the highest amount permitted by applicable law, whichever is lower on all amounts payable by Client for such additional Seats or transactions, as applicable. 14. General. (a) Any notice required or permitted to be delivered pursuant to this Agreement shall be in writing and shall be deemed delivered: (i) upon delivery if delivered in person; (ii) three (3) business days after deposit in the United States mail, registered or certified mail, return receipt requested, postage prepaid; (iii) upon transmission if sent via facsimile, with a confirmation copy sent via overnight mail; or (iv) one (1) business day after deposit with a national overnight courier, in each case addressed to the following addresses: If to Licensor: CS STARS LLC Attn: Executive Vice President Professional Service 500 West Monroe Street Chicago, IL Facsimile: (312) With a copy to: CS STARS LLC Attn: Corporate Counsel 500 West Monroe Street Chicago, IL Facsimile: (312) If to Client: Finance & Administration Risk Management & Safety Services Department Attn: Corey Pence 150 N. Capitol Blvd. Boise, ID or to such other address as may be specified by either party hereto upon notice given to the other. (b) The failure of either party to enforce any of its respective rights under this Agreement at any time for any period shall not be deemed or construed a waiver by such party of such rights. (c) Notwithstanding any provision hereof, for all purposes of this Agreement each party shall be and act as an independent contractor and not as partner, joint venturer or agent of the other party and shall not bind nor attempt to bind the other party to any contract or other undertaking. (d) No changes or modifications to or waivers of any provision of this Agreement shall be effective unless evidenced in a written amendment that is signed by authorized representatives of both parties. (e) In the event that any provision of this Agreement shall be determined to be illegal or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. (f) This Agreement shall be governed by and construed in accordance with the laws of the State of Idaho without regard to the conflicts of laws provisions thereof. (g) Headings herein are for convenience of reference only and shall in no way affect interpretation of the Agreement. (h) Licensor shall have no liability for any failure or delay in performance of its obligations under this Agreement because of circumstances beyond its reasonable control, including without limitation, acts of God, fires, floods, earthquakes, wars, civil disturbances, terrorism, sabotage, accidents, unusually severe weather, labor disputes, governmental actions, power failures, viruses that are not preventable through generally available retail products, inability to obtain labor, material or equipment, catastrophic hardware failures, usage spikes, attacks on Licensor s server, or any inability to transmit or receive information over the Internet, (each, a Force Majeure Event ) nor shall any such failure or delay give Client the right to terminate this Agreement. (i) Client acknowledges that its breach of this Agreement may cause irreparable injury to Licensor that may not be adequately compensable in money damages, and for which Licensor shall have no 9

12 CONFIDENTIAL adequate remedy at law. In the event of breach of Sections 2 or 5 of this Agreement, Licensor shall be entitled to seek equitable relief to protect its interests, including but not limited to preliminary and permanent injunctive relief. (j) This Agreement takes precedence over any conflicting statement or provision in any Statement of Work and any other document furnished by Licensor. This Agreement, including all Exhibits hereto, is the complete statement of the agreement of the parties with respect to the subject matter of this Agreement and supersedes all prior oral and written agreements with respect to the subject matter hereof, including, without limitation, any prior, concurrent or subsequent purchase orders or like documentation issued by Client. (k) This Agreement may be executed in counterparts, each of which will be deemed an original but all of which together shall constitute one and the same Agreement. (l) In performing the Services required herein, Vendor shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. (m) Insurance. Licensor will provide the insurance coverage designated hereinafter and pay all costs associated with the insurance coverage. Any policy or certificate of insurance for the insurance coverage designated hereinafter will name the City as a named insured (Attn: Purchasing), where appropriate, and such insurance policy or certificate of insurance will be kept and maintained in full force and effect at all times during the term or life of this contract. The insurance policy or certificate of insurance must be filed with Purchasing prior to commencing work under this contract and no insurer will cancel the policy or policies or certificate of insurance without first endeavoring to give thirty (30) days written notice thereof to Licensor and Client, but the Client may, at any time, substitute a policy or policies or certificate of insurance of a qualified insurance company or companies of equal coverage. Licensor will not commence providing services under this Agreement until Licensor has obtained all the insurance required hereunder. Licensor will maintain during the term of this Agreement the statutory workers' compensation and employer's liability insurance in an amount not less than $500,000 for each occurrence, for all of his employees to be engaged in work on the project under the contract, and, in case any such work is sublet, Licensor will require the subcontractor similarly to provide workers' compensation and employer's liability insurance for all of the latter's employees to be engaged in such work. The minimum limits of insurance described above will not be deemed a limitation of the Client's covenant to indemnify. (n) Source Code Escrow. Subject to Client s execution of the Preferred Beneficiary Acceptance Form attached hereto as Exhibit C and payment annually to Licensor of the fees specified in an applicable Statement of Work, Licensor shall take all actions necessary for Client to become a beneficiary of the Source Code Escrow Agreement, as amended or renewed from time to time (the Escrow Agreement ) between Licensor and Iron Mountain Intellectual Property Management, Inc. (the Escrow Agent ) solely with respect to the Software for which the fees are paid by Client. In accordance with the terms of the Escrow Agreement, Licensor shall deposit a copy of the source code of the Software (the Deposit Materials ) with the Escrow Agent. Upon release of the Deposit Materials by Escrow Agent to Client, Client shall (i) maintain the confidentiality obligations set forth in the Agreement herein with respect to the Deposit Materials; and (ii) have a right and license to display, use and access the then-current version of the Deposit Materials solely in connection with use of the Licensed Technology in accordance with this Agreement, including without limitation, Section 4. In the event Client does not pay the annual escrow fee to Licensor in accordance with this Agreement, Client understands that all benefits under the Escrow Agreement shall be null and void and Client shall have no further beneficiary rights. 16. Authority. THE PERSON(S) SIGNING AND EXECUTING THIS AGREEMENT ON BEHALF OF CLIENT HEREBY REPRESENTS AND WARRANTS THAT HE OR SHE HAS THE AUTHORITY TO EXECUTE THIS AGREEMENT ON BEHALF OF CLIENT AND TO VALIDLY AND LEGALLY BIND CLIENT TO ALL THE TERMS, PERFORMANCES AND PROVISIONS HEREIN. 10

13 CONFIDENTIAL IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date. CS STARS LLC By: see attached signature page (Authorized Representative) Name: City of Boise By: see attached signature page (Authorized Representative) Name: Title: Title:

14 CONFIDENTIAL EXHIBIT A STATEMENTS OF WORK Page i

15 CS STARS Statement of Work #1 for City of Boise Jonathan Nichols, Sales Leader CS STARS LLC th Street, Suite 2200 Denver, CO Phone: Fax: February 25, 2009 Version 1 This document contains proprietary and confidential business information and is intended solely for employees of City of Boise. No portion may be reproduced or shared with consultants or other third parties without advance written permission from CS STARS LLC. Page 1 of 31

16 Table of Contents 1. Project Scope and Deliverables...4 A. Required Meetings...4 B. Standard System Configuration...5 C. Data Conversion...6 D. Advanced Feature Setup and Universal Solutions...7 E. Custom Programming...9 F. Custom Report Development...9 G. Technical Implementation Services...9 H. Initial Training I. Project Management Maintenance Services and Support...11 A. Software Product Licenses and Maintenance B. Advanced Features and Universal Solutions C. Custom Software Maintenance D. Technical Services E. Scheduled Data Processing Services F. Ongoing Training G. Ongoing Services and Travel Pricing and Invoice Schedule Statement of Work Approval...15 Data Conversion and Scheduled Data Processing Services Appendix...16 Custom Solutions Appendix...21 No custom solutions have been included in this Statement of Work.Universal Solutions Appendix...21 Universal Solutions Appendix...22 Custom Reports Appendix...23 Page 2 of 31

17 Custom Letters Appendix...24 Project Management Appendix...25 Interview Entry Appendix...28 Litigation Management Screen Modifications.... Error! Bookmark not defined. Local Installation Appendix...29 Work Order Appendix...30 Financial Appendix...31 Page 3 of 31

18 Statement of Work #1 for STARS TM Software This Statement of Work # 1 ( Statement of Work ) describes services to be performed by CS STARS LLC ( CS STARS ) for City of Boise ( City of Boise ). This Statement of Work is subject to all the terms and conditions of the Software License and Services entered into by the parties on 12/31/08 (the Agreement ). This Statement of Work is effective on 12/31/08 (the "SOW # 1 Effective Date") and will remain in effect through 12/31/2013 unless terminated sooner in accordance with the Agreement. Any capitalized terms not defined in this Statement of Work shall have the same definitions as set forth in the Agreement. 1. Project Scope and Deliverables: Identifiable deliverables included in this Statement of Work 2. Maintenance Services and Support: Ongoing software maintenance and related support 3. Price and Payment Schedule: Cost breakout for project products and ongoing services 4. Statement of Work Approval 5. Appendices and Additional Approvals: Additional details that apply to information contained in this Statement of Work 1. Project Scope and Deliverables The following describes all initial Services to be performed by CS STARS under this Statement of Work. Any services or deliverables not specified in What s Included in this Deliverable column are expressly excluded from this Statement of Work. A. Required Meetings Deliverable Description What s Included in this Deliverable Kickoff Meeting Initial meeting to kickoff project Project team will travel to City of Boise site. One trip for 1 team members for up to $800 per person per trip in travel costs is included. Project binder. Working Meetings On-site Assistance with User Acceptance Testing Meetings to gather information and review progress throughout the project. N/A. One onsite project meeting for 1 day each for one project team members. Travel costs for up to $800 per person per trip are included and additional travel will be billed as incurred. If necessary, actual travel costs will be billed as incurred. Page 4 of 31

19 B. Standard System Configuration The following deliverables will be configured using standard configuration tools in the STARS software. Deliverable Description What s Included in this Deliverable Code and Field Setup Configuration of field labels and code lists in STARS. City of Boise is responsible for providing CS STARS all nonstandard codes. Major Coverages Used by City of Boise GL AL Property WC Screen Design Creation of layout and design to be viewed by STARS users in various areas of the Software. Interview Entry configuration is not included as part of the Screen Design deliverable and can be found in the Advanced Feature Setup and Universal Solutions section if included. City of Boise will use a combination of standard and non-standard claim codes and fields. Standard code and field setup for Rolodex/Contacts, Location, C.O.P.E. (Construction, Occupancy, Protection and Exposure) and Policy data. Non standard code and field setup for recommendation management. Claim/Incident Screens One specially configured screen design per major coverage with the exception of litigation management which will have two. Occurrence Screens One specially configured occurrence screen design per major coverage. Rolodex/Contacts - Two specially configured rolodex/contacts screen. Location One standard specially configured location screen Transaction One standard transaction screen. Policy One standard policy screen. Policy Program One standard program screen. Location Hierarchy Configuration of location hierarchy in STARS. Load of C.O.P.E. (construction, occupancy, protection and exposure) and values information is included in this deliverable. Initial load of hierarchy from data provided in Microsoft Excel or other agreed upon format. Data must contain unique location identifier for each location, and methodology to determine a single hierarchical relationship for each location. Page 5 of 31

20 Deliverable Description What s Included in this Deliverable Security Configuration Includes assistance with City of Boise setup of user IDs and access rights for users in STARS. STARS will provide up to six hours of remote training and assistance to City of Boise System Administrator to configure user rights and security groups. C. Data Conversion City of Boise is responsible for ensuring that all data providers, including without limitation, TPAs, carriers, and brokers, provide City of Boise Data to CS STARS in a timely manner. As between CS STARS and City of Boise, City of Boise is responsible for the quality, accuracy and reliability of all City of Boise Data provided by its data providers. Delays in receipt of City of Boise Data will result in delays of the Services to be provided by CS STARS under this Statement of Work and could result in additional fees. Please note that fees charged by data providers for the transmittal of City of Boise Data to CS STARS are not included and that not all data providers are able to provide all data components for data conversions. City of Boise shall notify CS STARS regarding any as of reporting functionality related to each of its data conversions as some data types will not include a record of historical changes. Three [3] data loads are included as a part of the Data Conversion deliverable for each data source (two data loads into a test environment, and final load into Production). Unless specifically stated otherwise, the Data Conversion deliverable relates only to loading data into the Licensed Software, but not any extracts of such data. Data Source Inter-Mountain Claims Incident Spreadsheet Data Conversion Components Cumulative Claims Historical Transactions Historical Checks Historical Notes/Comments Historical Diaries/Tasks Historical Contacts/Vendors Historical OSHA Data Historical Policy Data Historical FROI/SROI Data Historical Location Data Historical Values Data Other Historical Data: [List Specific Data Components] Default Conversion Cumulative Claims Historical Transactions Additional Data Loads and Details For additional details regarding Data Conversion deliverables, please see the Data Conversion and Scheduled Data Processing Services Appendix. Page 6 of 31

21 D. Advanced Feature Setup and Universal Solutions This section describes implementation services related to the configuration of the following Software features. These are features that are included in the Software but require additional configuration time. Deliverable Description What s Included in this Deliverable Check Writing/Printing Check Vouchers Events and Validations Custom Letter Setup Interview Entry Configuration Configuration of check printing module and check template(s) which will allow City of Boise to print checks from the STARS software. City of Boise will be required to get the check template approved by its banking institution prior to use of such template in STARS. Configuration of check printing module which will allow City of Boise to print check vouchers from the STARS software. City of Boise will not print checks directly from STARS but will manually provide printed voucher to its accounts payable department. CS STARS will configure business rules using standard event and validation tool in STARS based on specifications provided by City of Boise within the parameters of standard STARS functionality. Examples include auto-fixes, autodairies, auto- s or additional system validations. Configuration of data merged claim letters based on Word documents and requirements provided by Client CS STARS will configure Interview Entry in STARS Web or STARS Enterprise after consultation with City of Boise and based on specifications mutually agreed to by the parties. No check printing setup is included in this Statement of Work. Not included in this Statement of Work Up to 30 Events or Validations are included. No Custom Letters Included One form and 4 paths are included. Up to 160 total questions are included. No review roles are included. Additional terms and conditions applicable to the Agreement and Sample intake forms are provided in Interview Entry Appendix. Page 7 of 31

22 Deliverable Description What s Included in this Deliverable Anonymous Login used with Interview Entry Code Dependencies Exposure Setup C.O.P.E. Data Tracking Universal Solution #1 CS STARS will configure anonymous login for use with interview entry based on specifications provided by City of Boise. City of Boise is responsible for validating that anonymous login security does not permit access to City of Boise Data. Additional terms and conditions, as set forth in the Maintenance Services and Support Section, apply to this deliverable. CS STARS will configure business rules related to coded field selections in the system after consultation with City of Boise and based on specifications mutually agreed to by the parties. Configuration of placeholders to maintain exposure/values data on locations in STARS. Configuration of system to maintain Construction, Occupancy, Protection and Exposure data in the Location. HR Import & Lookup Setup of one enterprise-wide anonymous login is included. Configuration of up to 5 code dependencies are included Configuration for up to three exposure types is included. City of Boise will use standard codes in STARS. Functional specification is provided in the Universal Solution appendix Installation of universal solution Setup of universal solution Documentation Page 8 of 31

23 E. Custom Programming No custom solutions are included in this proposal F. Custom Report Development Legal File Label Export G. Technical Implementation Services Deliverable Description What s Included in this Deliverable Local Installation STARS Software installation for a SQL Server backend. Hardware requirements conference call with CS STARS Technical Services. Documentation of STARS Software installation. On-site STARS Software installation on City of Boise environment. Installation of report server is included Two days of installation for one technical team member for up to $800 per person are included. Please see the Local Installation Appendix for additional details about this deliverable. NOTE: Maintenance, tuning, administration or enhancement of City of Boise system environment is not included in this Statement of Work. City of Boise is responsible for complying with the minimum technical requirements as provided in the Hardware and Software Documentation. Page 9 of 31

24 H. Initial Training Deliverable Description What s Included in this Deliverable Instructor Led Training Web Training Live instructor led training for large groups of City of Boise users. Web-based instructor led training for small groups of City of Boise users. Three days (8 hours maximum per day) of onsite instructor led training for up to 15 colleagues at City of Boise s location. Configuration of standard training materials Travel for 1 project team member for up to $800 per person is included. Additional travel will be billed as incurred after City of Boise approval of expected travel costs 4 of sessions (2 hours maximum per session) of instructor led web training for up to 15 colleagues. Configuration of standard training materials I. Project Management Deliverable Description What s Included in this Deliverable Project Management City of Boise User Acceptance Testing The Project Management Institute s (PMI) best practices for managing projects via the CS STARSPro methodology. City of Boise User Acceptance Testing is required for approval of all deliverables outlined in the Project Scope and Deliverables section. If City of Boise does not provide CS STARS with feedback, the deliverable will be deemed accepted thirty (30) days after delivery. Project schedule indicating estimated project completion, critical paths and slack Project status reports and calls, to discuss activities completed, activities scheduled and issues Implementation support from the CS STARS Project Management Office (PMO) CS STARS will provide City of Boise with project deliverable for User Acceptance Testing and will provide City of Boise guidance on the testing process. Additional details regarding project approach and responsibilities can be found in the Project Management Appendix. Page 10 of 31

25 2. Maintenance Services and Support The following describes the services included for the ongoing maintenance of this account. CS STARS will license the following software to City of Boise in accordance the terms and conditions of the Agreement: A. Software Product Licenses and Maintenance Core Software Deliverables STARS Enterprise Claims and Risk Anonymous Incident Entry - Additional Terms and Conditions Upgrades Description 25 named User licenses 12 lite User licenses Version 4.0 of STARS Enterprise Edition Anonymous access to Licensed Software is to be used by City of Boise s staff solely to enter occasional workplace or healthcare incidents (each, an Anonymous Seat ), but not any other purpose. Access to Licensed Software must be via City of Boise s password protected intranet. The Licensed Software may be accessed by a user of the Anonymous Seat only though a single sign-on (SSO). City of Boise shall ensure that the username and password for the Anonymous Seat is provided only to those authorized employees No more than 10 concurrent users may access or use the Licensed Software under a single ID/password at the same time. Anonymous entry does not permit identification of individual users, including their IP addresses City of Boise shall be solely responsible for its decision to permit anonymous access without requirement for individual usernames and passwords and acknowledges and agrees that foregoing individual unique usernames and passwords for each user will eliminate the security features inherent in the use of such unique usernames and passwords City of Boise shall be solely responsible for ensuring that the appropriate access restrictions in the Licensed Software are established for the users of the Anonymous Seat, including by setting access controls that limit the City of Boise Data accessible and viewable by such users CS STARS shall not be responsible or liable for any errors in the Licensed Software arising from concurrent users in excess of the number specified in this Statement of Work above. Any Upgrades to the STARS Software for the Edition licensed under the Agreement that are generally released during the term of this Statement of Work. Any City of Boise Support Hours used to install Upgrades will be applied against City of Boise s ongoing City of Boise Support Hours. B. Advanced Features and Universal Solutions This section provides details about advanced system features included in this Statement of Work. Page 11 of 31

26 Deliverable Maintenance of Advanced Features and Universal Solutions Description Maintenance services related to Advanced Features and Universal Solutions included in attached Project Scope and Deliverables section will be applied against the City of Boise Support Hours. If set City of Boise Support Hours are depleted, additional City of Boise Support Hours will be charged as incurred. Advanced Features Used: Universal Solutions Used: HR Import & Lookup Maintenance services related to Advanced Features will be applied against the City of Boise Support Hours. If set City of Boise Support Hours are depleted, additional City of Boise Support Hours will be charged as incurred. Maintenance services related to Universal Solutions will be applied against the City of Boise Support Hours. If set City of Boise Support Hours are depleted, additional City of Boise Support Hours will be charged as incurred. C. Custom Software Maintenance No Custom Solutions are included in this proposal D. Technical Services Deliverable Description What s Included in this Deliverable Local Installation City of Boise hosted software on a SQL Server backend. City of Boise will maintain installed software. City of Boise requested assistance with their environment will be billed against the City of Boise Support Hours or can be purchased separately at CS STARS s then-current rates for such services at the time of the request. Please see Local Host Appendix for additional details. Installation, maintenance, tuning, administration or enhancement of City of Boise system environment, networks, servers, or other equipment is not included this Statement of Work. City of Boise is responsible for complying with the minimum technical requirements as provided in the Hardware and Software Documentation. E. Scheduled Data Processing Services Fees charged by data providers for the transmittal of data to CS STARS are not included in this Statement of Work and shall be payable by City of Boise directly to such data providers. Standard Data Processing: The CS STARS standard turnaround time for non-daily and non-weekly scheduled claim and transaction data processing is three (3) business days from the time that CS STARS Data Operations Center confirms that incoming data is in the expected data layout, balances to control Page 12 of 31

27 totals, and passes basic quality checks performed by CS STARS. Data processing will take place during CS STARS s normal business hours. Unless specifically stated otherwise, the Scheduled Data Processing Services deliverable relates only to loading data into the Licensed Software, but not any extracts of such data. Data Source Components Frequency Data Processing Details Inter Mountain Claims Transactions Notes/Comments Diaries/Tasks Contacts / Vendors OSHA Data Policy Data Location Data Values Data Other: [List Specific Data Components] Annually Semi-Annually Quarterly Monthly Bi-Weekly Weekly Once Daily Other: [Specify frequency] Standard Data Processing For additional details regarding Scheduled Data Processing Services, please see Data Conversion and Scheduled Data Processing Services Appendix. F. Ongoing Training Travel for ongoing training will be billed as incurred unless included in Ongoing Services and Travel section. Deliverable Description What s Included in this Deliverable Instructor Led Training Users Conference Fees Live instructor led training for groups of City of Boise users. Registration fees for CS STARS Users Conferences Included Ongoing training will be billed as incurred and scheduled at the request of the City of Boise 2 registration fees are included in this Statement of Work for the 2009 User conference. Page 13 of 31

28 G. Ongoing Services and Travel Deliverable City of Boise Support, Account Management and Consulting Services Work Orders Ongoing Travel What s Included in Deliverable Package of 40 annual City of Boise Support Hours is included in this Statement of Work. City of Boise may prepurchase additional Support Hours packages in advance of the complete erosion of any package at the same rate that City of Boise is charged for Support Hours in the initial package. Additional Service Hours purchased by City of Boise after all Support Hours have been eroded will be billed as incurred at CS STARS then-current rate at the time of the request. Support is offered during CS STARS normal business hours. Customer support, account management and consulting services related to maintenance and ongoing use of the Software. Examples include, but are not limited to, service time spent on: Upgrades, migrations, user assistance with features, troubleshooting, testing, project management, issues management, stewardship meetings, account management, report configuration, data reconciliation, Third Party Administrator claim takeover analysis; changes to existing workflows or system setup; consulting related to changes to custom solutions, changes to data conversions or changes to reports; technical assistance, creation of events and validations, maintenance of custom reports, status calls, meetings and Documentation. Work orders may be created by CS STARS and City of Boise for City of Boise-requested additional Services not included in this Statement of Work that will erode City of Boise Support Hours. CS STARS will provide an estimate of the City of Boise Support Hours required for the additional Services. A sample of the information required for a Work Order can be found in the Work Order Appendix to this Statement of Work. Travel may be required for Services including, but not limited to, training, working meetings, stewardship meetings, project meetings, and technical services required for Upgrades or installations. Actual travel costs will be billed as incurred. Page 14 of 31

29 3. Pricing and Invoice Schedule See Financial Appendix for additional billing details. Fees do not include applicable taxes. All fees are subject to U.S. State Sales Tax, where applicable. Deliverable Fees Payment Schedule Year 1 Fees Implementation Fee $80,510 Annual Fee $46,962. Billed on date to be determined Year 2 Fees $35,068 Billed on date to be determined. Year 3 Fees $35,068 Billed on date to be determined. Year 4 Fees $36,180 Billed on date to be determined Year 5 Fees $37,325 Billed on date to be determined Escrow Fees $5,000 total for 5 years, included in Year 1 Implementation Fee 4. Statement of Work Approval This offer will expire on 12/31/09. IN WITNESS WHEREOF, the undersigned have duly executed this Statement of Work, or have caused this Statement of Work to be duly executed on their behalf as of the SOW #X Effective Date. City of Boise Name: CS STARS LLC Name: Jonathan Nichols Signature Signature Title Title Date Date Page 15 of 31

30 Data Conversion and Scheduled Data Processing Services Appendix The following further explains the Data Conversion Services deliverable. Detail City of Boise is responsible for facilitating delivery of City of Boise Data to CS STARS from all data providers, including a layout definition or data dictionary. City of Boise is responsible for facilitating delivery of control total reports to CS STARS for each data provider. Cumulative claims data conversion Important Distinction All City of Boise Data provided to CS STARS must be encrypted using the NIST/AES or DES standards. CS STARS will provide the public keys and the methods used for encryption. This policy pertains to all City of Boise Data sent electronically or physically to CS STARS. Not all data providers are able to provide all data components for data conversions. Prior to execution of this Statement of Work, City of Boise is responsible for verifying that all of City of Boise s data providers are able to provide such data components. Fees charged by data providers are not included in this Statement of Work and shall be payable by City of Boise directly to the data providers. In the event that control total reports are not available for a data provider, City of Boise must provide written approval of agreement with CS STARS on a method of reconciliation. A cumulative claims data conversion consists of claim indicative data (name, address, loss date, etc.) and summary financials only and does not include other data elements (adjuster notes, OSHA records, contacts, and/or historical detailed payments / reserve transactions). Historical detailed transactions are only included if the component entitled Historical transaction data conversion is selected in the Statement of Work. Page 16 of 31

31 Detail Historical transaction data conversion CS STARS will work with City of Boise to develop data mapping and transformation rules. CS STARS will develop data conversion program(s) and processes. CS STARS will map/integrate the City of Boise Data received from all data providers into a single repository and match claims between data providers, if needed. Important Distinction Historical transaction data conversion includes detailed historical payment and reserve transactions only. In the event of an imbalance between claim summary financials and detailed transactions, the claims may be balanced to the transactions or vice versa, dependent on feedback from the data provider and City of Boise. Fees charged by data providers are not included in this Statement of Work and shall be payable by City of Boise directly to the data providers. Data associated with history of check processing and printing is not included in an historical transaction conversion. Data associated with historical medical bill invoice/line item conversion is not included in an historical transaction conversion. CS STARS cannot fabricate data based on the source data or other factors. CS STARS will only develop data conversion program(s) and processes for data conversion components explicitly listed in the Statement of Work. Additional data conversion components may be added to project scope, but an additional fee will apply and the timeframe of the project may change accordingly. Some information may not be available through the data provider; if the data is available, the data provider may charge City of Boise an additional fee that is not included in this Statement of Work City of Boise may need to provide assistance in claim matching activities. This activity does not include claim matching or data issue resolution associated with a Carrier or TPA takeover of claims from another Carrier or TPA unless that activity is explicitly listed as a deliverable in this Statement of Work. Page 17 of 31

32 Detail CS STARS will perform three (3) data loads into the STARS database: one initial load into the Test STARS database, one additional load containing revisions into the Test STARS database, and one final load into Production. CS STARS will perform the following quality control activities: reconciliation to control total reports provided by data providers; validation of incoming data codes (locations, cause, nature of injury, body part, pay types, etc.); validation of STARS standard business rules; reconciliation of all exceptions produced during loads into the STARS database; completion of unit testing on converted data as defined in the Data Operations Standard Test Plan CS STARS will provide documentation of conversion results. Important Distinction Any time spent by CS STARS to create more than the three (3) specified data loads will be charged against the City of Boise Support Hours or, if all City of Boise Support Hours have been eroded, all time spent will be charged to City of Boise at CS STARS s then-current rate for such services. Within ten (10) business days of the date that CS STARS forwards the mappings to City of Boise, City of Boise shall review/test the mapping(s) and either: (a) inform CS STARS of any necessary revisions to the mappings or (b) sign-off on the mappings by signing the a Data Conversion Mapping Closure document (the Mapping Closure ). In the event that CS STARS does not receive either a signed copy of the Mapping Closure or City of Boise s requested revisions by such date, the mappings will be deemed approved by City of Boise. STARS Standard Business Rules and Data Operations Standard Test Plan are available upon request. Conversion result documentation includes the following: Reconciliation results between control total reports and data conversion reports and documented explanation of discrepancies, if needed STARS Gate reports STARS Update reports Page 18 of 31

33 The following further explains the Scheduled Data Processing Services deliverable. Detail Data Processing Components Ongoing data processing includes the following activities, which are all based on control total reports and City of Boise Data provided by City of Boise and/or its data providers: Ongoing data conversion processing, source data validation, and update of data from Carriers or TPAs into STARS or ClaimSuite. Financial reconciliation with control total reports. Minor code changes in conversion routines to address new business needs for City of Boise, i.e., new location is added to structure Resolution of code errors with the Carrier / TPA Resolution of claims that are missing or have been dropped from the Carrier / TPA feed Troubleshooting data related issues with the Carrier / TPA Scheduled Daily loads into the STARS database Important Distinction Not all data providers are able to provide all data components for data processing. City of Boise is responsible for confirming the frequency and data components with its data providers. In addition, if the data is available, the data provider may charge City of Boise an additional fee that is not included in this Statement of Work and shall be payable by City of Boise directly to its data providers. Claim-only data updates do not include detailed payment and reserve transactions. CS STARS builds a single cumulative transaction per financial category (i.e. Medical, Expense, and Indemnity) for each claim to allow for prior valuation or loss development reporting. In the event of an imbalance between claim summary financials and detailed transactions during a detailed transaction update, the claims may be balanced to the transactions or vice versa, dependent on feedback from the data provider and City of Boise. Takeover claim projects (i.e. one carrier/tpa assumes the claims for another carrier/tpa) require a new Statement of Work or Work Order and will either require an additional fee or erode City of Boise Support Hours. In the event that a takeover is not communicated to the Data Operations Center in advance, time spent to correct data integrity issues will be billed as incurred at CS STARS s then-current rates for such services. City of Boise-requested changes to a data conversion after the data conversion has moved into production are not included in ongoing data processing activities and will be billed as incurred at CS STARS thencurrent CS STARS s rate for such services at the time of the request. Changes to the layout of the incoming data feeds that are dictated by the Carrier / TPA requiring additions or changes to data conversion routines Investigation of data quality issues with the data provider and correction of these errors through CS STARS programming efforts will be billed as incurred. Daily loads are performed once daily during an agreed upon nightly window. Page 19 of 31

34 Detail CS STARS will perform scheduled loads into the STARS database during an agreed upon time frame. Scheduled data processing turnaround time Data Quality Control includes only: reconciliation to control totals provided by City of Boise s data providers; paid financial and claim count trending, including investigation of discrepancies, validation of incoming data codes (locations, cause, nature of injury, body part, pay types, etc.); validation of STARS standard business rules; reconciliation of all exceptions produced during loads into the STARS database; resolution of claims that are missing and/or have been dropped from the data source, all based on control total reports and City of Boise Data provided by City of Boise and/or its data providers. Important Distinction CS STARS s standard data processing schedule is to perform scheduled non-daily or non-weekly data updates into the STARS database during CS STARS s normal business hours (Monday Friday 8:00 a.m. to 5:00 p.m. CST, except CS STARS holidays) with minimal disruptions. City of Boise is responsible for identifying and communicating an acceptable scheduled update time period. CS STARS is responsible for notifying City of Boise in advance of scheduled updates being performed. Processing outside CS STARS s normal business hours, including weekends and holidays, is available for an additional fee. CS STARS s standard turnaround time for non-daily and non-weekly scheduled data processing is three (3) business days from time of data acceptance at the CS STARS Data Operations Center. Shorter turnaround time may be available for an additional fee. In the event of data issues with the data provider, CS STARS can not be held to the turnaround time specified in the Statement of Work. City of Boise may be required to provide timely feedback to notification of discrepancies, invalid codes, exception reconciliation techniques, and/or missing/dropped claims in order for CS STARS to meet standard turnaround time. Initialed: City of Boise CS STARS Page 20 of 31

35 Custom Solutions Appendix No custom solutions have been included in this Statement of Work. Page 21 of 31

36 Universal Solutions Appendix STARS HR Import & Lookup. Initialed: City of Boise CS STARS Page 22 of 31

37 Custom Reports Appendix 1. Legal File Label Report Claim Report Initialed: City of Boise CS STARS Page 23 of 31

38 Custom Letters Appendix Attach sample forms and specific requirements here. These forms as used as the basis for estimates for your project and changes may impact project scope and fees. Custom Claim Label Letter Initialed: City of Boise CS STARS Page 24 of 31

39 Project Management Appendix Engagement Methodology - The CS STARSPro project management methodology is a disciplined approach to project communications and project management and control. It incorporates timely checkpoints to ensure City of Boise expectations of deliverables are consistent with CS STARS s expectations. This engagement methodology requires mutual communications and project management discussions between CS STARS and City of Boise. This collaboration will appear in the form of regular status meetings, change control procedures as necessary and frequent project progress reports. Customer Role Review The Customer Role Review is designed to help CS STARS s City of Boises understand their part in the major activities of a CS STARS project. It outlines major milestones, highlights decisions needed from City of Boise and points out implications of changes to the project scope. The following City of Boise roles are recommended for a successful project: City of Boise Business Sponsor This person will be responsible for final approval and signoff on all deliverables. They will also serve as a point of escalation for any project related risks or issues. City of Boise Project Manager This person will work directly with the CS STARS project manager to manage project timelines, risks and align City of Boise resources to complete tasks within the timelines outlined in the project schedule. City of Boise System Administrator This person will be the ongoing resource assigned to maintain the STARS software. They will work directly with the project team to define specifications and understand configuration options selected during implementation. Milestones Project milestones act as thresholds and help to indicate whether a project is on track to finish as expected. Specific milestones vary by project, but in general, they are defined as the group of accomplishments, results, deliverables and events that measure project progress. The following outlines typical project milestones in a CS STARS project and provides a high level overview of what the CS STARS team will need from City of Boise in order to perform CS STARS s obligations under this Statement of Work. Major Milestone Kickoff meeting Completion of specifications. Test environment established City of Boise Contributions A successful kickoff meeting requires attendance by project sponsor, project managers and end users. Identification of decision maker or point-person during this meeting is essential. City of Boise and CS STARS will review the Statement of Work during this meeting to confirm accuracy and completeness of project deliverables. Engagement during specification process; City of Boise may need to produce sample of output files or data from legacy system(s) to be integrated with CS STARS software. If installation is local, hardware for test environment is to be supplied by City of Boise. ASP installations will include a test environment provided by CS STARS. Page 25 of 31

40 Transfer of deliverables from test to production environment. Major Milestone Training Commitment to structured user acceptance testing and signoff on deliverables at the conclusion of User Acceptance Testing (UAT). Please note that City of Boise UAT is generally required within 2 weeks from City of Boise s receipt of a deliverable from CS STARS. A deliverable will be deemed accepted if no feedback is received by CS STARS within thirty (30) days of delivery to City of Boise. City of Boise Contributions Successful training requires a complete audience of stakeholders and end users. If training is to be held at City of Boise s facility, City of Boise will be responsible for securing a training location/room, requesting staff participation, scheduling, etc. Decisions Needed Throughout the project, the CS STARS team will need City of Boise to make choices about the implementation of the STARS software. Decisions vary by project, but in general, they follow the nature of the decisions outlined in the table below. Also included in this table is the nature of the information to be provided by City of Boise and a rough estimate of the timeframe. Decisions and Actions Needed System specifications Validation of data conversion deliverables Decisions regarding thirdparty deliverables Signoff on deliverables Information Needed Decisions regarding screen designs, security setup and other system specifications such as custom solutions or custom reports. Approval and signoff is needed on data mappings and prior to final load of conversion into the system. Decisions may be required if third-party data/information is late, incomplete or missing. Project sponsor required to sign off on all incremental deliverables and final implementation within ten (10) business days of City of Boise s receipt of any deliverable. Timeframe Beginning of project Middle of project. Middle of project Middle of project and End of project. Change Deadlines Research shows that for every month a project progresses there is a 1 2% increase in the scope of the project. This is evident even in controlled conditions (i.e. project management). Further, as the project progresses, the cost of change increases substantially change becomes more expensive and timeconsuming. With this in mind, CS STARS recommends placing a limit on change requests through change deadlines. Please note that change deadlines are recommendations to maintain the project schedule. Mutually acceptable changes to this Statement of Work will be outlined in a written amendment to the Statement of Work and may result in additional cost to City of Boise. Change control procedures consist of: Page 26 of 31

41 Problem Identification (City of Boise) Impact Estimation (CS STARS) Signoff of change control documentation (City of Boise) Change Initiation (CS STARS) Change Validation (City of Boise) Approvals and Acceptance (City of Boise) The CS STARS project manager works with City of Boise to define what constitutes a minor change, a change to existing scope or a change outside scope. Changes allowed will be based on the agreed upon project timeline and will adhere to the below basic guidelines for all CS STARS projects. Change Type Minor changes Changes to existing project scope Changes outside project scope Recommended Deadline Permitted up to month prior to go live Permitted up to the mid point of implementation Permitted up to the first quarter point of implementation Agreed to by [CITY OF BOISE] Signature: Name: Title: Date: Agreed to by CS STARS LLC Signature: Name: Title: Date: Page 27 of 31

42 Interview Entry Appendix Include sample forms that are used as the basis for the scope of the interview entry configuration deliverable. Please note that any changes may impact project scope and fees. Initialed: City of Boise CS STARS Page 28 of 31

43 Local Installation Appendix Based on CS STARS s experience with locally hosted implementations, it has prepared the below list of recommendations for City of Boise. CS STARS strongly recommends that the City of Boise meet these guidelines. Should City of Boise not be able to satisfy these recommendations, delivery timelines may be affected and additional City of Boise Support Hours may be eroded. CS STARS shall not responsible for City of Boise's inability to comply with the below recommendations. Local installations will require local technology resource availability to support software implementations, Upgrades and migrations. Recommendation Certified Database Administrator (DBA) on-site or under contract to perform regular maintenance, emergency support, database exports and loads, performance tuning and database installation and trouble shooting. Certified software and hardware support personnel on-site or under contract to perform system maintenance, user maintenance and system troubleshooting for hardware and software related issues. City of Boise should have two identical environments. One for a production system and another for a test environment City of Boise is responsible for establishing and maintaining recurring database backup routines and disaster recovery planning. Provide a network diagram of the production and test environments Provide Virtual Private Network (VPN) access to both the production and test environments Provide access to both the production and test databases (via database utility application such as SQL Plus) Provide backup copy of either production or test database upon request by CS STARS Comment(s) City of Boise is responsible for installation and maintenance (including trouble shooting) of database server. This allows testing of changes in the test environment prior to rollout in a production environment. CS STARS recommends a minimum of daily backups to an offsite location. This allows CS STARS to understand the unique configuration of City of Boise s environment in order to identify and resolve issues promptly related to the system configuration. VPN access should include rights to install and register files, if these rights are not permitted then a contact person, with these rights, at the City of Boise-site should be designated to assist CS STARS to promptly install hot fixes, point releases, and custom solutions. This allows CS STARS to quickly identify and resolve issues that are related to City of Boise Data. No City of Boise Data changes will be made by CS STARS to City of Boise s system without express written consent from City of Boise. This allows CS STARS to better troubleshoot issues, test features and develop and test custom solutions in the CS STARS environment prior to delivery to ensure quality. Initialed: City of Boise CS STARS Page 29 of 31

44 Work Order Appendix A work order may be completed for all City of Boise-requested additional Services not included in this Statement of Work that will erode the City of Boise Support Hours. CS STARS will provide City of Boise an initial ballpark estimate of the City of Boise Support Hours required to complete the additional Services. Sample Work Order Form CS STARS Work Order City of Boise Name: Project Name: Project Description: Project Requested by: City of Boise Desired Timeline for Completion: Additional Project Details: CS STARS Estimated Project timeline: CS STARS Estimated Project hours: Initialed: City of Boise CS STARS Page 30 of 31

45 Financial Appendix Main City of Boise Business Contact Information Business Contact Name Business Contact Title Business Contact Address Business Contact Phone Business Contact Fax Business Contact Address City of Boise Billing Information Billing Contact Name Billing Contact Title Billing Contact Address Billing Contact Phone Billing Contact Fax Billing Contact Address City of Boise Tax Jurisdiction* Billing Currency Preferred Invoicing Method Mail or *If City of Boise has a tax exempt status, please attach tax exempt form to this appendix. For European City of Boises, please indicate VAT or No VAT in this section as well. Payment Remission Details CS STARS Lockbox for Payments Overnight Courier Address ACH Wire Instructions CS STARS LLC P.O. Box Dallas, TX Initialed: City of Boise CS STARS Regulus Attn: CS Stars 1500 Dragon Street, Suite A Dallas, TX Bank: Wells Fargo Bank Dallas, TX ABA: Account No: Page 31 of 31

46 CONFIDENTIAL Exhibit B: Third-Party Licensee Agreement This THIRD-PARTY LICENSEE AGREEMENT (the "Agreement") is entered into between [Third-Party Licensee] (the Company ) and CS STARS LLC ( CS STARS ) on this _10th_ day of March, 2009 (the Effective Date ). WHEREAS, City of Boise ( CLIENT ) entered into a Software License and Services Agreement (the License ) with CS STARS LLC ( CS STARS ) for the use of that certain software, computer programs, databases, interfaces commonly known as STARS and related documentation (collectively, the Licensed System ); WHEREAS, pursuant to the License, CS STARS has granted City of Boise the right to allow Company to use and access the Licensed System solely in connection with the business of City of Boise and solely for the purpose of performing and as necessary to perform Company s authorized duties for or on behalf of City of Boise (the Purpose ) and WHEREAS, City of Boise has requested that CS STARS grant Company the right to use and access the Licensed System for the Purpose only in accordance with the terms and conditions set forth herein. NOW THEREFORE, in consideration of the mutual covenants and agreements stated herein, and other good, valuable and legally sufficient consideration as set forth in this Agreement, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: I. Grant of License. CS STARS hereby grants Company a non-exclusive, non-transferable, non-assignable, non-sublicensable, limited license to access, display and use the Licensed System solely for the Purpose, but not for any other purpose or for any other company, and only in accordance with and subject to the terms of this Agreement. II. Access and Use by Company. Company agrees it shall not use the Licensed System for any purpose other than the Purpose. Company further agrees that it shall not disclose information regarding or provide access to the Licensed System to any third party except as authorized in writing by CS STARS. Company shall restrict access to the Licensed System to those of its employees whose access is necessary for the performance of the services or functions required by the Purpose (each, a Seat ). Company shall require all Seats to comply with the obligations contained in this Agreement, and Company shall be fully responsible for ensuring the compliance of such Seats. III. Foreign Use. If Company chooses to use or access the Licensed System from outside the United States, Company is responsible for compliance with foreign and local laws. IV. Restricted Entity Status. The Licensed System is not available through CS STARS, its licensors or City of Boise to any Restricted Entity. Company represents and warrants that it is not a Restricted Entity and is not using the Licensed System on behalf of or for the benefit of a Restricted Entity. For the purposes of this Agreement, Restricted Entity shall mean any individual, partnership, limited liability company, corporation, joint venture, trust, association or other entity owned or controlled by, or acting as an agent for, any person or entity with whom a U.S. citizen, national or company organized under the laws of or operating in any state or territory of the U.S. is prohibited from engaging in any transactions by U.S. laws, including without limitation, a person on the Specially Designated Nationals List published by the United States Page ii

47 CONFIDENTIAL Department of the Treasury s Office of Foreign Assets Control ( OFAC ), or any other person or entity with whom or which transactions are prohibited by OFAC regulations. V. Rights in Licensed System. Company acknowledges and agrees that CS STARS and/or its licensors own all right, title and interest in and to the Licensed System and all components thereof, and that, except as otherwise expressly provided herein, no license under any patent, trademark, copyright or any other worldwide intellectual property or proprietary rights laws is either granted or implied by the disclosure or provision of access to the Licensed System to Company. All rights are reserved. Company agrees that it shall not, without limitation, copy, reproduce, recompile, decompile, disassemble, reverse engineer, publish, display, modify, transmit or create derivative works from the Licensed System, or distribute information and reports from the Licensed System, except at CS STARS s direction and only for the Purpose. VI. Expiration, Termination of Rights. Company acknowledges and agrees that any rights granted hereunder with respect to use of and access to the Licensed System by the Company shall expire or terminate upon the earlier of: (a) immediately upon the expiration of the License; (b) immediately upon a termination of the License in accordance with its terms; (c) immediately upon any termination of Company s status as a service provider of City of Boise s; or (d) upon ten (10) days notice to Company if Company breaches this Agreement and fails to cure such breach within ten (10) days after receiving written notice from City of Boise or CS STARS specifying the breach. Upon expiration or termination of the Agreement for any reason, within ten (10) calendar days of such expiration or termination, Company shall (i) return to CS STARS, or upon CS STARS s request, destroy all copies of the Licensed System in its possession and certify, in writing, the delivery or destruction of such Licensed System and any copies thereof; and (ii) make no further use of the Licensed System and shall not access or attempt to access the Licensed System. VII. Unique Passwords and Usernames. Each Seat shall access or use the Licensed System through a unique and reasonably secure username/user identification and password. Except the system administrators of Company where reasonably necessary for administrative or security purposes, no Seat may use the username/user identification and password of any other Seat. VIII. Safeguards. Company shall maintain and establish reasonable and appropriate administrative, technical and procedural safeguards to: (a) ensure the security and confidentiality of the Licensed System, and its components, (b) protect against unauthorized access to, disclosure of, and/or use of the Licensed System, and its components; and (c) inform its employees and other agents of its obligations under the Agreement and of CS STARS s and its licensors intellectual property and other rights in and to the Licensed System. Such safeguards shall be at least equivalent to those established and maintained by Company to protect its own proprietary and/or confidential information of a similar nature to the Licensed System. IX. Notification of Infringement. In the event that Company discovers or is notified of an actual or suspected infringement or misappropriation of the rights of CS STARS or its licensors in or to the Licensed System or unauthorized access to the Licensed System (each, an Infringement ), Company shall: (a) immediately notify CS STARS of such known or suspected Infringement; (b) investigate such known or suspected Infringement; and (c) terminate such Infringement if and to the extent within Company s control. X. Records and Audit. Company shall maintain complete and accurate records regarding its use of the Licensed System, including, without limitation, the name and username/user identification and password of each Seat, (collectively, the "Records"). CS STARS shall have the right to examine, inspect and audit Company s offices, information systems and Records, and make extracts of information and copy any part of the Records at any reasonable time during normal business hours upon twenty-four (24) hours notice to Company in order to monitor Company s compliance with this Agreement. XI. Disclaimer. COMPANY S ACCESS TO THE LICENSED SYSTEM IS PROVIDED ON AN AS IS AND AS AVAILABLE BASIS. CS STARS MAKES NO WARRANTY OR REPRESENTATION Page iii

48 CONFIDENTIAL WHATSOEVER, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE LICENSED SYSTEM, INCLUDING WITHOUT LIMITATION ANY WARRANTY AS TO PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. CS STARS AND ITS MANAGERS, MEMBERS, EMPLOYEES, AGENTS AND/OR LICENSORS WILL NOT BE LIABLE TO COMPANY FOR ANY DAMAGES OF ANY KIND, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, WHETHER FORESEEABLE OR UNFORESEEABLE, EVEN IF CS STARS OR ANY OF ITS AGENTS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, ARISING FROM OR IN ANY WAY CONNECTED WITH THE USE OF OR RELIANCE ON THE LICENSED SYSTEM, OR WITH THE DELAY OR INABILITY TO USE THE LICENSED SYSTEM, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION. THIS LIMITATION OF REMEDIES AND DAMAGES PROVISION SHALL BE ENFORCED INDEPENDENTLY OF AND SHALL SURVIVE THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO THE EXTENT OF SUCH EXCLUSIONS. XII. Indemnification. Company agrees to indemnify, defend and hold harmless CS STARS and its affiliates and subsidiaries, and each of its officers, directors, members, managers, employees and other agents (each, an Indemnified Party ) from and against any damage, cost, liability, expense, settlement amounts, fees (including, but not limited to, reasonable attorneys fees), claim, suit, action or other proceeding, to the extent based on or arising in connection with: (a) a violation of this Agreement caused by Company or anyone using its system; (b) any modifications, infringement of or misappropriation of the rights of CS STARS or its system; or (c) Company s use of or reliance on the Licensed System or any results obtained through the use of the Licensed System. This provision shall survive termination or expiration of this Agreement. XIII. Miscellaneous Agreement. This Agreement is a complete statement of the agreement of the parties with respect to the subject matter contemplated herein and supersedes all prior oral and written agreements with respect to the subject matter hereof Third Party Beneficiary. The parties agree that the CS STARS shall be a third party beneficiary of this Agreement, and that CS STARS shall have the right to enforce the provisions of this Agreement with respect to any rights, remedies, obligations, or liabilities whatsoever Notice. Any notice required or permitted to be delivered pursuant to this Agreement shall be in writing and shall be deemed delivered: (a) upon delivery if delivered in person; (b) three (3) business days after deposit in the United States mail, registered or certified mail, return receipt requested, postage prepaid; (c) upon transmission if sent via facsimile, with a confirmation copy sent via overnight mail; or (d) one (1) business day after deposit with a national overnight courier, in each case addressed to the following addresses: If to CS STARS: CS STARS LLC Attn: Executive Vice President, Professional Services 500 West Monroe Street Chicago, IL Facsimile: Page iv

49 CONFIDENTIAL With a copy to: CS STARS LLC Attn: Corporate Counsel 500 West Monroe Street Chicago, IL Facsimile: City of Boise Department of Finance and Administration, Risk and Safety Division PO Box 500 Boise, Idaho Precedence. To the extent of any inconsistency between this Agreement and any other agreement between the parties, this Agreement shall govern Amendment/Modification. No amendment or modification of this Agreement shall be valid or binding on the parties unless made in a mutually executed writing Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, and any invalid or unenforceable provision shall be deemed to be amended to the minimum extent necessary to render it enforceable under applicable law while retaining to the maximum extent possible the intent and economic benefit of the original provision consistent with applicable law No Waiver. No delay or omission by a party in exercising any right under this Agreement constitutes a waiver of that or any other right Injunctive Relief. Company acknowledges that its breach of this Agreement may cause irreparable injury to CS STARS that may not be adequately compensable in money damages, and for which CS STARS shall have no adequate remedy at law. In the event of breach of any of the provisions of this Agreement, CS STARS shall be entitled to seek equitable relief to protect its interests, including but not limited to preliminary and permanent injunctive relief Governing Law. The laws of the State of New York shall govern the validity of this Agreement, the construction of its terms, and the interpretation of the rights and duties of the parties Assignment. Company may not sub-license, assign or transfer this Agreement or any of the rights granted hereunder. Any such sub-license, assignment or transfer in contravention of this Agreement will be void as from the outset. IN WITNESS WHEREOF, the undersigned have duly executed this Agreement, or have caused this Agreement to be duly executed on their behalf, as of the Effective Date. CS STARS LLC By: see attached signature page Name: Title: City of Boise: By: see attached signature page Name: Title: Page v

50 CONFIDENTIAL EXHIBIT C PREFERRED BENEFICIARY ACCEPTANCE FORM Depositor, Preferred Beneficiary and Iron Mountain Intellectual Property Management, Inc. ( Iron Mountain ), hereby acknowledge that as of March 10, 2009 City of Boise] is the Preferred Beneficiary referred to in the Master Preferred Escrow Agreement effective April 4, 2002 with Iron Mountain as the escrow agent and CS STARS LLC as the Depositor. Preferred Beneficiary hereby agrees to be bound by all provisions of such Agreement. Depositor hereby enrolls Preferred Beneficiary to the following account(s): Account Name STARS Deposit Account Number Notices and communications to Preferred Beneficiary should be addressed to: Company Name: City of Boise Address: PO Box 500, Boise, Idaho Designated Contact: Corey Pence Telephone: Facsimile: cpence@cityofboise.org Preferred Beneficiary City of Boise By: see attached signature page Name: Title: Date: Invoices should be addressed to: CS STARS LLC PO Box Denver, Colorado Contact: Deborah Ladendorf P.O.#, if required: n/a Depositor CS STARS LLC By: see attached signature page Name: William Diaz Title: President Date: Iron Mountain Intellectual Property Management, Inc. By: Name: Title: Date: Page vi

51 CONFIDENTIAL IN WITNESS WHEREOF, the City and the contractor/vendor have executed this Agreement as of the date first above written. CITY OF BOISE CS Stars, LLC th Street, Ste 2200 APPROVED BY: Denver, Colorado David H. Bieter, Mayor Date Signature Date ATTEST: Print Name John E. Faw, City Clerk Date CONTRACT AMOUNT: $ 125,492 Tina McBride, Purchasing Agent Date APPROVED AS TO FORM AND CONTENT Department Manager Date Legal Department Date Risk Management Date Page vii

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63 ADDENDUM 02 RFP Date: November 6, 2008 Enterprise Risk Management Information Systems Department of Finance & Administration FACSIMILE TRANSMITTAL Boise City Purchasing Colin Millar P.O. Box 500 Boise, Idaho Phone (208) Fax (208) Total Pages Transmitted (Including this sheet): 2 Message: You are hereby notified of the following clarifications of and/or revisions to the specifications for the above referenced project. Question 1: Could the City of Boise please clarify the request for inclusion of "Data Sheets" as Appendix C on page 33 of the request? What exactly is intended to be included in a Data Sheet as described in the RFP? Answer 1: Pg. 33, Section Proposer Information regards to Datasheets Proposers should provide datasheets if available as they pertain to the proposer's solution or application. Any information that exists for technical, marketing, specifications, or application of the proposer's solution etc. in a datasheet format is sufficient. IF ALL PAGES WERE NOT RECEIVED OR THERE IS A PROBLEM WITH THE TRANSMITTAL, PLEASE CONTACT OUR OFFICE.

64 Question 2: With reference to the question 151, we do integrate with and pull data from SQL environment; however, our solution platform runs on Oracle backend. Please suggest if that would be fine with you. Answer 2: Question 151 from Technical, Security, Support, And System Specifications The City of Boise will evaluate your entire proposal and rate accordingly, one of those items being system compatibility with SQL Server. Question 3: What assurances are you specifically referring to in the Assurance portion? Answer 3: Pg. 33, Section Proposer Information regards to Software assurance The City of Boise desires examples of software assurances similar to what is offered from Microsoft which covers aspects of pay rates on software license over a specified time period or upgrades for software without cost incurred etc. Does your company have similar offerings? If so, please indicate so and provide details. Question 4: You are requesting three separate items that are quite often rolled into one in the appendix section. The RFP requests: Sample Contract Sample Assurance Contract Sample Maintenance and Support Contract Can these be included in a single sample contract and how would you prefer to have it noted if it can? Answer 4: We are OK with a single contract so long as you can tell us or provide guidance as to where in the contract these elements exist. This Addendum 02 is hereby as of the above posted date made a part of the project requirements and contract documents for the referenced project. You are to note the receipt of, and compliance with this Addendum upon the space provided within the bid or proposal. Failure to acknowledge this Addendum does not relieve you from fulfilling the Addendum requirements. This is the only communication you will receive regarding this Addendum. IF ALL PAGES WERE NOT RECEIVED OR THERE IS A PROBLEM WITH THE TRANSMITTAL, PLEASE CONTACT OUR OFFICE.

65 CITY OF BOISE FINANCE AND ADMINISTRATION - RISK MANAGEMENT & SAFETY SERVICES REQUEST FOR PROPOSALS Enterprise Risk Management Information Systems (Citywide) RFP Addenda MANUAL #

66 Table of contents: 1. General Information 1.1. Letter of Invite 1.2. Instructions and information to Proposers 1.3. Definitions 1.4. Background / Historical Information 1.5. Current Risk Management and Safety Services Departmental systems WC APPS PeopleSoft HRMS & FMS WASP Inventory control ERIC RMIS FIT Test Database FASTER Fleet Management 1.6. Relevant Dates and Schedule 2. Technical Specifications 2.1. Scope of work 2.2. Requirements & Feature set Overview Table Incident and Claims Management Safety and Health Management Data Analytics and Reporting Technical, Security, Support, and System Specifications Insurance Certificate Tracking Insurance & Policy Management Self Insured 2.3. Project Management Overview and Timetable System Implementation Process Communication Plan 3. Vendor Requirements 3.1. Organizational Structure & Company Profile Qualifications & Experience References Proposer information 4. Cost Proposal 5. Method of Evaluation and award 6. Liabilities and Shareholders (Owners), (Equity) 7. Attachments 7.1. Workflow & Process Flow examples 7.2. Form Examples 7.3. Reporting Examples Standard Metrics for Risk Management 7.4. Desired data fields Automated Code Generation 7.5. Data dictionary for existing Workers Compensation (WC Apps) database 7.6. Construction Occupancy Protection and Exposure

67 Request For Proposal RFP Application 1. General Information 1.1 Letter of invite Oct 6, 2008 Dear Proposer: The City of Boise, Idaho will accept sealed proposals at the Purchasing Office, 150 N. Capitol Blvd., Boise, Idaho, 83702, until 2:30 P.M. local time. Immediately thereafter, all proposals will be opened and publicly read in the presence of the Proposers at Boise City Hall. A pre-bid meeting will no be held. Proposals will consist of: RFP ; Enterprise Risk Management Information System (Citywide), Finance & Administration - Risk Management & Safety Services Department, Boise City Qualified firms are invited to submit a proposal. Any proposal may be withdrawn prior to the scheduled time for the opening of the proposals. Proposal packets will be available on 10/07/2008 at the Purchasing Division of the City of Boise, Boise City Hall, 150 North Capitol Blvd., Boise, Idaho. There is a no charge for the packet. In determining the best qualified proposal, Purchasing will consider all acceptable proposals on a basis consistent with RFP requirements. The City will also consider whether the Proposer is a responsible Proposer as described in the Boise City Code Section The City of Boise reserves the right to reject any and all proposals, to waive any irregularities in the proposals received and to accept the proposal(s) that are in the best interest of the City. Boise City is an Equal Opportunity Employer. The City of Boise is exempt from Federal and State taxes and will execute the required exemption certificates. CITY OF BOISE, IDAHO 1.2 Instructions and information to Proposers (Mandatory) A. Proposals are to be received no later than 2:30 P.M. local time. The City will not be responsible for shipping method and will reject all late bids. B. Submit your proposal along with three (3) paper copies including all required signature pages and three (3) copies on CD. C. The proposal must be enclosed in a sealed envelope or packet and addressed to the Purchasing Office, 150 N. Capitol Blvd., Boise, Idaho, 83702, and plainly marked: Sealed Proposal RFP ; Enterprise Risk Management Information System (Citywide). Please include the name of your company. Faxed proposals will not be accepted. 3

68 Request For Proposal RFP Application D. The proposal can be hand delivered to the Purchasing Department at City Hall, or expressed to: City of Boise Purchasing Department RFP ; Enterprise Risk Management Information System (Citywide) 150 North Capitol Boulevard Boise, Idaho E. The Owner is the City of Boise. F. All proposals must be signed. Proposals not signed may be disqualified and considered nonresponsive. G. Proposers should review the attached proposed contract agreement and any supplemental documents attached to this request. The selected Proposer will be required to enter into a professional service contract agreement with the City. All the terms and conditions of the contract agreement will be binding on the successful Proposer. The successful Proposer will be expected to provide the services described within this document. H. Proposals will be prepared on the forms present within this Invitation to Propose. If no forms are present then proposals are to be submitted in the format requested within this proposal. I. Additional sheets may be included if more room is needed for technical information, answers, or explanations. J. Transmittal Letter: An overall introduction to the proposal is required, including a statement of the proposers understanding of the RMIS operation and system needs of the City. The proposal shall be clean, coherent, legible, and prepared in sufficient detail for effective evaluation by the City. K. Executive Summary: The executive summary shall serve to familiarize the City evaluators with the key elements and unique features of the proposal by briefly describing how the proposer is going to accomplish the task(s). The executive summary will contain the following: a. A summary of the proposers approaches to RMIS support: this includes a summary of the most important aspects of all sections. The City will not consider any material presented in this section as meeting any technical requirement. b. A master milestone schedule; this includes all major efforts identified in the proposal dates shall begin as identified in section 1.6, relevant dates and schedule. c. A list of exceptions: This will include the reason for making an exception to a requirement. d. A list of high-risk areas: Specify reasons for concern such as schedule deadlines, uncomplimentary technologies, or overly tight specifications. Any request to delete, change. Or relax any requirement must be fully supported in this section.. The CITY will not evaluate Proposers on this paragraph and Proposers cannot lose evaluation points by the listing areas of concern. The City will address these concerns with the successful Proposer during negotiation. e. A list of necessary data communications equipment and operating software to support remote problem diagnosis and maintenance that is to be supplied by City of Boise Management Proposal Section. Intent of Proposal It is the intent of this proposal to describe the Enterprise Risk Management Information System (Citywide) in sufficient detail to secure qualified proposals. This bid may be awarded to more than one supplier. 4

69 Request For Proposal RFP Application Proposal Preparation Proposals shall address and track the numerical sequence of the specific information of these instructions and shall be constant with the RFP requirements. Statements that the proposer understands, can or will comply with all specifications and statements paraphrasing the specifications or parts thereof are considered insufficient. Phrases such as yes, will comply, standard procedures will be employed, or well known techniques will be used, will be considered insufficient and reason for rejection of the proposal. Content and quality are more important than quantity. In preparing the proposal, place emphasis on the complete and factual data in the areas that are set forth in the RFP. Maximum use should be made of tables and information summaries in describing the proposed effort. Proposals should be in accordance with all specifications and submitted on the forms provided within this packet. Proposals not conforming to the requested format or not in compliance with the specifications will not invalidate the proposal, but will be evaluated on a weighted basis. Proposers Costs The Proposer will be responsible for all costs (including site visits if applicable) incurred in preparing or responding to this RFP. All materials and documents submitted in response to the RFP become the property of the City and will not be returned. Evaluation of Proposer Proposers will be evaluated on a point basis per attached scorecard in section 5. Other criteria may be selected and used by the evaluation team as is deemed necessary to determine the most qualified Consultant for this service. Reserved Rights The City of Boise reserves the right to accept or reject proposals and to modify project requirements after review of RFP replies. The City may select a firm on the basis of the written proposal or may request oral presentations from the most highly rated firms under the evaluation criteria outlined within this document. The firm selected through this process as the best qualified will then be requested to negotiate a contract. Taxes The City of Boise is exempt from Federal and State taxes and will execute the required exemption certificates. Payments and Billings The awarded Proposer will submit all invoices for payment to: Finance & Administration Risk Management & Safety Services Department Attn: Corey Pence 150 N. Capitol Blvd. Boise, ID Invoices through City Hall are processed weekly. The awarded Proposer can expect City Hall to issue and mail payment forty (45) days after receipt of invoice. Request for Clarification, Protest of Requirements, Standards, Specs, or Process Any Proposer who wishes to request clarifications, or protest the requirements, standards, specifications or processes outlined in this Request for Proposal may submit a written notification to City Purchasing to be received no later than three (3) working days prior to the Proposal opening date. The notification will state the exact nature of the clarification, protest, describing the location of the protested portion or clause in the proposal document and explaining why the provision should be struck, added, or altered, and contain suggested corrections. City Purchasing may deny the protest, require that the Proposal document be modified, modify the Proposal, and/or 5

70 Request For Proposal RFP Application reject all or part of the protest. Changes to these specifications will be made by written addendum. No verbal clarifications will be binding on the City or Proposer. Questions may be submitted by or fax. Address written questions to: Colin Millar City of Boise Division of Purchasing FAX: (208) Addenda to the RFP If this RFP is modified by the City, the modifications will be sent to each Proposer in writing, either by fax, , or mail. Verbal modifications are not binding on the City or the Proposer. No oral changes will be considered or acknowledged. Proposers are requested to acknowledge each addendum received in their Proposal Response. Modification and Withdrawal of Proposal A proposal may be modified or withdrawn by the Proposer prior to the set date and time for the opening of proposals. Proposal Questions Questions and responses of any one Proposer, which the City of Boise deems may affect or cause an ambiguity in proposal responses, will be supplied to all prospective Proposers by addendum. The City of Boise may, by written notice to all respondents, cancel, postpone or amend the Request for Proposal (RFP) prior to the due date. If, in the opinion of the City of Boise, the revisions or amendments will require additional time for a response, the due date will be extended to all participants. If revisions and amendments are not furnished to respondents prior to the due date, proposals shall be considered withdrawn and the process shall be reinitiated without further discussion. Protest of Contractor Selection or Contract Award Any actual Proposer who is aggrieved in connection with the selection of a Contractor or award of the contract or proposal may submit a protest to the Purchasing Agent. The protest will be submitted in writing within seven (7) calendar days after such aggrieved person knows or should have known the facts which give rise to the protest. The protest must set forth in specific terms the alleged reason the Contractor selection or contract award is erroneous. Any protest addressed to the Mayor or City Council will be referred to the Purchasing Agent. Submit award protest to: Tina McBride City of Boise Division of Purchasing Fax: (208) tmcbride@cityofboise.org Public Records/Confidential Information The City of Boise is a public agency. All documents in its possession are public records. Proposals are public records and, except as noted below, will be available for inspection and copying by any person. If any Proposer claims any material to be exempt from disclosure under the Idaho Public Records Law, the Proposer will expressly agree to defend, indemnify and hold harmless the City from any claim or suit arising from the City's refusal to disclose any such material. No such claim of exemption will be valid or effective without such express agreement. The City will take reasonable efforts to protect any information marked "confidential" by the Proposer, to the extent 6

71 Request For Proposal RFP Application permitted by the Idaho Public Records Law. Confidential information must be submitted in a separate envelope, sealed and marked "Confidential Information" and will be returned to the Proposer upon request after the award of the contract. It is understood, however, that the City will have no liability for disclosure of such information. Any proprietary or otherwise sensitive information contained in or with any Proposal is subject to potential disclosure. Stop Work Order Any Stop Work Order given to Awarded Proposer will cause all physical work to stop and a complete cessation of all expenditures, ordering of materials, etc., on the part of the Awarded Proposer and/or his assigns. Disadvantaged Business Enterprises (D.B.E.) D.B.E. firms and business enterprises are encouraged to submit a proposal. Women owned and minority owned firms are encouraged to submit a proposal. The City actively encourages any proposals by D.B.E. firms for goods and services for the City. The City of Boise reserves the right to reject any and all proposals, to waive any irregularities in the proposals received, to award on an "each item" basis (however, the Proposer may indicate "all or none"), and to accept the proposal deemed most advantageous to the best interest of the City of Boise. General This purchase is for Professional Enterprise Application Engineering Services to prepare bid for an enterprise level, citywide risk management information system for the City of Boise. A single vendor, or multiple vendors, may be chosen to provide the services as outlined within this request for proposal. Qualified vendors are invited to submit a proposal in the format outlined in this Request for Proposal (RFP), firms may submit proposals for any portion / main section/ lines of business individually or for the entire project. Boise City reserves the right to award individually by section/line of business, or award the full project to any one vendor. Price Hold Period The prices submitted for this bid will be held and guaranteed by the Consultant for one year commencing with the date of award. Request for Proposals Enterprise Risk Management Information System (Citywide) Boise City respectfully requests proposals for Professional Enterprise Application Engineering Services to prepare bid for an enterprise level, citywide risk management information system for the City of Boise. The selected vendor must have completed, from conceptual design through construction, a minimum of three (3) other similar projects and provide information about each project individually. The City reserves the right to award on the written proposals only. Written proposals, three (3) paper copies and three (3) copies on CD will be received at the Boise City Purchasing Division, 150 N. Capitol Blvd., 1st floor, Boise City, Idaho Proposals must be received before 2:30 P.M. Local time on 11/12/2008. Proposal No. RFP Enterprise Risk Management Information System (Citywide). If mailed, the address is: City of Boise Purchasing 150 N. Capitol Blvd Boise Idaho

72 Request For Proposal RFP Application 1.3 Definitions (alphabetize) Accident rate- number of recordable injuries multiplied by 200,000 divided by number of worked hours Actuary Process- The statistical calculations performed on insurance information conducted by evaluating and reviewing the potential for future claims costs. This is done by using risk factors based off experience tables generated from the City s claims history and then using this information to determine rates and rating methods. AED- Automated external defibrillator CAPA- Corrective Action Preventative Action Claims cost- Direct charges for medical care, diagnostic studies, legal fees, impairment, physical therapy, chiropractic care, medication, and compensation for lost time. COPE Construction Occupancy Protection and Exposure Dashboard- Reporting capability for executive level / senior department managers containing preselected graphs, tables, other reporting information Diary- Work history management tool allowing for any communication relating to an incident to be tracked including all relevant dates, tasks, and events ERIC RMIS- Third Party Administrators RMIS system used by Intermountain Claims HIPAA- Health Insurance Portability and Accountability Act (AKA HIPPA) Incident- Any untoward event that may or may not have involved injury or illness to an employee. Indemnity claim-employee incident requiring medical attention resulting in lost time. A.K.A. Lost Time Claims Intermountain Claims- City of Boise s current third party administrator(tpa) Light Duty- Position that meets doctors work restrictions as required for an employee Lost days-number of days claimant receives workers compensation income benefits Medical claim- Employee incident requiring medical attention beyond first aid MSDS Material Safety Data Sheets MVA- Motor vehicle accident NAICS- North American Industry Classification System; six digit code sequence on job titles etc. NCCI-National Council on Compensation Insurance; used for reporting specific injury / body injuries Near miss- Any untoward event that did not involve injury or illness. Novell GroupWise- City of Boise Novell system OCR- Optical Character Recognition OSHA- Occupational Safety and Health Administration OSHA Recordable-Includes only incidents meeting the following criteria; All work related deaths, work related injury or illness involving loss of consciousness, restriction of work or motion, transfer to another job, medical treatment other than first aid, & needle stick PeopleSoft- City of Boise s Human Resources Management System (HRMS) and Financial Management System (FMS) PPE- Personal Protective Equipment Recoveries- Pursuit of return monies from subrogation or restitution Restitution- recovery monies from legal proceedings SCBA- Self Contained Breathing Apparatus SLA- Service level agreement Subrogation- Litigation to recover monies from non-city entities Third Party- Defined here as non-city employee or entity. Third Party Claims Administrator (TPA): Intermountain Claims or its successor TORT claim- City at fault claims resulting in money paid to non-city entities TPA Third Party Claims Administrator WC Apps- City s proprietary Workers compensation database. Data resides in Microsoft Access

73 Request For Proposal RFP Application 1.4 Background/Historical information The division of Risk Management and Safety Services is composed of several service units handling integrated functions. The service units include Risk Management (liability, property, bonds, and other miscellaneous coverage), Insurance, Safety, and Workers Compensation. These service units work together to make Boise the most livable city in the country by proactive risk management activities, fostering a safe work environment and safe work practices, encouraging compliance with applicable State and Federal safety laws and regulations; providing training in safe workplace practices, rules and regulatory requirements, and many other areas; and providing workers compensation coverage for on-the-job injuries, and insurance coverage for liability exposures and property damage, efficient management of workers compensation and liability claims, emergency preparedness, and working cooperatively with all departments to promote safe and healthy settings and services for citizens and visitors to the City of Boise. Core services provided by the Risk Management and Safety Services division include among other things: Risk Management Administration (Acquire insurance, claim management, payments, etc.) Safety Administration (Bill payment, incident/event and claim management, safety supplies, etc.) Workers Compensation Administration (Bill Payment, claim management, Return to Work Program, etc.) Property and Facility management (Valuations, risk assessments, inspections, insurance policy tracking, claim management, etc.) Training (Development, Instruction, Tracking, etc.) Consultation & Research Incident Investigations Inspections / Audits / Boilers & Pressure Vessels, Elevators Regulatory Compliance Regulatory Compliance Functions Documentation and Records Control Emergency Planning, Implementation and Testing (Organization and community-wide) Reporting and Analysis Safety and Health Programs Management (Industrial Hygiene, Respiratory, Confined Space, Hearing Conservation, Hazard Communication, Lock-out/Tag-out, Fire Prevention, Infectious Disease Control, AED Public Access program, Fire Extinguishers, Ergonomics, etc.) Contract administration (Preferred Provider, Third Party Provider, AED Oversight Physician, Workers Compensation Excess Insurance, Risk Mgmt Excess Insurance, Fire Extinguisher, AED Purchases, etc.) Citywide Committees Citywide Training Council participation Department Safety Committees Protection of Public on City facilities Establish public and private partnerships and interagency coordination related to risk management, workers compensation, safety, health, and emergency management Customer service to the public (special event insurance, claim contacts, safety questions and follow-up, incident investigations) 9

74 Request For Proposal RFP Application Risk Management and Safety Services Organization Chart: Safety /Risk Manager Safety Manager / Assistant Risk Manager Senior Accounting Specialist Systems Analyst Workers Compensation Administrator Safety and Training Officers (Qty 2) City of Boise respectfully requests proposals for Professional Enterprise Application Engineering Services to prepare bid for an enterprise level, citywide risk management information system for the City of Boise. We hope to implement a Web-based Citywide Risk Management System/Database (includes Risk Management, Liability, Legal, Workers Compensation, Safety and Health functionality). The system will provide Citywide input of incidents, events, injuries, hazards and unsafe conditions, inspection information (property, boilers, elevators, AEDs, facilities, fire extinguishers, unsafe behaviors, etc.), and investigation data. Accountability and workflow for preventative and corrective measures will be automated, streamlining management and providing audit trails and reducing liability. Occupational Health and Industrial Hygiene data (immunizations, respiratory, hearing, IAQ, etc.) will be tracked centrally improving confidentiality and conformance to regulations. Risk Management and Workers Compensation claim management will be enhanced by improving analysis and reporting capabilities, utilizing real-time data, reducing double entry, reducing multiple document locations and formats, and data sharing data with Third Party Claim administrator and City s Employee Resource Management System. The selected vendor must have completed, from conceptual design through construction, a minimum of three (3) other similar projects and provide information about each project individually. This RFQ will focus on the implementation of a risk management information system to address the city s needs. 1.5 Current Risk Management and Safety Services departmental systems 10

75 Request For Proposal RFP Application WC APPS: The WC Apps Microsoft Access 2003 application is the City of Boise s incidents, workers compensation and liability claims management system. This home grown application was developed in the early 1990 s and is used to track a manually created case number, Employee s department ID code, Employee name, dates, descriptions of injuries, doctors visits (Y, N), employment status (full time, part time, seasonal, etc), Currently the system contains roughly 8000 claim records. The WC Apps application is used to create the injury by department report which shows injury count, claims count, medical expenses, reserves and OSHA recordable totals for specific departments PeopleSoft HRMS & FMS Currently on version 8.8 the City uses the PeopleSoft HRMS system to track/report/access employee specific data such as; employment status, work hours, name, department, job title & codes, pay scales, learning management, etc. The PeopleSoft FMS system allows us to track/report/access data such as financial transactions, account management, money transfers, reimbursements, purchase orders; check writing, recovery monies etc. Both the HRMS and FMS PeopleSoft systems reside on SQL server databases and are accessed using the PeopleSoft web client WASP Inventory control This inventory management application will be used by Risk Management and Safety Services to track and distribute physical equipment and training supplies to City Departments as a part of the City s occupational health and safety services. For more information about this system please visit the website of the manufacturer here ERIC RMIS This RMIS system is owned and managed by the City s TPA, Intermountain Claims, and accessed by the Risk Management and Safety Services department to view all aspects of workers compensation and liability claims management. It is our intention to integrate the proposed system with the ERIC RMIS application. The ERIC RMIS system data is stored in SQL tables. We currently view the data stored in the ERIC system using a Citrix connection to our TPA s internal network Fit Test Database This Microsoft Access application is used to track and certify employees for respirator usage. The city may investigate how to migrate this data for leverage within the proposed RMIS System if applicable to the city s needs Fleet Management system to be implemented in FY 08 FY 09 Citywide fleet management software called Faster. Utilized to manage the city s vehicles. Unknown interaction and opportunity may present itself in terms of city vehicle information and department characteristics which could be leveraged within the RMIS solution once system is fully implemented or brought online Automated Electronic Defibrillator Tracking Database (AED) Currently a mix of Excel spreadsheets and Microsoft Access is used to track weekly AED checklist activities as well as AED audit activities moving forward. Still within its development phases, the city may investigate how to migrate this data for leverage within the proposed RMIS System if applicable to the city s needs MSDSOnline* Services (Online database service) Online database solution / service to provide coverage for federal requirements regarding Material Safety Data Sheets for chemicals throughout the city. The current new service provides online access to information that may need to be ported or captured for Safety Services. 1.6 Relevant Dates and Schedule A. RFP Published Oct 7 th

76 Request For Proposal RFP Application B. Clarification/Submittal deadline Nov. 5, 5:00 P.M. Local Time C. Proposal due date Nov. 12, 2:30 P.M. 2. Technical Specifications 2.1 Scope of Work The City of Boise is seeking to implement a full featured enterprise level Risk Management Information System (RMIS). Proposed RMIS must support both claims and policy administration functions of the risk management program. The claims module is required to be user friendly and must accommodate the entry of information processing of claims, diary entry, generation of correspondence, payment of claims and costs. It must have robust reporting capabilities for loss control analysis and financial information. It is required that the proposed system be web based. The RMIS system must allow for agency entry of schedules and values needed for underwriting insurance coverage for certificate requests and tracking. These attributes will enhance the accuracy in which the City s inventories and assesses the City s assets. The system will manage the subsequent placement and maintenance of property and casualty insurance and self funded coverage for the City of Boise, and it will provide efficiencies in the way that claims against the City are administered and insurance transactions analyzed. It also desired that the system facilitate the ability to manage the city s health and safety services programs which includes employee and/or facility management in terms of such items as: audits, certifications, investigations, CAPA, and inspections. The City of Boise is looking for an off the shelf system with minimal feature customizations to accommodate the unique needs of the City. The City of Boise currently uses a number of various systems supplemented by paper driven processes to manage Risk and Safety Services. We are looking for an integrated RMIS system that will seamlessly integrate and automate manual processes currently being used in the business environment. Allow for enhancements of our information management data analysis and reporting. Based on the City s evaluations of the RFP responses multiple products or solutions may be selected from one or more vendors to meet the business needs detailed in this RFP. Qualified vendors are invited to submit a proposal in the format outlined in this Request for Proposal (RFP); firms may submit proposals for any portion / main section/ lines of business individually or for the entire project. Boise City reserves the right to award individually by section/line of business, or award the full project to any one vendor. 2.2 Requirements & Feature Set Overview Table 12

77 Request For Proposal RFP Application Your responses are to be organized according to the chart that follows. Provide detailed explanations and descriptions in the in the details column of your submitted proposal. Address all items completely. Indicate if a section item or feature requested is available as either part of the base system, a cost added module, or custom programmed solution by marking Yes in the appropriate column. If the feature within the section item does not apply to columns Base Solution, Cost added, Custom development, or Future development, mark them as not applicable (N/A). Any column left blank will be considered non responsive. Section Item: Section Item: Base Solution: Is this feature included with the base solution (Yes, No, or Not Applicable) Cost added module: Is this feature considered a cost added module to the base solution (Yes, No, or Not Applicable) Custom development: Does this feature require custom programming to the base solution (Yes, No, or Not Applicable) Future development: If this feature is not available are you considering it for future development( Yes, No, or Not Applicable) Details & descriptions Column: Provide detailed descriptions. Vendor is to elaborate with comments, examples and full explanations with enough information to adequately rate your response Incident and Claims Management (includes incident, workers compensation, & liability) - MANDATORY 1 For incident initiation does your system include the ability to generate web based forms? 2 Can incidents be generated and submitted from web based forms? In addition, how is an incident or claim generated, interview entry format or full flat file and fill out fields? Furthermore, who is able to generate or submit an incident or claim? i.e. administrator or generic account (employee signs in anonymously who is hurt simply logs on and submits) 3 Does your application provide workflow that helps to identify and manage Corrective Action Preventative Action (CAPA) with delegation and management down to the employee level? 4 Describe the incident / event tracking workflow capabilities and highlight key aspects. 5 Can audits be run against data collected on an ad hoc basis i.e.: online incident initiation forms? 6 Explain what diary capabilities your system includes. Diary capabilities include the tracking of all correspondence, , phone, paper forms, work history, notes etc. pertaining to the incident/event and/or claim 13

78 Request For Proposal RFP Application Section Item: 7 Does the application allow the end users to open multiple instances of claims, incidents, etc. Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 8 Can claim information be automatically routed to predefined personnel based on claim events? 9 Does the system have checks and balances to keep users from submitting incomplete forms? 10 Does the system provide electronic signature functionality for incident/event initiation processes? 11 Describe in detail the ability of the system to comprehend Adjuster Notes; Adjuster notes refers to all correspondence conducted by the City s third party adjuster (Eric System) 12 Provide detailed explanation of any automatic system delegation and escalation capabilities for incident/event management. 13 Describe functionality of data query dashboard reporting capabilities. 14 What capabilities do you have to track and log OSHA recordable workers compensation claims? Furthermore, how can the system be used to help classify if an injury is recordable or not? 15 Can the system Idaho generated first reports of injury (IC1 form) be attached to the claim record? 16 How can we capture hard/soft copies of medical correspondence? Moreover, explain how phone, , fax, and other communications are managed and tracked with the workers compensation claim, and liability claims. 17 Describe workers compensation, liability, financial, and risk auditing capabilities we will have with the proposed system 18 Describe how an employee could initiate a workers compensation claim using available online forms leveraging required data fields, event driven notifications, and automated workflow. 14

79 Request For Proposal RFP Application Section Item: 19 Does your system contain Idaho Industrial Commission information? i.e. required forms, reports, and documents. 20 OSHA recordable information; Can this information be used in our Incident and Workers compensation management processes? 21 Does system include or provide ability for dual code based identifiers based on NCCI and/or ANSI standards for body parts, nature of injury, causation, event, and cause/action of a claim as well as ability to track and report on the specific criteria? i.e. body parts like shoulder, back, arm, etc. identifiable as a code value; nature of injury such as fall, slip or trip; cause / action such as wet surface, operator error, faulty equipment 22 Describe how and what data can be captured during an incident regarding workers compensation and/or liability investigation 23 Describe how we can update and modify internet online electronic forms Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 24 Describe how we can track transitional work management such as light duty or time off resulting from a workers compensation injury. 25 How does your solution comply with HIPAA regulations? 26 How can the system auto notify and transfer required claim data to our TPA when new claims are entered? 27 Can claim numbers be auto generated based on this criteria; department code, fiscal year and an auto incremented number. Elaborate on the systems process for assigning claim numbers. 28 Does the application perform the following; Bill re-pricing to usual and customary, Statutory fee schedule application, Comparison of treatment against patterns of treatments; apply any statutory care requirements such as precepts or limitations or treatments. 15

80 Request For Proposal RFP Application Section Item: 29 Can the application track; Total Lost Time, Total Light Duty time, Total Days lost and restricted by claim and across claims, Numerous instances of lost time and/or restricted duty time, Notes for Light Duty case manager. 30 Does the system provide the capability to engage with litigation services? Elaborate on ability to interface legal aspects of Workers Compensation and/or liability complaints: tracking, managing, reporting etc. 31 What financial reconciliation features are included with your system. 32 What capabilities does the proposed solution have to manage and track TORT claims? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 33 What indemnity claims processing and data entry features does your system include? 34 What functionality does your solution encompass to manage subrogation and/or restitution activity when dealing with recoveries processes? i.e. non city employee at fault claims requiring recoveries 35 What liability claims management interfaces does your system provide with Third Party Administrator applications? 36 How does the system differentiate between an event, an incident, and a claim, as well as different types of claims? (workers compensation, liability, etc) 37 How does your system prevent duplicate claim entries or notify personnel of possible duplicates and invalid entries? 38 Explain the process of upgrading an event/incident to a claim. 39 Does the application have the following diary control functionality; Daily to-do list, automated diary review reminders (30,60,90 days), User defined automatic payment diary, Personal pull up calendar. 16

81 Request For Proposal RFP Application Section Item: 40 Is there an automatic prompt when events occur such as; Status report, court dates, statutory dates, or when temporary disability is due if more than X number of days of lost time has occurred, Claims action plans, Litigation claims, etc.? 41 Can the application designate late or missed diaries? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 42 Can the application designate late or missed diary s to the next level of supervision? 43 Can remote users utilize the diary function to place diary dates independent of the adjuster or supervisor? 44 Does the application have the following; subrogation/contribution accounting functionality 45 Does the application utilize accounting functions to accommodate credits and refunds without affecting the total amount paid? 46 Do credits affect the reserves pending? 47 Does the application allow for hierarchical reserve authorization? 48 Does the application allow for hierarchical payments authorization? 49 Does the application have the ability to issue vouchers or track non-monetary type transactions? 50 Can the application record manually issued checks? 51 Can the application accommodate positive pay and bank reconciliation? 52 Is there a limit to transaction types of payments and reserves? 53 Does the system allow for payments request to be approved by a supervisor? 54 Is there a safeguard against issuing a payment that exceeds the reserves? 55 Can a payment request be input for a future release? 17

82 Request For Proposal RFP Application Section Item: 56 Can more than one payment type code be included in a single payments request? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 57 Can the application track litigation costs by elements such as F&A, F&O, C&R, etc.? 58 Can the application track historical billing records (fees paid) by attorney, health provider, or other service? 59 Can the application (through security or other methods) build a firewall to separate nondiscoverable information, or to isolate sensitive claims from being reviewed by anyone other than the adjuster, supervisor or other specified people? 60 Can the application develop a litigation knowledge base (reference to previous similar cases) to track litigation results by items such as venue, judge/court, plaintiff/defense attorney, etc? 61 Does the application track all litigation on a claim specific basis? 62 When a claim is re-opened does it carry forward the last paid amount? 63 Does the system feature an on screen calculator? 64 Does the system provide a stop payment, void, and cancelled draft feature? 65 Can the system generate any statutory work comp forms? List by state. 66 What auditing features do you provide with liability and claims management? 67 Can the system leverage North American Industry Classification System (NAICS) codes? Describe how system would use or implement NAICS codes 18

83 Request For Proposal RFP Application Section Item: Base Solution: Cost added module: Custom development: Future development: 68 Provide information on system capabilities regarding electronic records keeping and electronic reporting of records to Idaho Industrial Commission Is it functionally capable of supporting electronic records requirements soon to be required by Idaho Industrial Commission Safety And Health Management (includes equipment/asset management) - MANDATORY 69 Employee safety and health certification tracking capabilities i.e.: respiratory, CPR, etc. Describe in detail the capabilities of the system to track employee safety and health certifications such as respirator fit testing, CPR certifications, hearing program certifications, forklift or other heavy machinery certifications or equipment operations, confined space entry certifications, etc. 70 How could we track and schedule employee training leveraging auto notifications. Details & descriptions Column: 71 Employee health tracking i.e.: health evaluations, fitness test, inoculations, immunizations, etc. 72 OSHA and other compliance program tracking for Safety and Health management i.e.: PPE, workplace safety equipment, proper signage. 73 Elaborate on systems capabilities regarding automated workflow processing for Safety and Health management with key emphasis on auto delegation and escalation workflows 74 Physical site inspections data tracking using mobile devices 75 Does the proposed solution support HIPAA security requirements, including personal data, patient records, access, document/data disposal, and unique identifiers? 76 The system must have the ability to provide and must contain / load Construction Occupancy Protection and Exposure (COPE) tracking information and capabilities as part of base solution 19

84 Request For Proposal RFP Application Section Item: 77 Describe the Audit and inspection capabilities the system possesses for equipment, assets, personnel, programs, and/or systems Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 78 CAPA- Describe what audit capabilities exist that are related to Corrective Action And Prevention and the auto delegation and escalation workflows with reporting capabilities 79 Inspections: How does this application/system provide the ability for automated inspection activities (data entry, facility inspections, CAPA completion, documentation, approvals, reporting) 80 Equipment and facility audits, and/or inspection capabilities 81 Equipment certification tracking 82 Describe in detail the ability of the proposed system to manage and track hazards within the workplace or for City assets I.E. facilities, equipment, property, processes, and chemicals 83 Equipment calibration tracking 84 Auto notification for work order and preventative maintenance 85 Facility inspections management 86 What capabilities exist for bar code integration in order to conduct inventory management + equipment inspections 87 Elaborate if system has ability to integrate or has ever been integrated with a Fleet Management application 88 Describe the system's ability to provide equipment characteristic tracking 89 Can the application provide asset tracking (listing property, identification numbers and values) capabilities for buildings, vehicles, equipment, boilers, etc.? Data Analytics And Reporting -MANDATORY 90 Describe the systems incident management reporting capabilities as well as describe the systems audit capabilities as it relates to: Claims incidents, and events 20

85 Request For Proposal RFP Application Section Item: 91 Describe your data query capabilities 92 Can the application calculate and report on days lost due to OSHA recordable events, and can it calculate OSHA recordable rates and other similar statistics? 93 Can the application interface with a third-party report writer such as Crystal Reports and/or Business Objects? 94 Can the application import and/or export information to Microsoft Office applications and formats such as Excel, Word and PowerPoint, PDF, comma delimited, CSV? 95 Are all data elements including custom data fields available through the report writer? If not how are these fields accessed? Are there fields that can not be accessed? If so list these fields. 96 Does the application allow the user to define a cost allocation formula and then develop a cost allocation report, based on incurred, paid or reserves, expenses, policy premium, exposure and location information? 97 Can the application produce a report to forecast future period claim payments based on current open claims and historical experience for budgeting and forecasting purposes? 98 Using your RMIS application can we track claims by City department, City division, and City employee for trend forecasting, job titles type, causation, or classification? 99 Are the reporting functions highly configurable by end users or are changes made / required to be made by vendor? 100 Can the proposed RMIS provide forecasting as part of its core solution? 101 Describe the benchmarking capabilities that exist to cover the following liability and Workers Compensation metrics: Liability Average cost per claim, percentage of open claims, average claim duration, frequency Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 21

86 Request For Proposal RFP Application Section Item: rate (per 10k citizens), type of loss percentage, average reporting lag time, percentage of litigated claims Workers Compensation average cost per claim, annual cost per full time employee, frequency rate per 100 employees, percentage of open claims, percentage of annual indemnity claims, average reporting lag time, percentage of claims by body part, average claim duration, percentage of litigated claims, workers compensation costs as percentage payroll (see section for additional information) 102 Does the system provide NCCI reporting capabilities? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 103 Explain the capabilities of auto distribution via or electronic file transfer for scheduled reports to; division heads, department heads, individual users, network folders. 104 Is 1099 report issuance built in? 105 Is data immediately available for query upon input? 106 Can these remote user reports be saved and placed on a repetitive diary for future updates? 107 Can the system provide a holistic view of an incident containing multiple claims? i.e.: hail storm damaging multiple city vehicles and causing bodily injury to employees and non employees. 108 Will the application allow remote users to develop reports independent of adjusters or supervisors? 109 Can the application access any data field within the system to include in an ad hoc report? 110 Does the application have standardized reports already created for users? 22

87 Request For Proposal RFP Application Section Item: 111 Does the application include a user-friendly report writer for adhoc requests based on injuries, body parts (e.g., click/drop/drag navigation with no need to build formulas or macros)? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 112 Describe system capabilities regarding trend analysis on all claim types, and near misses present? 113 Describe the trend analysis capabilities on the following; Zip Code, injury code, work hours, shifts, department/division, payroll, location, injury type, work activity, body part, division, department, causation, job title, etc Technical, Security, Support, And System Specifications -MANDATORY 114 Can the vendor provide programming support to assist in data conversion from various applications and/or data sources, to include conversion in detail by claim, including historical transaction records such as; Financial payments, reserves and recoveries, Dates including; close dates, open dates, receive dates, etc. Claim details, Adjuster notes, Loss definition codes (cause of loss, body part, etc.), Data elements in user defined or customized fields which may not currently exist in vendor s application, Physical document conversion to electronic formats i.e.: OCR scanning formats. 115 Are the conversion services offered by the vendor scalable, (i.e., can XXX decide if certain data fields will be imported in either detailed or summarized amounts and text, or a mixture of detail and summarized information? 116 Do you provide data conversion services from legacy Microsoft Access databases? 117 What XML support exists within your system? 23

88 Request For Proposal RFP Application Section Item: 118 Robust interface with other SQL based information systems currently in use; PeopleSoft, Fleet Management software, Onbase, WASP mobile inventory systems Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 119 What integrations does your system provide for the Novell GroupWise system and for Microsoft Outlook? Can the RMIS system update and schedule using GroupWise and Outlook calendars, send high priority s ( s highlighted in red text), etc. Emphasis on GroupWise 120 Does your system allow for complex business rules and workflow design by super users or in house administrators (City staff). Elaborate. 121 Describe your workflow engine and business process integration capabilities. Elaborate 122 Is the solutions code open source and do you provide a data dictionary with the SQL Database? Please elaborate 123 Can the application validate third party data? 124 Single sign on capability LDAP, Novell E-Directory, Microsoft Active Directory 125 Can the application merge claim file information (i.e.: name, address, date of loss, etc) into a word processing template stored in a supporting application? 126 Does your system support Open Database Connectivity (ODBC)? 127 What Third Party Administrator (TPA) interoperability and integration capability does your system offer with the ERIC* RMIS database system? 128 Briefly describe your system architecture. Elaborate on what constitutes the base system and if applicable, what are the separate modules. Furthermore, describe the integration between modules that exist within the system. 24

89 Request For Proposal RFP Application Section Item: 129 What types of line of business applications (HRMS, corporate networks, ERMs, etc.) is your system integrated with? 130 Detail what experience your solution has with integrating to WASP Mobile inventory systems. 131 Detail what experience your solution has with integrating to the Eric RMIS System. 132 Detail what experience your solution has with integrating to Fleet Management systems. 133 Detail what experience your solution has with seamless integrating to the following SQL based applications; PeopleSoft FMS & HRMS variations 134 What PeopleSoft* interfaces are provided within your system to access employee wages, benefits data, fund transfers, reimbursements, or check and/ or electronic money processes? 135 Does this system have a standardized data export and import mechanism? 136 Can we cut and paste data from other text based applications? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 137 If our network infrastructure (hardware, software) meets your recommended minimum specifications will large system reports and data queries negatively affect the performance of the system for other users? 138 Describe your mobile solutions with regards to auto notifications, smart phones, PDA s, wireless laptops, inventory wands, etc. 139 Do you offer a turn key, out of the box solution which includes warranty & repair coverage on hardware? 140 Does system provide user defined fields, menus, screens and/or start pages, forms, function keys, flow charts, workflows and/or process flows, or other web accessed or data entry schema? 25

90 Request For Proposal RFP Application Section Item: 141 Can your system limit access to and/or restrict functionality such as accessing, displaying, downloading, modifying, or printing of confidential data elements, files, form fields, and/or areas within the system? 142 Can claims, defined by the users, be blocked from view by others, based on certain security levels or claim type definitions? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 143 Does the application have protection to prohibit unauthorized users from hacking into the system by modem or other means? 144 Can certain claim information (such as adjusters notes) be blocked from view by others? 145 Granular security / user ID and user group based security rights and privileges. Elaborate. 146 Can the security/authority profile be changed easily by a user, such as the administrator, and then duplicated and modified to provide for efficient addition of new users? 147 Does the application have a separate module, accessed by only certain individuals, to set security/authority for users? 148 Does the application allow the administrator to set authority levels for items such as setting reserves, requesting payments and crediting recoveries or refunds? 149 Can the application track and report on the frequency of user logons/authorizations by user ID number? 150 Can your system be programmed for a Fiscal year beginning October 1 st? 151 Is your system compatible with SQL server (2000, 2005), and IIS Server 6.0? 152 How many databases are recommended? Are there production, test and development environments as delivered? 26

91 Request For Proposal RFP Application Section Item: 153 Describe web presence, GUI interfaces & capabilities. 154 Describe your integrated disaster recovery capabilities and data backup recommendations? 155 Describe system maintenance routines required; weekly, monthly, yearly. 156 Are the archiving and purging capabilities established functions within all applications of the vendor s software? Discuss the systems purging capabilities and any automation in this aspect. 157 If present, describe what fully user customizable interfaces exist such as dashboards and / or portals dependant on type of account is logged into system? i.e. administrator, department heads, legal teams, etc. Moreover, can the system provide fully customizable dashboard views based on login criteria and/or user groups? 158 Automated event driven notifications based on preset and adjustable thresholds. i.e., specific body part injuries, specific facilities, departments. 159 Detail the server hardware and software required for an installed solution (List minimum & recommended system specifications) 160 Detail the desktop hardware and software required for an installed solution (List minimum & recommended system specifications) 161 If offered describe your hosting facility in terms of security, disaster prevention/recovery, and availability. 162 Describe your system s capability to scale and support large numbers of concurrent users. 163 How frequently do you release system patches and system upgrades? Who is responsible for installation of the patches and upgrades? 164 Are the system upgrades and revisions optionally provided? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 27

92 Request For Proposal RFP Application Section Item: 165 What is the procedure for implementing system upgrades? 166 Can all fields have drop down data elements? Can we add/remove and modify data elements? 167 Is there a spell check option built into the application? 168 What are the maximum character length limitations of data entry fields? 169 Is there a system wide audit trail based on User ID, date, time for all system interactions and activities? 170 Can notes be printed as single notes, all notes, or a range of notes? 171 Provide the average key performance measurements for; accessing documents, accessing forms, saving work, developing reports, running reports, data query's, load time, etc. 172 Are previously saved comments write protected? What is the process for changing previously saved notes? 173 Upon finalized purchase of the RMIS application does the City of Boise own the application and the data it contains? 174 If we decide to discontinue paying the annual Software Assurance/Maintenance for the software package are we allowed to continue using the application as is with no future software assurance and maintenance? 175 What are the document import/export functions Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 176 Where are the attached documents stored (in the database, on a file server)? 177 What electronic document management features does your system provide? 178 What document type formats are supported by the application? 179 Does the proposed system allow for attachment capabilities at all levels? i.e.: claims, incidents, reporting, auditing, investigations, CAPA, inspections, etc. 28

93 Request For Proposal RFP Application Section Item: 180 Does your system maintain revision history and version control on documents, policies, certificates and forms? Additionally, list those modules that do not allow attachments such as PDF, pictures 181 Describe what comes standard in terms of training / support during implementation through production and ongoing. Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 182 What technical support is offered to end users, super users and system administrators? I.E. 24/7 support, number of support desk staff, etc. 183 Define your issue/problem tracking and resolution processes including severity levels and escalation procedures. 184 How does your company proactively solicit feedback from your client base? Include examples. 185 When problems arise how do we initiate contact and what is your guaranteed response times? 186 Does the application include an integrated self help menu? If so how often is this updated? 187 Is training provided with system updates? 188 Does the vendor offer refresher courses and continuing education for new users? 189 Does the application have error driven help messages with on and off selectivity at user level? 190 Do you offer a toll free phone number for 24/7 help desk support? 191 Will the vendor provide any training onsite at the client s main location and/or remote sites? 192 Please describe all training formats, levels, and opportunities which are provided to the customer. 193 What is your Service Level Agreement (SLA) policy? Include sample contract outlining response time, maintenance & support Insurance Certificate Tracking 29

94 Request For Proposal RFP Application Section Item: 194 How can we track insurance certificates using your proposed solution? (Mandatory) Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: Insurance & Policy Management - Self Insured MANDATORY 195 Describe any data interfaces your company has developed with third party Certificate tracking applications? 196 How can we manage City property, assets appraisals, and locations within the proposed system? 197 To what extent can the system track and manage contact information for insurance providers? 198 Does the system have the ability to track and manage contracts and bonds? 199 Describe the liability insurance coverage management capabilities of the system 200 Does the system include insurance policy management? 201 Does the system include insurance policy issuance, re-issuance, and tracking? 202 Can we audit City insurance policies? 203 Can the system automatically notify City employees, via , when a contractor s insurance certificate is going to expire? 204 Can the proposed system comprehend and manage special event insurance issuance? i.e. public holding a wedding or concert on City grounds like a park or in a building 205 What loss forecasting reports are included? 206 What experience do you have with the Idaho Industrial Commission s self insurance workers compensation regulations? 30

95 Request For Proposal RFP Application Section Item: 207 Can the application assist in determining the appropriate policy coverage by items such as determining which policy covers a claim (based on claim type, loss date, division, coverage trigger and location), identifying applicable deductibles/retentions or automatically filling in policy information for the adjuster s review? 208 Does the application record policy information such as coverage s, limits, retentions/deductibles, etc.? Base Solution: Cost added module: Custom development: Future development: Details & descriptions Column: 209 Does the application monitor aggregate/specific excess limits? Will it then sending a warning message when a predetermined percentage of the excess/aggregate/sir is consumed for the policy year, regardless of the year the claim is made or distinguishing between payments which may or may not apply to aggregate limits? 210 Can the application total all deductibles and retentions for each policy year? 211 Can the application track losses through coverage layers? 212 What lines of coverage can the proposed system manage for selfinsurance? The system must have ability to manage the following lines: General Liability (Airport, FID, FED, special events coverage, garage keeper for parking garages etc.), Auto Liability (autos), Workers Compensation, Property (facilities, properties, crops, flood, electronic data, etc.) 2.3 Project Management and Solution Implementation Overview System Implementation Process and Timetable A. Outline your implementation process including a phase-by-phase process breakdown and average deployment time. Include a sample project plan illustrating each phase to be undertaken i.e. implementation timeline including high-level tasks, dates, and milestones. B. Provide detailed overview for any and all testing procedures leveraged for implementation 31

96 Request For Proposal RFP Application C. Describe the roles and responsibilities (governance) required by both your company and our internal staff members. D. Describe the type(s) of resources required from the City of Boise to expedite implementation E. Please include biographies or short resumes for your key implementation support personnel Communication Plan A. Detail your Status reporting, change management and communication plan. 3. Vendor Requirements 3.1. Organizational Structure and Company Profile Qualifications and Experience A. Please provide resumes and background information for members of your implementation team References (Mandatory) Proposers must provide at least three (3) current professional references from different firms/organizations for which similar types, scope and size of services have been awarded within the past 2 years. References must be able to verify Consultant s experience to comply with the requirements of this proposal. Name Address Phone Name Address Phone Name Address Phone Examples of Similar Work Include examples of similar advertisement inserts you have prepared with your proposal (Limit of 3) Proposer Information 32

97 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal A. How long has your company been in operation? B. If owned by a parent company, or has owned other companies as a parent company, provide a description of proposers major facilities. C. Provide information for unique or special equipment and any other facilities that will provide support for this program D. Do you currently have any pending litigations against your company? E. What is your 2008 Research and Development budget for you company? F. How many people employed by your company are assigned to the RMIS application? G. What has your annual growth rate been over the last 5 years? H. How many RMIS clients do you currently have? I. How many RMIS implementations have you done in the past two years? J. What were your 2007 annual RMIS revenues (not including your parent company)? Include the following appendixes in the following format: Appendix A: Annual Report Appendix B: Marketing Literature Appendix C: Datasheets Appendix D: Training Schedules and Literature Appendix E: Sample System Administration, User, and Operation Manual(s) Appendix F: Sample Contracts: Appendix G: Provide a schematic showing the logic design of proposed applications which identifies all databases and files and indicates the direction of data flow. Appendix H: Provide a listing of all included reports and report libraries that come standard with the system. Include a summarized description of each report. Software Assurance Contract Software Maintenance and Support Contract (SLA) 4. Cost Proposal 1. Please provide a detailed item-by-item pricing for all products and services proposed for base solution. Please include price breaks for scaleable licensing, optional modules, and/or cost of additional options not built into base solution 2. Please provide a detailed item by item pricing for the following if not included with the base system: a. Description of the system licensing and licensing approach (enterprise licensing, concurrent user licensing, workstation licensing, named user licensing) b. Itemized modules not included with the base system that you have identified as required to meet RFP requirements and feature set overview (see section 2) c. System enhancements & customizations d. Customized data analytics and reports development not included in base system e. Software assurance and maintenance f. Training 33

98 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal g. Integrations with PeopleSoft, ERIC Systems, Novell GroupWise, h. Data migration and conversion services i. Upgrades and updates if not included with software assurance and maintenance costs j. Hosted data solution cost vs. hosted in house on City owned hardware *Provide your response regarding section 4 Cost Proposal in this table format: Item Description Identify if this is Included in the Base solution, if it requires custom development or if this is an existing value added module Dollar Cost. Identify hourly rates and percentage based costs when applicable. 5. Method of Evaluation and Award Professional firms will be evaluated on the following criteria. These criteria will be the basis for review of the written proposals and interview session. The City reserves the right to award on the written proposals only. The scale shall be from 1 to 10 with 1 having a least weighted rating, and 10 being a most weighted rating. # Evaluation Table of Contents / Criteria weight Instructions and information to Proposers mandatory Incident and Claims Management Safety and Health Management Data Analytics and Reporting Technical, Security, Support, and System Specifications Insurance Certificate Tracking Insurance & Policy Management System Implementation Process Communication Plan Qualifications & Experience Proposer information Cost Proposal Workflow & Process Flow examples Form Examples Reporting Examples Desired data fields 1 17 Dashboard and user interface screen shots (Provide enough specific examples to illustrate ease of use of proposed system) 3 6. Liabilities and Shareholders (Owners), (Equity) 34

99 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Please provide information on your company s profile for the following: Liabilities Owners /Shareholder information Equity 7. Attachments 7.1. Workflow & Process Flow examples: Instructions: Please review each workflow and/or process flow provided of existing business practices. Provide a workflow sample of improvements or efficiencies the proposed solution/system will provide. 35

100 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 36

101 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Return to Work Light Duty Process City of Boise Risk Management database & departmental relationships <Current> 37

102 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal City of Boise Risk Management database & departmental relationships <Desired> 38

103 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 39

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107 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 43

108 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal City of Boise Safety System 44

109 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 7.2. Form Examples: Instructions: Please review each of the below forms used in existing business practices. Describe how we could automate and electronically manage these documents. Identify any areas for efficiencies using your system. Include screen shots and descriptions illustrating incident, claims and liability management. 45

110 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal BOISE FIRE DEPARTMENT ON-DUTY INJURY/OCCUPATIONAL ILLNESS INVESTIGATION REPORT (FS02 form Pg. 1) Name: Address: Phone #: SSN: DOB: Status: Single /Married Male /Female Rank: Station: Platoon: Accident Date: Reported to (Name, Rank): Accident Time: Date employer learned of accident: Location (address) of accident: # Children under 18: # Yrs/mos in service: Did injury result in disability beyond date of accident? yes/no. If yes, give last date worked: Has employee returned to work? yes/no. If yes, what date? DESCRIBE THROUGHLY HOW INJURY/ILLNESS OCCURRED (WHAT, HOW, WHERE, EQUIPMENT, ACTIVITY, ETC.) (USE ADDITIONAL SHEETS IN NECESSARY) WHAT ACTS, FAILURES TO ACT AND/OR CONDITIONS CONTRIBUTED MOST TO THIS ACCIDENT (IMMEDIATE CAUSE)? WHAT ARE THE BASIC OR FUNDAMENTAL REASONS FOR THE EXISTENCE OF THESE ACTS AND/OR CONDITIONS (FUNDAMENTAL CAUSE)? LOSS SEVERITY POTENTIAL PROBABLE RECURRENCE RATE MAJOR SERIOUS MINOR FREQUENT OCCASIONAL RARE Describe injury or illness in detail (i.e. 1st degree burn on the face): Prevention: Describe action planned or taken to prevent recurrence. SUPERVISOR EMPLOYEE SIGNATURE DATE DATE Revised: May 29, 1998 H:\WP\FORMS\FS02 46

111 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal (FS02 form Pg. 2) INSTRUCTIONS: Check each item on the left. Circle specific item on the right if multiple choice. Be specific as appropriate. 47

112 Boise Police SD-1 Form Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal BOISE POLICE DEPARTMENT SUPERVISOR S INVESTIGATION REPORT OF EMPLOYEE INJURY (SD-1 Form) Name: Cell Phone #: Address: 7200 Barrister Drive, Boise, ID Division: Unit: Ada #: DOB: Male Female Accident Date: Time: Date employer learned of accident: Medical Treatment: First Aid: Yes No Description Physician: Yes No If yes, where did you receive treatment? Hospitalized? Yes No Where? Description of injury(s)/body part(s) affected: L or R Was/is work time lost (full days only)? Yes No If yes, date employee returned to work or expected return date. DESCRIBE INJURY/ILLNESS IN DETAIL (where, what, how, why, activity, equipment, injury sustained): What personal protective equipment was employee wearing? What personal protective equipment was required for the activity being performed? WHAT ACTS, FAILURES TO ACT AND/OR CONDITIONS CONTRIBUTED TO THIS ACCIDENT (immediate cause)? SUPERVISOR: WHY DID THIS HAPPEN AND HOW CAN WE PREVENT IT IN THE FUTURE? Describe action planned or taken to prevent recurrence: Supervisor Name (print) and Signature: Employee Signature: Date: Date: 48

113 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Non-City Employee Incident Report 49

114 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal IC1 Form 50

115 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 51

116 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Automated External Defibrillator (AED) Maintenance Checklist Month/year: Department: AED Model: Serial #: Location (specific): Each Automated External Defibrillator is to be checked weekly on the following items. As you check each of the items under Criteria write your initials in the corresponding box. Please add comments, such as items were missing or outdated and replaced, in the Corrective Action/Comments column. Week 1 Week 2 Week 3 Week 4 Week 5 CRITERIA Date: Date: Date: Date: Date: Corrective Action/Comments AED AED present. No damage Self-check system indicates unit OK for use Electrode pad in date Battery in date Supplies Extra adult pad(s) in date Child pad in date CPR mask/shield Gloves - 3 pair Razor Scissors Absorbent cloth/towel Event Summary Form First Aid Kit available and stocked Cabinet re-secured Additional notes or observations: Print your name Print your name Print your name Print your name Print your name This form is to be sent to Safety Services by the 3 rd of the month. Fax For questions call Safety

117 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Notice of Safety Violation On (Date), at (Time), you were observed performing the following unsafe act: This behavior violates established safety regulations/policies and will not be tolerated. The safety of our workers and the public that use our facilities is our number one priority. All City employees are required as a condition of employment to develop safe work habits and to contribute in every manner possible to the safety of themselves, their co-workers, and the general public. Employees who willfully and/or habitually violate established safety rules will be subject to disciplinary action up to and including discharge. Dependent on the nature of the infraction and the employee s history of safety violations, disciplinary action may involve documented verbal reprimand by a supervisor, written reprimand by a supervisor, suspension from work without pay, and/or discharge. This form provides documentation that this is a: Documented verbal reprimand by a supervisor* Written reprimand by a supervisor Suspension from work without pay Discharge Other NOTE: Management may determine disciplinary action based on the severity and nature of the violation. EMPLOYEE: Name: Signature: Date: Title: Department: Division: Service Group: SUPERVISOR: Name: Signature: Date: Reviewed by: SUPERVISOR S MANAGER: Name: Signature: Date: Original- Human Resources Copy- Supervisor Copy- Employee only.) Copy- Safety Office (Forward a description of the unsafe action (E.g. A copy of the top portion of this form.) * Note: It is not necessary for the verbal reprimand documentation to be forwarded to Human Resources. 53

118 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 54

119 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 55

120 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal TORT Claims Form 56

121 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 57

122 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 58

123 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 59

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125 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 61

126 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 62

127 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 63

128 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 7.3. Reporting Examples: Instructions: Please review each sample report and graph and provide the following information; improvements, efficiencies, capability of proposed system to produce these reports, screen shots of similar reporting capabilities LOCATION OF ACCIDENT 25 Crash Totals Year to Year FY2003 FY2004 FY2005 FY2006 FY STREET - IN TRAFFIC UNKNOWN PARKING LOT / GARAGE 1 7 INTERSECTION 4 PRIVATE RESIDENCE (GARAGE / DRIVEWAY) 2 STREET PARKING STRUCK OBJECT STRUCK BY OBJECT POLICE 61% ACCIDENTS BY DEPARTMENT PUBLIC WORKS 14% PARKS 9% PDS 6% FIRE 5% LIBRARY 3% PARKING 2% DEPT COST % of COST ACCIDENT COUNT POLICE $55, % 41 FIRE $31, % 3 PARKS $12, % 6 PUBIC WORKS $7, % 9 PDS $4, % 4 LIBRARY $3, % 2 PARKING $ % 1 SUMMARY FOR FY 2007 Total Accidents: 66 Recovery: $6, AVG. Cost Per Accident: $ Tort Claims Paid: $12, Total Repair Cost (Citywide): $115, WHAT ARE WE CRASHING INTO PARKED VEHICLE STOPPED VEHICLE POLE / SIGN MOVING VEHICLE 21 crashes were result of someone crashing into us ANIMAL / PLANT TRAILER FENCE GATE CHAIN BARRIER STRUCTURE MAILBOX CURB / BARRIER STRUCK OBJECT STRUCK BY OBJECT DIRECTION / VEHICLE STATE DURING CRASH NOT - MOVING 18% UNKNOWN 8% FORWARD 48% BACKING 26% 64

129 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 65

130 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 66

131 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Injury / Illness by Dept. 5 year Summary 67

132 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Moving Vehicle Accident Report Personnel Injury Report 68

133 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Standard Metrics for Risk Management 69

134 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 70

135 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 7.4. Desired Data Fields HR/Employee Data Fields (fields within HRMS PeopleSoft*) Fields of data contained in the HRMS PeopleSoft* application that would need to be accessed with the data within each field seamlessly ported into RMIS application as part of auto population data pull. EMPLOYEE IDENTIFICATION EMPLOYEE FIRST NAME EMPLOYEE MIDDLE INITIAL EMPLOYEE LAST NAME EMPLOYEE SUFFIX EMPLOYEE FULL NAME EMPLOYEE ADDRESS LINE 1 EMPLOYEE ADDRESS LINE 2 EMPLOYEE ADDRESS CITY NAME EMPLOYEE ADDRESS STATE CODE EMPLOYEE ADDRESS POSTAL CODE EMPLOYEE ADDRESS COUNTY EMPLOYEE HOME PHONE EMPLOYEE WORK PHONE EMPLOYEE WORK EMPLOYEE PERSONAL EMPLOYEE SOCIAL SECURITY EMPLOYEE GENDER CODE EMPLOYEE BIRTH DATE EMPLOYEE MARITAL STAT CODE EMPLOYEE DEPENDENT QUANTITY EMPLOYEE DEPEND UNDER18 EMPLOYEE DRIVERS LICENSE NUMBER EMPLOYEE DRIVERS LICENSE STATE EMPLOYEE SALARY EFFECTIVE DATE EMPLOYEE WAGE TYPE EMPLOYEE WAGE GARNISHED (LEGAL RESTITUTION) EMPLOYEE REGULAR WAGE EMPLOYEE REGULAR WAGE FREQ EMPLOYEE OT WAGE EMPLOYEE YEAR TO DATE WAGE EMPLOYEE AVERAGE WEEKLY WAGE EMPLOYEE WEEKLY OT HRS EMPLOYEE WAGE PERIOD BEGIN EMPLOYEE WAGE PERIOD END EMPLOYEE GROSS WAGE PERIOD EMPLOYEE REGULAR WAGE PERIOD EMPLOYEE SICK WAGE PERIOD EMPLOYEE VACATION WAGE PERIOD EMPLOYEE OVERTIME WAGE PERIOD EMPLOYEE REGULAR HOURS PERIOD EMPLOYEE SICK HOURS PERIOD 71

136 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal EMPLOYEE VACATION HOURS PERIOD EMPLOYEE OVERTIME HOURS PERIOD EMPLOYER FEIN EMPLOYER SIC CODE EMPLOYER SIC CODE DESCRIPTION EMPLOYER NAICS CODE EMPLOYER NAICS CODE DESCRIPTION EMPLOYMENT STATUS CODE EMPLOYEE HIRE DATE EMPLOYEE 2ND HIRE DATE EMPLOYEE WORK LOCATION EMPLOYEE DEPARTMENT CODE EMPLOYEE DEPARTMENT NAME EMPLOYEE OCCUPATION CODE EMPLOYEE OCCUPATION DESCRIPTION EMPLOYEE NCCI JOB CLASSIFICATION CODE EMPLOYEE IS OFFICER EMPLOYEE DATE IN JOB LENGTH OF JOB YEARS LENGTH OF JOB MONTH LENGTH OF JOB DAYS LENGTH OF EMPLOYEE YEARS LENGTH OF EMPLOYEE MONTH LENGTH OF EMPLOYEE DAYS EMPLOYEE SHIFT BEGIN EMPLOYEE SHIFT END EMPLOYEE DAYS WORKED WEEK EMPLOYEE HOURS WORKED WEEK EMPLOYEE HOURS WORKED DAY EMPLOYEE HOURS LAST 12 MONTH WORK DAY INDICATOR MONDAY WORK DAY INDICATOR TUESDAY WORK DAY INDICATOR WEDNESDAY WORK DAY INDICATOR THURSDAY WORK DAY INDICATOR FRIDAY WORK DAY INDICATOR SATURDAY WORK DAY INDICATOR SUNDAY EMPLOYEE DATE OF TERMINATION EMPLOYEE 2ND DATE OF TERMINATION EMPLOYEE 3RD DATE OF TERMINATION EMPLOYEE LONG TERM DISABILITY EMPLOYEE SHORT TERM DISABILITY SUPERVISOR IDENTIFICATION SUPERVISOR FIRST NAME SUPERVISOR LAST NAME SUPERVISOR MIDDLE INITIAL SUPERVISOR NAME SUFFIX SUPERVISOR TELEPHONE NUMBER USER DEFINED ENTRY FOR OSHA RECORDABLE USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 1 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 2 72

137 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 3 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 4 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 5 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 6 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 7 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 8 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 9 USER DEFINED PEOPLESOFT WORKERS COMP TIME CODE 10 USER DEFINED FIELD NUMBER 1 USER DEFINED FIELD NUMBER 2 USER DEFINED FIELD NUMBER 3 USER DEFINED FIELD NUMBER 4 USER DEFINED FIELD NUMBER 5 USER DEFINED FIELD NUMBER 6 USER DEFINED FIELD NUMBER 7 WC Apps (Workers Comp access application) Fields of data contained in the WC APPS application in need of conversion to proposed system. Estimated 8000 claim records contained in the WC Apps application. Please indicate any barriers with migrating data contained in this format. Indicate if proposed solution can comprehend integration of OSHA standards for incident / injury codes as well as user defined code systems. Field name & Desc. Sample data KEYACCOUNT 1 EMPLOYEE NAME Smith, Barney SSN CLAIM # DEPT 1200 STAT (Full time, part time) FT SHIFT (day, evening) STA. (fire station #) ACC DATE 10/09/1996 WEEKDAY WED DOC (doctor visit Y/N) N BODY PARTS NECK, SHOULDER,SHIN, R SOURCE FELL ON UNEVEN CONCRETE WALK AT TRAFFIC COURT Days LOST LDW (Last Day Worked) RTW (Return to Work) LDD (light duty dismissed) MED ($) 0 COMP ($) 0 RESERVE ($) 0 CL STAT (claim C, No Claim N) MEDICAL PROVIDER COMMENTS (Notes) OSHA_REC N FALSE 73

138 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Automated Code Generation Code Example Source: Bureau of Labor & Statistics Occupational Injury & Illness Classification Manual Section 3 Code Titles: DIVISION TITLE 0 Traumatic Injuries and Disorders 00 Traumatic injuries and disorders, unspecified 01* Traumatic injuries to bones, nerves, spinal cord 010 Traumatic injuries to bones, nerves, spinal cord, unspecified 011 Dislocations 012 Fractures 02* Traumatic injuries to muscles, tendons, ligaments, joints, etc. 020 Traumatic injuries to muscles, tendons, ligaments, joints, etc., unspecified 021 Sprains, strains, tears 029 Injuries to muscles, tendons, ligaments, joints, etc., n.e.c. 03* Open wounds 030 Open wounds, unspecified 031* Amputations 0311 Amputations, fingertip 0319 Amputations, except fingertip 032 Animal or insect bites 033 Avulsions 034 Cuts, lacerations 035 Enucleations 036 Gunshot wounds 037 Punctures, except bites 04* Surface wounds and bruises 040 Surface wounds and bruises, unspecified 041 Abrasions, scratches 042 Blisters 043 Bruises, contusions 044 Foreign bodies (superficial splinters, chips) 045 Friction burns 048 Multiple surface wounds and bruises 049 Surface wounds and bruises, n.e.c. 05* Burns 050 Burns, unspecified 051 Chemical burns 052 Electrical burns 053 Heat burns, scalds 058 Multiple types of burns 059 Burns, n.e.c. 1 Systemic Diseases or Disorders 1* SYSTEMIC DISEASES AND DISORDERS 10 Systemic diseases and disorders, unspecified 11* Diseases of the blood and blood forming organs 110 Diseases of the blood and blood forming organs, unspecified 12* Nervous system and sense organs diseases 120 Nervous system and sense organs diseases, unspecified 121* Inflammatory diseases of the central nervous system 1210 Inflammatory diseases of the central nervous system, unspecified 1211 Encephalitis 1212 Meningitis 2 Infectious and Parasitic Diseases 2* INFECTIOUS AND PARASITIC DISEASES 20 Infectious and parasitic diseases, unspecified 21* Bacterial diseases 210 Bacterial diseases, unspecified 74

139 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 211* Tuberculoses 2110 Tuberculoses, unspecified 2111 Primary tuberculous infection 2112 Pulmonary tuberculosis 2113 Military tuberculosis 2119 Tuberculoses, n.e.c. 212* Zoonotic bacterial diseases 2120 Zoonotic bacterial diseases, unspecified 2121 Plague 2122 Tularemia 2123 Anthrax 22* Viral diseases 220 Viral diseases, unspecified 221* Human immunodeficiency virus (HIV) infection 2210 Human immunodeficiency virus (HIV) infection, unspecified 2211 Acquired immune deficiency syndrome (AIDS) 2212 AIDS-like syndrome, AIDS-related complex (ARC) 2219 HIV infection, n.e.c. 3 Neoplasms, Tumors, and Cancer 31* Malignant neoplasms and tumors (cancers, carcinomas, sarcomas) 310 Malignant neoplasms and tumors (cancers, carcinomas, and sarcomas), unspecified 311* Malignant neoplasms and tumors of bone or connective tissue 3110 Malignant neoplasms and tumors of bone or connective tissue, unspecified 3111 Bone, articular cartilage 3112 Connective and other soft tissue 3118 Multiple malignant neoplasms and tumors of bone or connective tissue 312* Malignant neoplasms and tumors of the skin 3120 Malignant neoplasms and tumors of the skin, unspecified 3121 Melanoma of the skin (melanocarcinoma) 4 Symptoms, Signs, and Ill-defined Conditions 40 Symptoms, signs, and ill-defined conditions, unspecified 41* Symptoms 410 Symptoms, unspecified 411* General symptoms 4110 General symptoms, unspecified 4111 Loss of consciousness--not heat related 4112 Convulsions, seizures 4113 Malaise and fatigue 4114 Dizziness 4115 Non-specified allergic reaction 4118 Multiple general symptoms 4119 General symptoms, n.e.c. 412* Symptoms involving nervous and musculoskeletal systems 4120 Symptoms involving nervous and musculoskeletal systems, unspecified 4121 Spasms or tremors, n.e.c Earache 4159 Symptoms involving cardiovascular system, n.e.c. 416* Symptoms involving respiratory system and chest 4160 Symptoms involving respiratory system and chest, unspecified 4161 Hyperventilation 4162 Hemoptysis (cough with hemorrhage) 4163 Abnormal sputum 4164 Chest pain 5 Other Conditions or Disorders 51 Damage to prosthetic devices 52* Mental disorders or syndromes 520 Mental disorder or syndrome, unspecified 521* Anxiety, stress, neurotic disorders 5210 Anxiety, stress, neurotic disorders, unspecified 5211 Post-traumatic anxiety--acute 5212 Post-traumatic anxiety--chronic 75

140 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 5213 Panic disorder 5214 Neurotic reaction to stress 5218 Multiple anxiety, stress, neurotic disorders 5219 Neurotic disorders, n.e.c. 522* Organic mental disorders--neurotic or psychotic 5220 Organic mental disorders--neurotic or psychotic, unspecified 5221 Substance-induced mental disorder 5222 Organic affective syndrome 8 Multiple Diseases, Conditions, or Disorders 9999 Non-classifiable Part of Body Affected Code Examples Code Example Source: Bureau of Labor & Statistics Occupational Injury & Illness Classification Manual Section 3 Code Titles: DIVISION TITLE 0 Head 00 Head, unspecified 01* Cranial region, including skull 02 Ear(s) 03* Face 08 Multiple head locations 09 Head, n.e.c. 1 Neck, Including Throat 10 Neck, except internal location of diseases or disorders 11 Internal neck location, unspecified 12 Vocal cord(s) 13 Larynx 14 Laryngopharynx 15 Pharynx 16 Trachea 18 Multiple internal neck locations 2 Trunk 20 Trunk, unspecified 21 Shoulder, including clavicle, scapula 22* Chest, including ribs, internal organs 23* Back, including spine, spinal cord 24* Abdomen 25* Pelvic region 28 Multiple trunk locations 3 Upper Extremities 30 Upper extremities, unspecified 31* Arm(s) 32 Wrist(s) 33 Hand(s), except finger(s) 34 Finger(s), fingernail(s) 38* Multiple upper extremities locations 4 Lower Extremities 40 Lower extremities, unspecified 41* Leg(s) 42 Ankle(s) 43* Foot(feet), except toe(s) 44 Toe(s), toenail(s) 48* Multiple lower extremities locations 5 Body Systems 8 Multiple Body Parts 9 Other Body Parts 76

141 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Source of Injury or Illness Code Examples Code Example Source: Bureau of Labor & Statistics Occupational Injury & Illness Classification Manual Section 3 Code Titles: DIVISION TITLE 0 Chemicals and Chemical Products 00 Chemicals and chemical products, unspecified 01* Acids 02* Alkalies 03* Aromatics and hydrocarbon derivatives, except halogenated 05* Metallic particulates, trace elements, dusts, powders, fumes 06* Agricultural chemicals and other pesticides 07* Chemical products--general 08* Coal, natural gas, petroleum fuels and products, n.e.c. 1 Containers 11* Containers non-pressurized 12* Containers--pressurized 13* Containers--variable restrain 2 Furniture and Fixtures 21* Cases, cabinets, racks, shelves 22* Floor, wall, window coverings 23* Furniture 24* Other fixtures 3 Machinery 30 Machinery, unspecified 31* Agricultural and garden machinery 312* Mowing machinery 32* Construction, logging, and mining machinery 33* Heating, cooling, and cleaning machinery and appliances 34* Material handling machinery 35* Metal, woodworking, and special material machinery 4 Parts and Materials 40 Parts and materials, unspecified 41* Building materials--solid elements 42* Fasteners, connectors, ropes, ties 43* Hoisting accessories 44* Machine, tool, and electric parts 45* Metal materials--nonstructural 48* Vehicle and mobile equipment parts 5 Persons, Plants, Animals, and Minerals 51* Animals and animal products 510 Animals, unspecified 515* Mammals, except humans 5150 Mammals, unspecified 5151 Cats 5152 Cattle 5153 Dogs 5154 Horses 5155 Rats, rodents 5156 Sheep 516 Reptiles, snakes 517 Animal waste products, including manure 519 Animals, n.e.c. 52* Food products--fresh or processed 53* Infectious and parasitic agents 56* Person--injured or ill worker 57* Person--other than injured or ill worker 77

142 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 58* Plants, trees, vegetation--not processed 6 Structures and Surfaces 60 Structures and surfaces, unspecified 61* Building systems 62* Floors, walkways, ground surfaces 625* Stairs 626 Street, road 628 Parking lots 64* Structures 641 Bridges 7 Tools, Instruments, and Equipment 70 Tools, instruments, and equipment, unspecified 71* Handtools--nonpowered 711* Boring handtools nonpowered 712* Cutting handtools 72* Handtools--powered 720 Handtools--powered, unspecified 721* Boring handtools powered 722* Cutting handtools--powered 726* Welding and heating handtools 74* Ladders 77* Protective equipment, except clothing 8 Vehicles 81* Air vehicle 810 Aircraft, unspecified 821 Automobile 825* Truck 841 All terrain vehicle (ATV) 842 Golf cart, powered 9 Other Sources 91* Ammunition 92* Apparel and textiles 93* Atmospheric and environmental conditions Examples of Other Desired Automated Codes for Vehicle Incidents (user defined): Code format to be defined Moving Vehicle Accident Rear End Struck Object Rear End - Stuck by Object Backing Up Stuck Object Backing Up - Struck by Object Hit Animal Fixed Object Accident Struck Stationary Vehicle Struck Stationary Object; Non-Vehicle Struck Pole Struck Road Sign Struck Road Barrier Chain Stuck Road Barrier Concrete Stuck Road Barrier Metal Struck Road Barrier Wood Pedestrian Accident Hit Pedestrian in Crosswalk/Loading Area Hit Pedestrian (Not in Crosswalk) Non-intersection Accident Head-on Collision in Our Lane Head-on Collision in Other Lane Sideswipe Collision Intersection Accident Traveling Straight, Vehicle Turning Turning Right, Vehicle Oncoming Turning Left, Vehicle Oncoming Turning, Struck From Behind Disregarded Traffic Control Failure to Yield Right-of-Way Passing Accident Being Passed Passing Vehicle Accident (Collision) Blind Curve Hit Other Hit and Run Damaged Vehicle from Damage to Vehicle - Rock Out of Truck Bed 78

143 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal Damage to Vehicle - Other Object falling From Other Vehicle Accident from Gates or Gate-arm Incidents Claimant Hit Foreign Object on Road Damage to Property Accident at Railroad Crossing Examples for Other Desired Automated Codes for Personnel Incidents (user defined): Code format to be defined Misc. Personal Incident Failure to Supervise (Routine) City Employee Slip, Trip, or Fall Pedestrian Slip or Fall on Sidewalk Pedestrian Slip or Fall on Street/Road Claimant Fell in or Around Building Mistake in Job Performance Desired Property and Environmental Impact Examples Fire Smoke Lightning Breakage Wind/Rain Hail Freezing Snow / Ice Water Damage Collapse/Subsidence Earthquake Flood Volcano Explosion Rupture of Heating/Air Conditioning System Boiler loss Theft Vandalism Riot Humidity/Temperature Change Pollution Employee Embezzlement 79

144 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 7.5. Data Dictionary for Existing WC Apps Database 80

145 Proposal Schedule RFP ; Enterprise Risk Management Information System (Citywide) Return with Proposal 7.6 Construction Occupancy Protection and Exposure (COPE) The following snapshot illustrates typical COPE field entries desired. The city currently has approximately facilities. Not all of these are occupied. Link for City of Boise web site: Link for Industrial Commission: 81