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HomeMy WebLinkAboutAgreement A-16-206 with Journal Technologies Inc..pdf Agreement No. 16-206 1 AGREEMENT 2 THIS AGREEMENT is made and entered into this 24th day of May , 2016 3 ("Effective Date"), by and between the COUNTY OF FRESNO, a political subdivision of the 4 State of California, hereinafter referred to as "COUNTY", and Journal Technologies, Inc., a Utah 5 corporation, whose address is at 915 E. 15t Street, Los Angeles, CA 90012, hereinafter referred 6 to as "CONTRACTOR." COUNTY and CONTRACTOR may be referred to herein collectively as 7 "Parties," or singularly as a "Party." 8 9 RECITALS 10 WHEREAS, COUNTY desires to purchase software license, installation, training, data 11 conversion, interfaces and software maintenance and support for a new case management 12 system, as set forth in the COUNTY's Request for Proposal (RFP) 208-5325 and all 13 addendums thereto (collectively, the "RFP"); and 14 WHEREAS, CONTRACTOR submitted a Response to COUNTY's RFP No 208-5325 on 15 February 4, 2015 ("Response"), describing the manner in which the software license, installation, 16 training, data conversion, interfaces, and software maintenance and support of the software 17 program eProsecutor from CONTRACTOR, along with professional services from 18 CONTRACTOR, would meet the stated needs of the COUNTY; and 19 WHEREAS, COUNTY desires to purchase from CONTRACTOR, and CONTRACTOR 20 desires to provide to COUNTY, continuous maintenance and support services for eProsecutor, 21 subject to payment by COUNTY for such services and other terms and conditions set forth 22 herein; and 23 WHEREAS, COUNTY and CONTRACTOR desire to execute this Agreement for the 24 purchase of the right to use the software license, and maintenance and support of eProsecutor 25 software. 26 NOW, THEREFORE, for and in consideration of the promises herein, and for other good 27 and valuable consideration, the Parties agree as follows 28 28822956.8 - 1 - 1 WITNESSETH 2 3 I. DOCUMENTS CONSTITUTING AGREEMENT 4 This Agreement includes COUNTY's RFP and CONTRACTOR's Response to COUNTY's 5 RFP. The original of COUNTY's RFP shall be maintained by COUNTY's Purchasing Division 6 located at 4525 E. Hamilton Ave, Fresno, CA 93702 and is incorporated herein by reference. 7 CONTRACTOR's Response to same is attached hereto as Exhibit A and incorporated herein 8 by reference. Upon Application Acceptance by the COUNTY (as defined hereinbelow), any 9 description of the Application or components, requirements, or criteria related thereto, as set 10 forth in the COUNTY's RFP and CONTRACTOR's Response, shall be superseded and 11 replaced by the Application as accepted by COUNTY at the time of Application Acceptance. 12 13 II. DEFINITIONS 14 The following terms used throughout this Agreement shall be defined as follows: 15 Acceptance Criteria 16 Such set of tests and protocols that CONTRACTOR and COUNTY may mutually 17 develop from time to time hereunder, for the purpose of determining whether a particular 18 deliverable performs in accordance with a Statement of Work or similar writing agreed to by 19 the Parties. 20 Additional Maintenance and Support Services or Additional Maintenance Services: 21 As defined in Section III.D. 22 Additional Service Fees: 23 As defined in Section VII.F. 24 Annual License and Maintenance Fees: 25 Annual fees to be paid by COUNTY to CONTRACTOR in accordance with Section VII.A. 26 Application: 27 28 28822956.8 - 2 - 1 The Application Software and Application Documentation, collectively. Reference to the 2 "Application" shall include any component thereof. All modifications and enhancements 3 to the Application shall be deemed to be part of the Application as defined herein and 4 shall be subject to all terms and conditions set forth herein. The Application consists of 5 eProsecutor, which supports the Fresno County District Attorney's Office, all interfaces, 6 and third party software required for the Application to function. 7 Application Acceptance: 8 When it is determined by COUNTY in its reasonable judgment that a particular 9 deliverable provided by CONTRACTOR and, if applicable, installed in COUNTY's 10 environment pursuant to a particular Statement of Work, performs in accordance with 11 and conforms to the applicable Acceptance Criteria; provided, however, that whenever 12 Application Acceptance is required herein, it shall be conclusively deemed to have been 13 given by COUNTY if COUNTY has not provided written notice to CONTRACTOR prior to 14 the First Production Use date. 15 Application Documentation: 16 The documentation relating to the Application Software and all manuals and other 17 materials, in each case in electronic form, comprising documentation provided by 18 CONTRACTOR in connection with the Application Software pursuant to this Agreement. 19 Application Software: 20 eProsecutor and eProsecutorPublic, collectively, that certain computer software 21 described in this Agreement provided by CONTRACTOR, and all interfaces and similar 22 materials comprising such software. Application Software shall not include operating 23 system software, third party software, or COUNTY Data. 24 Application Updates: 25 As defined in Section III.A.4. 26 COUNTY'S Contract Administrator: 27 As defined in Section IV.A 28 28822956.8 - 3 - 1 COUNTY's Project Coordinator: 2 As defined in Section IV.A 3 COUNTY Data: 4 All information, data, materials, reports, documents, statistics, records used by, 5 produced by, or stored by the APPLICATION, either directly or indirectly, either 6 converted or unconverted, that has been provided by COUNTY or on COUNTY's behalf, 7 or by any users of the APPLICATION, or derived from any of the above, either prior to 8 the Effective Date or during the term of this Agreement. 9 COUNTY System Hardware: 10 The computers owned or leased by COUNTY on which COUNTY is licensed to use the 11 Application Software, any back-up equipment for such computers, and any peripheral 12 hardware such as terminals, printers, and computers as described in this Agreement. 13 COUNTY System Software: 14 The operating system and database software installed on the COUNTY System 15 Hardware. 16 District Attorney Users: 17 As defined in Section VII.A.1. 18 Escrow Agreement: 19 As defined in Section III.A.7. 20 First Production Use: 21 Date of first use of the Application or any portion thereof in a production environment. 22 Information: 23 As defined in Section IX. 24 License: 25 The license granted pursuant to Section III.A of this Agreement, including the rights and 26 obligations such License creates under the laws of the United States of America and the 27 State of California including without limitation, copyright and intellectual property law. 28 28822956.8 - 4 - 1 New Products: 2 As defined in Section III.F.2. 3 Public Documentation: 4 Documentation, if any, associated with the operation of the Public Interfaces. 5 Public Interfaces: 6 Portion of the Application Software that is accessible to users outside of COUNTY 7 consisting of eProsecutorPublic and any other public interfaces provided by 8 CONTRACTOR. 9 Statement of Work 10 An executed document, subject to the terms of this Agreement, that specifies and 11 describes the planning, execution, completion and scheduling of the tasks and services 12 mutually agreed to by the Parties pursuant to this Agreement. 13 Total Users: 14 As defined in Section VII.A.2. 15 Unauthorized Access to Source Code: 16 As defined in Section III.D.2. 17 User: 18 User means (a) any individual person, computer terminal or computer system (including, 19 without limitation, any workstation, pc/cpu, laptop and wireless or network node) in the 20 COUNTY District Attorney's Office that has been authorized by COUNTY (through a 21 username and password) to use the Application, (b) any other government employees 22 and contractors not in the COUNTY District Attorney's Office who are performing their 23 jobs, or a computer terminal or computer system used by such a person, in each case 24 accessing the Application through its Public Interfaces, or (c) any individual person who 25 is a member of the general public (including litigants and their attorneys, reporters and 26 interested citizens, but not government employees or contractors who are performing 27 their jobs), or a computer terminal or computer system used by such a person, in each 28 28822956.8 - 5 - 1 case accessing the Application through its Public Interfaces at any given time for any 2 reason (including to file documents electronically or to view information already in or 3 accessible through the Application). 4 5 III. OBLIGATIONS OF THE CONTRACTOR 6 A) SOFTWARE LICENSE 7 1) GRANT OF LICENSE 8 During the term of this Agreement, CONTRACTOR grants to COUNTY and 9 COUNTY accepts a non-exclusive, non-transferable, personal license to use 10 Application Software, subject to the terms and conditions set forth in this 11 Agreement. 12 2) SCOPE OF LICENSE 13 The license granted herein shall consist solely of the non-exclusive, non- 14 transferable, personal right of COUNTY to operate the Application Software in 15 support of various COUNTY departments, including COUNTY's District Attorney's 16 Office. 17 3) OWNERSHIP 18 The Parties acknowledge and agree that, as between CONTRACTOR and 19 COUNTY, title and full ownership of all rights in and to the Application Software, 20 Application Documentation, and all other materials provided to COUNTY by 21 CONTRACTOR under the terms of this Agreement shall remain with 22 CONTRACTOR. COUNTY shall take reasonable steps to protect trade secrets of 23 the Application Software and Application Documentation. Ownership of all copies 24 shall be retained by CONTRACTOR. COUNTY may not disclose or make available 25 to third parties the Application Software or Application Documentation or any 26 portion thereof, with the exception of Public Interfaces and Public Documentation. 27 CONTRACTOR shall own all right, title and interest in and to all corrections, 28 28822956.8 - 6 - 1 modifications, enhancements, programs, derivative works, adaptations, and work 2 product conceived, created or developed, alone or with COUNTY or others, as a 3 result of or related to the performance of this Agreement, including all proprietary 4 rights therein and based thereon. Except and to the extent expressly provided 5 herein, CONTRACTOR does not grant to COUNTY any right or license, express or 6 implied, in or to the Application Software and Application Documentation or any of 7 the foregoing. The Parties acknowledge and agree that, as between 8 CONTRACTOR and COUNTY, full ownership of all rights in and to all COUNTY 9 Data, whether in magnetic or paper form, including without limitation printed output 10 from the Application, are the exclusive property of COUNTY. 11 4) POSSESSION, USE AND UPDATE OF SOFTWARE 12 COUNTY agrees it shall use the Application Software for its own internal 13 purposes, with the exception of Public Interfaces, which COUNTY may use and 14 have members of the public use in accordance with the Public Documentation. 15 CONTRACTOR may create, from time to time, updated versions of the Application 16 Software and Application Documentation. ("Application Updates"). CONTRACTOR 17 shall make such Application Updates available to COUNTY. All Application Updates 18 shall be licensed in the same manner, and subject to the same terms and 19 conditions, as the Application Software and Application Documentation. COUNTY 20 agrees to follow the prescribed instructions for updating Application Software and 21 Application Documentation provided to COUNTY by CONTRACTOR. 22 5) TRANSFER OF SOFTWARE 23 COUNTY shall not rent, lease, license, sublicense, distribute, sell, transfer, 24 or assign this License or any of its rights to the Application Software or the 25 Application Documentation, with the exception of Public Documentation which may 26 be accessed and used by third parties, or any of the information contained therein 27 other than COUNTY Data, to any other person or entity, whether on a permanent or 28 28822956.8 - 7 - 1 temporary basis, and any attempt to do so shall constitute a breach of this 2 Agreement. No right or license is granted under this Agreement for the use or other 3 utilization of the licensed programs, directly or indirectly, for the benefit of any other 4 person or entity, except as provided in this Agreement. 5 6) POSSESSION AND USE OF SOURCE CODE 6 Source code and other material that result from custom programming by 7 CONTRACTOR delivered to COUNTY under this License shall be deemed 8 CONTRACTOR Application Software subject to all of the terms and conditions of 9 the software license set forth in this Agreement. The scope of COUNTY's permitted 10 use of the custom source code under this license shall be limited to maintenance 11 and support of the Application Software. For purposes of this Section III.A.6, the 12 term "maintenance and support" means correction of Application Software errors 13 and preparation of Application Software modifications and enhancements. If 14 COUNTY independently creates computer code that is complementary to the 15 Application Software but is not in any way derivative of the Application Software, 16 the new code shall be owned by COUNTY, shall not be deemed to be Application 17 Software as such term is used herein, and may be used by COUNTY's employees, 18 officers, or agents for COUNTY's own internal business operations. However, if 19 COUNTY's enhancement results in the creation of a derivative work from the 20 Application Software, it being acknowledged by COUNTY that the creation of a 21 derivative work from the Application Software is expressly forbidden herein, the 22 copyright and other intellectual property rights to such derivative work shall be 23 owned by CONTRACTOR. 24 7) SOURCE CODE ESCROW 25 On or before the date of First Production Use, CONTRACTOR shall place a 26 copy of the source code for the Application Software into escrow pursuant to the 27 Software Escrow Agreement executed between CONTRACTOR and escrow agent 28 28822956.8 - 8 - 1 InnovaSafe, Inc., ("Escrow Agreement"), an executed copy of which is attached 2 hereto as Exhibit B. CONTRACTOR further agrees that on or before the date of 3 First Production Use, COUNTY shall be named as a beneficiary under the Escrow 4 Agreement, at which time COUNTY's Contract Administrator shall execute the 5 Beneficiary Acknowledgement Form attached to the Escrow Agreement. 6 CONTRACTOR shall pay the Annual Beneficiary Fee to InnovaSafe, Inc. as 7 provided in the Escrow Agreement and provide verification of the payment to 8 COUNTY within thirty (30) days. CONTRACTOR agrees to release the Deposit 9 referenced in the Escrow Agreement to COUNTY pursuant to the conditions set 10 forth in the Escrow Agreement. CONTRACTOR shall improve, add to, or otherwise 11 modify the source code deposited into escrow prior to or near the time any 12 modifications of the software are available to any of CONTRACTOR's customers. 13 CONTRACTOR shall be responsible for all payments owed to the escrow agent. 14 8) RESTRICTIONS ON USE: 15 In addition to any other restrictions on use of the Application set forth herein, 16 COUNTY shall not modify or make derivative works based upon the Application 17 Software or the Application Documentation. 18 9) INTELLECTUAL PROPERTY, TRADEMARK AND COPYRIGHT 19 CONTRACTOR retains ownership of the Application Software, any portions or 20 copies thereof, and all rights therein. CONTRACTOR reserves all rights not 21 expressly granted to COUNTY. This License does not grant COUNTY any rights in 22 connection with any trademarks or service marks of CONTRACTOR, its suppliers 23 or licensors. All right, title, interest and copyrights in and to the Application Software 24 and the accompanying Application Software Documentation and any copies of the 25 Application Software are owned by CONTRACTOR, its suppliers or licensors. All 26 title and intellectual property rights in and to the content which may be accessed 27 through use of the Application Software are the property of the respective content 28 28822956.8 - 9 - 1 owners and may be protected by applicable copyright or other intellectual property 2 laws and treaties. This License grants COUNTY no rights to use such content. 3 B) SERVICES TO BE PROVIDED BY CONTRACTOR TO COUNTY 4 1) APPLICATION INSTALLATION 5 CONTRACTOR shall supply and install eProsecutor in accordance with this 6 Agreement and any Statement of Work. Such software installation shall include 7 hardware/network review and recommendations, consultation, software installation 8 and remote technical support. CONTRACTOR shall be present onsite at the 9 COUNTY for the initial installation and testing of the Application at no additional 10 cost to COUNTY. In no event shall CONTRACTOR be responsible for providing 11 any hardware, accessories, and appliances necessary to enable the installation of 12 the Application. 13 2) TRAINING 14 CONTRACTOR shall provide unlimited implementation training through the 15 date of First Production Use in the manner expressly set forth in CONTRACTOR's 16 Response. This shall include "train-the-trainer" training of COUNTY staff at 17 COUNTY-designated locations within the County of Fresno and during normal 18 business hours, in each case approved in writing by COUNTY, at no additional cost 19 to COUNTY. 20 3) DOCUMENTATION 21 Prior to the First Production Use, CONTRACTOR shall provide to COUNTY 22 eProsecutor Application Documentation, which shall consist of electronic media 23 files and shall be made available through the Application itself. The electronic 24 media files must be printable using computer software normally available at 25 COUNTY. At COUNTY's reasonable request, CONTRACTOR shall provide new 26 Application Documentation corresponding to all new Software Upgrades. COUNTY 27 28 28822956.8 - 1 0 - 1 may print additional copies of all documentation. All Application Documentation is to 2 be used by COUNTY only for the purposes identified within this Agreement. 3 4) STATEMENT OF WORK 4 a. Timeline. 5 Following the Effective Date, CONTRACTOR and COUNTY shall 6 cooperate with each other to prepare a mutually agreeable Statement 7 of Work within four (4) weeks following the Effective Date (or such other 8 period agreed upon between the Parties in writing). If no Statement of 9 Work can be agreed upon during the time period prescribed herein or 10 such other mutually agreed upon period, CONTRACTOR and COUNTY 11 shall then meet at intervals of not more than once every two (2) weeks 12 (or such other period agreed upon between the Parties in writing) in 13 order to reach agreement on a Statement of Work. The Statement of 14 Work shall be executed by the COUNTY's Project Coordinator (as 15 defined in Section IV.A) and CONTRACTOR's authorized 16 representative. 17 b. Contents 18 The Statement of Work shall specify (i) the functionalities of the 19 Application and the assignment of implementation and configuration 20 responsibilities to each of the Parties, and (ii) the project 21 implementation agenda and project work plan, in a form agreed upon 22 by the Parties. 23 c. Changes to the Statement of Work 24 Any changes to the Statement of Work shall be effective only if set forth 25 in a written amendment to the Statement of Work and agreed upon by 26 both Parties through their authorized representatives. Upon a request 27 to make a change to the Statement of Work by either Party, the other 28 28822956.8 1 Party shall explain to the requesting Party the feasibility of a change, 2 the impact of a change on the Application and the implementation 3 schedule, and any resource requirements. 4 d. Subsequent Statement of Work 5 During the term of this Agreement, COUNTY may request 6 CONTRACTOR to provide services not otherwise provided in the 7 Statement of Work and shall submit a reasonably detailed request to 8 CONTRACTOR for such services. Following receipt of such a request, 9 COUNTY and CONTRACTOR shall reasonably cooperate to agree 10 upon a proposed "Subsequent Statement of Work" that is mutually 11 satisfactory to both COUNTY and CONTRACTOR in each Party's sole 12 and absolute discretion. 13 5) STATUS REPORTING 14 Each of COUNTY and CONTRACTOR shall provide written bi-weekly status 15 reports to the other Party. 16 6) STATUS MEETINGS 17 CONTRACTOR shall be available for bi-weekly status meetings with 18 COUNTY via conference call or on-site at COUNTY locations. 19 C) APPLICATION MAINTENANCE AND SUPPORT BY CONTRACTOR 20 Application maintenance and support includes Application Updates as they are 21 released by CONTRACTOR. Application maintenance and support excludes updates 22 required as a result of regulatory changes. If an error is categorized as "Critical" 23 (meaning an error for which there is no workaround and which causes data loss, affects a 24 mission critical task or poses a possible security risk that could compromise the system), 25 CONTRACTOR shall provide a solution through a service release as soon as possible. 26 CONTRACTOR shall have no obligation to provide any Application maintenance and 27 support in any version of the Application Software other than the current version, with the 28 28822956.8 - 1 2 - 1 exception of any Critical error, for which a service release shall be provided for the most 2 recent previous version as well. CONTRACTOR shall thereafter support day-to-day 3 operation of the Application as follows: 4 1) SUPPORT HOURS/SCOPE: 5 During the term of this Agreement, CONTRACTOR shall provide access to 6 technical assistance for the Application during the hours of 6:00 a.m. to 6:00 p.m. 7 Mountain Standard Time (MST) or Mountain Daylight Time (MDT), as applicable, 8 Monday through Friday (For purposes of this Agreement, "Support"). 9 CONTRACTOR shall provide such Support by means of a toll-free telephone 10 number, email, or online chat assistance or, with respect to the eProsecutor API, 11 via the API Support Internet Forum. COUNTY shall designate one or more 12 Application Administrators, each of whom shall be an employee or contractor of 13 COUNTY, and shall notify CONTRACTOR in writing of the initial list of designated 14 Application Administrators before making Support requests, as well as any changes 15 to the list of designated Application Administrators promptly after making such 16 changes. Only a designated Application Administrator may request Support. It is 17 the responsibility of COUNTY to instruct Users to route support requests through 18 the Application Administrator. No Support shall be provided with respect to any 19 request made by a person who is not an Application Administrator. The purpose of 20 this Support shall be to answer specific questions related to the Application, 21 diagnose and resolve technical issues arising out of the use of the Application, and 22 correct problems or performance deficiencies with the Application. In no event does 23 any Support provided under this Agreement include support for (a) any error 24 caused by hardware, network infrastructure, operating system problems; (b) 25 operator errors related to processes, interfaces, or other software; (c) the operation 26 of hardware; or (d) solving other hardware/software problems unrelated to the 27 Application Software. 28 28822956.8 - 1 3 - 1 2) SUPPORT RESPONSE: 2 During the term of this Agreement, CONTRACTOR shall use all reasonable 3 diligence to correct all verifiable and reproducible errors or malfunctions in the 4 Application reported to CONTRACTOR and shall, after verifying that such error or 5 malfunction exists, work in a diligent manner toward development of a solution. 6 CONTRACTOR shall provide COUNTY with corrective documentation 7 and/or programs as may be necessary in CONTRACTOR's sole discretion. 8 CONTRACTOR shall deliver an initial response to COUNTY's service request no 9 later than four (4) business hours (within the business hours set forth in Section 10 III.C.1) after a call has been received by CONTRACTOR. 11 3) REMOTE VIRTUAL PRIVATE NETWORK (VPN) DIAGNOSTICS 12 During the term of this Agreement, CONTRACTOR shall provide remote 13 VPN Diagnostics Support as follows: 14 a. Diagnostic or corrective actions necessary to restore eProsecutor 15 operation; 16 b. Diagnostic actions which attempt to identify the cause of an Application 17 problem; 18 c. Correction of data file problem; and 19 d. eProsecutor modifications 20 CONTRACTOR product specialists shall provide diagnostics via VPN on 21 eProsecutor. COUNTY shall provide any required VPN access accounts necessary 22 at COUNTY for CONTRACTOR VPN support. 23 4) ERROR CORRECTION PROCESS: 24 If during the term of this Agreement COUNTY determines that software 25 error(s) exist, COUNTY shall first follow the error procedures specified in the 26 Application Documentation. If following the error procedures does not correct the 27 software error, COUNTY shall immediately notify CONTRACTOR, setting forth the 28 28822956.8 - 14 - 1 defects noted with specificity. Upon notification of a reported software error, 2 CONTRACTOR shall provide a solution as soon as practicable. If CONTRACTOR 3 determines that a solution shall require more than one day to resolve, 4 CONTRACTOR shall notify COUNTY immediately with a time estimate for 5 completion, it being understood that such an estimate is not a guarantee. 6 5) TECHNICAL INFORMATION 7 CONTRACTOR shall provide technical information to COUNTY from time to 8 time. Such information may cover areas such as eProsecutor usage, third party 9 software, and other matters considered relevant to COUNTY by CONTRACTOR. 10 Technical information shall be provided at the reasonable discretion of 11 CONTRACTOR. 12 D) ADDITIONAL APPLICATION MAINTENANCE SERVICES BY CONTRACTOR 13 CONTRACTOR may provide additional maintenance services ("Additional 14 Maintenance and Support Services" or "Additional Maintenance Services") at an additional 15 charge. All charges for Additional Maintenance and Support Services shall be at rates 16 identified in a Subsequent Statement of Work. Any Additional Maintenance and Support 17 Services requested by COUNTY and determined by CONTRACTOR to be billable by 18 CONTRACTOR must be identified as a chargeable service prior to the service being 19 performed and must be approved in writing in advance by COUNTY's Project Coordinator. 20 Additional Maintenance Services include, but are not limited to, the following: 21 1) ADDITIONAL TRAINING 22 CONTRACTOR shall provide training through the First Production Use as 23 specified in this Agreement. Additional training at a COUNTY facility within the 24 County of Fresno or at another location approved by CONTRACTOR is available 25 upon request by COUNTY at an additional charge under the terms of a Subsequent 26 Statement of Work. Requests for additional training shall be requested in writing in 27 advance by COUNTY's Project Coordinator. 28 28822956.8 - 1 5 - 1 2) UNAUTHORIZED ACCESS CORRECTIONS 2 Unauthorized Access Corrections include any corrective actions 3 accomplished by CONTRACTOR on-site or via VPN which are necessary due to 4 unauthorized access to source code or unauthorized access to data by COUNTY. 5 Unauthorized access to the data is defined as any COUNTY editing of data through 6 other than normal system usage as defined in Application Documentation. 7 "Unauthorized Access to Source Code" is defined as any COUNTY access 8 whatsoever to Application source code. 9 3) CUSTOMER SITE VISITS 10 Site visits to COUNTY sites, as may be requested in writing by COUNTY 11 and that are within the scope of the project services, are available for reasons such 12 as, but not limited to, (1) additional Application training on hardware or software 13 usage; (2) resolution of Application difficulties not resulting from actions by, or 14 otherwise the responsibility of CONTRACTOR (as determined by mutual 15 agreement between CONTRACTOR and COUNTY); and (3) installation of Software 16 Releases. Site visits outside of the scope of project services shall be reviewed by 17 the CONTRACTOR and must be requested in writing in advance by COUNTY's 18 Project Coordinator. 19 4) CUSTOM PROGRAMMING 20 Requests for supplemental programming or customization of Application 21 features not covered under this Agreement are available to COUNTY. Such 22 requests shall be reviewed by CONTRACTOR and must be requested in writing in 23 advance by the COUNTY's Contract Administrator. 24 E) CONTRACTOR PROJECT COORDINATOR 25 Upon execution of this Agreement, CONTRACTOR shall appoint a Project 26 Coordinator who shall act as the primary contact person to interface with COUNTY for 27 implementation, maintenance and support of Application Software. 28 28822956.8 - 1 6 - 1 F) APPLICATION UPDATES AND NEW PRODUCTS 2 1) APPLICATION UPDATES 3 From time to time CONTRACTOR shall develop and provide Application 4 Updates to COUNTY for the COUNTY'S licensed Application Software. Application 5 Updates shall be subject to the terms and conditions of this Agreement and shall be 6 deemed licensed Application Software hereunder and shall be made available to 7 COUNTY at no additional charge to COUNTY. Application Updates shall be made 8 available to COUNTY at the reasonable discretion of CONTRACTOR. 9 2) NEW PRODUCTS 10 CONTRACTOR may from time to time release new software with capabilities 11 substantially different from or greater than the Application Software ("New 12 Products") and which therefore do not constitute Application Updates. These New 13 Products shall be made available to COUNTY at a cost not to exceed 14 CONTRACTOR`s then standard rates for customers similarly situated. 15 G) OPERATING SYSTEM UPDATES 16 The Application must run on a client operating system that is currently supported by 17 the operating system vendor. The COUNTY shall apply patches to both the client 18 operating system and security subsystems on COUNTY computers as releases are 19 available from operating system vendors. 20 In order to support a secure environment, the Application must run on the latest 21 supported release of Internet Explorer, Edge and Chrome, as well as any required third 22 party software, such as JAVA, Flash, etc. If the Application is running on the most recent 23 previous version of Internet Explorer, Edge, Chrome, or any required third party software, 24 CONTRACTOR will provide Support only for Critical errors. COUNTY shall actively run 25 anti-virus management on all COUNTY computers. The Application is expected to perform 26 adequately while anti-virus management is active. 27 In the event COUNTY notifies CONTRACTOR of the release of a critical security 28 28822956.8 - 1 7 - 1 patch, CONTRACTOR shall have 30 days to ensure the Application can perform in the 2 updated environment. The Application is expected to perform in this environment. 3 CONTRACTOR is expected to keep their software current in order to operate in this 4 environment. These patches include critical operating system updates and security 5 patches. 6 H) OTHER 7 Unless otherwise specified, for third party software, CONTRACTOR shall provide 8 standard documentation in electronic form (via the Internet or File Transfer Protocol 9 (FTP)). 10 11 IV. OBLIGATIONS OF THE COUNTY 12 A) COUNTY CONTRACT ADMINISTRATOR AND PROJECT COORDINATOR 13 COUNTY appoints its Director of Internal Services/Chief Information Officer or his 14 or her designee, as COUNTY's Contract Administrator with full authority to deal with 15 CONTRACTOR in all matters concerning this Agreement. Upon execution of this 16 Agreement, COUNTY shall designate one or more individuals who shall function as 17 Project Coordinator(s) with responsibility for day-to-day management of the project for 18 implementation of eProsecutor and any deliverables provided by CONTRACTOR under 19 this Agreement. COUNTY shall notify CONTRACTOR in writing of such individual or 20 individuals. 21 B) SAFEGUARDING APPLICATION SOFTWARE 22 COUNTY shall follow its reasonable practices to safeguard Application Software 23 delivered to COUNTY by CONTRACTOR. A copy of COUNTY'S "Information Technology 24 (IT) Standards and Preferences" shall be made available to CONTRACTOR upon request. 25 C) ACCEPTANCE TESTING AND FIRST PRODUCTION USE 26 Prior to the date of First Production Use, COUNTY shall determine that Application 27 Acceptance has occurred in accordance with the definition of Application Acceptance. 28 28822956.8 - 1 8 - 1 COUNTY shall notify CONTRACTOR of when First Production Use shall occur at least 2 two weeks prior to such date. 3 D) ACCEPTANCE TESTING PROCESS 4 Following delivery and installation of the Application, CONTRACTOR shall test 5 eProsecutor along with COUNTY personnel. 6 E) FACILITIES AND PREPARATION 7 COUNTY shall at its own expense provide all necessary labor and materials for site 8 preparation, electrical services, and cabling required for installation of the Application. 9 COUNTY shall receive the Application Software and shall follow instructions provided by 10 CONTRACTOR to load it on COUNTY's System Hardware to prepare the Application for 11 processing. 12 F) SYSTEM HARDWARE AND SYSTEM SOFTWARE 13 COUNTY shall at its own expense provide and properly maintain and update on an 14 on-going basis all necessary COUNTY System Software and COUNTY System Hardware 15 required to operate eProsecutor. Said COUNTY System Software and COUNTY System 16 Hardware shall meet or exceed CONTRACTOR's recommendations. 17 As part of COUNTY's responsibility for computer infrastructure, COUNTY is 18 responsible for ensuring that data is secure and protected at all times. CONTRACTOR is 19 not responsible for and cannot be held liable for inadvertent data disclosure or data theft 20 from COUNTY facilities. 21 G) OTHER COUNTY OBLIGATIONS 22 1) Technical assistance from COUNTY IT staff shall be provided during the 23 performance of the installation of the Application Software. 24 2) COUNTY shall provide: 25 a. Network connectivity and troubleshooting assistance. 26 b. Ability to monitor network traffic and isolate bottlenecks. 27 c. Technical assistance concerning the integration with existing COUNTY 28 28822956.8 - 1 9 - 1 systems (if applicable). 2 d. Expertise to handle issues with Computers, printers, and cabling 3 before, during, and after rollout. 4 H) Payment Obligations 5 COUNTY shall pay CONTRACTOR in accordance with Section VII. 6 7 V. TERM 8 This Agreement shall commence on the Effective Date and, unless sooner 9 terminated as provided below, shall terminate seven (7) full years from the Effective Date. 10 11 VI. TERMINATION 12 A) NON-ALLOCATION OF FUNDS 13 The terms of this Agreement, and the services to be provided thereunder, are 14 contingent on the approval of funds by the appropriating government agency. Should 15 sufficient funds not be allocated, the services provided may be modified or this Agreement 16 terminated at any time by giving CONTRACTOR thirty (30) days advance written notice . 17 Pursuant to this Section VI — A, COUNTY shall promptly remit payment for all deliverables 18 delivered and services rendered up to and as of the date of such termination. 19 B) BREACH OF CONTRACT 20 The COUNTY may immediately suspend or terminate this Agreement in whole or in 21 part, where in the determination of the COUNTY there is: 22 1) A material failure to comply with any term of this Agreement, which failure 23 continues for a period of thirty (30) days after written notice thereof by COUNTY 24 to CONTRACTOR; or 25 2) A report required to be submitted to COUNTY by CONTRACTOR is 26 substantially incorrect or incomplete and CONTRACTOR fails to correct the 27 28 28822956.8 - 20 - 1 report within thirty (30) days after written notice of the specific incorrect or 2 incomplete items by COUNTY to CONTRACTOR. 3 In no event shall any payment by the COUNTY constitute a waiver by the COUNTY 4 of any breach of this Agreement or any default which may then exist on the part of the 5 CONTRACTOR. Neither shall such payment impair or prejudice any remedy available to 6 the COUNTY with respect to the breach or default. 7 CONTRACTOR may, upon thirty (30) days prior written notice to COUNTY, 8 terminate this Agreement if COUNTY fails to comply with any material term or condition of 9 this Agreement unless COUNTY cures such failure within such thirty (30) day period, or 10 other such timeframe as may be mutually agreed upon in writing by the Parties. 11 C) WITHOUT CAUSE 12 Under circumstances other than those set forth above, this Agreement may be 13 terminated by COUNTY upon the giving of thirty (30) days advance written notice of an 14 intention to terminate to CONTRACTOR. Upon termination by COUNTY under this 15 Section VI.C, COUNTY agrees to pay CONTRACTOR in full for all deliverables delivered 16 and services rendered up to and as of the date of such termination. 17 D) In the event this Agreement is terminated by COUNTY, any prorated Annual 18 License and Maintenance Fees previously paid by COUNTY to CONTRACTOR for the 19 current year beyond the termination date shall be returned to COUNTY within 45 days of 20 the date of termination. 21 22 VII. COMPENSATION / INVOICING 23 COUNTY agrees to pay CONTRACTOR and CONTRACTOR agrees to receive 24 compensation as follows: 25 A) ANNUAL LICENSE AND MAINTENANCE FEES: 26 1) DISTRICT ATTORNEY USERS 27 28 28822956.8 - 21 - 1 Annual License and Maintenance Fees are to be determined by the number of 2 Users described in subsection (a) of the definition of User ("District Attorney 3 Users"), which shall be determined for purposes of calculating the Annual 4 License and Maintenance Fees as of the First Production Use date and each 5 anniversary of that date during the term of this Agreement. COUNTY may 6 increase the number of District Attorney Users at any time upon written notice to 7 CONTRACTOR, which shall be promptly followed by payment reflecting the 8 increased Annual License and Maintenance Fees pro-rated for any partial year. 9 COUNTY may reduce the number of District Attorney Users, but such reduction 10 shall only become effective as of the First Production Use date (if such date has 11 not occurred yet) or as of the next anniversary of the First Production Use date, 12 provided that COUNTY has provided CONTRACTOR written notice of such 13 reduction sixty (60) days prior to the applicable effective date of such reduction. 14 2) UNLIMITED USE OF ePROSECUTORPUBLIC 15 CONTRACTOR shall provide access to eProsecutorPublic to Users who are 16 members of the public, criminal defense attorneys and other government 17 agencies. As compensation for this service, for each District Attorney User, an 18 additional thirty percent (30%) shall be deemed to be added to the number of 19 Annual District Attorney Users. The number of District Attorney Users plus 20 these additional Users shall constitute the total number of Users ("Total Users"). 21 The number of additional Users shall change concurrently with any change in 22 the number of District Attorney Users in accordance with Section VII.A.1. 23 3) ANNUAL FEE STRUCTURE 24 The annual fee for the first fifty (50) Total Users shall be $1,000 per user. The 25 annual fee for the next fifty (50) Total Users shall be $800 per user. The annual 26 fee for the next one-hundred (100) Total Users shall be $700 per user. Any 27 additional Total Users over two-hundred (200), but less than 500, shall be 28 28822956.8 - 22 - 1 charged $500 per user. This Annual Fee Structure is represented in the table 2 below: 3 4 User Group Users in Group Per User Total 5 1-50 50 $1,000 $50,000 6 51-100 50 $800 $40,000 7 101-200 100 $700 $70,000 8 201-500 300 $500 $150,000 9 501-800 300 $500 $150,000 10 11 4) CURRENT FEE ESTIMATE 12 It is estimated that there shall be two-hundred and eighty (280) Annual District 13 Attorney Users at the time of First Production Use. With the addition of the thirty 14 percent (30%) for unlimited use of eProsecutorPublic, there shall be an 15 estimated three-hundred and sixty four (364) Total Users. It is estimated that 16 the initial Annual License and Maintenance Fee shall be $242,000. It is 17 understood between CONTRACTOR and COUNTY that the number of Total 18 Users may change prior to First Production Use and that the Annual License 19 and Maintenance Fee may be recalculated based on the number of Total Users 20 as of the First Production Use date. 21 B) ONE-TIME FEES FOR INSTALLATION, TRAINING, AND PROJECT 22 MANAGEMENT 23 1) Professional Services which include unlimited implementation training: 24 a. Implementation Services, Including Expenses $350,000.00 25 b. Data Conversion and Interfaces Cost Breakdown: 26 Data Conversion: Cost: 27 28 28822956.8 - 23 - 1 STAR Data and Documents, STAR $100,000.00 2 Security Database, Access Databases, 3 Word Documents, and Excel 4 Spreadsheets as identified in RFP. 5 Interfaces: Cost: 6 Law Enforcement Interfaces: 7 Initial Arrest Data, PDF Arrest 8 Documents and photos, audio and/or 9 video images. Subpoena Service 10 including replacement of existing FPD 11 Interface, District Attorney to Law 12 Enforcement Agency for "No Charges 13 Filed" Reasons. 14 Fresno Police Department 15,000 15 Clovis Police Department 15,000 16 Fresno Sheriff's Office 15,000 17 18 Court (Tyler) Interfaces: 60,000 19 eFiling 20 Demographics, Charging Data, - 21 Charging Document 22 Bail Amount - 23 Motion Filings - 24 Event 25 Court Case #, Dates, Parties, - 26 Disposition by Charge, Sentencing 27 by Charge 28 28822956.8 - 24 - 1 Minutes Order Document - 2 Event Related Documents - 3 Probation Violations - 4 5 SmartJustice Interface $20,000 6 7 Total Cost For Interfaces: $125,000.00 8 9 Total Cost for Data Conversion and $225,000.00 10 Interfaces: 11 12 Total one-time fees $ 575,000.00 13 C) NOT TO EXCEED AMOUNT FOR ONE-TIME FEES 14 It is understood and agreed that the dollar figures listed hereinabove for 15 implementation services, data conversion and interface one-time fees include applicable 16 taxes which may be subject to change during the period for scheduled payments. In no 17 event shall one-time fees for implementation services, data conversion and interfaces 18 performed under this Agreement exceed $575,000.00. This fee shall include any and all 19 applicable taxes. The COUNTY hereby verifies that it is exempt from Federal excise taxes 20 and is not subject to any California or other State or Local sales or use taxes. If COUNTY 21 is not exempt from any such taxes or otherwise becomes subject to such taxes at any time 22 in the future, COUNTY shall be responsible for the payment of such taxes. 23 D) PAYMENT SCHEDULE 24 1) ANNUAL LICENSE AND MAINTENANCE FEE 25 Annual License and Maintenance Fees listed in Section VILA shall be paid following 26 Application Acceptance and prior to First Production Use, and thereafter, prior to 27 each one year anniversary of First Production Use during the term of this 28 28822956.8 - 25 - 1 Agreement. Notwithstanding the foregoing, if this Agreement is set to expire or 2 terminate during the year immediately following First Production Use or any 3 applicable anniversary thereof, and any required notice of termination has been 4 given prior to First Production Use or prior to any such applicable anniversary 5 thereof pursuant to Section VI above, COUNTY shall not be obligated to pay the full 6 Annual License and Maintenance Fee for that year. Instead, COUNTY shall only 7 pay CONTRACTOR a prorated Annual License and Maintenance Fee, prorated 8 through the specified date of termination. 9 2) IMPLEMENTATION SERVICE FEES, INCLUDING EXPENSES BY 10 CONTRACTOR 11 Fees for Implementation Services listed in Section VII.B above shall be paid 12 following Application Acceptance and prior to First Production Use. 13 There shall be no implementation fees other than those outlined in Section VII.B of 14 this Agreement. There shall be no progress payments for the Implementation 15 Services. 16 3) DATA CONVERSION FEES 17 Data Conversion Fees listed in Section VII.B above shall be paid in two separate 18 fifty percent (50%) payments. Upon written notice to proceed by the COUNTY's 19 Project Coordinator with the data conversion as provided in the Statement of 20 Work, COUNTY shall pay CONTRACTOR for fifty percent (50%) of the Data 21 Conversion Fee. Following Application Acceptance and prior to First Production 22 Use, COUNTY shall pay CONTRACTOR the remaining fifty percent (50%) of the 23 Data Conversion Fee. 24 4) INTERFACE COSTS 25 CONTRACTOR agrees to deliver to COUNTY all interfaces listed in Section VII.B if 26 COUNTY delivers to CONTRACTOR a written notice to proceed on or prior to the 27 28 28822956.8 - 26 - 1 date that is three months following the date of First Production Use (the "Interface 2 Deadline"). 3 Upon written notice to proceed, delivered by the COUNTY's Project Coordinator 4 prior to the Interface Deadline, COUNTY shall pay CONTRACTOR for fifty percent 5 (50%) of the total cost of each interface identified next to such interface in Section 6 VI —B (the "Allocable Interface Cost"). Prior to the first use of such interface in 7 production environment, COUNTY shall pay CONTRACTOR the remaining fifty 8 percent (50%) of the Allocable Interface Cost of each such interface. 9 It is understood between CONTRACTOR and COUNTY that unless 10 CONTRACTOR receives a written notice to proceed on the first installation of a 11 particular interface item prior to the Interface Deadline, CONTRACTOR will not 12 receive the Allocable Interface Cost for that interface item. It is further 13 understood that the Allocable Interface Costs for the interfaces listed in Section 14 VI I. B. above shall remain in effect on the condition that CONTRACTOR receives 15 a written notice to proceed on or prior to the Interface Deadline and shall be 16 guaranteed until such period, after which CONTRACTOR shall be entitled to 17 adjust in its sole and absolute discretion the Allocable Interface Cost of any 18 interface for which CONTRACTOR has not received a written notice to proceed. 19 CONTRACTOR does not provide maintenance and Support for the interfaces as 20 part of the Annual License and Maintenance Fees. Any requests by COUNTY to 21 CONTRACTOR for additional services with respect to said Support, shall be 22 subject to a Subsequent Statement of Work. 23 Interface Support shall be the responsibility of COUNTY. CONTRACTOR shall 24 cooperate with COUNTY to provide any documentation or other information 25 reasonably requested by COUNTY so that COUNTY can provide said Support. 26 E) FEE CHANGES 27 At each anniversary of the First Production Use date, the Annual License and 28 28822956.8 - 27 - 1 Maintenance Fees including additional license/service fees, shall automatically increase 2 by the year-over-year percentage increase in the Consumer Price Index, All Urban 3 Consumers (CPI-U) for the West Region calculated for the month prior to the month in 4 which notice is given hereunder, not to exceed four percent (4%). 5 CONTRACTOR warrants to COUNTY that for the term of this Agreement, the Annual 6 License and Maintenance Fees and other charges for the Licenses and services provided 7 under this Agreement, taken as a whole, shall be no greater than the fees it charges or 8 would charge for substantially identical services and products to other customers in the 9 United States of a comparable nature for products supplied under similar terms and 10 conditions and in similar circumstances to those reflected in this Agreement, taking into 11 account all the circumstances of this Agreement including the product, support, and the 12 term of the Agreement. If COUNTY establishes a violation of the foregoing warranty, 13 COUNTY shall be entitled to recover from CONTRACTOR an amount equal to any 14 difference between the amounts charged under this Agreement, and the amounts found to 15 have been charged to other comparable customers for substantially identical services and 16 products, etc., from the time they were so charged to the others, and shall have no other 17 remedy. 18 F) ADDITIONAL SERVICE FEES: 19 Any fees for optional, additional services, including Additional Maintenance Services, 20 and software ("Additional Service Fees") shall be provided pursuant to the terms of a 21 Subsequent Statement of Work. Additional Service Fees shall only be paid to 22 CONTRACTOR if any such services set forth hereinabove are performed by 23 CONTRACTOR upon COUNTY's written request. Such optional additional services may 24 be provided at any time during the term of this Agreement. 25 G) INVOICING 26 For each payment obligation described in this Agreement (including but not limited to 27 Section VII), CONTRACTOR shall submit invoices (which must reference the provided 28 28822956.8 - 28 - 1 contract number) via mail to the County of Fresno District Attorney, 2220 Tulare Street, 2 Suite 1000, Fresno, CA 93721. COUNTY shall pay CONTRACTOR within forty-five (45) 3 days of receipt of an approved invoice, by mail addressed to CONTRACTOR's remittance 4 address at 915 E. 1 St Street, Los Angeles, CA 90012. 5 H) TOTAL CONTRACT AMOUNT 6 In no event shall services performed under this Agreement be in excess of 7 $2,236,537.00 during the entire term of this Agreement. Attached hereto as Exhibit D is a 8 worksheet showing the manner in which such total contract amount was calculated. It is 9 understood that all expenses incidental to CONTRACTOR'S performance of services 10 under this Agreement shall be borne by CONTRACTOR. 11 12 VIII. INDEPENDENT CONTRACTOR: 13 In performance of the work, duties and obligations assumed by CONTRACTOR under 14 this Agreement, it is mutually understood and agreed that CONTRACTOR, including any and 15 all of the CONTRACTOR'S officers, agents, and employees shall at all times be acting and 16 performing as an independent contractor, and shall act in an independent capacity and not as 17 an officer, agent, servant, employee, joint venturer, partner, or associate of the COUNTY. 18 Furthermore, COUNTY shall have no right to control or supervise or direct the manner or 19 method by which CONTRACTOR shall perform its work and function. However, COUNTY shall 20 retain the right to administer this Agreement so as to verify that CONTRACTOR is performing 21 its obligations in accordance with the terms and conditions thereof. 22 CONTRACTOR and COUNTY shall comply with all applicable provisions of law and the 23 rules and regulations, if any, of governmental authorities having jurisdiction over matters the 24 subject thereof. 25 Because of its status as an independent contractor, CONTRACTOR shall have absolutely 26 no right to employment rights and benefits available to COUNTY employees. CONTRACTOR 27 shall be solely liable and responsible for providing to, or on behalf of, its employees all 28 28822956.8 - 29 - 1 legally-required employee benefits. In addition, CONTRACTOR shall be solely responsible and 2 save COUNTY harmless from all matters relating to payment of CONTRACTOR'S employees, 3 including compliance with Social Security withholding and all other regulations governing such 4 matters. It is acknowledged that during the term of this Agreement, CONTRACTOR may be 5 providing services to others unrelated to the COUNTY or to this Agreement. 6 7 IX. CONFIDENTIALITY 8 A Party receiving "Information" (as defined hereinbelow) of the other recognizes that 9 such Information is confidential and proprietary and agrees not to disclose such Information to 10 any third party without the prior written consent of the other Party, which may be granted or 11 withheld in such Party's sole and absolute discretion. The Party receiving Information shall not 12 use such Information for a purpose inconsistent with the terms of this Agreement. "Information" 13 means the Application, Documentation and all information and intellectual property related 14 thereto (including, but not limited to all databases provided to COUNTY by CONTRACTOR 15 whether created by CONTRACTOR or its third party licensors such as, without limitation, the 16 mapping product databases) as well as information related to the business of CONTRACTOR 17 or COUNTY. Information shall not include: (i) information publicly known prior to disclosure; (ii) 18 information coming into the lawful possession of the recipient by a third party without any 19 confidentiality obligation; and (iii) information required to be disclosed pursuant to law or any 20 regulatory action or court order, provided adequate prior written notice of any request to 21 disclose is given to the Party whose information is to be disclosed. Each Party shall exercise at 22 least the same degree of care to safeguard the confidentiality of the other's Information as it 23 does to safeguard its own proprietary confidential information, but not less than a reasonable 24 degree of care. In the event a Party breaches any of its obligations under this Section IX, the 25 breaching party shall indemnify, defend and hold harmless the non-breaching party from and 26 against any and all losses, liabilities, damages, causes of action, claims, demands, and 27 expenses (including reasonable legal fees and expenses) incurred by the non-breaching party 28 28822956.8 - 30 - 1 arising out of such breach. In addition, the non-breaching party shall be entitled to obtain 2 injunctive relief against the breaching party. 3 4 X. MODIFICATION 5 Any matters of this Agreement may be modified from time to time by the written consent 6 of all the Parties without, in any way, affecting the remainder. 7 8 XI. NON-ASSIGNMENT 9 Neither party shall assign, transfer or sub-contract this Agreement nor their rights or 10 duties under this Agreement without the prior written consent of the other party; provided that 11 CONTRACTOR is permitted to engage consultants who act as regular staff enhancements to 12 CONTRACTOR. 13 14 XII. HOLD HARMLESS & LIMITATION OF LIABILITY 15 CONTRACTOR agrees to indemnify, save, hold harmless, and at COUNTY'S request, 16 defend the COUNTY, its officers, agents, and employees from any and all costs and expenses, 17 damages, liabilities, claims, and losses occurring or resulting to COUNTY from the negligence or 18 willful misconduct of CONTRACTOR, its officers, agents, or employees in their performance of, 19 or failure to perform, obligations under this Agreement, and from any and all costs and expenses 20 including attorney's fees and court costs, damages, liabilities, claims, and losses occurring or 21 resulting to any person, firm, or corporation who may be injured or damaged by negligence or 22 willful misconduct of CONTRACTOR, its officers, agents, or employees in their performance of 23 obligations under this Agreement. 24 NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL 25 OR CONSEQUENTIAL DAMAGES OR LOSS OF ANTICIPATED PROFITS IN CONNECTION 26 WITH OR ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT. 27 FURTHERMORE, COUNTY'S TOTAL LIABILITY WITH RESPECT TO CLAIMS ARISING 28 28822956.8 - 31 - 1 OUT OF THE SUBJECT MATTER OF THIS AGREEMENT SHALL NOT EXCEED, IN THE 2 AGGREGATE, THE TOTAL AMOUNT OF FEES PAYABLE HEREUNDER TO 3 CONTRACTOR. IN NO EVENT SHALL CONTRACTOR'S TOTAL LIABILITY WITH 4 RESPECT TO CLAIMS ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT 5 EXCEED, IN THE AGGREGATE, THE TOTAL AMOUNT OF FEES PAID HEREUNDER TO 6 CONTRACTOR FOR THE FIRST FIVE-YEARS OF THE LICENSE TERM. 7 8 XIII. INSURANCE 9 Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any 10 third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the 11 following insurance policies throughout the term of the Agreement: 12 A) COMMERCIAL GENERAL LIABILITY 13 Commercial General Liability Insurance with limits of not less than One Million Dollars 14 ($1,000,000) per occurrence and an annual aggregate of Two Million Dollars 15 ($2,000,000). This policy shall be issued on a per occurrence basis. COUNTY may 16 require specific coverages including completed operations, products liability, contractual 17 liability, Explosion-Collapse-Underground, or fire legal liability. 18 B) AUTOMOBILE LIABILITY 19 Comprehensive Automobile Liability Insurance with limits for bodily injury of not less 20 than Two Hundred Fifty Thousand Dollars ($250,000.00) per person, Five Hundred 21 Thousand Dollars ($500,000.00) per accident and for property damages of not less than 22 Fifty Thousand Dollars ($50,000.00), or such coverage with a combined single limit of Five 23 Hundred Thousand Dollars ($500,000.00). Coverage should include owned and non- 24 owned vehicles used in connection with this Agreement. 25 C) PROFESSIONAL LIABILITY 26 If CONTRACTOR employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., 27 M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than 28 28822956.8 - 32 - 1 One Million Dollars ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) 2 annual aggregate. 3 D) WORKER'S COMPENSATION 4 A policy of Worker's Compensation insurance as may be required by the California 5 Labor Code. 6 CONTRACTOR shall obtain endorsements to the Commercial General Liability 7 insurance naming the County of Fresno, its officers, agents, and employees, individually 8 and collectively, as additional insured, but only insofar as the operations under this 9 Agreement are concerned. Such coverage for additional insured shall apply as primary 10 insurance and any other insurance, or self-insurance, maintained by COUNTY, its officers, 11 agents and employees shall be excess only and not contributing with insurance provided 12 under CONTRACTOR's policies herein. This insurance shall not be cancelled for any 13 reason other than non-payment of premium without a minimum of thirty (30) days advance 14 written notice given to COUNTY, and this insurance shall not be cancelled by reason of 15 the non-payment of premium without a minimum of ten (10) days advance written notice 16 given to COUNTY. 17 Within Thirty (30) days from the date CONTRACTOR executes this Agreement, 18 CONTRACTOR shall provide certificates of insurance and endorsement as stated above 19 for all of the foregoing policies, as required herein, to the County of Fresno, Robert Bash, 20 Director of Internal Services/Chief Information Officer, 2048 N Fine Street, Fresno CA 21 93727, stating that such insurance coverages have been obtained and are in full force; 22 that the County of Fresno, its officers, agents and employees shall not be responsible for 23 any premiums on the policies; that such Commercial General Liability insurance names 24 the County of Fresno, its officers, agents and employees, individually and collectively, as 25 additional insured, but only insofar as the operations under this Agreement are concerned; 26 that such coverage for additional insured shall apply as primary insurance and any other 27 insurance, or self-insurance, maintained by COUNTY, its officers, agents and employees, 28 28822956.8 - 33 - 1 shall be excess only and not contributing with insurance provided under CONTRACTOR's 2 policies herein; that this insurance shall not be cancelled for any reason other than non- 3 payment of premiumwithout a minimum of thirty (30) days advance, written notice given to 4 COUNTY, and that this insurance shall not be cancelled by reason of non-payment of 5 premium without a minimum of ten (10) days advance written notice given to COUNTY. 6 In the event CONTRACTOR fails to keep in effect at all times insurance coverage 7 as herein provided, the COUNTY may, in addition to other remedies it may have, suspend 8 or terminate this Agreement upon the occurrence of such event. 9 All policies shall be with admitted insurers licensed to do business in the State of 10 California. Insurance purchased shall be purchased from companies possessing a current 11 A.M. Best, Inc. rating of A FSC VII or better. 12 13 XIV. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT 14 A. The Parties to this Agreement shall be in strict conformance with all applicable 15 Federal and State of California laws and regulations, including but not limited to Sections 16 5328, 10850, and 14100.2 et seq. of the Welfare and Institutions Code, Sections 2.1 and 17 431.300 et seq. of Title 42, Code of Federal Regulations (CFR), Section 56 et seq. of the 18 California Civil Code, Sections 11977 and 11812 of Title 22 of the California Code of 19 Regulations, and the Health Insurance Portability and Accountability Act (HIPAA), including 20 but not limited to Section 1320 D et seq. of Title 42, United States Code (USC) and its 21 implementing regulations, including, but not limited to Title 45, CFR, Sections 142, 160, 162, 22 and 164, The Health Information Technology for Economic and Clinical Health Act 23 (HITECH) regarding the confidentiality and security of patient information, and the Genetic 24 Information Nondiscrimination Act (GINA) of 2008 regarding the confidentiality of genetic 25 information. 26 Except as otherwise provided in this Agreement, CONTRACTOR, as a Business 27 Associate of COUNTY, may use or disclose Protected Health Information (PHI) to perform 28 28822956.8 - 34 - 1 functions, activities or services for or on behalf of COUNTY, as specified in this Agreement, 2 provided that such use or disclosure shall not violate the Health Insurance Portability and 3 Accountability Act (HIPAA), USC 1320d et seq. The uses and disclosures of PHI may not be 4 more expansive than those applicable to COUNTY, as the "Covered Entity" under the HIPAA 5 Privacy Rule (45 CFR 164.500 et seq.), except as authorized for management, 6 administrative or legal responsibilities of the Business Associate. 7 B. CONTRACTOR, including its subcontractors and employees, shall protect, from 8 unauthorized access, use, or disclosure of names and other identifying information, including 9 genetic information, concerning persons receiving services pursuant to this Agreement, 10 except where permitted in order to carry out data aggregation purposes for health care 11 operations [45 CFR Sections 164.504 (e)(2)(i), 164.504 (3)(2)(ii)(A), and 164.504 (e)(4)(i)]. 12 This pertains to any and all persons receiving services pursuant to a COUNTY funded 13 program. This requirement applies to electronic PHI. CONTRACTOR shall not use such 14 identifying information or genetic information for any purpose other than carrying out 15 CONTRACTOR's obligations under this Agreement. 16 C. CONTRACTOR, including its subcontractors and employees, shall not disclose any 17 such identifying information or genetic information to any person or entity, except as 18 otherwise specifically permitted by this Agreement, authorized by Subpart E of 45 CFR Part 19 164 or other law, required by the Secretary, or authorized by the client/patient in writing. In 20 using or disclosing PHI that is permitted by this Agreement or authorized by law, 21 CONTRACTOR shall make reasonable efforts to limit PHI to the minimum necessary to 22 accomplish intended purpose of use, disclosure or request. 23 D. For purposes of the above sections, identifying information shall include, but not be 24 limited to name, identifying number, symbol, or other identifying particular assigned to the 25 individual, such as finger or voice print, or photograph. 26 E. For purposes of the above sections, genetic information shall include genetic tests 27 of family members of an individual or individual, manifestation of disease or disorder of 28 28822956.8 - 35 - 1 family members of an individual, or any request for or receipt of, genetic services by 2 individual or family members. Family member means a dependent or any person who is first, 3 second, third, or fourth degree relative. 4 F. At COUNTY's expense, CONTRACTOR shall provide access, at the reasonable 5 request of COUNTY, and in the time and manner reasonably designated by COUNTY, but 6 in any event during normal business hours, to PHI in a designated record set (as defined 7 in 45 CFR Section 164.501), to an individual or to COUNTY in order to meet the 8 requirements of 45 CFR Section 164.524 regarding access by individuals to their PHI. 9 With respect to individual requests, access shall be provided at COUNTY's expense 10 within thirty (30) days from request. Access may be extended if CONTRACTOR cannot 11 provide access and provides individuals with the reasons for the delay and the date when 12 access may be granted. PHI shall be provided in the form and format requested by the 13 individual or COUNTY. 14 CONTRACTOR shall at COUNTY's expense make any amendment(s) to PHI in a 15 designated record set at the request of COUNTY or individual, and in the time and 16 manner designated by COUNTY in accordance with 45 CFR Section 164.526. 17 CONTRACTOR shall provide to COUNTY or to an individual, in a time and manner 18 designated by COUNTY and at COUNTY's expense, information collected in accordance 19 with 45 CFR Section 164.528, to permit COUNTY to respond to a request by the 20 individual for an accounting of disclosures of PHI in accordance with 45 CFR Section 21 164.528. 22 G. CONTRACTOR shall report to COUNTY, in writing, any knowledge or reasonable 23 belief that there has been unauthorized access, viewing, use, disclosure, security incident, or 24 breach of unsecured PHI not permitted by this Agreement of which it becomes aware, 25 immediately and without reasonable delay and in no case later than five (5) business days of 26 discovery. Immediate notification shall be made to COUNTY's Information Security Officer 27 and Privacy Officer and COUNTY's DPH HIPAA Representative at the notice address or 28 28822956.8 - 36 - 1 telephone number below, within two (2) business days of discovery. The notification shall 2 include, to the extent possible, the identification of each individual whose unsecured PHI has 3 been, or is reasonably believed to have been, accessed, acquired, used, disclosed, or 4 breached. CONTRACTOR shall take prompt reasonable corrective action to cure any 5 deficiencies and any action pertaining to such unauthorized disclosure required by 6 applicable Federal and State Laws and regulations. CONTRACTOR shall investigate such 7 breach and is responsible for all notifications required by law and regulation or deemed 8 reasonably necessary by COUNTY and shall provide a written report of the investigation and 9 reporting required to COUNTY's Information Security Officer and Privacy Officer and 10 COUNTY's DPH HIPAA Representative. This written investigation and description of any 11 reporting necessary shall be postmarked within the thirty (30) working days of the discovery 12 of the breach to the addresses below: 13 14 County of Fresno County of Fresno County of Fresno Dept. of Public Health Dept. of Public Health Information Technology Services 15 HIPAA Representative Information Security Officer Privacy Officer 16 (559) 600-6439 (559) 600-6405 (559) 600-5800 P.O. Box 11867 P.O. Box 11867 2048 N. Fine Street 17 Fresno, CA 93775 Fresno, CA 93775 Fresno, CA 93727 18 H. CONTRACTOR shall make its internal practices, books, and records relating to the 19 use and disclosure of PHI received from COUNTY, or created or received by the 20 CONTRACTOR on behalf of COUNTY, in compliance with HIPAA's Privacy Rule to the 21 extent applicable, including, but not limited to the requirements set forth in Title 45, CFR, 22 Sections 160 and 164. CONTRACTOR shall make its internal practices, books, and records 23 relating to the use and disclosure of PHI received from COUNTY, or created or received by 24 the CONTRACTOR on behalf of COUNTY, available to the United States Department of 25 Health and Human Services (Secretary) upon demand to the extent required by law. 26 CONTRACTOR shall reasonably cooperate with the compliance and investigation 27 reviews conducted by the Secretary. PHI access to the Secretary must be provided during 28 28822956.8 - 37 - 1 the CONTRACTOR's normal business hours, however, upon exigent circumstances access 2 at any time must be granted, in all cases to the extent required by law. Upon the Secretary's 3 compliance or investigation review, if PHI is unavailable to CONTRACTOR and in 4 possession of a Subcontractor, it must certify efforts to obtain the information to the 5 Secretary to the extent required by law. 6 I. Safeguards 7 CONTRACTOR shall implement administrative, physical, and technical safeguards to 8 the extent required by the HIPAA Security Rule, Subpart C of 45 CFR 164, that reasonably 9 and appropriately protect the confidentiality, integrity, and availability of PHI, including 10 electronic PHI, that it creates, receives, maintains or transmits on behalf of COUNTY and to 11 prevent unauthorized access, viewing, use, disclosure, or breach of PHI other than as 12 provided for by this Agreement. CONTRACTOR shall conduct an accurate and thorough 13 assessment of the potential risks and vulnerabilities to the confidential, integrity and 14 availability of electronic PHI to the extent required by applicable law. CONTRACTOR shall 15 develop and maintain a written information privacy and security program that includes 16 administrative, technical and physical safeguards appropriate to the size and complexity of 17 CONTRACTOR's operations and the nature and scope of its activities to the extent required 18 by applicable law. Upon COUNTY's reasonable request, CONTRACTOR shall provide 19 COUNTY with information concerning such safeguards. 20 CONTRACTOR shall not transmit confidential, personal, or sensitive data solely 21 received from or created or received by CONTRACTOR on behalf of COUNTY via e-mail 22 or other internet transport protocol unless the data is encrypted by a solution that has 23 been validated by the National Institute of Standards and Technology (NIST) as 24 conforming to the Advanced Encryption Standard (AES) Algorithm. CONTRACTOR must 25 apply appropriate sanctions against its employees who fail to comply with these 26 safeguards to the extent required by applicable law. CONTRACTOR must adopt 27 procedures for terminating access to PHI when employment of employee ends to the 28 28822956.8 - 38 - 1 extent required by applicable law. 2 J. Mitigation of Harmful Effects 3 CONTRACTOR shall mitigate, to the extent reasonably practicable, any harmful 4 effect that is suspected or known to CONTRACTOR of an unauthorized access, viewing, 5 use, disclosure, or breach of PHI by CONTRACTOR or its subcontractors in violation of 6 the requirements of these provisions. CONTRACTOR must document suspected or 7 known harmful effects and the outcome. 8 K CONTRACTOR's Subcontractors 9 CONTRACTOR shall ensure that any of its contractors, including subcontractors, if 10 applicable, to whom CONTRACTOR provides PHI received from or created or received by 11 CONTRACTOR on behalf of COUNTY, agree to the same restrictions, safeguards, and 12 conditions that apply to CONTRACTOR with respect to such PHI and to incorporate, 13 when applicable, the relevant provisions of these provisions into each subcontract or sub- 14 award to such agents or subcontractors. 15 L. Employee Training and Discipline 16 CONTRACTOR shall train and use reasonable measures to ensure compliance with 17 the requirements of these provisions by employees who materially assist in the 18 performance of functions or activities on behalf of COUNTY under this Agreement and 19 use or disclose PHI and discipline such employees who intentionally violate in material 20 respects any provisions of these provisions, including termination of employment. 21 M. Termination for Cause 22 Upon COUNTY's knowledge of a material breach of these provisions by 23 CONTRACTOR, COUNTY shall either: 24 1) Provide a reasonable opportunity no shorter than thirty (30) days for 25 CONTRACTOR to cure the breach or end the violation and terminate this 26 Agreement if CONTRACTOR does not cure the breach or end the violation 27 within the time specified by COUNTY; or 28 28822956.8 - 39 - 1 2) Immediately terminate this Agreement if CONTRACTOR has breached a 2 material term of these provisions and cure is not possible. 3 3) If neither cure nor termination is feasible, the COUNTY's Privacy Officer 4 shall report the violation to the Secretary of the U.S. Department of Health and 5 Human Services to the extent required by law. 6 N. Judicial or Administrative Proceedings 7 COUNTY may terminate this Agreement in accordance with the terms and conditions 8 of this Agreement as written hereinabove, if: (1) CONTRACTOR is found guilty in a 9 criminal proceeding for a violation of the HIPAA Privacy or Security Laws or the HITECH 10 Act; or (2) there is a judicial finding or stipulation that the CONTRACTOR has violated a 11 privacy or security standard or requirement of the HITECH Act, HIPAA or other security or 12 privacy laws in an administrative or civil proceeding in which the CONTRACTOR is a 13 party. 14 O. Effect of Termination 15 Upon termination or expiration of this Agreement for any reason, CONTRACTOR 16 shall return or destroy at COUNTY's expense all PHI received from COUNTY (or created 17 or received by CONTRACTOR on behalf of COUNTY) that CONTRACTOR still maintains 18 in any form and that is easily divisible from other information, and shall retain no copies of 19 such PHI. If return or destruction of PHI is not feasible, it shall continue to extend the 20 protections of these provisions to such information at COUNTY's expense, and limit 21 further use of such PHI to those purposes that make the return or destruction of such PHI 22 infeasible. This provision shall apply to PHI that is in the possession of subcontractors or 23 agents, if applicable, of CONTRACTOR. If CONTRACTOR destroys the PHI data, a 24 certification of date and time of destruction shall be provided to the COUNTY by 25 CONTRACTOR. 26 P. Disclaimer 27 COUNTY makes no warranty or representation that compliance by CONTRACTOR 28 28822956.8 - 40 - 1 with these provisions, the HITECH Act, HIPAA or the HIPAA regulations will be adequate 2 or satisfactory for CONTRACTOR's own purposes or that any information in 3 CONTRACTOR's possession or control, or transmitted or received by CONTRACTOR, is 4 or will be secure from unauthorized access, viewing, use, disclosure, or breach. 5 CONTRACTOR is solely responsible for all decisions made by CONTRACTOR regarding 6 the safeguarding of PHI. 7 Q. Amendment 8 The parties acknowledge that Federal and State laws relating to electronic data 9 security and privacy are rapidly evolving and that amendment of these provisions may be 10 required to provide for procedures to ensure compliance with such developments. The 11 parties specifically agree to take such action as is necessary to amend this agreement in 12 order to implement the standards and requirements of HIPAA, the HIPAA regulations, the 13 HITECH Act and other applicable laws relating to the security or privacy of PHI. COUNTY 14 may terminate this Agreement upon thirty (30) days written notice in the event that 15 CONTRACTOR does not enter into an amendment providing assurances regarding the 16 safeguarding of PHI that COUNTY in its sole discretion, deems sufficient to satisfy the 17 standards and requirements of HIPAA, the HIPAA regulations and the HITECH Act. 18 R. No Third Party Beneficiaries 19 Nothing express or implied in the terms and conditions of these provisions is intended 20 to confer, nor shall anything herein confer, upon any person other than COUNTY or 21 CONTRACTOR and their respective successors or assignees, any rights, remedies, 22 obligations or liabilities whatsoever. 23 S. Interpretation 24 The terms and conditions in these provisions shall be interpreted as broadly as 25 necessary to implement and comply with HIPAA, the HIPAA regulations and applicable 26 State laws. The parties agree that any ambiguity in the terms and conditions of these 27 provisions shall be resolved in favor of a meaning that complies and is consistent with 28 28822956.8 - 41 - 1 HIPAA and the HIPAA regulations. 2 T. Regulatory References 3 A reference in the terms and conditions of these provisions to a section in the HIPAA 4 regulations means the section as in effect or as amended. 5 U. Survival 6 The respective rights and obligations of CONTRACTOR as stated in this Section 7 shall survive the termination or expiration of this Agreement. 8 V. No Waiver of Obligations 9 No change, waiver or discharge of any liability or obligation hereunder on any one or 10 more occasions shall be deemed a waiver of performance of any continuing or other 11 obligation, or shall prohibit enforcement of any obligation on any other occasion. 12 13 XV. AUDITS AND INSPECTIONS 14 CONTRACTOR shall at any time during CONTRACTOR'S normal business hours, and 15 upon prior written notice, as often as the COUNTY may deem necessary, make available to the 16 COUNTY for examination all of its records and data with respect to the matters covered by this 17 Agreement. CONTRACTOR shall, upon request by the COUNTY, permit the COUNTY to audit 18 and inspect all of such records and data necessary to ensure CONTRACTOR'S compliance 19 with the terms of this Agreement. Any such examinations or audits shall be at the COUNTY'S 20 expense. 21 If this Agreement exceeds ten thousand dollars ($10,000.00), CONTRACTOR shall be 22 subject to the examination and audit of the Auditor General for a period of three (3) years after 23 final payment under contract (Government Code Section 8546.7). 24 25 XVI. NOTICES 26 A) AUTHORITY TO GIVE AND RECEIVE NOTICES 27 28 28822956.8 - 42 - 1 The persons and their addresses having authority to give and receive notices under this 2 Agreement include the following: 3 COUNTY OF FRESNO CONTRACTOR 4 Director of Internal Services/ Chief Operating Officer 5 Chief Information Officer 915 E. 1st St. 6 2048 N Fine Ave Los Angeles, CA 90012 7 Fresno, CA 93727 8 Any and all notices between the COUNTY and the CONTRACTOR provided for or 9 permitted under this Agreement or by law shall be in writing and shall be deemed duly served 10 when personally delivered to one of the Parties, or in lieu of such personal services, when 11 deposited in the United States Mail, postage prepaid, addressed to such party or by electronic 12 mail sent to and confirmed by CONTRACTOR at CONTRACTOR's email address. 13 B) PRIMARY ESCALATION CONTACT INFORMATION 14 The persons and their contact information that the COUNTY or CONTRACTOR can use to 15 escalate problems or situations: 16 COUNTY CONTRACTOR 17 Contact# 1: Contact# 1: 18 District Attorney's Business Manager Jerry Salzman Office Phone: (559) 600-4447 President 19 915 E. 1 st St 20 Los Angeles, CA 90012 21 Office Phone: (213) 229-5434 22 COUNTY Cell Phone: (323) 206-2800 Contact# 2: Email maryioe rodriguez(c)_dailyjournal.c 23 om 24 Information Technology Manager 25 Office Phone: (559) 600-5800 26 27 28 28822956.8 - 43 - 1 XVII. GOVERNING LAW 2 Venue for any action arising out of or related to this Agreement shall only be in federal 3 district court in Fresno County, California, but if subject matter jurisdiction does not lie therein, 4 such venue shall be in the state courts in Fresno County, California. The rights and 5 obligations of the Parties and all interpretation and performance of this Agreement shall be 6 governed in all respects by the laws of the State of California. 7 The Parties shall first attempt to resolve amicably any dispute by meeting with each 8 other, by telephone or in person at a mutually convenient time and location, within thirty (30) 9 days after written notice of a dispute is delivered from one party to the other. Subsequent 10 meetings may be held upon mutual agreement of the Parties. If the dispute is not resolved 11 within sixty (60) days of the first meeting, the Parties shall submit the dispute to mediation by 12 an organization or company specializing in providing neutral, third party mediators. COUNTY 13 shall be entitled to select either (i) the location of the mediation or (ii) the organization or 14 company, and CONTRACTOR shall select the other. The mediation shall be conducted within 15 sixty (60) days of the date the dispute is submitted to mediation, unless the Parties mutually 16 agree on a later date. Any dispute not resolved by meeting or mediation shall be resolved in 17 accordance with the first sentence of this Section XVII. All fees and expenses of mediation 18 (other than each party's attorneys' fees) shall be shared evenly by the Parties. 19 20 XVIII. DISCLOSURE OF SELF-DEALING TRANSACTIONS 21 This provision is only applicable if the CONTRACTOR is operating as a corporation (a for- 22 profit or non-profit corporation) or if during the term of this agreement, the CONTRACTOR 23 changes its status to operate as a corporation. 24 Members of the CONTRACTOR's Board of Directors shall disclose any self-dealing 25 transactions that they are a party to while CONTRACTOR is providing goods or performing 26 services under this agreement. A self-dealing transaction shall mean a transaction to which the 27 CONTRACTOR is a party and in which one or more of its directors has a material financial 28 28822956.8 - 44 - 1 interest. Members of the Board of Directors shall disclose any self-dealing transactions that 2 they are a party to by completing and signing a Self-Dealing Transaction Disclosure Form 3 (Exhibit C) and submitting it to the COUNTY prior to commencing with the self-dealing 4 transaction or immediately thereafter. 5 6 XIX. ENTIRE AGREEMENT 7 This Agreement constitutes the entire agreement between the CONTRACTOR and 8 COUNTY with respect to the subject matter hereof and supersedes all previous Agreement 9 negotiations, proposals, commitments, writings, advertisements, publications, and 10 understandings of any nature whatsoever unless expressly included in this Agreement. In the 11 event of any inconsistency in interpreting the documents comprising this Agreement, the 12 inconsistency shall be resolved by giving precedence in the following order of priority: (1) the 13 text of this Agreement (excluding COUNTY's RFP and CONTRACTOR's Response thereto); 14 (2) CONTRACTOR's Response to COUNTY's RFP; and (3) COUNTY's RFP. 15 16 17 18 19 20 21 22 23 24 25 26 27 28 28822956.8 - 45 - 1 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day 2 and year first hereinabove written. 3 4 CONTRACTOR COUNTY OF FRESNO 5 t. - Geral alzman Ernest Budd Mendes 6 CEO/Presi nt/Secretary Chairman, Board of Supervisors 7 DATE: to DATE: 8 9 Journal Technologies, Inc. ATTEST: Bernice E. Seidel, Clerk 915 E. 19'Street, Los Angeles, CA 90012 Board of Supervisors 10 (� � //�� By: J CJ�SAuv�) L'Cal 0\Q 11 DEPU 12 13 REVIEWED & RECOMMENDED FOR APPROVAL REVIEWED & RECOMMEN ED FOR APPROVAL 14 15 Lisa A. Smittca R615ert W. Bash, Director of Internal Services/ 16 District Attorney—Public Administrator Chief Information Officer 17 18 APPROVED AS TO LEGAL FORM APPROVED AS TO ACCOUNTING FORM Daniel C. Cederborg, Vicki Crow, C.P.A., 19 County Counsel Auditor-Controller/Treasurer-Tax Collector 20 21 By: By. 22 23 FOR ACCOUNTING USE ONLY: 24 FUND: 0001 25 SUBCLASS: 10000 26 ORG No.: 2860 27 Acct. No.: 7295 /8500 28 Program: 91297 28822956.8 - 46 - EXHIBIT A CONTRACTOR'S RESPONSE COUNTY OF FRESNO REQUEST FOR PROPOSAL NUMBER: 208-5325 DISTRICT ATTORNEY CASE MANAGEMENT SYSTEM Issue Date: January 9, 2015 Closing Date: FEBRUARY 20, 2015 Proposal will be considered LATE when the official Purchasing time clock reads 2:00 P.M. Questions regarding this RFP should be directed to: Gary E. Cornuelle, phone (559) 600-7114, e-mail gcornuelle(&co.fresno.ca.us, or fax (559) 600-7126. Check County of Fresno Purchasing's Open Solicitations website at https://www2.co.fresno.ca.us/0440/Bids/BidsHome.aspx for RFP documents and changes. Please submit all Proposals to: County of Fresno- Purchasing 4525 E. Hamilton Avenue, 2"d Floor Fresno, CA 93702-4599 BIDDER TO COMPLETE UNDERSIGNED AGREES TO FURNISH THE COMMODITY OR SERVICE STIPULATED IN THE ATTACHED PROPOSAL SCHEDULE AT THE PRICES AND TERMS STATED,SUBJECT TO THE"COUNTY OF FRESNO PURCHASING STANDARD INSTRUCTIONS AND CONDITIONS FOR REQUEST FOR PROPOSALS(RFP'S)"ATTACHED. Journal Technologies Inc. COMPANY 915 E. 1 st Street ADDRESS Los Angeles CA 90012 CITY STATE ZIP CODE (213) 229-5434 (213) 680-1886 maryjoe_rodriguez@dailyjournal.com TELE ONE NUMB R FACSIMILE NUMBER E-MAIL ADDRESS SIGNED BY t' �, -- - - Gerald L. Salzman President _ PRINT NAME TITLE PD-w(9114) COUNTY OF FRESNO ADDENDUM NUMBER: ONE (1 ) RFP NUMBER: 208-5325 DISTRICT ATTORNEY CASE MANAGEMENT SYSTEM February 4, 2015 PURCHASING USE G:\PUBLIMRFPTY 2014-15\208-5325 DA CASE MANAGEMENT SSj SYSTEW208-5326 ADD 100C IMPORTANT: SUBMIT PROPOSAL IN SEALED PACKAGE WITH PROPOSAL NUMBER, CLOSING DATE AND BUYER'S NAME MARKED CLEARLY ON THE OUTSIDE TO: COUNTY OF FRESNO, Purchasing 4525 EAST HAMILTON AVENUE, 211 Floor FRESNO, CA 93702-4599 CLOSING DATE OF PROPOSAL WILL BE AT 2:00 P.M., ON FEBRUARY 209 2015. PROPOSALS WILL BE CONSIDERED LATE WHEN THE OFFICIAL PURCHASING TIME CLOCK READS 2:00 P.M. All proposal information will be available for review after contract award. Clarification of specifications is to be directed to: Gary E. Cornuelle, phone (559) 600-7114, e-mail gcornuelle9co.fresnoxams. NOTE THE ATTACHED ADDITIONS, DELETIONS AND/OR CHANGES "i O THE REQUIREMENTS OF REQUEST FOR PROPOSAL NUMBER: 208-5325 AND INCLUDE THEM IN YOUR RESPONSE. PLEASE SIGN AND RETURN THIS ADDENDUM WITH YOUR PROPOSAL. ACKNOWLEDGMENT OF ADDENDUM NUMBER ONE 0110 REP 208-5 A COMPANY NAME: Journal Technologies, Inc. (PRINT) SIGNATURE: NAME & TITLE: Geral L. SalzJ President (PRINT) G:\PU13LI0RFP\FY 2014-15\208-5325 DA CASE MANAGEMENT SYSTEM\208-5326 ADD 1.D0C (4/11) ournal TECHNOLOGIES,mc. February 4, 2015 Gary E. Cornuelle County of Fresno - Purchasing 4525 E. Hamilton Avenue, 2" Floor Fresno, CA 93702-4599 RE: County of Fresno RFP#208-5325, District Attorney Case Management System Dear Mr. Cornuelle: I enclose the proposal to provide our browser-based Case Management System for the above mentioned RFP. Journal Technologies, Inc., a Utah corporation, has provided case management systems to governmental agencies for more than 25 years and will configure its browser-based eProsecutor to meet your requirements. Both Jon Peek and I are authorized to answer questions regarding this proposal and negotiate and contractually obligate the organization. Our contact information follows: Gerald L. Salzman, President Jon Peek, COO 915 E. 1" Street 843 S 100 W Los Angeles, CA 90012 Logan, Utah 84321 (213) 229-5434 direct line (435) 713-2100 ext. 4611 direct line (213) 229-5481 fax (435) 713-2100 ext. 4009 fax maryjoe_rodriguez@dailyjoumal.com jpeek@newdawn.com Thank you for this opportunity, Ge alz Presi ent Journal Technologies, Inc. 915 E. 1"Street• Los Angeles,CA 90012 (213)229-5402 • Fax(213)229-5481 maryjoe—rodriguez@dailyjournal.com Table of Contents Tab Page RFP Page 1 and Addendum Page 1 ....................................................................................... 1 CoverLetter........................................................................................................................... 3 Tableof Contents................................................................................................................... 4 Statements, Acknowledgements and References.................................................................1 5 Conflict of Interest Statement........................................................................................1 5 Trade Secret Acknowledgement....................................................................................1 6 Certification—Disclosure—Criminal History and Civil Actions..................................1 7 References......................................................................................................................1 8 Participation...................................................................................................................1 10 Exceptions............................................................................................................................2 11 VendorCompany Data........................................................................................................3 14 CompanyProfile............................................................................................................3 14 Vendor Company Data(Forms A.1 and A.2)................................................................3 18 Technical Functionality and System Requirements.............................................................4 21 Security..........................................................................................................................4 21 Integration with Other Systems .....................................................................................4 23 Supports Complex and Changing Entity Relationships.................................................4 23 Hardware and Hosted and System Software Configuration..........................................4 25 eProsecutor Architecture................................................................................................4 28 Product and Project Information(Forms B.1-B.6) ........................................................4 35 Scopeof Work.....................................................................................................................5 42 Project Management and Implementation.....................................................................6 48 Training/Support Services/Testing..........................................................................6 48 Conversions..............................................................................................................6 52 Interfaces..................................................................................................................6 58 Implementation Agenda and Schedule ....................................................................6 61 Sample Configurable Screens........................................................................................7 71 Case Management System Requirements......................................................................8 79 CostProposal.......................................................................................................................9 123 Checklist............................................................................................................................10 129 SampleAgreements...........................................................................................................11 130 Conflict of Interest Statement None. Fresno County 15 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 6 TRADE SECRET ACKNOWLEDGEMENT I have read and understand the above"Trade Secret Acknowledgement." I understand that the County of Fresno has no responsibility for protecting information submitted as a trade secret if it is not delivered in a separate binder plainly marked "Trade Secret." I also understand that all information my company submits, except for that information submitted in a separate binder plainly marked "Trade Secret,"are public records subject to inspection by the public. This is true no matter whether my company identified the information as proprietary, confidential or under any other such terms that might suggest restricted public access. Enter company name on appropriate line: Has submitted information identified as Trade (Company Name) Secrets in a separate marked binder.** Journal Technologies, Inc. Has not submitted information identified as Trade (Company Name) Secrets. Information submitted as proprietary confidential or under any other such terms that might suggest restricted public access will not be excluded from treatment as public record. ACKNOWLEDGED BY: (213) 229-5434 6 Signature Telephone Gerald L. Salzman President 02/04/15 Print Name and Title Date 915 E. 1st Street Address Los Angeles CA 90012 City State Zip **Bidders brief statement that clearly sets out the reasons for confidentiality in conforming with the California Government Code definition. G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc Proposal No. 208-5325 Page 9 CERTIFICATION (1) The prospective primary participant certifies to the best of its knowledge and belief, that it, its owners, officers, corporate managers and partners: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency; (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. (2) Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Signature: Date: 02/04/2015 Gerald L. Salzman, P., nt Journal Technologies. Inc. (Printed Name &Title) (Name of Agency or Company) G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc Proposal No. 208-5325 Page 10 VENDOR MUST COMPLETE AND RETURN WITH REQUEST FOR PROPOSAL Firm: .Journal Technologies, Inc. REFERENCE LIST Provide a list of at least five (5) customers for whom you have recently provided similar services. Be sure to include all requested information. Reference Name: Office of the Washoe County District Attorney Contact: Richard Gammick, District Attorney Address: PO Box 11130 City: Reno State: NV Zip: 89520 Phone No.: ( 707 ) 463-4195 Date: Live in April 2013 Service Provided: See details in the References document. Reference Name: Office of Solano County District Attorney Contact: Alexis A. Eastwood Address: 675 Texas Street, Suite 4500 City: Fairfield State: CA Zip: 94533 Phone No.: ( 707 ) 784-7588 Date: Currently implementing Service Provided: See details in the References document. Reference Name: Office of the Mendocino County District Attorney.PD and Probation Contact: Carmen'Marcias Address: P.O. Box 1000 City: Ukiah State: CA Zip: 95482 Phone No.: ( 707 ) 463-4195 Date Service Provided: See details in the References document. . . . . . . . . . . . . . . . . . . . . . Reference Name: Tulare County Superior Court Contact: Vicki Harden Address: 221 S Mooney Blvd, Room 106 City: Visalia State: CA Zip: 93291 Phone No.: ( 559 ) 733-6561 ext 1114 Date: Currently implementing Service Provided: See details in the References document. Reference Name: Office of Gilbert City,Arizona Prosecutor Contact: Theodore S. Bullock Address: 55 E. Civic Center Drive, Ste 205 City: Gilbert State: AZ Zip: 85296 Phone No.: ( 480 ) 635-7900 Date: Live in May 2011 Service Provided: See details in the References document. Failure to provide a list of at least five (5) customers may be cause for rejection of this RFP. G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc References Office of the Washoe County District Attorney (JustWare) Contract includes 135 licenses for JustWare Prosecutor version 5.9 as well as licenses for the JustWare API, customer training, implementation and configuration of JustWare. This project included a data conversion using the JustWare API with integrations with law enforcement, the county jail system and the county financial system. Office of the Solano County District Attorney(JustWare) Contract includes 125 licenses for JustWare Prosecutor version 5.10 as well as licenses for the JustWare API and JusticeWeb. Contract includes customer training, implementation and configuration of JustWare. Office of the Mendocino County District Attorney, Public Defender and Probation (JustWare) JustWare API; Contract includes 134 licenses of JustWare. Mendocino County conducted an industry-wide search to find an enterprise-level case management solution that would meet the needs of their probation, district attorney, and public defender offices. This project included an interface with their police department with New World's police software; Mendocino County also used the JustWare API to convert their data and build an interface between JustWare and their court's case management as well as interfaces with the Sherriff's office to the DA, information sharing with the courts, and exchanging information with the other county JustWare databases. They now use the API to create JUS 8715 reports automatically. Tulare County Superior Court (eCourt) Tulare County Superior Court uses Journal Technologies products across case types which include traffic, misdemeanor, and parking. Its upgrade to eCourt for civil types is the most recent. They are actively upgrading to eCourt for all other case types. Interfaces include those with the California Department of Motor Vehicles and the California Department of Justice, and the Judicial Council's statistical reporting system(JBSIS). Includes 450 full and part time staff. Town of Gilbert Prosecutor's Office,Arizona (eCourt) Configured and deployed eCourt(solution which includes the OnBase document management system) to Gilbert's Prosecutor's Office. This project began in November 2010 and went live in May 2011. There are 20 users in Gilbert. Fresno County 19 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 11 PARTICIPATION The County of Fresno is a member of the Central Valley Purchasing Group. This group consists of Fresno, Kern, Kings, and Tulare Counties and all governmental, tax supported agencies within these counties. Whenever possible, these and other tax supported agencies co-op (piggyback) on contracts put in place by one of the other agencies. Any agency choosing to avail itself of this opportunity, will make purchases in their own name, make payment directly to the contractor, be liable to the contractor and vice versa, per the terms of the original contract, all the while holding the County of Fresno harmless. If awarded this contract, please indicate whether you would extend the same terms and conditions to all tax supported agencies within this group as you are proposing to extend to Fresno County. Yes, we will extend contract terms and conditions to all qualified agencies within the Central Valley Purchasing Group and other tax supported agencies. No, we will not extend contract terms to any agency other than the County of Fresno. (Authorized Signature) President Title Note: This form/information is not rated or ranked in evaluating proposal. G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc Exceptions We have no exceptions to the requirements and conditions except as noted below: A. Exceptions to General Conditions Page 113—Section 6(B)—Awards. JTI has prepared its bid on an all-or-none basis in order to minimize total costs; therefore, its bid does not reflect the terms on which JTI would be willing to perform a portion of the work specified in the RFP. Accordingly,the terms of JTI's submitted proposal are offered only for the entire award. If the County would like to make the award on a partial basis,then JTI would consider preparing an alternative proposal. Page 1B—Section 8—Patent Indemnity. JTI understands the importance of this indemnification provision and is willing to defend, indemnify and hold harmless the County from losses that are caused by any infringement by JTI. To the extent that the indemnification provision purports to extend JTI's indemnification obligations beyond that level, JTI objects. Accordingly, JTI proposes excluding any liability that results from the County's use of JTI's products and services in a manner not permitted by the contract or prohibited by law. Page 1B—Section 10—Rights and Remedies of County for Default. Clause (A) While JTI intends to fully perform under the contract, JTI generally does not agree in advance to unilateral deductions from its fees by the County. Additionally, JTI cannot act as an insurer between the costs associated with JTI's proposal and the costs of others' services. Accordingly, JTI objects to requirements imposing liability for all coverage costs in the event the County procures substitute articles or services from another source. Instead, JTI proposes that the contract contain a standard limitation on liability provision that caps each party's aggregate liability to the other at the amount of fees paid or payable to JTI under the contract. For clarity, JTI does not intend to take out a performance bond for its work under the contract. Clause (B) JTI believes it should have the opportunity to rectify any articles or services that do not meet specifications prior to the County's rejection of the articles or services. Accordingly, JTI proposes that the contract shall have a cure period of sixty(60) days from the date JTI receives written notice of a non-conforming product or service. B. Exceptions to General Requirements Page 13 —Termination. In light of the substantial resources that JTI will devote to the project, JTI proposes that the County give thirty(30) days prior written notice before the contract is terminated for convenience so that JTI can minimize unnecessary costs. Fresno County 111 RFP-District Attorney Case Management System(208-5325) Page 13 —Minor Deviations. JTI would also like to reserve the right to negotiate minor deviations from the prescribed terms, conditions and requirements to the mutual satisfaction of both parties. Page 13 —Confidentiality. JTI proposes that any confidentiality provision agreed to between the parties exempt disclosure of confidential information required by law or legal process. Page 13 —Dispute Resolution. In order to avoid the inherent conflict of litigating any disputes in a state court for Fresno County, JTI proposes litigating any claim in arbitration. As an alternative, JTI would be willing to litigate any dispute in the U.S. District Court for the Eastern District of California in Fresno, CA if such court has or can acquire jurisdiction, or if such court lacks jurisdiction, then in a state court for Fresno County. Page 15—Hold Harmless Clause. JTI is willing to indemnify, save,hold harmless and defend the County and other listed parties from losses that are caused by the negligence or willful misconduct of JTI. Accordingly, JTI proposes adding at the end of the clause the following language: "to the extent such costs, expenses, damages, liabilities, claims or losses are caused by the negligence or willful misconduct of JTI, its officers, agents or employees under this Agreement." Further, as noted above, JTI proposes that the contract contain a standard limitation on liability provision that caps each party's aggregate liability to the other at the amount of fees paid or payable to JTI under the contract. Page 14—Subcontractors; Page 15—Price Responsibility. From time to time, JTI will engage consultants as regular staff enhancements who prefer to provide services as independent contractors rather than as employees. JTI believes it should not need to identify these individuals ahead of time or seek consent in order to engage these individuals, or a small company through which a group of individuals provides their services. Accordingly, JTI requests that the County approve in advance JTI's use of any such consultants who, individually or through small companies, act as regular staff enhancements. Pages 16-17—Insurance. JTI's Commercial General Liability policy is a standard policy to protect against claims arising out of JTI's business and operations. While this policy covers the specific coverages listed in the RFP, JTI proposes striking the following language because such language is too broad: "or any other liability insurance deemed necessary because of the nature of the contract." Further, JTI's Commercial General Liability policy provides that the insurer will give 30 days' notice of cancellation or changes in the policy,but in the event of JTI's non-payment of the premium, the insurer will give only 10 days' notice, which is customary in insurance policies generally. Page 17—Default. As noted above, JTI takes exception to a requirement imposing liability for all coverage costs in the event the County procures substitute articles or services from another source. Instead, JTI proposes that the contract contain a standard limitation on liability provision Fresno County 112 RFP-District Attorney Case Management System(208-5325) that caps each party's aggregate liability to the other at the amount of fees paid or payable to JTI under the contract. Page 17—Breach of Contract. JTI believes that any breach of the contract should be subject to a thirty(30) day cure period before such breach can be deemed a basis to terminate a parry's obligations under the contract and pursue legal remedies. Page 18—Rights of Ownership. As a point of clarification, JTI would like to make clear that, while the County will own all customized work product developed under the agreement, the County will not own any of JTI's pre-existing proprietary materials, which will be licensed to the County pursuant to a software license agreement. Additionally,just as the County will benefit from the efficiencies and expertise gained from JTI's prior work for other customers, JTI requests a perpetual, non-exclusive license back from the County permitting JTI to use, reproduce, modify, and distribute such custom work product and intellectual property for the purpose of incorporating such work product and intellectual property into products prepared for other customers. Fresno County I13 RFP-District Attorney Case Management System(208-5325) Company Profile The Daily Journal Corporation, a public corporation, has served the California justice community for many decades through its publications of both the Los Angeles Daily Journal (1888) and San Francisco Daily Journal (1893) and California Lawyer magazine, which is distributed monthly to about 150,000 attorneys in California. Daily Journal Corporation has merged its three wholly-owned technology companies which provide case management systems for justice agencies — New Dawn (1996), Sustain (1984) and ISD (1981) into one entity — Journal Technologies, Inc. We have served the courts and other governmental agencies for more than 25 years. The Daily Journal brings several advantages to the table, including significant financial resources of more than $175 million in cash and marketable securities. The Company owns two modern office buildings near downtown Los Angeles. The Daily Journal has about 165 employees who also provide support functions for Journal Technologies which has about 150 employees and contractors in the Los Angeles and Corona, CA, and Logan, UT offices. Our headquarters is located at 915 E. lst St., Los Angeles, CA 90012. Although the Daily Journal is a public company, control rests with the Board of Directors. Corporate management includes Charlie Munger as Chairman of the Board. He, as vice chairman, and Warren Buffett, as chairman, manage Berkshire Hathaway, one of the largest and most respected companies in the United States. Journal Technologies serves over 500 courts and justice agencies in 41 states and internationally. A partial list of clients follows: We have installations in California's Solano, Mendocino and Colusa district attorney offices and are finalizing contracts with Butte County. In addition, we provide our system to more than 200 district attorneys/prosecutors throughout the United States with Suffolk County District Attorney,New York being one of the largest with 6 offices and 400 attorneys. eCourt, our browser-based case management system, was first installed in the Washington, D.C. Office of Administrative Hearings in October, 2009, and in the Saskatchewan Court of Appeal in July, 2010. It is used for mental health cases for the Los Angeles Superior Court; that project is expanding to accommodate about 1,700 users. It is used for civil cases at the Tulare County Superior Court in California (now installing for criminal,juvenile and traffic), and for traffic and minor offense cases at the Placer County Superior Court in California (now installing for criminal, civil and juvenile). The San Joaquin County, California public defender's office also uses eCourt. Fresno County 114 RFP-District Attorney Case Management System(208-5325) The Oregon Office of Administrative Hearings uses eCourt and eCourtPublic for statewide appeals of unemployment insurance, unemployment insurance tax, and child support cases. Each of Oregon's 52 district attorney and Division of Child Support offices electronically file child support appeals directly into eCourt from the eCourtPublic eFiling portal. This system has dramatically reduced filing errors and improved case processing timeframes. Will County, Illinois, uses eCourt for the Departments of Animal Control, Health, Land Use and Sheriff's Office to support their administrative adjudication processes. eCourt is also used by the Prosecutor's Office in Gilbert, Arizona, where the system provides access to discovery, victim/witness services, investigations, probation and an automated plea generation system. eCourt, with the eCourtPublic eFiling portal, provides the Saskatchewan Court of Appeal with the first complete, end-to-end eFiling, eSearching and ePayments solution in Canada. Prosecutors and the public may file cases and documents electronically, pay filing fees, and view their cases all online. This has increased efficiency for the Registrar's Office's and enabled a paperless environment for the Court and its customers. Likewise, the City of Calgary Assessment Review Board uses eCourt to manage property tax assessment appeals filed electronically by the public using eCourtPublic. The Saskatchewan Sheriff's Department, with nine provincial offices, centrally manages asset seizures with eCourtPublic to satisfy civil judgments from the Court of Queen's Bench. Plans for expansion of eCourtPublic include other Canadian courts and agencies. Additionally, eCourt's browser-based application is multilingual. In Georgia, eCourt is used by Gwinnett County Recorder's Court, including the Solicitor's Office. It is also being installed by the Gwinnett Superior, State, and Magistrate Courts, where user acceptance testing has begun for criminal cases, and by the Marietta Municipal Court (including the Solicitor and Probation), which will be live in early 2015. eCourt projects also include the California State Bar's Office of the Chief Trial Counsel with nearly 250 users; the San Luis Obispo Probation Collections Department; the Saskatchewan Office of Residential Tenancies. The City of Fort Worth, Texas, Municipal Court has selected eCourt to process their ordinances and code violation cases. Journal Technologies has the following main products: eCourt®/eProsecutor — a family of case management software products for use by courts and other justice agencies for all case types because its screens, data elements, business rules, work queues, searches and alerts are highly configurable. eCourt also supports its prior generation Justice Edition software, which is a Windows-based system that also provides for customizable configurability. JustWare® — a family of case management software products for use by courts and other justice agencies. JustWare® provides a standardized case management system that includes business rules to automate tasks, document and report generation, digital signatures and shortcuts to speed data input. Journal Technologies also licenses its JusticeWeb® public access software, which allows the public to view certain case information, provides a means to create permission- Fresno County 115 RFP-District Attorney Case Management System(208-5325) based access for sensitive data, allows pro se litigants and attorneys to e-file documents and includes a way for case participants to make payments online. ICMSTM — a court case management system, which was acquired as part of the acquisition of the ISD assets. Journal Technologies also licenses its CASETM — an automated probation case management system, including juvenile hall detention management features. eFileTM — a browser-based interface that allows attorneys and the general public to electronically file documents with the court from a personal computer using the Internet at any time. ePayltTM — a service for the online payment of traffic citations. Users can pay traffic citations using the Internet at any time with a credit card, and can obtain traffic school and other information. Key Personnel —Derek Harris, account executive — Journal Technologies has about 150 professional employees and full-time independent contractors based in California and Utah. The project team includes: Others will join this team. Peter Daum Peter helped develop eCourt and eProsecutor, and he is responsible for installing eProsecutor for prosecutors and public defenders. Bryan Quiram Bryan, a former district attorney, has installed case management systems for prosecutors, courts and probation. Heidi He Heidi began her career as a paralegal in an office of public defense; she recently assisted in the implementation for the Nassau County District Attorney's office in New York- a customer with more than 400 users. Brian Schmidt Brian has developed and installed the eCourt Public Portal module which also provides discovery information for defense attorneys. Fresno County 116 RFP-District Attorney Case Management System(208-5325) Third-parties Conversions and Interfaces — After we determine these specific requirements and although we have the staff to do this work, we might recommend using another company that specializes in conversions and interfaces. We do not have any pending litigation and we do not have payment problems with Fresno County. Fresno County I17 RFP-District Attorney Case Management System(208-5325) VENDOR COMPANY DATA FORM A.1 — VENDOR OVERVIEW The purpose of this form is to describe the Vendor's organization and operations, as well as provide a brief overview of the product(s) bid. Please keep responses brief. QUESTION RESPONSE COMPANY Company Name Journal Technologies, Inc. Headquarters Location 915 E 1 st Street, Los Angeles, CA 90012 Year Established See Company Profile Company Ownership Wholly-owned subsidiary of Daily Journal Corporation Gross Revenue (in 1,000s) for past 3 years $23,150 (FY2014), $13,846 (FY2013) and $2,918 (FY2012) Net Revenue (in 1,000s) for past 3 years $23,150 (FY2014), $13,846 (FY2013) and $2,918 FY2012 Number of FTEs 150 Daily Journal and 150 Journal Technologies Parent company, if applicable Daily Journal Corporation Partnerships/Affiliations, if applicable Sometimes jointly respond to RFPs with (e.g., other Vendor products, e-commerce, internet other companies. solutions General and Limited Jurisdiction Courts; Target Market Administrative Law Courts; Prosecutors; Public Defenders; and other justice agencies Primary Product Line Case management systems Other Product(s) Implementation services PRODUCT Proposed Product(s) eCourt®/eProsecutor browser-based case manage ent system. Number of years providing proposed product(s) See Company Profile Previous product name(s)/ownership See Company Profile Number signed contracts for proposed product(s) See Company Profile Number operational sites (in production) for proposed product(s) Module/primary function(s) All of eProsecutor's functionality is in one list required modules and functions system. Module/primary function(s) All of eProsecutor's functionality is in one system. TECHNOLOGY Programming Languages eProsecutor—Java (List by module, if different) eCourt Public - PHP Web-enabled applications Entire product is browser-based. (List by module if not entire product) Fresno County I18 RIP-District Attorney Case Management System(208-5325) QUESTION RESPONSE Database management system(s) eProsecutor— Microsoft SQL Server/Oracle eCourt Public— M SQL Hardware platform(s) HP, Dell, etc. Operating system(s) Windows 2008 R2, Linux Network software Web-based Interface Engine (proprietary or standard) Web Services, SOAP over HTTP SYSTEM ARCHITECTURE DESIGN Vendor willing to customize? Yes. eProsecutor is highly configurable. If yes, describe. Customizations can be achieved through the confi uration of eProsecutor. Tailorable by user in system setup? Yes. eProsecutor is highly configurable. If yes, describe. Customizations can be achieved through the confi uration of eProsecutor. User ability to add fields? Yes. eProsecutor provides tools to add fields If yes, describe. to the existing data structure to extend eProsecutor configuration. Yes. Uploading of data can be achieved User ability to download/upload data? through business rules where eProsecutor If yes, describe. can read various file formats. Downloading of data is available for a case or a series of cases in PDF, Excel, RTF, XML, CSV, etc. INTERFACE INTEGRATION STRATEGY eProsecutor provides an API layer which Transaction Level, e.g. Interface Engine? allows the access to data within eProsecutor at the transaction, data and presentation layers. See eProsecutor API section. eProsecutor provides an API layer which Presentation/Access Level, e.g. web, windows? allows the access to data within eProsecutor at the transaction, data and presentation layers. See eProsecutor API section. eProsecutor provides an API layer which Data access Level, e.g. Import and Export? allows the access to data within eProsecutor at the transaction, data and presentation layers. See eProsecutor API section. SOURCE CODE Describe source code policy (e.g. source code held Source code held in escrow. See sample in escrow in case vendor support ends?) agreement. List Software Escrow Fees None, if use our standard agreement. Fresno County I19 RFP-District Attorney Case Management System(208-5325) FORM A.2 — CUSTOMER BASE OVERVIEW CLIENT BASE NUMBER OF M.JNBER OF SITES IN #OF"LIVE" NUMBER OF IS MDDULE DESCRIPTION SIGNED IMPLEMENTATION SITES SYSTEM/PRODUCT INCLUDED CONTRACTS PHASE REIlVIPLEMENTATION IN BASE SYSTENP Total More than More than Customer 500 courts About 75 projects 500 courts None. Base and justice including add-ons. and justice agencies. agencies. There is only one system Base System and you have access to everything. Module (specify) Module (specify) Module (specify) Module (specify) Module (specify) Fresno County I20 RFP-District Attorney Case Management System(208-5325) Technical Functionality and System Requirements Security eProsecutor has constructed a sophisticated security paradigm based on the Spring Security Framework (http://www.springsource.org/sprin -sg ecurity). This approach allows administrators to design their own flexible operational hierarchies of security levels using criteria such as agency, case type, role, etc. All application objects (system functions or tasks, cases, business rules, forms, reports, etc) are passed through a security audit to check user privileges before proceeding with a transaction. Additionally, eProsecutor allows for a number of sensitivity settings for case data including private, sealed confidential, and medically sensitive. Other points concerning security: • eProsecutor supports multiple methods of authentication, including Microsoft Active Directory and LDAP. eProsecutor also supports Remember-Me authentication, which allows the user to forgo the login prompt for a period of time when logging into eProsecutor. • Multiple configurable password policies are supported, such as expiring passwords after [n] days, not allowing password reuse, minimum length and other strength measurements of passwords, etc. Password resetting is done through configurable secret questions. Passwords are never sent through email or any other means; they are only reset based on one-time tokens. All passwords are saved in the database in an encrypted format (MD5 or SHA). • If necessary, the entire application can be run under the HTTPS protocol to encrypt and protect all traffic from and to the application. • An administrator defined timeout period can optionally cause the system to disconnect users who have been inactive for a set period of time. • eProsecutor validates that web application inputs to prevent against SQL injection or cross-site scripting attacks. The following concepts are used in eProsecutor's security: User: A user is anyone who has access to the system. Users are authorized to perform tasks based on the group they belong to. Additionally, Access Control Lists (ACLs) can be used to grant special permissions to individual users. Group: Groups are collections of users. Every user must belong to a group but cannot belong to more than one group. All rights ("Authorizations")to perform tasks are set at the group level. * Authority: Authorities are defined by the system administrator and determine the access rights to resources (such as URLs, Tasks, Forms, etc.). Then groups are granted authorities. Each group can have multiple authorities granted to them. * However,users of a group may not always have the exact same permissions to a resource because ACL entries may give them special permissions. Fresno County 121 RFP-District Attorney Case Management System(208-5325) Seals: Cases or documents can be sealed by inserting a seal record into the case or document. In addition to permanent seals, eProsecutor supports sealing for a limited period of time by setting their start and finish dates. The court administrator can add permission to access sealed cases and documents to an existing authority or to an authority specifically created for this purpose. Then that authority can be granted to a user (through the user's group). Users with such authority can access sealed cases and documents. Access Control List (ACL): ACLs are used for handling instance (or record) level security. Each secured object in the system may have an ACL. Objects can inherit ACLs from their parent objects (e.g. a Sentence can inherit ACLs from its parent Charge). Security Rules: In cases where special security requirements cannot be satisfied with the built-in security methods, eProsecutor provides hooks for writing custom business rules granting or denying access for specific situations. Configuration &Administration The system comes pre-configured with just one user("admin") and just one group ("administrators"). System administrators perform all the standard security management tasks such as creating groups, adding users,granting authorities,etc. Security may be set: • By URL • By Task • By Form • By Report • By Entity and Case Type • By Record Although the current version of eProsecutor does not provide support for the "Field Level Security" feature, the full configurability of forms and screens usually provides the security necessary to secure the system. Nevertheless, future versions of eProsecutor will likely provide "Field Level Security" feature as part of the security infrastructure. Audit Log Although technically not part of Security, the audit-logging feature is an essential part of the administration of the system. eProsecutor provides full audit-logging capabilities for all the domain objects. For each modification of the data ("Create", "Update", "Delete") the following is recorded and saved in the database: the user, the time, the action that was performed ("Create", "Update", "Delete"),the name and the record number of the affected entity. In case of an"Update",the list of the fields, which were modified, is also recorded. Additionally, these changes are grouped by database transactions,that they were part of. Fresno County 122 RFP-District Attorney Case Management System(208-5325) Integration with Other Systems The ability to effectively exchange information between information systems is critical to the success of integrated justice information systems (IJIS). The eCourt REST API is the primary way for 3rd party applications to get data in and out of eProsecutor. It's a low-level HTTP-based API you can use to query, insert, update and delete data. Because the REST API is built on eProsecutor's configurable metadata layer, new fields and columns added to the system are immediately available to the 3rd party applications. eProsecutor's workflow engine supports the configuration of triggers (such as the entry of a disposition on a case, a request for a bench warrant, or the entry of a probation violation) that can initiate an information exchange with another information system. Triggers can be conditioned to ensure that the information exchange occurs only under specific circumstances and the information exchanges can either be directly sent to the other information system or routed to a queue where they can be manually reviewed before being released. The full slate of business rules and validations are available to all transactions as if they were screens from within eProsecutor itself. Besides 3rd party application integration, eCourt is also directly compatible with the Citrix network, Microsoft Active Directory and LDAP services. Supports Complex and Changing Entity Relationships The eProsecutor data model is highly configurable and will ensure that you can manage the complex and changing relationships of an integrated solution. • Relational Model - eProsecutor is built on a relational database and our core domain objects supports "one-to-many," "many-to-one," and "many-to-many," relationships amongst varying types of data. For example: o Entities like PERSON can have multiple addresses with different address types (home, mailing, primary, etc.). Similarly, attorneys may have several address designations (mailing, service of process, law firm, etc.). eProsecutor enables customers to either manually select an address or create business rules that select the appropriate address in which to send a notices or forms. o The eProsecutor data model supports multiple petitions or complaints within cases. A classic example occurs during civil cases in which parties file claims and counter-claims against each other. Another use might be for processing amended complaints in which the charges on the case are changed multiple times before formal charges are filed with the court. o An individual or business can play different roles across multiple filings or sub- cases. Another situation that eProsecutor supports is when case roles and other associations have "start" and "end" time periods. By (i) managing different roles within cases and (ii) creating the custom fields startDate and endDate on those Fresno County 123 RFP-District Attorney Case Management System(208-5325) roles, eProsecutor accurately reflect time periods during which certain persons had certain roles on the case. • Cross-References — When relationships need to be established between entities that fall outside the normalized data model, eProsecutor offers Cross-Reference functionality that establishes "soft-linked" relationships. While these relationships are not database objects, they can still be used for searching and data retrieval purposes. For example, cross- references can manage the many-to-many relationships that can sometimes exist between attorneys and parties in a case. • Configurable Joinders—eProsecutor has unique functionality in which a user can establish different types of links (or "joins") between two or more related cases. Once joined, a variety of actions can automatically take place when records for one case are affected. For instance, the Courts can identify logical groups of cases with common staff assignments and other group-applicable business rules. Once joined, for example, scheduling and financial actions affecting any one of the cases can be automatically applied to all of them. Fresno County I24 RFP-District Attorney Case Management System(208-5325) Hardware and Hosted and System Software Confiuuration eProsecutor can be on your servers or hosted. Your servers We have included below a typical in-house system configuration of hardware that may be suitable for the agency; it also provides for the eCourtPublic portal. The system includes fail-over application and database servers that allow uninterrupted access to eProsecutor if the primary servers are down. A duplicate system will probably be required if you want off-site disaster recovery. All can be virtualized using VMWare or equivalent. There are several choices for the hardware; we have provided specifications for H-P hardware. You can purchase/lease equipment at significant discounts or you might already have the equipment. Users only need a web browser (Internet Explorer 9+, Chrome, Firefox, etc.) to access eProsecutor and eCourtPublic from desktops, laptops, smartphones (iPhone, Android) and tablet devices (iPad, Xoom, etc.) The system's graphical user interface, including all screens and dashboards, is natively touch screen enabled. eProsecutor is database agnostic; you can use Microsoft SQL, Oracle, etc. No software customization will be required, except for interfaces. (There are no eProsecutor modules; you have access to all of eProsecutor.) Hosted(alternative) Tonaquint Data Center, located in Utah, provides the SaaS hosted facilities which boasts state-of-the-art security, fire, safety, power protection, climate stability features along with robust connectivity and bandwidth services. Network security within the physically secure facility includes a network firewall anti- spoofing controls and IP prefix-lists, and Unicast Reverse Path Forwarding (URPF) protocols. Tonaquint's network design characteristics are built at minimum N+1 industry standards and is considered a true tier 3 facility. Journal Technologies conducts weekly third-party penetration and vulnerability tests on every hosted customer environment. Tests span discovery, exploitation, brute-forcing and reporting, providing advanced evasion and post-exploitation methods. In addition to these tests, Tonaquint has stringent data access controls. Fortune 500 companies, major corporations, educational institutions, and government agencies trust Tonaquint Data Center with their hosted services. Fresno County 125 RFP-District Attorney Case Management System(208-5325) Approximately 25 Journal Technologies customers in state, local and federal government are hosted in a private cloud like Tonaquint. If hosted, you will still need the development, testing and strategy servers in this diagram. Hardware Environment Internal Users Public Users Load Balancer 1 v Public Portal eCourt Application eCourt Database Fire all 0 0 0 0 Database eCourt. Server Application MS SQL Servers NAS SQL Database Server NAS SQL Database Server Backup DEVELOPMENT, TESTING, TRAINING, AND STAGING 1 1 Users o 0 ® M eCourt/ eCourt/ eCourtPublic eCourtPublic Application Server Database Server Fresno County 126 RFP-District Attorney Case Management System(208-5325) Case Management System Note:All can be virtualized using VMWare orequivalent. Environment Item Description Hardware and Software Requirement QTY Production Application Server Hardware: HP DI360/G7 Dual CPUXeon X5660(6 Core,2.8 GHz,12MCache),8GB RAID 2 3X146GB IOKRPMHot Pluggable HD Software:Windows 2008 R2 Server/Standard Edition 2 Apache Tomcat,Jasper iReport Hardware: HP DL360/G7 Dual CPUXeon X5660(6 Core,2.8GHz,12MCache),16GB RAM 5 X 2 MS SQL Server 300 GB IOKRPMHotPluggable HD Software:Wmdows 2008 R2 Server/Standard Edition, Mi SQL Server 2008 R2/Standard Edition 2 NAS-Database and File Server Hardware: EP X1800 Xeon X5530(4 Core,2.4 GHz,12MCache),16GB RAM 8 X300 GB IOK 2 RPMHot Pluggable HD Software:Windows 2008 Storage Server 2008 R2(Pre-Installed), Double Take Minoring Software 1 Public Portal Application&Database Server Hardware: EP DL360/G7 Dual CPU Neon X5660(6 Core,2.8 GHz,12MCache),16GB, 1 3X146GB IOKRPMEot Pluggable HD Software:Windows 2008 R2 Server/Standard Edition,PEP,Mi SQL 1 Load Balancer Coyote Point Systems E350si I Development, Application&Database Server Hardware: HP DL360/G7 Dual CPUXeon 33660(6 Core,2.804z,12MCache),8GB RAM 2 X 2 Testing,Training, 146 GB IOKRPMHot Pluggable HD,3 X300 GB IOKRPMHot Pluggable HD &Staging Software:Windows 2008 R2 Server/Standard Edition 2 NE SQL Server 2008 R2/Standard Edition 1 Signature Pads Topaz Scanning Hardware Kodak 2800 Report Writers Crystal Reports;if desired Fresno County 127 RFP-District Attorney Case Management System(208-5325) eCourt/eProsecutor Architecture eProsecutor is an n-tier, browser-based application developed on Java 2 Enterprise Edition (J2EE)platform, an industry standard. A principle reason we went with J2EE is that it provides a superior match of cross-platform flexibility and performance relative to competing application environments. As a result, you can leverage your existing software investments. The core design pattern of eProsecutor is the Model-View-Controller (MVC) pattern, a proven, established methodology of architecting enterprise web applications. MVC separates design concerns (data persistence and behavior, presentation, and control), decreasing code duplication, centralizing control, and making the application more easily modifiable. The software architecture consists of the following components: • Client Laver: Which consists of the various web-enabled devices (desktop PC's, notebooks, iPhones, PDAs, etc.), the browsers installed on them as well as any 3rd party applications installed on them. • implication Laver: Which includes the major components of the eProsecutor product including security, case processing components, the application framework, the application program interface (API), as well as any other products (such as content management systems, jury management systems, etc.) that eProsecutor has been integrated with. • Data Laver: Which includes the relational database (RDBMS) and the storage media supporting it. Client Layer The Client Layer includes the following components: • Web Browser — eProsecutor uses standard Javascript/AJAR throughout the application. As a result, clients may use Internet Explorer, Firefox or Opera on all workstations throughout the organization(including branch offices, etc). • 3rd Party Applications — The interface layer also interacts with 3rd party applications through our configurable API (see below). Using standard web service protocols, eProsecutor can interface with desktop client/server applications, mobile phones, PDA's, etc. Fresno County 128 RFP-District Attorney Case Management System(208-5325) Application Layer The Application Layer includes security, the case processing components (which are described in the proposal), the application program interface (API) and integrated 3rd party applications (please see Section 4—Integration, Interfaces, and Information Exchange), and the "Framework" that provides support for all of these components. Application Layer— Security eProsecutor has an advanced user/group access paradigm in which operational hierarchies of personnel (front office, supervisors,judges, evaluators, etc) are consolidated with organizational units (districts, divisions, units, etc). This approach is extremely flexible for clients who wish to manage data access based on organizational structure. All application objects (system functions, cases, business rules, forms, reports, etc) are passed through a security audit to check user privileges before proceeding with a transaction. Additionally, eProsecutor allows for a number of sensitivity settings for case data including public, private, sealed confidential, and medically sensitive. eProsecutor's security also includes: • Login - Rules as to usemame/password length, format and expiration dates are defined in a properties file. Thus, eProsecutor will conform to your standard of passwords at least eight characters long including at least one alpha, one numeric digit, and one special character (e.g., * & ^ % $ # @ ! —). Passwords can also be set to expire after [n] days and cannot be reused. Logon is completed via SSL encrypted sessions. Passwords are encrypted in the database by way of a one-way hash encryption using SHA-256 bit digest. An administrator defined timeout period can optionally cause the system to disconnect users who have been inactive for a set period of time. • Single Sign-On - For customers that prefer a "single sign-on" model, we provide an interface to LDAP. This interface accommodates both an integrated or externalized identity access. There can be a substantial overhead associated with eProsecutor interfacing with network resources in real-time so this solution should be carefully evaluated. A more detailed discussion is provided in Security under Technical Functionality and System Requirements. Application Layer—API In legacy systems, APIs would typically be hard-coded for each integration point. This means every time the court needed to send data,for example,to the public prosecutor,these integration points would have to be hard coded. This is normally very expensive. Instead, eProsecutor's API utilizes the configurability of the metadata and the eProsecutor Form Builder to allow dynamic API calls. This should be considered a highly significant aspect of eProsecutor. With our configurable API, systems administrators can configure a brand new data hierarchy and make it available to 3rd party systems when unique interface requirements arise. So instead of waiting weeks (sometimes months) for new Fresno County 129 RFP-District Attorney Case Management System(208-5325) API functions to be hard coded into the system,these functions can be added within hours without any new code. Application Layer—Configurations eProsecutor provides support for a wide range of functionality and a number of specialized configurations have been developed to meet the specific needs of different types of courts and justice agencies. Available configurations include: Courts Justice Agencies Administrative Hearing Courts Probation Appellate Courts Prosecution General Jurisdiction Courts Public Defense Limited Jurisdiction Courts A special configuration, eCourtPublic, has been developed to meet requirements for public access to information and services and includes functionality to enable members of the public to file documents, dispose traffic citations and other matters where a court appearance is not required (including the payment of fines, fees, and assessments) obtain forms, and conduct limited searches. eCourtPublic includes a number of"wizards" to guide members of the public in the completion of their online business with the court. Application Layer—Case Processing eProsecutor provides significant functionality to facilitate the processing of cases through all stages from filing through disposition and post judgment activities. A discussion of the functional capabilities of the product is not within the scope of this document and is provided in other reference documents, in the User Instructions, and in the online help content provided with the application. Application Layer—Framework The framework is comprised of: • Metadata—The metadata is an abstract layer resting above the physical database that enables clients to extend eProsecutor baseline tables (entities) and add completely new fields, tables and relationships to the system. This functionality allows clients to exactly meet their present and future data requirements. The metadata layer can be modified at runtime through an administrative interface. • Screen Builder - The Screen Builder is one of the most often used administrative screens in the system. It not only gives clients control of the data being displayed on case- management screens, but also provides functionality to display the data in different views and styles (columnar vs. tree, grouping, different colors and icons, etc). And because the Screen Builder is so closely tied to Metadata, portions of the screen builder are re-used for configuring the API, Minutes and Register of Actions. Fresno County 130 RFP-District Attorney Case Management System(208-5325) • Dashboard Metrics - The dashboard consists of multiple portlets/gadgets. Each user in the system can choose what gadget they wish to display on their dashboard and how they are organized. Users can have single, double, and triple column layouts of gadgets. eProsecutor also has built in user based color schemes, enabling each user to choose look and feel they are most comfortable with. Gadgets can be rearranged by simply dragging them into position. Some of the currently supported gadgets are: saved searches, currently assigned cases, upcoming events, recent cases, embedded reports, work flow assignments, court news, recently archived reports, embedded calendar, notepad, etc. eProsecutor dashboard is complete implementation of java portlet specification (JSR- 168). The dashboard implementation based on an open standard allows for rapid development of future gadgets and allows for clients extend eProsecutor's dashboard and develop their own gadgets. • Searches & Reports - eProsecutor ad hoc reporting is done through its powerful configurable searches. eProsecutor searches are built using eProsecutor's custom search builder. The search builder provides an easy to use user interface for constructing both the search criteria and search results. Building searches does not require database knowledge and can be done in real time. Users can save commonly used search criteria, these "saved searches" can be displayed on the user's dashboards where they can be opened or run in one click. Each criteria field can be filtered using various operators, such as equals, greater than, less than, soundex, contains with wildcard support, and many more. Date differences, day of week, month, year, and other standard date functions are available when building criteria and results. From the search results users can select multiple results then execute bulk operations, such as reschedule event, update cases, update addresses, adding of attorneys, etc. The user can easily sort the search results by clicking the column headers and pagination size of the results can be controlled user. Search results can also be exported in multiple formats, including: Excel, XML, CSV, PDF, and RTF. eProsecutor searches can be made into drill down searches by grouping on various search results. When grouping various aggregate functions are available, for example: averages, counts, maximums, minimums, and summations. Result data can also be pivoted to more advanced layouts. In cases where searches can provide the desired report, eProsecutor also has a built-in JasperReport engine. This engine allows for registration of reports in a report index. After registration the report can be run against the live data or on the reporting database. In addition to on the spot execution of reports and searches they both can be setup on a schedule (ex: weekly, monthly, annual, etc.). eProsecutor will automatically run these scheduled report / searches then the results will be emailed of posted on the appropriate user's dashboard. • Conditions & Business Rule Engine— eProsecutor condition engine is a custom, forward chaining processor built using a "best practices" approach for processing Fresno County 131 RFP-District Attorney Case Management System(208-5325) production/inference rules. These types of rules are used to represent behaviors of the type IF condition THEN action. For example, "IF pending charges still exist, THEN the case cannot be disposed". The key aspect of the business rule engine is that through a web administrative interface, clients with appropriate security can create and manage business rules in real-time without changing the underlying code. The eProsecutor system also contains a complete business rule repository. This repository allows for easy management of custom rules. The eProsecutor system includes standard business rules for automatic notice generation, automatic scheduling, official assignment, and many more. Inside the repository users can modify these existing rules or create new rules using a simple scripting interface. Also, eProsecutor interface allows for rules to be executed in test/debug mode, for rapid development. • Cross References — eProsecutor provides a flexible cross-reference module that gives clients the ability to reference nearly any case record to another. The relationships can be visualized in the main case view as well as queried during configurable searches. What's more, cross-reference records are symmetrical and can be many-to-many. From a data integrity standpoint this is valuable in that (i) users don't have duplicate data in order to see both sides of a cross reference and (ii) complicated relationships may be established. For example, the cross-reference utility can manage the complex many-to-many relationships that can sometimes exist between attorneys and parties in a complicated, class action lawsuit. • Workflow Engine — eProsecutor's workflow engine allows for the processing of business procedures or "workflows" during which information or tasks and documents are passed from one participant to another in a way that is governed by rules or procedures. eProsecutor's workflow engine is a custom implementation based on XML Process Definition Language (XPDL) of the Workflow Management Coalition (WfMC). The workflow processor has complete access to the business rule engine to carry out all automated functions. By design, the workflow engine can exist on separate, dedicated servers to increase efficiency. As an example of workflow, courts are increasingly accepting electronic filings from both the bar and the public. In eProsecutor, an electronic filing can be directed to a work queue where the filing can be reviewed and accepted by a staff member. Upon acceptance of the filing and the cashiering of the filing fees, the filing can be directed to a case creation queue where the case would be initiated; a judicial officer assigned and a hearing scheduled; the appropriate notices generated; and the original filing and the notices posted in the electronic case file in the document management system. Should the case require proof of service prior to the hearing, an item can be created in a work queue to verify that the filing party has provided it. This is a superior alternative to the customary setting of an OSC, which then has to be vacated when the proof of service is filed, thus avoiding the additional work involved as well as the potential difficulty if the proof of service is misfiled. eProsecutor also includes a workflow management console, which provides a complete view of all tasks inside a work queue and allows for modification to a single task or Fresno County 132 RFP-District Attorney Case Management System(208-5325) multiple tasks at once. Each work queue management screen contains a summary at the top of the page that details all open tasks for the queue along with the following: number of high priority tasks, number of unassigned tasks, number completed today, number received today, number past due, number due today, number due tomorrow, number due in two to three days, the number of tasks aged fifty to seventy-five percent, number of tasks aged over seventy-five percent, and how the queue is performing compared to the pre-configured tolerance levels. The statistics are provided for the entire work queue and also broken down by individual participating in the queue. • Navization/Menus — Clients have the ability to adjust general navigation of the system to perfectly fit the needs of the specific user role. For instance, the menus of a clerk can be modified to only display hyperlinks relevant to his/her job. Alternatively, judges may customize their menus to include quick links to pertinent websites existing outside of the system. eProsecutor also has developed a caching mechanism to enable quick display of menus throughout the system. eProsecutor also contains a small command line language called"supercodes" that allows quick navigation to system screens and/or execution of actions or business rules. The user enters a code into a command line followed by parameters (if any). If the syntax is correct, the corresponding action is taken. • Auditing—eProsecutor tracks and provides an audit trail of important application data updates such as date, time, transaction id, user id and agency id. This audit trail is accessible to authorized users and allows grouping/sorting and analysis by the above factors. This information allows selection of records by date ranges. With each change the system will automatically log the user, transaction ID, time of modification, and a complete history including revision numbers of any record being modified. Using this data the system can actually reconstruct the case at any point in time over the life of the case. eProsecutor also tracks IP, location, and user access to cases and people. System logs various security events by user and time, such as: URL access violations, task access exceptions, form access exceptions, case status denials, case type and entity denials, ACL exceptions, logins successes, login failures, seal case and document exceptions, application startups, and report access exceptions. • Notices Engine — Our Notice engine manages all forms and notices throughout the system. The engine contains a number of utilities that (i) utilize pre-existing MS Word or PDF documents or (ii) create new forms and notices not bound to a proprietary word processing system. In either case, you would map data from the database to a particular form/notice. In the background, eProsecutor uses open source software called Velocity to assist in mapping data. Velocity is a Java-based template engine. It permits anyone to use a simple yet powerful template language to reference objects defined in Java code. You can read more about the velocity project at http://velocity.apache.org. • Persistence Engine - eProsecutor utilizes an open source module called"Hibernate" as the main method for query execution and persistence management. Hibernate is a high performance object/relational persistence and query service for Java. Hibernate Fresno County 133 RFP-District Attorney Case Management System(208-5325) manages the connection to the database keeping eProsecutor portable to all SQL databases. Because of this, eProsecutor scales extremely well as concurrency increases in a cluster or on a single machine. For more information about Hibernate, go to hgp://www.hibernate.org. Database Layer The database layer includes the following components: • Tables - eProsecutor employs a relational database model with referential integrity strictly enforced. As mentioned in the functionality review, eProsecutor's configurable nature would allow you to insert additional tables and/or columns as business processes change. Out of the box, eProsecutor system database structure follows 2nd and 3rd level normalization. If further database de-normalization is required for performance reasons, we will document the specific reasons and actions that must be taken. • Indexes—eProsecutor indexes the baseline fields needed for general use. However, due to the configurable nature of eProsecutor, system administrators are free to create indexes on additional fields as they see fit. • Triggers, Cursors & Procedures - eProsecutor does not use triggers, cursors, stored procedures or any other database objects whose functionality may change across database platforms. • Agnosticity - Although we generally propose Microsoft SQL Server, you are free to migrate to any major JDBC-compliant database platform in the future (Oracle, MySQL, etc). Business Rules eProsecutor provides a business rule engine for administrative users. It allows complete access to the system objects and thus a rule can be written to provide Create, Read, Update and Delete operations. The rules can to be implemented using a scripting language called Groovy that follows the standard programming standards and compliance. These rules can be applied/implemented in various ways: • In screens as validation rules or transactional rules. • In entities to allow for additional complex validation and transactional rules. • In document templates to calculate complex template fields. • In minutes. • For Interfaces for communication with 3rd party interfaces The Workflow engine in eProsecutor also utilizes rules for automation to e.g. generate a notice of hearing when an event is scheduled. The business rules provide full access to consume SOAP and REST web services. Fresno County 134 RFP-District Attorney Case Management System(208-5325) PRODUCT AND PROJECT INFORMATION Vendor Journal Technologies, Inc. FORM B.1 - DESCRIPTION OF THE PRODUCT The purpose of this form is for the Vendor to provide the product history and system release information. PRODUCT DESCRIPTION VENDOR RESPONSE Indicate the name(s) of the overall product or applications family with proposed version eProsecutor Other names or companies under which the New Dawn - JustWare product(s) (or previous versions) have been sold Number of Implementations of Proposed Version See Company Profile Sold with Perpetual License (YES, NO) No. Year Product First Introduced October 2009 Number of Major New Versions/Releases to About quarterly. Date Date of Current Version/Release v 7.44 version was released in February 2014. Projected Date of Next Major Version/Release V7.50 version in June. If proposed release or product is not fully operational, list stage and estimated release date. Percentage of time targeted release dates are Quarterly- minor releases met, average delay time (in days)when target Yearly- major releases release dates are late. Patches-anytime Criteria used to determine when a version/release becomes generally About two years. UNSUPPORTED. Fresno County I35 RFP-District Attorney Case Management System(208-5325) FORM B.2 — RECOMMENDED SYSTEM CONFIGURATION Please provide a complete description of the recommended hardware requirements and any other technical aspects of the system being proposed. See our Hardware and System Software Configuration and eProsecutor Architecture documents. Fresno County I36 RFP-District Attorney Case Management System(208-5325) FORM B.3 — OTHER SYSTEM SOFTWARE Provide a listing of all systems software required to run the proposed system(s). SOFTWARE TYPE PRODUCT RELEASE FROMWHOMDOES NAME LEVEL OF NEED THE CUSTOMER MANDATORY OPTIONAL PURCHASE THE SOFTWARE? Operating System Windows 2008 R2 M Microsoft Application Programming Java 6 M Open Source Language Network Software Browser-based Communications eProsecutor Software Jasper Open Source Report Writer M Crystal Crystal Screen Builder eProsecutor Database SQL Server 2008 R2 M Microsoft Management System Oracle 11g 11g M Oracle System Utility eProsecutor Software &Tools Interface Software eProsecutor Other(Specify) Other(Specify) FORM B.3(a) - DATABASE MANAGEMENT SYSTEM APPLICATION SPECIFYDATABASE DBNB SOFTWARE USED NUMBER OF CONCURRENT USERS SUPPORTED? eProsecutor SQL 2008R2 Unlimited eProsecutor Oracle 11g Unlimited Fresno County I37 RFP-District Attorney Case Management System(208-5325) FORM B.4 — IMPLEMENTATION SUPPORT - PROPOSED SOFTWARE SOFTWARE IMPLEMENTATION SUPPORT SUPPORT FEATURES SUPPORT FEATURES DESCRIPTION 1. Location of implementation team and back up Los Angeles, CA staff(city, state). 2. Does the Vendor have different No. See contracts for maintenance program. implementation support packages? • If yes, what are they and how do they differ from one another? • Impact/Requirements on County resources • Which package is being proposed here? 3. Number of person-hours and type required for Type of People required proposed implementation? 0 IT • Subject Matter Experts • Attorneys • Office Staff • Management Normally we can effectively use anyone you can make available, especially those who know your procedures. To get you to the go-live we just have to pitch-in and get it done one way or the other. See our section on Project Management and Implementation Schedule. 4. Does the Vendor utilize a "train-the-trainer" or End user training would utilize train-the-trainer. "train-the-user" approach for the application software? 5. Indicate the maximum number of people that See our section on Project Management and can be trained in a Vendor-sponsored class Implementation Schedule. for the application software. There is no set maximum number. When we get to training, you will know the best way! 6. Regarding technical training that addresses See our section on Project Management and the issues below, state how and when the Implementation Schedule. training for each is received and whether the training is conducted on-or offsite. Technical training almost begins day one mostly onsite. • Classes for IT support. • Classes on system utilities such as report writers, screen builders, database design, and query functions. Fresno County I38 RFP-District Attorney Case Management System(208-5325) FORM B.5 — IMPLEMENTATION SUPPORT DESCRIPTION 1. Project Mgmt- Indicate the time allotted for project management activities. See our section on Implementation that follows. 2. Training - Indicate the time allotted for user training, including training for such activities as file building, report generation, and software function. See our section on Implementation that follows. We have an unlimited budget for implementation training; we will train until you want no more. Train-the trainer will be appropriate for certain groups of users. 3. Implementation Support- Indicate the time allotted to support the implementation other than training or project management. See our section on Implementation that follows. (1) (2) (3) PROJECT MGMT TRAINING IMPLEMENTATION SUPPORT APPLICATION OFFSITE ONSITE OFFSITE ONSITE OFFSITE ONSITE TRAINING DAYS DAYS DAYS DAYS DAYS DAYS See above. OPERATIONS TRAINING TECHNICAL TRAINING OTHER TRAINING Fresno County I39 RIP-District Attorney Case Management System(208-5325) FORM B.6 — SOFTWARE UPDATE POLICY SOFTWARE UPDATE CATEGORY (e.g., Version, Release SOFTWARE UPDATE POLICY RELEASE VERSION (explain) 1. Are customers charged (in addition to No No support fees)for this category of update (yes/no)? 2. What is the estimated cost for purchase of N/A N/A this update? 3. How often are updates issued (e.g., monthly, Quarterly Yearly In case of minor quarterly, yearly)? enhancements and known bug fixes, the releases are made quarterly. In case of major functionality release, versions are released annually. Critical bug fixes are fixed and patches may be released if required. 4. Are updates Vendor-installed or customer- The initial installation is installed? If the answer varies by level of done by the vendor. support purchased, explain. Once the go live happens, any upcoming upgrades are handled by the customer with documentation provided. Journal Technologies will assist in upgrading the system with the customer for the first release after go live to make them comfortable with the upgrade process. 5. What is the estimated cost of installation for No additional costs for these updates? first u rade. 6. Does Vendor provide user education? If so, Yes, normally via the does education occur onsite or at Vendor Internet. location? 7. Will Vendor guarantee that these updates The upgrades will be are compatible with existing customer- compatible with specific code? If so, is there an additional customer specific charge to upgrade the custom code? configurations. 8. How many of this category of updates has In the last 2 years, been issued within each of the last two Journal Technologies calendar years? has had 2 version releases v6 and v7. We do milestone release every quarter. We have had 6 milestone releases over the last 2 ears. Fresno County I40 RFP-District Attorney Case Management System(208-5325) SOFTWARE UPDATE CATEGORY (e.g., Version, Release SOFTWARE UPDATE POLICY RELEASE VERSION (explain) 9. What is the number and date issued of the The most current most current update? version is v7.44 released on February 2014. 10. Does the customer control the date and time Yes, that is dependent of update implementation? on the customer, however if the customer skips a major version release, for example, customer is on version 5.3, chooses not to implement v6.0 and then Journal Technologies releases v7.44 and the customer wants to upgrade to v7.44, then Journal Technologies will have to do custom upgrade which will involve time and cost. The product will still be supported if the customer chooses not to upgrade to any future versions. 11. Will the product become unsupported due to See answer to 10. a delay of update implementation? Fresno County I41 RFP-District Attorney Case Management System(208-5325) Scope of Work We will configure our true browser-based eCourt/eProsecutor case management system to meet your requirements. It enjoys a unique advantage over other systems: it was architected from the ground up as a highly configurable "business processing engine" to be the centerpiece for document management and eFiling solutions and used by trial and appellate courts and district and public defender offices and other governmental agencies including probation and county governments. Users only need a web browser (Internet Explorer 9+, Chrome, Firefox, etc.) to access eProsecutor and eCourtPublic from desktops, laptops, smartphones (iPhone, Android) and tablet devices (iPad, Xoom, etc.) The system's graphical user interface, including all screens and dashboards, is natively touch screen enabled. The system can either be on the Cloud or your servers. eProsecutor is database agnostic; you can use Microsoft SQL, Oracle, etc. No software customization will be required, except for interfaces. We have installations in California's Solano, Mendocino and Colusa district attorney offices and are finalizing contracts with Butte County. In addition, we provide our system to more than 200 district attorneys/prosecutors throughout the United States with Suffolk County District Attorney,New York being one of the largest with 6 offices and 400 attorneys. eProsecutor Features Configurability and flexibility eProsecutor is configurable; this is why we can provide a unique solution for governmental agencies. Using our core prosecutor configurations, we will modify it to accommodate your unique requirements. • Configurable Navigation — eProsecutor's Site Navigation Manager allows you to adjust general navigation of the system to perfectly fit the needs of the specific user role. • Configurable Screens — Our Screen Builder utility enables you to not only control the data being displayed on case-management screens, but it also provides functionality to display the data in different views and styles (columnar vs. tree, grouping, different colors and icons, etc) for different users. • Configurable Data Elements — Our Metadata Tool enables administrators to precisely meet any new requirements by extending our baseline database tables. This includes creating new entities and fields, creating relations between different tables, and assign data types to the fields. With some additional configuration using the Screen Builder, a new form can be quickly created and modified in a fraction of the time that older systems would require for similar changes. Fresno County 142 RFP-District Attorney Case Management System(208-5325) • Configurable Business Rules—These types of rules are used to represent behaviors of the type IF condition THEN action. For example, "IF pending charges still exist, THEN the case cannot be disposed". Through a web administrative interface, users with appropriate security can create and manage business rules in real-time without changing the underlying code. • Configurable Financial Distributions - Our Auto-assessment Engine allows you to modify the distribution of funds to the proper general ledger accounts. eProsecutor's configurable structure supports a wide range of investigative and judicial activities including: • Investigations can be created either before or after a formal complaint or incident occurs. Investigators, documents, meetings, and people related to an investigation can be tracked. Investigation screens are completely configurable and use the full functionality of eProsecutor. Confidential sources can be displayed or hidden based on user security settings. • Evidence can be added to cases at any time and a chain of custody can be established through tracking of dates, times, locations, and custodians in possession of the evidence. Images of evidence can be attached for use as proxies during hearings. • Property seized as a result of arrests or investigations may be recorded, including serial numbers, descriptions, and estimated or assessed values. Disposition of forfeited property can be tracked through property sales records which can record both bids and final sale amounts. • Searches are configurable and can be scheduled to run automatically and saved on a user- by-user basis. Searches can be configured with "drilldown" sub-views to provide an extensive amount of detail. • Digital and electronic signatures and electronic stamping can be configured for all documents. Additionally, all documents are securely stored and a complete document history is available that logs all activity on the document such as viewing, printing, e- mail, etc. Consequently, eProsecutor's configurability reduces the efforts needed to accommodate the differing needs of each agency. Workflow eProsecutor's workflow engine can accommodate automated workflows by nearly any data- driven parameters including case type, agency, case status or any event-driven activity. eProsecutor's built-in workflow configuration utility enables your administrators to control all aspects of workflow including (i) creating new workflows or modifying existing ones, (ii) identifying the specific event or action that inserts work into the queue, (iii) determining how many items may be assigned, (iv) automating actions to take if work is not completed within the specified timeframe, etc. Fresno County 143 RFP-District Attorney Case Management System(208-5325) We will configure your workflows to accommodate the various processes of your units or divisions. eProsecutor's workflow system contains a variety of functionality. For instance: • Configurable Triggers — Triggers initiate items in workflow queues based on either data- driven or event-driven actions such as the filing of a document, the entry of a judgment or disposition, the creation of a document, etc. Triggers are often configured to move items into "automated" queues, which can automatically update case records with virtually any kind of data. • Configurable Time Standards — Time Standards work very much like triggers except that they are based on the age of items rather than "listening" for a particular action. For example, an item can be created in a workflow queue if a party fails to comply with an order of the court within a set number of days from the filing of a document. Similarly, the time standards give supervisors the flexibility to specify different actions, such as automatic escalation, based on the age of an item within a work queue. These actions include routing the item to another work queue, notifying the user that the item requires immediate attention, notifying the supervisor, or some combination of all of the above. Multiple time standards can be put into place so that, for example, the user gets a message when the item is five days old, the user and supervisor are both notified when the item is 10 days old, and the item is automatically routed to another queue (with notifications), as needed,when the item reaches 15 days old. • Ad-hoc Workflow Redirection — Users with supervisor rights can redirect work from one staff member to another in the event of an absence, special assignment, or other circumstances that require a temporary reallocation of work. Calendaring The calendaring system provides a monthly, weekly and daily view, and can be searched by official, attorney, facility, case type, resource and date. The monthly view shows at a glance the number of events scheduled in the morning and afternoon, and the number of events that are reserved. The weekly and daily views show the events that are scheduled. The electronic case file can be opened by clicking on the event link. Events can be scheduled, reserved, rescheduled; agency business can be scheduled; and time off can be scheduled. Since court events are typically scheduled in the court's case management system, event records may be imported either directly from the court's case management system (if an interface is available) or from the output of a report of events (for example, a Crystal Report saved as a .csv file). eProsecutor's Outlook interface also posts events to the attorneys' Outlook calendars. Dynamic Advanced Searching and Ad-Hoc Reporting Along with a library of pre-defined searches, you can compose custom searches across all case elements in the database. The criteria for these inquiries can be based upon range of parameters Fresno County 144 RFP-District Attorney Case Management System(208-5325) you require such as case type, case number, unique person identifier, statute number or charge, docket code, calendar date, event type, or date, etc. Search results can be sorted by column and "drill down" into case information via hyperlinks. They can also be downloaded as Microsoft Excel documents. • Saved Searches — Often times, users run certain searches more frequently than others. eProsecutor provides "saved search" functionality in which an individual's search parameters can be saved for future use and are readily accessible from the left hand navigation panel under"My Saved Searches." • Reports — eProsecutor provides full reporting capabilities, with possibilities to output the reports into pdf, xls, html, xml and many other formats. eProsecutor supports ad-hoc as well as batch processing of pre-designed reports. The reporting module is fully integrated with the eProsecutor workflow system, which allows automatic and batch processing of reports. It also uses the bundled document management system for storing reports on demand or when they are automatically processed in batch mode. The report module is based on a popular, open source, reporting framework called JasperReports (http://jasperforge.org). With this system, agencies use their tools of choice (such as the iReport free desktop application, http://jasperforge.org/projects/ireport) to design the reports. Then the report designs are uploaded into eProsecutor and configured, and thus become available for ad-hoc or batch processing. You can also use Crystal Reports. • Expression Builder - The ability to perform configurable searching and reporting in eProsecutor is due to our Expression Builder utility which is the backbone of nearly all customized inquires to the database including Searches, Reporting (including statistics), Work Queues, Form Builder, etc. To shield users from the complexity of generating these queries, the Expression Builder allows users to "point-and-click" their way into creating whatever queries are necessary. Document Management eProsecutor provides a secure environment for your documents as well as scanning, indexing and storage of paper-based and electronic documents. All documents, regardless of file formats (scanned images and electronic files such as PDF, Word, Excel, PowerPoint, Visio, text, audio, video), are easily stored, managed, and retrieved from within eProsecutor for a single, centrally managed repository that has the necessary security and automation features to support the business. When a document is generated by eProsecutor, it is automatically associated to the case and saved to the repository. Additionally, when the user has to provide edits prior to saving the document and sending it, they can upload it to eProsecutor using the Microsoft Word ribbon tool bar and all revisions are saved. eProsecutor provides point and click access to all documents and their associated records. You can retrieve and enhance document images, view keywords associated with the document and change them if appropriate, add a note, highlight, stamp or signature. Users may also print documents, send them via internal or external email, save the document to the desktop or Fresno County 145 RFP-District Attorney Case Management System(208-5325) clipboard, and view the document's audit trail with a date and time stamp for each action performed on that document record, and by whom. Public Facing Website eCourtPublic, which is fully integrated with eProsecutor and is installed in separate servers away from the production system, will facilitate efiling of documents by law firms, if desired, and communications with defense attorneys, victims, etc. E-filing users must register in order to use the system. Just as eProsecutor is configurable, eCourtPublic can be configured and customized to meet your requirements. Ability to Integrate with Other Systems You require a number of interfaces. The ability to effectively exchange data between information systems is critical to the success of integrated justice information systems. In older systems, APIs would be hard-coded for each integration point. This means every time the agency needed to send data to another justice partner, these integration points would have to be hard coded. These hard-coded information exchanges were normally very expensive to develop and maintain and cannot be readily adapted to meet new requirements for information sharing including the ability to handle new information exchanges or to adapt to new standards. Instead, eProsecutor's Data Exchange API is built on eCourt's configurable metadata layer, new fields and columns added to the system are immediately available to the applications that exchange data between systems. In this manner, eProsecutor system administrators that oversee these data exchanges can rapidly make changes to the information sent from (or added to) eProsecutor. So instead of waiting weeks or months for new API functions to be hard-coded into the system, eProsecutor administrators have the ability to test and deploy their data exchange applications as quickly as they need to. Additional eProsecutor Functionality Notes Notes allow attorneys and others to attach "virtual post-it notes" to nearly any case. Notes are often used to organize simple reminders and memos about case information that don't require formal database fields. Users can quickly create notes of virtually any length with high levels of custom formatting (font, color size, indentation, bullet items, etc). Most important, every note is "security enabled" allowing the note author to precise control who can read/edit the note. A popular feature of Notes is called "My Library" which acts like a repository of commonly used notes. Individual users can build their own library of these text snippets and can "reuse" them anywhere in the system that accepts text input. Users can create their own personal index of notes or add notes to a common "Court Library" which can be used by court staff. All notes can Fresno County 146 RFP-District Attorney Case Management System(208-5325) be categorized and tagged so the user can rapidly find the exact note they are looking for. My Library allows attorneys to save their commonly used snippets of text and re-use them in any written document. Checklists eProsecutor's Checklists component can be used to help monitor and prepare cases. These checklists can include the major steps in the case as well as the required documents, which can be "mapped"to eProsecutor's document received screen. And checklists can be customized with case notes. Thus, the overall status of the case can be recorded on the checklist and viewed in the work queues by the appropriate personnel. Both Case- and Person-centric eProsecutor supports both case-centric (activity for all of the participants within a case) and person-centric (activity for all of the cases for a specific participant) activity. Typically legacy case management systems have been limited to the former, and they provide detailed case history information (referred to by courts as the Register of Actions) on a case-by-case basis including information such as the documents filed, actions and decisions of the court, and the case participants (including the parties, their legal representatives, expert witnesses, etc.). Minutes eProsecutor simplifies this process. Its Minutes component provides tools to enable users to quickly record information using pre-defined templates, cut and paste, use short-cut keys, and optionally use a bar-code reader to select commonly used text. Most importantly, information recorded through minutes is posted directly to the CMS eliminating the need to double enter the information. eProsecutor's workflow tools can then, for example, process the information according to rules established by the Agencies (send out alerts, schedule an event, etc). Fresno County I47 RFP-District Attorney Case Management System(208-5325) Project Management and Implementation Schedule Having installed many case management systems for courts and agencies, we not only understand the project scope as noted in other Sections of this response, but we know the potential problem areas which we will consider every day of the implementation. We will utilize the results of the initial planning meetings guided by the attached Project Implementation Agenda to jointly build the installation tasks and the responsibilities for and the sequence of each Track. The Agenda provides a general description of the agency's responsibilities. There are no eProsecutor payment milestones except for just before the go-live. The timeline for most implementations depends on the completion of the interfaces and conversions. eProsecutor has a robust API module that has been used to develop many interfaces. We have included our procedures for data conversion and interfaces. However, because there are many interfaces, we might recommend using a third-parry vendor to assist. We have developed the following major CMS functional tracks: These Tracks will be tailored to your requirements. Tracks Classification Tracks Classification A Facilities and Organization I Reports and Searches B Calendars and Scheduling J Accounting C Configuration and Navigation K Other Processes D Business Process Review and Workflow L Interfaces E Notices and Documents M Data Conversion F Checklists and Exhibits N Acceptance Testing G Minutes O Training H Dashboard P Implementation Many of the Tracks are fairly independent and can be done in parallel. Each case type or a related group of case types probably will have its own configuration and workflows. We will facilitate the "configuration work sessions" and with your staff, configure the components of the system to your specific requirements. With at least some of the configuration data and sample personnel/scheduling information in eProsecutor, the system will start to come alive, and you can begin to check off your functionality requirements. Training The training program and documentation will be tailored to your configured screens, processes and procedures for each case type or group of case types. We need to train what was configured. The agency's staff will be deeply involved in the configuration and workflow processes, and from these sessions will come a jointly developed training program. We use a train-the-trainer approach for end users. We have an unlimited budget for implementation training. Fresno County 148 RFP-District Attorney Case Management System(208-5325) Training and online "help" share the three components of the online documentation. All of the help functions can also accommodate both audio and video. 1. The universal view provides the complete eProsecutor documentation; its Table of Contents can be sorted by role to parallel training courses and facilitate the focus during "refresher" reviews. 2. Most screens have "help" that is brought to the user's open screen when you click on the "T' at the top of the screen. Consequently, the user continues to see what they are working on while they view the help information. 3. Every element on the screens can also have tailored help. Just insert a "T', for example, next to a dropdown, and then click on it to see a note explaining the dropdown while the screen remains open. We work to minimize future dependency on us through knowledge transfer and the development of a client Help Desk that is staffed by experienced individuals who have worked on the project and thus have both a firm grasp of eProsecutor and how it was implemented. As a result, they are able to effectively triage problem reports with hardware, network, and user errors being handled locally in an expeditious manner with us standing by to provide support or to handle problems related to software defects or functionality deficiencies. System administrators will be involved (trained) from the start and will include configuration, workflow and the associated business rules, notice mapping, form generating, document scanning, etc. A major part of the training will be on-site. Support Services Our support team consists of about 15 full-time employees. Your eProsecutor administrator should be the front line of support for all your end users. They can access our support specialists via toll- free phone, email and online chat, between 8 a.m. and 7 p.m. Pacific, Monday through Friday. We will respond to all support requests within four business hours of receiving the request. We are also available to respond to emergency issues at other times. All support issues are logged into our internal database and assigned a case ID. Every case has a history of notes, correspondence, involved parties, and solution information. This centralized database ensures that our staff has all the information they need to resolve your issues. As indicated in the Software License and Support Agreement, routine support is included in the annual license and maintenance fees; there is no cost for bug-fixes. We have remote access for all of our clients, and we will adapt to the County's remote access methods. The current version of the eProsecutor software is v7. We provide quarterly service level releases which consist of patches and bug fixes and an annual release of a new version. The upgrades in versions are deployed as "war" files, which contain upgraded java code for new features or fixes that have been released. Also included in the upgrade file are upgrade scripts for databases, which will Fresno County 149 RFP-District Attorney Case Management System(208-5325) refactor or change any database changes that have been made in the product. All these upgrades apply only to the core features of eProsecutor and do not affect any custom changes made for a particular client. This will take care of any extensions to the product made by the client. Testing Our quality assurance and testing practices combine an adherence to industry standards along with a comprehension of the flexibility necessary to successfully implement and upgrade clients with unique business requirements. During User Acceptance Testing (UAT), we will work closely with you to ensure the configuration and related interfaces are rigorously tested prior to acceptance and production cutover. We propose some of the following approaches, processes, tools and methodologies in support of UAT: Strategy and Planning The testing strategy will be considered early in the engagement to remain consistent with the overall project plan and ensure sufficient resources from the client will be available to participate in the testing effort. The test plan, developed with the client to ensure input and agreement, will include sections such as scope, schedule, test scripts, script execution and defect resolution processes, testing tools, resources and responsibilities, reports, and acceptance criteria. Script Development Test scripts will be developed with the client to ensure the product goes through a balanced testing program that includes end-to-end business processes as well as targeted testing for interrelated features such as security and interfaces. The scripts will be loaded into a central test management tool to facilitate script updates. Functional requirements will be mapped to test scripts to ensure complete coverage during the test execution phase. We will also work with the client to determine and load any test data needed in the system prior to execution of specific test scenarios. Execution and Defect Resolution Wide client participation during the test execution phase is an opportunity to identify obscure issues as well as encourage system adoption. Regular communication with participants, including an orientation on test management tools and testing processes, will be provided to client resources who will serve as testers during this phase. Testers will execute assigned scripts and log defects in defined cycles, and then retest the fixed defects in subsequent cycles. Regression testing will also be conducted to ensure the product remains stable after each build. Testing Reports Standard testing reports will be produced for the project team to track progress, status, and highlight any issues requiring management attention. Operational Readiness Testing A detailed cutover plan will be developed in conjunction with the overall engagement plan, but our proposed process for Operation Readiness Testing is to begin in parallel with UAT. While UAT is conducted in the training environment, we can begin addressing certain requirements in the production environment that are not dependent on the final configuration from UAT, such as connectivity to scanners and printers; connectivity to DMS; connectivity to 3rd party interfaces; loading users and their security profiles; and performing realistic load, performance and failover Fresno County 150 RFP-District Attorney Case Management System(208-5325) tests on the application, network and hardware. Once UAT is complete, the configuration from the testing environment will be migrated to the production server where 3rd party interfaces, connectivity to peripherals, and the go-live configuration will be retested to ensure the entire application is functioning as expected. Final cutover activities will occur the weekend before the go-live date, when the client can make a go/no go decision. User Acceptance Entry and Exit Criteria We propose the entrance criteria for a specific test cycles should include a stable system, the appropriate test data has been pre-loaded into the database, and communication to client staff has been delivered to discuss the schedule and objectives of the test cycle and script assignments. Exit criteria for the cycle should include the complete execution of assigned scripts. The client should expect a small pause between cycles to refresh the data (if needed) and remediate issues found during the previous cycle, thereby becoming entrance criterion for the next cycle. Final acceptance criteria should include at least one execution of the defined test scripts and the resolution of all issues found during testing deemed critical for go-live. Fresno County I51 RFP-District Attorney Case Management System(208-5325) Data Conversion Overview-e Prosecutor Our Data Conversion Methodology has been successfully used at numerous clients and will be the basis for migrating data from the agency's legacy systems to eProsecutor. We have used this approach when converting to Journal Technologies from over 50 systems. The methodology is a multi-step process, resulting in a tailored data conversion approach based on the unique circumstances of each conversion. Data conversions are typically difficult to estimate and manage given the volumes of data involved and the fact that significant aspects of the conversion, such as historical data type changes and old legacy conversions exacerbate the problems faced by the conversion team. Journal Technologies Data Conversion Methodology REQUIREMENTS BUILD TEST DEPLOY a 2.Prepare Data Mapping 6.Data Integrator: 5.U pdate —Extract legacy data 8.Final Data Timeframe and —Create data map 7.Execute test/ Conversion Required Effort —Create staging db cleansing cycles and Go Live Estimates —Create cleansing logic 3.Assess —Create error reports Data Quality 4.Write Requirements Most conversions must follow a fairly structured process. However, some phases overlap and initial analysis may even negate some subsequent steps. In summary: • Assessment. During the Assessment phase, data models will be developed of the information in the legacy systems. These models will assist in understanding the scope and organization of data. In addition, case type and record counts will be verified. Agency personnel familiar with these systems must assume an important role in determining the quality and complexity of the data in the existing systems and how and where data is stored. This analysis should Fresno County 152 RFP-District Attorney Case Management System(208-5325) enable the team to create specific data conversion strategies for each legacy database and preliminary conversion plans, including the required resources. • Confirmation. Periodically, it is important to review the initial objectives. We must continually ask the question: will the anticipated complexities and the resultant costs outweigh the benefits? (For Example, the decision on cleansing data that will seldom, if ever, be used might be no.) Senior department agency personnel must be consulted. • Requirements. Further analysis of the data extracts will provide the road map to create additional tables in eProsecutor for any new/unique information. Then the mapping process can begin. We use Excel and rely heavily on your subject matter experts to help define and explain the data relationships, confirm our assumptions and explain data exceptions, such as the same data in different tables and even at different times. This step establishes the baseline from which we will produce a Statement of Work. (Normally, early in the conversion process, we prefer to take an extract of raw data from the legacy system and load it into a simplified "interim" relational database using the Pervasive ETL tool as described below, and then begin the mapping process.) • Statement of Work. We provide updated effort and time estimates. The conversion and interface process will greatly affect the overall project schedule. Senior agency personnel must be consulted. • Build. We will use Pervasive Data Integrator, which is a sophisticated, well designed mapping and staging ETL (Extraction Transformation Loading) tool that non-programmers can use to easily connect to a wide variety of databases. It facilitates the mapping and business rules process and provides a foundation for error reports. Use of Pervasive Data Integrator will increase the sophistication of analytical capabilities, as well as the completeness, quality and effectiveness of the plans, requirements and documentation. • Cleansing Cycles. There will be a number of iterative cleansing cycles that will be verified by the team against the requirements. These cycles will require detailed attention from subject matter experts as they view the data inside eProsecutor. Cleaning data typically requires a combination of file extracts and error reports, with corrections being applied by a number of individuals, at varying times, by a variety of means. Data resultant from legacy entry error can be corrected in the source database with additional corrections acting upon the "interim" database for those contextual modifications required by eProsecutor. These contextual rules are persisted and re-applied for each conversion test run as well as for the final "go-live" transfer. As errors are eliminated, reports are rerun to confirm the success of cleanup activities and to detect any new errors that may have been introduced into the legacy system. An issues list will be maintained during this step to keep the team focused on problem resolution and track any changes to the baseline requirements. This concludes with sign-off that the team is satisfied with the data accuracy and that it can proceed with go-live. Fresno County 153 RFP-District Attorney Case Management System(208-5325) Data Conversion ETL Process LOAD EXTRACT TRANSFORM Conversion Tool(Pervasive Data Integrator) e C 0 Process u o- Map Designer/ XML mq r Designer Conversion Documents t Legac ystem Extract Lo is A eC urt Source Files P I Updat a logic Court Legacy Error Data Reviews Post-Conversion Resolution(Manual) Error Reports Processes (Manual) • Execute Final Data Conversion. This is the final step of the data conversion methodology. For go-live, the cleansed data in the storage database is further processed to production. Cases are posted in a predetermined priority sequence so that the courts/agencies are ready to operate on the go-live date. Conversion of lower priority cases continues until all are converted. Priority sequencing of data will only be necessary if data volume warrants. Current procedures allow for groups of cases to be connected. This procedure has proven more efficient than going from the first to the last case in one giant batch. Additionally, it provides for errors catching and reruns to start only from the end of the last successfully transferred group. Approach to data conversion, including how converted data will be moved to the production system Data conversion begins with an analysis of the legacy system. We gather business requirements by talking to the agency staff and producing a business requirement specification document. This document describes scope and organization of data. Special needs for the case types are analyzed and included in this document. This document will have number of cases by case type. The next step in the process is to know the meaning of every piece of data. We will create a legacy system data dictionary. This data dictionary will include name and purpose of each table. We will document names, data types and meaning of columns in each table. We will also note relationships between tables. Although the data dictionary is described in the form of table, columns and relations, we do not make any assumption that the legacy system uses a database management system. It can easily be a file system. Knowing the data dictionary, we will produce an ER-diagram of the legacy system. Fresno County 154 RFP-District Attorney Case Management System(208-5325) In a similar manner, we will provide an ER-diagram and data dictionary of the eProsecutor system (new system). After having the data dictionary and ER-diagrams of legacy and eProsecutor system, we proceed to create the physical design document. This document describes input record format, output record format, table size information and how data will be transformed. At this point, we will proceed to extract data from the legacy system. Data Conversion involves a three-step process whereby agency data is first extracted from the legacy database(s) using Pervasive Data Integrator and loaded into a MSSQL database of similar structure. From that database an "interim" normalized database is populated using SQL-based set operations. Lastly, SQL-based set operations populate the eProsecutor database from the "interim" database. Validation queries are performed and, as needed, a data "cleanup" utility is provided which can manipulate "code table" type data in the "interim" structure. How the data will be extracted from the legacy systems Data extraction consists of reading data from the legacy systems and writing to a MSSQL database copy. To facilitate this process,we are using Pervasive Data Integrator.The legacy system ER-diagram and physical design document described above will be used here to create ETL process and complete the ETL mapping specification. The table format of the MSSQL database copy will closely resemble the legacy system data structure.The idea is to extract data from legacy systems and have it available for next step in the conversion process. How the data will be converted to the new structure Both Pervasive Data Integrator and MSSQL have data type conversion capabilities that will be employed if there are any data type mismatches between legacy and eProsecutor's databases. Further, if data type casting needs to be performed on the interim structure, some manual intervention to remedy anomalous data may be required. This manual process is completed using SQL queries directly on the "interim" database. Since both "interim" and eProsecutor databases are MSSQL, data type mismatches between those systems are minimized. Pervasive Data Integrator is used to "map" legacy data to tables and columns in the MSSQL copy. Table and column mapping from the MSSQL copy to interim and from interim to eProsecutor are all performed using SQL stored procedures. Data mapping from input format to output format is described in the physical design document in a previous step. How the data will be loaded to the new system Physical design describes input record format, output record format and data mapping between input and output records. We will modify our existing stored procedures to read input, transform and load the output record according to the physical design document. Once these stored procedures are ready, we will execute these stored procedures to load data to the eProsecutor database. How errors and anomalies in the conversion process will be addressed Pervasive Data Integrator will catch transformation and loading errors, and, depending upon the consistency of the agency data, some manual intervention to remedy anomalous legacy data may be Fresno County 155 RFP-District Attorney Case Management System(208-5325) required. This manual process should be completed within the legacy system by the agency to guarantee non-anomalous data when additional copies of the legacy data are sought. Since both "interim" and eProsecutor databases are MSSQL, errors and anomalies between those systems are minimized. During the cleanup process, error reports are produced. Agency staff will read these error reports to verify if data cleanup is accurate and acceptable. At various stages, actual number of cases will be compared against the number of cases mentioned in the business requirement specification document. If these numbers differ, Journal Technologies staff will determine the reason for differences and try to remedy the problem. Finally, any errors discovered during quality assurance and acceptance phase would be fixed in a similar manner. How data cleanup will be addressed and expectations foragency participation Data cleanup can be described as systemic and contextual. Systemic cleanup involves legacy data inconsistencies with regards to data types, values and ranges. Cleaning this data involves agency domain expertise and manual intervention within the legacy systems. Contextual cleanup involves looking at the legacy data in the context of eProsecutor, and the provided cleanup utility addresses contextual issues on "code table" data. Data mapping_(legacy data elements to new data elements) During the data analysis phase, a data dictionary and physical design document is developed. The data dictionary describes the legacy system data elements. The physical design document gives detailed information on how input data from the legacy system is mapped to output data loaded into the eProsecutor system. Pervasive Data Integrator will be used to read data from the legacy system and load it into tables in the MSSQL copy database. Stored procedures are used to move data from MSSQL copy database to "interim" database then finally to eProsecutor database. Pervasive Data Integrator and stored procedures both use data mapping described in physical design document Input and output record layouts Record layout describes fields in data records. We will create input record layouts for data to read from legacy system and output record layouts for data to load to the eProsecutor system. Legacy system data can come from database tables or alternatively data can come from a file system. If legacy data is stored in database tables,we will document field name, data type, data length and meaning of each field. For data stored in a file system, fields are described by their name, relative position, data length and meaning of field. As noted above, the legacy system data dictionary will have input record layouts. Similarly, eProsecutor data dictionary will describe output record layouts. These record layouts are used in physical design document for mapping input to output and subsequently used in the conversion process. Fresno County 156 RFP-District Attorney Case Management System(208-5325) Location of source and target data Using Pervasive Data Integrator, a copy of the legacy database(s) will be loaded into MSSQL and all development and testing of the conversion process will be acting upon this copy. This MSSQL copy of the legacy database, the "interim" database and the conversion copy of the eProsecutor database will all be located on a dedicated MSSQL database server during the conversion process. Once the conversion process has been completed and tested, several test runs fetching an updated copy of the legacy data will be performed using Pervasive Data Integrator. Using MSSQL export facilities the eProsecutor database will be periodically exported from the conversion database server into the eProsecutor database server and used during acceptance testing of the eProsecutor product. File/table sizing information File/table size is calculated primarily for the purpose of determining size of data storage devices (disk space)needed for database. As noted above the eProsecutor data dictionary has record layouts of all tables in the database. Record layout has field name, data type and data length information. To calculate size of a table, first we will add size of each field in record layout, which gives us record size. Then multiply record size by number of expected records in that table to determine table size. In these calculations, character string data adds another variable. Character strings are generally stored in variable length fields. In this storage scheme, disk space taken up by fields depends on actual length of that field in each record. To estimate size of variable length fields in a table, we use maximum length of this field and a fill factor. Fill factor is an approximation, which tells us what percentage on the average a particular field is filled when the table is fully populated. Actual size of each file/table will be determined in the analysis phase of data conversion. At that time we will know the number of cases to load into new system. We will calculate, on average, how much data each case adds to each table. Total number of cases multiplied by average size of data added to each table will give us table size. In doing these calculations, one has to consider growth rate of the database and the number of years to keep data in the active database before archiving to another database. File/table volume information Once the database size is known, the next step is to determine where the database will be stored. We are using the MSSQL database. This database needs two files—data file and transaction log file. We may store these files on the same or separate disks. As described before, the conversion process first extracts legacy system data to a MSSQL database copy and then transforms and moves data into an "interim" MSSQL database. From the "interim" database we will load data into the eProsecutor system database. During data conversion, we will need disk space for MSSQL database copy, "interim" database as well as for eProsecutor database. Fresno County 157 RFP-District Attorney Case Management System(208-5325) Interfaces Overview All the functionalities in the eProsecutor system need to be accessible for consumption by a 3rd party system. The purpose of this document is to present an overview of the API component whose job is to expose the eProsecutor functionality to the outside world. API Overview J I J G I A A 31w E 4 F jt I PARTY H=J s o AP A EC'�=;TTFi_T The above diagram illustrates the high level interaction between eProsecutor and any 3rd parry. The Journal Technologies API is a part of the eProsecutor system. The Journal Technologies API is divided into three primary parts: I. eProsecutor system - The eProsecutor system, of course has all the functionality that of the CMS system. This part is self-explanatory. 2. Journal Technologies API - The Journal Technologies API is the component which contains public and private functions which deal with eProsecutor Objects as well as XML Data. This component contains the business logic of which methods in the eProsecutor Managers to forward the appropriate request to, get the response, structure the response into a schema defined response/java objects, and return the response back to the calling parry. This component provides multiple support to both external Web Service calls from 3rd parties, as well as can be used internally by the eProsecutor components. The only difference being that internally, the eProsecutor components can use exposed functions without creating addition overload of SOAP request/response. This will ensure that any functionality exposed as an API function will be exposed externally and internally. 3. Journal Technologies Gateway - This is the component through which the eProsecutor system communicates with the outside world, and the outside world communicates with eProsecutor. Here is where we actually define what gets exposed to the outside world. The difference between the Journal Technologies API and the Gateway is that the Gateway strictly deals with SOAP Requests and Response, whereas the API has knowledge of manipulating both XML Objects as well as Java Objects (for internal consumption). Fresno County 158 RFP-District Attorney Case Management System(208-5325) 4. 311 Party — This can be another agency information system directly exchanging information with eProsecutor or a message broker acting as an intermediary for multiple agency information systems. The information exchange transactions can be based on NIEM (National Information Exchange Model) IEPs (Information Exchange Packages), on other standards, or be defined locally. eProsecutor's configurability permits users to define and maintain support for a variety of information exchanges. Operational Narrative J I � J o T :YORAVARDS L IL 3. SEE DESC. T A H=SOW E P A 1 ECOURT This section will illustrate how the entire web service communication works. The section has been broken down into three parts. 1. REQUEST - Any 3rd party that wants to consume the Journal Technologies' API needs to do so using SOAP through HTTP. eProsecutor will expose selected functions through the API which will be available through web services. So far in eProsecutor any configurable insert, update and search forms are available through the API. The web service request contains an XML String. The structure of the XML String is defined in a Schema Definition (XSD). These XSDs are defined by eProsecutor and will be available as a part of the system. The request and response XSDs have been attached at the bottom of this page. For request the main file is susapi—header.xsd and for response the main file is susapiresponseIheader.xsd. These XSDs will define the message structure for the web service exposed 2. FORWARDING - When the Journal Technologies Gateway receives the request, it then forwards the request to the Journal Technologies API. 3. PROCESSING- The Journal Technologies API receives the XML from the gateway. The advantage the eProsecutor API offers is that, any configuration which is made in the eProsecutor system, is available through the API. For e.g. in eProsecutor we allow users to create their own insert, update and search screens with user-defined parameters. This exact configuration is available through the API. The advantage this offers the users is that any configurable rules created on the configurable screens, for e.g. while inserting a warrant, the issued date needs to be before today, this rule is immediately available through the API. In this manner all the validations and conditional data handling can be configured in one place, and immediately be used through the API without having to rewrite/reconfigure in multiple places. Fresno County 159 RFP-District Attorney Case Management System(208-5325) The eProsecutor API Services is capable of handling push and pull mechanism. Instead of having a 3rd party initiate a call to the eProsecutor API, the eProsecutor system can on a timed basis push information to a 3rd party system, or output defined data into a file system, either in XML or in a format specified by the 3rd party system. Fresno County 160 RFP-District Attorney Case Management System(208-5325) Project Schedule Preliminary Implementation Schedule for Maximum of 12 Months Months 1 2 3 4 5 6 7 8 9 10 11 12 Project plans and status reports Configuration Facilities and Organization Calendars and Scheduling Configuration and Navigation Business Process Review and Workflow for each unit or division Notices and Documents Checklists and Exhibits Minutes Dashboard Reports and Searches Accounting/timekeeping Conversion and Interfaces Testing Training Go-live Fresno County 161 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal Technologies) Track A- Facilities/Organization/Personnel/Case, Hearing, Event and Other Types The Agency should become familiar with these implementation processes and TO BE JOINTLY DETERMINED DURING might be able to complete all tasks for both Tracks A &B. PLANNING SESSIONS AFTER DETERMINING AVAILABILITY OF AGENCY STAFF FOR EACH AREA. ----------------------------------------------------------------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------- Facilities Agency to provide its facilities data to the extent desired (locations, floors, interview rooms, etc.) In addition, facilities of the agency(Agency -------rooms6g_ ges)to_calendar the agency's_appearances._------------------------------------------------------------------------------------------------------------------------------------------ Agency to supply additional facility data, including resource characteristics- -------capacity,handicap access, equipment,etc. -------------------------------------------------------------------------------------------- Journal Technologies to configure and load facility data. ___ Organization Agency to provide its organizational structure (divisions, departments, etc.)for all ______ Divisions_since_other Divisions will have view-only_access.)____________________________________________________________________________________________________-____________________________- Journal Technologies to configure and load organizational data. Case Types ------------------------------------------------------------------- Agency to supply case types, sub case types. Journal Technologies to configure and load these types. Hearing, event and other types and case phases ---- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Agency to supply list of hearings, events and other types and case phases, including-trial phases, by case type/sub case-type Journal Technologies to configure and load these types. Roles Agency to provide roles (not individual job titles)for both agency and non-agency personnel serving the agency and ancillary data requirements for each role, such as bar number, badge number, former law firms, classes attended, bond -------com anies, etc. ---------------------------- Journal Technologies to configure and load role data. -------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Fresno County 162 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal Technolo ies ----------------------------------------------------------------------------------------------------------- -------------------------------- Personnel Agency to supply list of personnel for both agency and non-agency, including judges, recurring witnesses, etc. and their roles for the Directory- representative partial list will get the project started. (See Directory for _______configurable_data elements and provide a_list of any new elements required.)--------------------------------------------------------------------- ----------------------------- ----Journal Technologies to configure and load personnel data. _ I-nformation--------- Updates -------- --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to provide any changes to facilities, organization, case, hearing, event and other types and case phase information to Journal Technologies. Journal Technologies will maintain tables until agency"Administrative Users" have been trained_Agency will_update_personnel_ _________________________________________________ - --------- --------- --------- --------- ------------------------------------- Agency and Journal Technologies to determine that Track A has been co m p l e t e d----------------------------------------------------------------------------------------------------------------------------------- - --------------------------------------------------------------------------------------------- Track B-Calendars and Scheduling Holidays and other Calendar Information _ Agency to supply agency holidays, standard working hours and any special types of agency business and off time. ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Journal Technologies to enter holidays and standard working hours and -------configure agency business and off time types---------------------------------------------------------------------------------------------------------------------------------------------------------- Calendaring and Scheduling Agency to provide case assignment process, weighted case assignment rules, -------caseload-balancing_Rolicies and conflictrules. --- -------------------------------------------------------------------------------------------------------------------------------------------------- ------------------------------ Journal Technologies to build assignment business rules. Agency to determine which roles/individuals have calendars, and if the agency wants to create the agency's calendar for each judge, if assigned, or agency room. (In addition, some agencies enable prosecutors and attorneys to schedule or at least request dates for_acency events.)-------------------------------------------------------------------------------------------------------------------------------------------- Agency to identify the number and characteristics, if any, of time slots for each individual. (Probably two-morning and afternoon to start, but you have total flexibility.)----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ---------------------------- Agency to provide scheduling procedures when hearing assignments are made _______on_a daily_basis_rather than on a case assignment_basis,_if applicable.________________________________________________________________________________- --------- ----------- Agency to determine configurable information on the individual Daily, Weekly and ______Monthly__a_qency_Calendar and the agency_Calendar, if desired.________________________________ --------- --------- --------- --------- --------- --------- ----------- Fresno County 163 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal Technolo ies ----------------------------------------------------------------------------------------------- -------------------------------- Journal Technologies to create time slots for each person and/or other assignment procedures and configure Daily Calendars and the agency Calendar. Agency tomaintain/modify the Calendar if requirements change. Journal Technologies to demonstrate using Conference Room Pilot. Agency and Journal Technologies to determine that Track B has been -------completed------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Track C-Configuration and_Navigation_(Some cases/complaints will be received electronically.) Case Initiation and_Updates.... Agency to provide rules for case and referral numbering and the processing _________procedures_of Agency_cases that_have_not_yet_been filed with the agency----------------------------------------------------------------------------------------------------- Agency to provide case initiation and update screen shots and lookup lists of the current system as a reference for each Division/Unit or system-wide, when available. Agency to provide the information/format received from other agencies that ---------also_initiate_cases/in_v_estigations------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Agency to supply any additional data elements, including person data elements, required for case initiation screens, along with required fields and which fields are confidential. Agency and Journal Technologies to determine case initiation validation rules _________and error messages. ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Journal Technologies will configure case initiation and update screens and lookuplists----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ---------------------------- Journal Technologies and agency to review eProsecutor screens (folder views)for Register of Actions, including sub-groups, Discovery, Charges, _______ Victims, Medical, etc_ and Journal Technologies_to_configure_as required_ ----------------------------------------------------------------------------------- Navigation and Other Screens --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- ----------- Agency to provide information to be included on the configurable Case Header, including the composition of the case name for internal purposes, and the Case Summary screens for each Division/Unit. In addition, agency to provide a list of Alerts (minor, requires interpreter, possible bond forfeiture, high risk, Brady list, drugs, etc.)for the case header and ---------throughout the_system------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Journal Technologies to configure Navigation and other screens._ --- ---------------------------------------------------------------------------------------------------------------- -_____Journal_Technologies to demonstrate_Using_ConferenCe Room_Pilot.__ Fresno County 164 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency—Journal ---------- Technolo ies ------------------------------------------------------------------------------------------------------------------------------------------------------------------------ --------------------------------------------------------------- Agency and Journal Technologies to determine that Track C has been completed_for each Unit and case type. ----------------------------------------------------------- ---------------------------------------------- Track_D-Agency__Business Process Review and Workflow for each case type___________ -------------------------------------------------- -------------- - Agency to have available any existing workflow diagrams, notices, reports, minutes, etc. for each case process. ------------- --------------------------------- ------------------------------ Journal Technologies to facilitate discussions with agency to review"as is" processes, identify potential process improvement opportunities and determine the processes to be automated using workflow. - ---------------------------------------------- --------------------------- Journal Technologies and agency to review the procedures and processes to determine initial and eventual utilization of Time Standards. (For example, _ _automatically schedule a hearing 14 days after a protection orde -- ----- -- -----------r.1 ---- ------------------------------ For each Time Standard: ----------------------------- ----- ---------------- ----------------------------- Define the Time Standard ------------------ ------------------------ ------------------------------ Define the Time Standard trigger -- ------------ ----- ------------------------ ----------------------------- _ Define the results of expiring ------------------------ ------------------------------ Define how the Time Standard is disabled ------------------------- ------- ----------------------------- For each Workflow: ----------------------------------------------------------- ----------------------------- ------------------------------ -------------Define_triggerinp actions/events -------------------------------- ----------------------------- Define actions ------------------------------------------ ------------------------------------------------------------------------------ _Define results ---------- Definecipants —-------------- - - - - ---------- ----- Definepriorities, deadlines, escalation_procedures, etc. ______ -- --------- ----------- Define business rules --------------------------------- -------------------------- ------------------------------ Journal Technologies to build business rules, automated workflows and time standards. ---------------------------------------------------------------------------------------------------------------------------------- --- ----------------------------- _Journal Technologies to demonstrate usinp_Conference Room Pilot. ----- --------- --------- --- ------------------------------ Agency and Journal Technologies to determine that Track D has been -----completed_for_each case type- ----------------------------------------------------------------------------------------------------------- Track_E-Notices and Documents (excludes Document ManagementSvstem and scanning,)_________________ ------------------------------ Agency to provide current notices/documents used for internal and external communications and any regularly filed type of documents. This includes the library of standard motions and the brief bank that will be included in My Notes Library or the Prosecutor's Library for_all_to use. ILibrary or ------ ----- --------------------------------------- ................. Agency to review notices/documents to consolidate as appropriate and indicate the filed documents that are related, if any, as they can be grouped in the Register of Actions. Fresno County 165 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal ------------------------------------------------------------------------------------------------------------------------------------Technologies)-------------------- Journal Technologies and agency to create Word documents for each notice/document and map variables to database and setup Document -- -Templates........------------------------------------------------------------------------------------------------- --------- Journal Technologies and agency to determine business rules for when -notices/documents_are generated and relate to workflow, if desired. Journal Technologies and agency to determine business rules regarding filed documents, including who reviews, if fees charged, etc. - - ------------------------------------------------------------------------------------- Journal Technologies and agency to create the Discovery Package and its .........processing_proced ures ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency and Journal Technologies to determine that Track E has been ---------completed_for each Unit and case type--------------------------------------------------------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Track F-Checklists and Exhibits Checklists -------------------------- Agency to provide lists of regular processing tasks, including investigation tasks, offender scoring sheets, and timeframes for each task, if desired, for _________certain types_of cases. -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to determine if the checklists are to be automatically or individually assigned to cases and who can_be assigned to work on each checklist. ---- --------- --------- --------- --------- --------- --------- --------- --------- --------- ------------ Journal Technologies to build Checklist including tasks requiring filed documents that will be automatically completed when the documents are received. ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Exhibits ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to determine process and data elements to set up physical storage of exhibits and exhibit destruction. ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- -Journal-Tech nologies_to configure_exhi bits_screens_____________________________________________________ -------------------------------------------------------------------------------------------- Agency and Journal Technologies to determine that Track F has been -----comp-eted_for each Unit and case -tYp.e-------------------------------------------------------------------------------------------------------------------- ---------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Track G- Minutes ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency will determine if hearing-type Minutes will be used to record agency decisions and for other meetings,_including_for investigations_ _ ----------------------------------------------- Agencywill provide samples of minutes of meetings and suggest additions_ ------------------------------------------------------------------------------------------- Journal Technologies will create Minutes for each type of hearings/meetings and create MS Word documents to reflect the decisions. ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- _Journal Technologies to demonstrate using_Conference Room Pilot Fresno County 166 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency—Journal Technologies) ------------------------------------------------------------------------------------------- ---- ... Agency and Journal Technologies to determine that Track G has been completed for each Unit and case type. Track_H—Dashboard_ Internal and Public Portal _ __________ - -------------------------------------- Agency to determine the dashboard views, including internal views and Public Portal views most of which are created by searches as pre-defined "Gadgets", which then can be selected by each individual to tailor their personal dashboard. The Public Portal views will be somewhat different and could include a view of the availability of discovery information to be made available to defense attorneys. By them downloading it, you will have _________a record that they_have_received it. ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Journal Technologies to configure Gadgets. (Many Gadgets have already been created, including recent cases, cases you are "watching", _________assignments, etc.) --------------------- --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to determine if they will accept electronic documents directly from lawyers; you could then electronically view and search these documents. (If the agency CMS were interface/integrate with the agency CMS, the agency might not need this utility because it could then download documents filed ---------with the agency_)----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to decide to put any other case/calendar-type information on the Public Portal. ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Journal Tech nologies_to configure_these Gadgets_for the-Public Portal. --------------------------------------------------------------------------------------------------------------------------------------- Agency and Journal Technologies to determine that Track H has been -----completed_for_each Unit_and casetype------------------------------------------------------------------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Track I— Reports and Searches - Searches can be used to eliminate the need for some existin re orts. ------------p-------------------- -Mn_q °---------------------------------------------------------------------- --Reports ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to provide copy and categorize reports by consumer(outside Agency, internal_use), by_case type_and_frequency.-------------------------------------------------------------------------------------------------------------------------------------------------------------- -----Agency to_review and consolidate as_appropriate.------------------------------------------------------------------------------------------------------------------------------------------------------ ____ Journal_Technologies_to create the reports____________________________________________________________________ --------- --------- --------- --------- --------- --------- ----------- Agency and Journal Technologies to determine that Searches and .........Reports_have been completed for each Unit and casetype-------------------------------------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Searches. Agency to suggest the format for some searches, Journal Technologies to _________suggest others. --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- -_____Journal_Technologies_will_configure_searches-_____________________________________________________________ Fresno County 167 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal Technologies) ------------------------------------------------------------------------------------------- -------------------------------------------------- Agency and Journal Technologies to determine that Track I has been completed. ------------------------------------------------------------- -------------------------------------------- ---------------------------- Track J -Accounting/Cashiering/Fines & Fees/Timekeeping ----------------------------- - ------------------------------ ---------------------------------------------------- ---------------------------- Agency will provide current Chart of Accounts, including those for Timekeeping, and bank account information. ------------------------------------------------------------------------------------------------------------- ------------------------------ Agency will supply all fines and fees, including fees to file documents, etc. and the accounting distributions. ------------------------------------------------------------------------------------ ----------------------------- Journal Technologies will load the Chart of Accounts and fines/fees. -------------------------------------------------- ------------------------------ ------------------------------ -Agency will-approve the accounting for each fine and fee. -------------------------------------------------------------------------- ----------------------------- Agency to provide a list of the cashiers and collection personnel, if appropriate, and Journal Technologies to_create tills_ -------------- ---------------------------------------------------------------------------------------------------- --- ------------------------------ Journal Technologies and agency to_create the Timekeeping_Reports------------------------------------------ ------- ----------------------------- Journal Technologies to demonstrate using Conference Room Pilot. --------- --------- ------ --------- ---------- ----- --------- ------- ----------- - ------------------------------ Agency and Journal Technologies to determine that Track J has been -----completed------------------------— ----------------------------- --- ---------- ------------------------------ Track K-Other Processes --- --- ------ --- ----------- ----------------------------- Seal cases and documents - --------------------------------------------------------------------------- ---------------------------- ------------------ - ------------------------------ .....Agency to provide seal-type information. ---------------------------- ------------------ - ------- ----------------------------- Journal Technologies to_configure. -- ---- ----------------------------- Warrants and Subpoenas_ ----------------------------------------------------------- ------------------------------ Agency to provide warrant and subpoena processes, including modifications, forms, etc. Journal Tech nologies_to cqa4gure_____________________________ ------------------------------ -------------------------------------------------------------------------------------------------------- ------------ ----------------------- Archive ------------------------------ Agency and Journal Technologies to determine process to archive cases in _________eProsecutor and/or_in_the_County's records system............................................................. ----------------------------- Journal Technologies to configure_archive_processes (Also part_of workflow_)____ -- ------------------------------ Agency and Journal Technologies to determine that Track K has been -----completed------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ------------------ -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Fresno County 168 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal Technologies) TrackL-Interfaces using API-------------------------------------------------------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------- The agency will provide the requirements for the information exchange, i.e., the conditions that trigger it, what information will be transferred, the format of the information exchange, the manner of the exchange (real time or batch), required controls (such as header and trailer records), etc. - ________________ Journal Technologies will configure and unit test the API and provide test entries. --------------------------------------------- Agency and Journal Technologies to determine that Track M has been ___ completed_for each workflow. ----- - ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Track M- Data Conversion ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Conversion .....2Ag_ency-confirms data to convert -- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Journal Technologies and Agency prepare data mappings from legacy system to eProsecutor .....2Ag_qncy establishes data query_and provides export(repeatable) -------------------------------------------------------------------------------------------- Journal Technologies imports data to tables; inserts default values as needed; ---------produces error reports=repeats_per_apency reviews -------------------------------------------------------------------------------------------------------------------------------- Agency reviews error reports and updates data in source system or determines with Journal Technologies any_post-conversion strategies------------------------------------------------------------_______________________________________________- Agency and Journal Technologies determine go_live_readiness ------- --------- ------- -------- -------- --------- --------- --------- --------- --------- --------- --------- --------- --------- ----------- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Track N---Testing __ --------------------------------- ------------------------------------------------------------ ----- -- Acceptance Testing- Journal Technologies and agency to develop acceptance plans centered around Conference Room Pilots and test cases. _ Agency to review acceptance plans and provide comments to Journal ---------T e c h n o I o_q i e s-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Journal Technologies to certify that eProsecutor is ready for acceptance testing-. ------------------- -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Agency to test eProsecutor per the acceptance test plan and to note any ---------def --- ects.------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ Track O -Training Agency to assign in-house help desk personnel early in the project. They ------should_participate_---all_stages- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Fresno County 169 RFP-District Attorney Case Management System(208-5325) Project Implementation Agenda Personnel Start Completion (Agency-Journal -Technologiest -................------------------------ --------- --- -- Journal Technologies to train agency Administrative Users from day one with a review periodically during the project. -------------------------------------------------------- ----------------------------- Journal Technologies to train super users, including help desk personnel, _throughout theproiect-with emphasis during the Conference Room Pilots.-- - —------------------------ ------------------------------ Journal Technologies and agency to tail training plans. ---------------------------------------------------- ----------------- ------ --- ---------- ------------------------------ Track P-Implementation (A detailed checklist will be developed as the Tracks are completed.) Tracksare cqq?p ----------- --- ---------- ----------------------------- Journal Technologies_to prepare_eProsecutor for implementation------------------------------------------------- ------ ------------------------------ _ Agency_Administrative Users and Super-Users to train end users --------- --------- ---------------------------- ------ ----------------------------- Journal Technologies and agency to migrate data from legacy information — systemsper the migration plan. ---------------------- ----- ------------------------------ Agency to conduct implementation testing over weekend prior to implementation. -------------------------------- --------------------------------------- ----------------------------- ......Agency_and Journal Technologies to conduct`go/no go° review. -- ------------------ --------------------------------------- ------------------------------ _eProsecutor to be implemented in production_ ------ - ------------------------------------------------- ------------------------------ (Although eCourtPublic will be implemented, the agency may not wish to immediately expose this site to the public pending any post- implementation data clean-up activities that may be required.) Fresno County 170 RFP-District Attorney Case Management System(208-5325) Sample Configurable Screens eProsecutor uses the same configurable structure and administrative tools for all modules/functionality. You will use the eProsecutor core system with additional supporting screens for each case type. Most of these screens are configurable to your requirements. Index Core Screens - Case Header and Summary......................................................72 Party View Across Cases.........................................................72 CaseInitiation..........................................................................74 Other Case Involvements.........................................................75 ConflictChecking....................................................................75 Discovery&Portal ..................................................................76 Speedy Trial Due Date Calculation& Tracking......................77 PleaOffer.................................................................................78 Fresno County 171 RFP-District Attorney Case Management System(208-5325) Case Header and Summary NAVIGATION 1014F04214 Vega, Barbara R A 12/22/2014 5 04/05/2015 {Ti■ TREE4roa2o7 count 1 PC2so AssaultN:311012015 STS N Ol(2312015 1N1E1t 1 E 14-000005470 L 306/201 RE 5 PRELIM L 12/25/2014 DEP0 I open ATW Sandoval Home Parties- Charges- Filing Cabinet- Events- Checklists Investigation- Communications Action Assignments Summary O Add Item ■ 4 More Actions It� Recent Cases NNW— Saved Searches DOV a b.seiau c legorr Plea Disposition Saved Reports O E Vega,Barbara R Lexis/Nexis - 12l23/2014 1 PC240 Assault Misdemeanor NC Westlaw O Add Item C open ■ i More Actions IC Court Book Notes Library [ME , Term Beginning stdus 0 Vega,Barbara R Add Case (Individual case Address Phone/Contact Notes types) Vega,Barbara R Residence O 3233 Primrose Lane Residence=(403)662-4860 i. Madison,WI 53705 Searches -witnesses&Victims—1 Witness Name Type Additional Information Reports Villarreal D rra_ Witness French -Future Events System Setup Date Start End Type Assignment 03,10 2015 09.00 AM 12.00 PM Status Conference Attorney Sandoval 01 23 2015 09:00 AM 12-00 PM Interview Attorney Sandoval System Admin Party View across Cases There are two alternatives for the party view across cases depending on your selection on the Party screen: (1) "View Person"that lists all cases with identical parry numbers in the system and(2) "Search Person"view that includes the cases linked to the party in(1) View Person and those resulting from the Search Person process. All screens are configurable, including the search criteria, which can be saved, and the search results format. View Person Screens The related cases are first displayed followed by selected panels that can be expanded to include additional information. Click on the case to go to the case screens. Fresno County 172 RFP-District Attorney Case Management System(208-5325) Smith,John Warren Jr. ©In Custody 13 AKA Jimmy Smythe Language Spanish View Person O Add Item a More Actions I2✓ - Description DOB Ethnicity Gender Ht Wt Hair Eyes Language • 04 2_ 96S t46 yi Hispanic Male 600 200 Brown Brown Spanish Open L/I -Cases Filed Number Name Rafe Disposition Status 07;15j2014 14CRO1502 Smith,John Warren Jr. Defendant 07/17/14 Dismissed 07 15 14 Open 07.222014 14CR01504 Ferguson,John P Witness 07:22r14 Relieved 08.27'2014 14CT01390 Smith,John Warren Jr. Defendant 09/09/14 Guilty 11:1914 Closed 06;02 j2014 14CT01025 Welch,Helene Witness 06:02r 14 Open 09/29/2014 14CRO1647 Smith,John Warren Jr. Defendant 09 29r 14 Open 10130/2014 14CT01850 Smith,John Warren Jr. Defendant 10/31/14 Dismissed 10/31/14 Closed 11/04/2014 14-00033 Smith,John Warren Jr. Defendant 11/04j14 Open 11/05/2014 14CT01856 Barrington,Carl Victim 11/17/14 Guilty 11117/14 Closed —Images Image Type Date• Sa�Q Cu Mugshot 09/02/2014 ,7 Mugshot 09/03/2012 t - Identification Type Number JL SIN 123-65-7884 U DL# K239842398 —Aliases Type Name Nick Name Soura"M� Also Known As Jimmy Smythe —Addresses Type Address 1 � Address 2` City —i- From To Residence 949 E.Second St. LOS ANGELES California 90012 07;15;2014 —Tel Type Number From — Reeldence (562)989-7454 07/15/2014 —Contacts WP Type Contact —� Email jwsmith-zyahoo_com 08/20/2014 —Alerts ■ Alert Mental Health Issues 08121/201 4 —Warrants Issue Date Case Warrant Number Type Served Date RecA2r 07,15:2014 14CR01502 WQ-12321 Arrest Warrant 08 01 r2014 U 08/01 j2014 14CR01504 1504-0012 Material Witness —Custody ■ Confinement Date Release Date Days Served Facility Additional Information ' : . OS 06 2014 08.12 2014 6 Century Regional Detention Facility Expected Release:08 77 2075Warrant 14-02828 08 12 2014 Inmate Reception Center Warrant 14-056959 Fresno County 173 RFP-District Attorney Case Management System(208-5325) Case Initiation • • jjjjjjjjEjjjLflg a ? a 1 Add Prosecutor Case O Filing Date' 12,31,2014 d -Add Prosecutor Case Case Type- Add Prior C—iaion Filing Agency Add Court Case Agency Case Report Date d Agency Case Report Number Reports -Defendant(1) p 0 0 System Setup Name +0.43 -Cti.rjes p o 1 44 Charge Date* Charge Number- statute• Allegations and Enhancements m I i 1 4 a +Allegations and Enhancements(l j C 000 O Charges . O Defendant -Other Parties Party Type Party Sub Type Person � • +4® O O Other Parties -Calendar Event Type. ArraignmNn Event Date 6 Time' IS Event Location Q a State's Attorney Save&Open WIII Save&Add Another « Back Save for Later Open Fresno County 174 RFP-District Attorney Case Management System(208-5325) Other Case Involvements Information related to a parry's involvement in any case can be displayed and accessed from any of the cases. The information can be highlighted if(configurable) conditions are met. Additionally, workflow can be triggered when new cases, warrants, or dispositions are added to notify people assigned to related cases: • Warrants across cases • New cases opened for parties with active cases • Prior convictions/prior cases • Alerts (both party- and case-based) Other Cases Party Type Filed Case# Case Name Charges Cue Sagas , - 07122;2014 14CRO1504 Ferguson,John P Count 1 PC240 Assault 07r 22l2014 Relieved v -DEF 09l291;2014 14CR01647 Smith,Jahn Warren Jr. 3151 Revocation Of Cdc Certificati... 09 29!2014 Open DEF 11 l04;2014 14-00033® Smith,Jahn Warren Jr. 11;04 2014 Open Conflict Checking Workflow and business rules can be configured to perform conflict checking when cases and parties are added. Example conflict checking can include: • Adverse witnesses • Defendant/victim role reversal Potential conflicts with staff can also be configured. For example, former clients of staff members, family members, etc., can be entered into eProsecutor and when parties are added to cases potential conflicts can be routed to a work queue for review. Screens can be configured to display conflict icons to indicate potential conflicts based on a party's role in other cases. For example, if a defendant is also a witness on another active case a"possible conflict" icon can be displayed next to their role in that case. Fresno County 175 RFP-District Attorney Case Management System(208-5325) Discovery& Portal Discovery and disclosure can be tracked. Discovery documents can automatically include a list of disclosed evidence and, once generated, update the disclosure status of the evidence. Workflow can be configured to remind staff to check for undisclosed discovery prior to events or when new counsel is appointed. Documents Ready for Disclosure Name File Type Size .. Digital Evidence z p 1.5 MB V i-Answer Denial xls 3.9 MB lJ Appeal Briefing Schedile xls 3.7 MB V Appeal Motion Response xls 9.2 MB V 1.. Appearance xls I.2 MB V i Blood Packet pdf 4 Pages V i Appeals Court Ruling pdf B Pages The eCourt Portal can be used to electronically disclose discovery both as individual files or zipped collections of files. Defense representatives can be "invited" via email to receive discovery after they have agreed to the terms of electronic disclosure and have created a profile on the portal. The system tracks all notifications to the defense and whether and when they accessed the portal to receive the discovery. The status of disclosures via the portal are clearly displayed on the case and are available as reports for use in resolving any disclosure conflicts. External portal users only have access to the information you decide to display on the portal. They do not have access to eCourt itself. Fresno County 176 RFP-District Attorney Case Management System(208-5325) Monroe Voss logout (0-9 Prosecutor DiscoveryPortal Horne My Cases Logoull Smith, Lee Allen Court Case#2013CT10813 Violation Date-06/09/2013 Discovery Discovery Details Plea Offer The following listconstitutes all discoverable items forthis case.The Gilbert Prosecutor's Ofte considers these items disclosed.fyou are unable to download any ofthese items,please contact our office immediately at480-635-7900.more information Digital view cart -. Date Available Description Fee Download Status Dec-13-2014 Test $0.00 Dec-12-2014 Chns Appeals Packet $0.00 Dec-12-2014 kaushik zip $0.00 memo asdfasdfas Nov-13-2014 Blood Packet(test for addin discovery item) $OLIO The eProsecutor cash receipts module allows agencies to charge for discovery items. The portal also allows for collecting fees for discovery items. Speedy Trial Due Date Calculation & Tracking eProsecutor can be configured to automatically calculate and track speedy trial deadlines. W14FO4214 Vega, Barbara R Added12/22/2014 Speedy04/05/2015 �"r0 14FO4207 Count 1 PC240 Assault Next No Events Scheduled Next No Events Scheduled 14-000005470 Last 03/06/2015 PRELIM Last 1 0 Open Summary , Parties - Charges - Filing Cabinet Checklists Investigation - Communications Action Speedy Trial ■ t More Actions L Speedy Trial Events : Days Remaining:95 Date Type Resuk Reason Days Excluded Days Between Total Days U 02r 02,2015 Arraignment Heard 0 0 U 03iO4r2015 Preliminary Hearing Continued Defense 30 30 U 03/06;2015 Preliminary Hearing Heard 2 32 Lt Open ■ More Actions LL MM ■ ! More Actions L✓ Back to Top Fresno County 177 RFP-District Attorney Case Management System(208-5325) Plea Offer The eProsecutor plea offer module can be configured to create both monetary and non- monetary sentencing, dismissed charges, sentencing guidelines, and approval workflow. Conditions, restitution claims, and no contact stipulations can also be included in the offers. Details O Section Name Category Subcategory Classification 28-1381(Axl) Driving Under the Influence DU 1 C1M Guilty •I x .085&above State Lool Original Amount Jail Suspended Upon Completion of Counseling(Day) 9 d 9 x GYAR Screening 150.00 150.00 x Fine(Consecutive) 513.50 513.50 x Substance Abuse Counseling x Probation with Automatic Termination(Years) 5 y 5 x Jail Days to Serve(Day) 1-10 1 d 1 x Jail Days to Serve(fine) 275.00 275.00 x Jail Suspended(Day) 179 d 179 x Do Not Possess or Consume Alcohol or Drugs wr'o a Valid Prescription x Mothers Against Drunk Driving Program x DPS Equipment Fee-DUI First Offense(ConsecutIVE) S00.00 500.00 x Prison Fund-DUI First Offense(Consecutive) 500.00 500.00 x Lab Fee(Consecutive) 116.00 116.00 x Public Defender Fee(Consecutive) 10.00 10.00 x State Surcharge(Consecutive) 13.00 13.00 x O Add item Total Jail Suspended Upon Completion of Counseling (Day) 9 Substance Abuse Counseling Probation with Automatic Termination (Years) 5 Jail Days to Serve (Day) 1 Jail Suspended (Day) 179 Do Not Possess or Consume Alcohol or Drugs w.o a Valid Prescription Mothers Against Drunk Driving Program Fines&Fees: GYAR Screening 150.00 Fine 513.50 Jail Days to Serve 275.00 DPS Equipment Fee-DUI First Offense 500.00 Prison Fund-DUI First Offense 500.00 Lab Fee 116.00 Public Defender Fee 10.00 State Surcharge 13.00 Total Fines/Fees 2,077.50 Fresno County 178 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 79 CASE MANAGEMENT SYSTEM REQUIREMENTS TECHNOLOGY REQUIREMENTS Req# Requirement A-1. The system must run on an operating system that is consistently and currently supported. Please describe what operating system is used. Response: By design, eProsecutor does not make use of any proprietary, vendor-specific features in the application server or database tier. This provides maximum flexibility for clients wishing to leverage any existing infrastructure investments or technical knowledge already in the organization. For application servers, clients have a wealth of choices such as Tomcat, WebLogic, JBoss, IIS, WebSphere, JRun, Oracle OC4J, etc. Journal Technologies has found that using Tomcat as the application server and SQL Server as the database gives justice agencies the right balance of cost, ease of administration, documentation, support, etc. A-2. Please describe if your system will operate properly with all critical operating system updates and security patches that are applied by Fresno County as releases become available. Response: eProsecutor does not use any proprietary, vendor-specific features in the application server or database tier so it will operate properly regardless of operating system updates. A-3. Please describe if your system will perform adequately while Microsoft Endpoint Protection anti-virus management software is active. Response: eProsecutor is a browser/web-based solution and will perform adequately while Microsoft Endpoint Protection anti-virus management software is active. A-4. The County of Fresno utilizes an enterprise industry standard backup and recovery system that requires a backup agent to run on the server. Please describe whether your software will run harmoniously with the backup agent. Response: eProsecutor will run harmoniously with a backup agent. A-5. The County of Fresno utilizes a variety of industry standard monitoring tools like Microsoft Operation Monitor(MOM)for software and Microsoft Endpoint Protection for virus scanning,as well as hardware monitoring tools. Please describe if your software will run while these monitoring tools are enabled. Response: eProsecutor will run while monitoring tools are operating. A-6. Please describe whether your system will run properly without the users having administrative rights on Fresno County servers. Response: eProsecutor users do not require users to have administrator rights on the servers. A-7. Please describe if your system will run properly without the users having administrative rights on their PCs. Response: eProsecutor only requires that users have an Internet browser and an eProsecutor user account. A-8. Please describe what version of Microsoft SQL Server or Oracle database your system is compatible with. Response: We generally recommend Microsoft SQL Server 2005+ because many public-sector organizations use it as their enterprise standard. The management console is simple to use and SQL Server can be scaled to handle large enterprise applications. Clients are not restricted to SQL Server and may use any other major JDBC-compliant database platform such as Oracle, MySQL, etc. A-9. Please describe whether your system is compatible with the GJXDM/NIEM(Global Justice XML Data Model/National Information Exchange Model)standards for data sharing in the Justice Domain. Seehttps://www.niem._qov/aboutniem/Pages/niem.aspx. Fresno County I79 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 80 CASE MANAGEMENT SYSTEM REQUIREMENTS Response: Information exchange transactions can be based on NIEM (National Information Exchange Model) IEPs (Information Exchange Packages), on other standards, or be defined locally. eProsecutor's configurability permits users to define and maintain support for a variety of information exchanges. A-10. The system must be scalable to handle future growth. Please describe if the County can replace or add on hosting components to increase capacity or speed as needed. Response: eProsecutor can be installed on one or more application and database servers and scaled by adding multiple application servers and database servers using standard load balancing and failover clustering. A-11. Please describe if the system will integrate with Microsoft Active Directory. Response: eProsecutor can use an existing Microsoft Active Directory or LDAP for authentication purposes. A-12. Please describe if your system will use Microsoft IIS as the web service platform. Response: By design, eProsecutor does not make use of any proprietary, vendor-specific features in the application server or database tier. This provides maximum flexibility for clients wishing to leverage any existing infrastructure investments or technical knowledge already in the organization. For application servers, clients have a wealth of choices such as Tomcat, WebLogic, JBoss, IIS, WebSphere, JRun, Oracle OC4J, etc. Journal Technologies has found that using Tomcat as the application server and SQL Server as the database gives justice agencies the right balance of cost, ease of administration, documentation, support, etc. A-13. Please describe if your system will run on the latest release of Microsoft Internet Explorer and remain compatible with new releases. Response: eProsecutor uses standard Javascript/AJAX throughout the application. As a result, clients may use Internet Explorer, Firefox, or Opera on all workstations throughout the organization (including branch offices, etc). We generally support two versions prior to the current version released by the vendor. A-14. Please describe if your system will run on the latest version of Java and remain compatible with new releases. Response: eProsecutor is an n-tier,web-based application developed on Java 2 Enterprise Edition (J2EE) platform. Fresno County 180 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 81 CASE MANAGEMENT SYSTEM REQUIREMENTS GENERAL SYSTEM DESIGN REQUIREMENTS Req# Requirement B-1. Please describe in detail if the system is fully accessible and usable via the Fresno County intranet by any authorized user with authorized access without the purchase or use of additional software. Response: Users only need a web browser and network access to the eProsecutor application server. B-2. How can the system be accessed via mobile device or tablet for authorized users? What mobile devices are supported? Please also describe which areas of the system are available via mobile access. Response: All areas of the system are available via mobile access. The solution is browser based and will run on any mobile device that can run a modern web browser(e.g. IE, Chrome, Firefox, Safari, Opera, etc.) B-3. Please describe in detail whether the system is capable of providing a separate Public Information screen that can be accessed by the public from a link on the District Attorney's website on the world- wide-web. For security purposes,the Public Information screen must be populated from a separate database on a separate IIS server. Response: eProsecutor, with the eProsecutorPublic eFiling portal, provides a complete, end-to-end eFiling, eSearching and ePayments solution. Government agencies and the public can electronically file cases and documents, pay filing fees, and view their cases all online. To serve the public with 24-hour access, we believe completely segregating the public application server from the internal production system is the right approach. Users are able to conduct business (electronic filing, calendar searches, etc)as needed while your personnel can "sleep at night" knowing the most sensitive data is physically separated the public. For most purposes, selected data will be automatically pushed to the public database at scheduled intervals determined by you. B-4. How does the system provide the ability for Fresno County and the DA to customize and define screen displays/dashboards,system views,case and name header fields,and coded values? Response: eProsecutor's Site Navigation Manager allows you to adjust general navigation of the system to perfectly fit the needs of the specific user role. Our Screen Builder utility enables you to not only control the data being displayed on case-management screens, but it also provides functionality to display the data in different views and styles (columnar vs. tree, grouping, different colors and icons, etc.)for different users. B-5. Please describe in detail how the system provides the ability to add new,custom fields of information to the database and to define characteristics of those fields(e.g. required or not,type of field)and to allow validation. Response: Our Metadata Tool enables administrators to precisely meet any new requirements by extending our baseline database tables. This includes creating new entities and fields, creating relations between different tables, and assign data types to the fields. With some additional configuration using the Screen Builder, a new form can be quickly created and modified in a fraction of the time that older systems would require for similar changes. Data validations are configurable at both the database and form level and can require (for example)the user to enter a value in a field when specified conditions are met. (For example, if a driver's license is entered, the user is required to enter the issuing state...but not if a passport number is entered.) B-6. How does the system provide the ability for Fresno County and the DA to rename/re-label any or all system fields to meet local requirements? In addition, please describe how the system provides the ability for Fresno County and the DA to remove or hide system fields if not applicable to local requirements. Response: The field name labels displayed to users are configurable by your administrators. Fresno County I81 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 82 CASE MANAGEMENT SYSTEM REQUIREMENTS B-7. Please describe in detail how the system provides the ability for Fresno County and the DA to define business rules for workflow creation. Please also describe in detail if and how the system provides a method for automatically linking/triggering events,case status changes,documents,and correspondence. (i.e.a certain event will automatically trigger a document). Response: Configurable Business Rules are used to represent behaviors of the type IF condition THEN action. For example, "IF pending charges still exist, THEN the case cannot be disposed". Through a web administrative interface, users with appropriate security can create and manage business rules in real-time without changing the underlying code. eProsecutor's workflow engine can accommodate automated workflows by nearly any data-driven parameters including case type, agency, case status or any event-driven activity. eProsecutor's built-in workflow configuration utility enables your administrators to control all aspects of workflow including (i)creating new workflows or modifying existing ones, (ii) identifying the specific event or action that inserts work into the queue, (iii)determining how many items may be assigned, (iv)automating actions to take if work is not completed within the specified timeframe, etc. Configurable Triggers initiate items in workflow queues based on either data driven or event-driven actions such as the filing of a document, the entry of a judgment or disposition, the creation of a document, etc. Triggers are often configured to move items into"automated"queues, which can automatically update case records with virtually any kind of data. B-8. Does the system allow Fresno County and the DA to make easy modifications or additions to drop down menus? How is this done? Response: Administrators have the ability to adjust general navigation of the system to perfectly fit the needs of the specific user role. For instance, the menus of a clerk can be modified to only display hyperlinks relevant to his/her job. eProsecutor also has developed a caching mechanism to enable quick display of menus throughout the system. B-9. Please describe in detail if the system supports auto-complete on all drop-down lookup lists. (e.g., typing'M'in the Genderfields automatically takes you to'Male' in the list). Response: Lookup lists can be configured to use either'begins with' or'contains' auto-complete. B-10. Please describe if the system applies data entry formatting inapplicable free text entry fields, (e.g. Phone Number ### ###-####x#####,ZIP Code[#####-####],CII[alpha########] . Response: Masks can be applied to free text entry fields. B-11. Please describe if the system allows a user to open any attached electronic file without having to exit the system. Response: Attached electronic files will open using the appropriate application on a user's workstation without closing eProsecutor. B-12. Please describe if and how the system has the ability to open any third party system,file or website from within the system (e.g..Westlaw, Lexis,county website). Response: Hyperlinks to other applications can be configured with the path to other applications, files, or websites. B-13. Please describe in detail if and how the system provides field-level security(i.e.access to fields can be controlled by user logon)in addition to screen-level security and case-level security.) Response: Although the current version of eProsecutor does not provide support for the"Field Level Security" feature, the full configurability of forms and screens usually provides the security necessary to secure the system. (Nevertheless, future versions of eProsecutor will likely provide"Field Level Security"feature as part of the security infrastructure.)Access to fields can be suppressed on forms based on user access rights. Form security decisions are made prior to forms being rendered in the browser so fields that users are denied access to are not just"hidden"on the page; they don't exist on the page when it is rendered in the browser. B-14. Please describe if the system provides the ability to save and close a document for future editing,as well as the ability to cancel an unfinished document without producing it. Response: Document editing is not performed via eProsecutor. Editing is performed in a word processor. B-15. Please describe how the system provides the ability to retain a name that was entered previously for searching(to avoid having to re-enter it if it is not already in the system). Fresno County 182 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 83 CASE MANAGEMENT SYSTEM REQUIREMENTS Response: eProsecutor utilizes all browser functions if elected. This includes the ability to turn on auto complete to save recently search data. In addition eProsecutor is name based. Once a person is entered it can then be added any number of cases. B-16. How does the system allow for multiple screens and multiple cases to be open simultaneously? Response: Screens (and cases) can be opened in multiple browser tabs. There is no limit in eProsecutor as to how many can be open at one time. B-17. Please describe in detail how the system generates documents,searches,displays,adds,and updates information simultaneously. Response: The system includes forms tailored for easy, intuitive data entry that work in conjunction with workflows and business rules that automate business processes that include document generation, event scheduling, searches, notifications, etc. B-18. How does the system provide the ability to quickly enter multiple counts of the same charge with a minimum of data entry? Response: The charge.counts field allows users to enter the number of counts for a charge. Workflow and business rules can be configured to copy a charge with multiple counts into multiple charges. B-19. Please describe how the system provides the ability to generate a printed copy of any screen (including windows within windows,pop-ups,etc.) Response: While the eProsecutor print button can print the screen a user is viewing, capturing all windows, popups, etc., must be performed via the user's workstation (typically, ALT-Print Screen). B-20. Please describe in detail how the system provides intuitive and efficient data entry. Response: The benefit of having a single solution for all case types is a consistent user interface with rapid data entry functionality. While some the data elements between case types might be different, all departments will work with the same core user interface elements and behaviors such as work queues, case headers, drop-down select boxes, lookup lists, radio buttons, type-ahead pre-filled data boxes, etc. Data entry screens are configurable to match your process flows and can be navigated with the keyboard and very little use of a mouse. B-21. Please describe in detail how the system provides response times such that 85%of all transactions will complete within 2 seconds or better. Response: eProsecutor allows for a scalable hardware platform. Hardware resources and configurations to the system may be adjusted to achieve desired response times. B-22. What features make the system designed specifically for a Prosecuting Law Office? Response: Features such as workflows and business rules that automate the management of the life cycle of various prosecution case types are ideally suited for prosecuting law offices. Process tailored data entry screens, a charging wizard, powerful and savable searches, document generation, as well as overall general configurability are designed specifically prosecuting law offices. B-23. How can the system integrate with Legal Search software(e.g.Westlaw or LexisNexis)to allow access to Legal Search databases from within the system? Response: eProsecutor has a full API that can send and receive data from other data warehouses that allow for integration. Configurations can also be made for easier access to outside Legal Search databases. Fresno County 183 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 84 CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—CASE TRACKING Req# Requirement C-1. Please describe in detail if the system provides tracking for the following types of cases: -Adult Criminal Cases - Juvenile Delinquent Cases - Investigation Referrals(Pre-Prosecution) - Welfare Fraud/IHSS Investigation Cases - Child Abduction Investigation Cases - Civil Cases(e.g.Consumer Fraud,Asset Forfeiture) - Civil Investigation Referrals(Pre-Prosecution) - Officer Involved Shooting Cases - In Custody Death Cases -Writs&Appeals - Lifer Hearings Response: There is no limit to the number of different case types that can be configured. In addition, navigation screens and workflow can be configured specifically to support one or more case types. C-2. Please describe in detail how the system provides tracking for all Investigation Requests received, whether a prosecution case is filed or not(including the ability to recall an Investigation Request when a case is settled). Please also describe if and how the Information tracked can include request number,date received, requestor,assigned investigator,case status(open or closed),date request completed,description of requested action(print photos,copy disks,obtain jail calls,etc.), DA criminal case opened (yes or no), DA criminal case number. Response: Investigation Requests can be configured as a case type and include all functionality of other case types including case status, assignments, documents and files, related case numbers, etc. If a criminal case is opened the Investigation Request case can be linked to the criminal case. Fresno County 184 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 85 CASE MANAGEMENT SYSTEM REQUIREMENTS C-3. Please describe in detail if the system provides Criminal Case Tracking for Adult Offenders, including the following: • Case Initiation • Turndowns(with Turndown memos&notices) • Filing • Electronic Charging Documents - Court Appearances (schedule,post results,handle continuances) - Pleas,Dispositions,&Sentence Tracking • Defense Attorney Tracking • Electronic Subpoenas • Subpoena Service Tracking • Witness Tracking • Electronic Discovery - Gang Affiliation Tracking • Assigned Prosecuting Attorney History - Prosecuting Attorney Calendaring • Brief Bank •Assigned Investigator History • Law Enforcement Inquiry • Public Information screen • RAP Sheet • Case Summary • Paper File Location tracking&history •Attorney Notes • Investigator Notes • Statement of Facts • J u ry Instructions • Payment/Restitution Tracking&History •Writs&Appeals Tracking • Notifications: Victim,Witness, Marsy's Law, Lifer • Persons of Interest Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-4. Please describe in detail if the system provides Criminal Case Tracking for Juvenile Offenders, including the same functions as for Adult Offenders(see above),with the following caveats: • Initiate Juvenile cases from electronic referrals from Probation • Limit onejuvenile defendant per case • Restricted access according to confidentiality rules • Electronic charging documents designed specifically for Juveniles(Petitions,etc.) • DEJ (Deferred Entry of Judgment)forms - Track Parent/Guardian information for Juveniles - Track transfer in data(date transferred in,transfer accepted or not accepted by Court) • Track Writs&Appeals • Notifications: Victim,Witness, Marsy's Law, Lifer Response: Cases can be initiated from electronic referrals. Limits on the number of defendants can be configured. Tailored charging documents and forms can be created. Family information can be tracked. Dates, documents, motions, and witnesses and victims can be tracked and notifications can be configured. Fresno County 185 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 86 CASE MANAGEMENT SYSTEM REQUIREMENTS C-5. Please describe in detail if the system provides tracking of Welfare Fraud (WF)/In Home Supportive Services(IHSS)Investigations Cases that include the following: - Case Initiation and Maintenance: o Suspect name,address,contact numbers,welfare number,fraud number o Referrals(track Date received, Fraud discovery date,statute date,status, Programs, Fraud amounts,program dispositions,and fines) o Assigned Investigator tracking&history o Paper File location tracking&history o Unlimited Investigator Notes o Events/Legal Actions/Reminders o Payment/Restitution History&Tracking(Legacy FACTS data) o Monetaryloss o Case Summary - Electronic Document generation - State Reporting -Ability to create a DA criminal case from an investigation case when referred for prosecution (track DA criminal case number). Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, unlimited notes, cash receipts tracking, appeals and motion, notifications, state reporting, and persons of interest. C-6. Please describe in detail if the system provides tracking of Child Abduction Investigations Cases that include the following: - Case Initiation - Case Summary - Referrals(track children,investigators,&referral dispositions) - Paper File Location tracking&history - Unlimited Investigator Notes per case - Events/Legal Actions/Reminders - Payment History(legacy data) - Electronic Document generation Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, unlimited notes, cash receipts tracking, appeals and motion, notifications, state reporting, and persons of interest. C-7. How is time tracking (amount of time spent on a case by DA staff)handled in the system? Response: The eProsecutor time and expense module allows users to track time and expenses for cases. C-8. Please describe in detail if the system records an unlimited number of involved persons(suspects, defendants,victims,and witnesses)for a case,and an unlimited number of cases associated with an involved person. Response: There can be an unlimited number of involved persons on a case. Each person can be involved in an unlimited number of cases. Fresno County 186 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 87 CASE MANAGEMENT SYSTEM REQUIREMENTS C-9. How does the system track Prosecution Requests from Law Enforcement Agencies and initiate Criminal Adult cases from those Prosecution Requests? Response: Prosecution requests can be received and cases initiated (1)via paper and cases created via data entry screens, (2) via electronic file exchange (interfaces), or(3)via the eProsecutor portal. C-10. Please describe in detail if and how the system automatically generates color coded case labels with bar coding as part of the case initiation process for all case types. Response: Bar code case labels are configured as document templates and can be configured and generated in different sizes and colors limited only by the capabilities of your printers. C-11. Please describe in detail if the system provides charge validation using the Uniform Crime Charging Manual. Response: eProsecutor provides a Statute table with the ability to add any validation and business logic to it. C-12. Please describe in detail the system's ability to record an unlimited number of Charges,Special Allegations/Enhancements,Strikes,and Priors, per defendant and per case. Response: A defendant and case can have an unlimited number of Charges, Special Allegations/Enhancements, Strikes, and Priors. C-13. Please describe in detail how the system allows users to automatically enter similar charge information without re-typing for cases with multiple charges and/or multiple defendants. Response: All charges can be entered once, followed by the defendants. Users are then given the opportunity to assign the charges to one or more defendants. The charges are copied to each defendant as assigned. C-14. Please describe in detail if and how the system generates electronic charging documents. Please also describe in detail if and how the system is capable of generating the following charging documents as part of the Filing process: - Complaints,Informations,Juvenile Petitions -Amended Complaints, Informations&Petitions - Calculated Bail Schedule - HTA form,Arrest Warrant, 1275 Motion - Bail Recommendation -Arraignment Letter,Disposition Sheet - Indictments - Probable Cause Statements -Victim Notifications Response: eProsecutor provides a robust document generation tool that is directly tied to the product. Any type of form/document can be generated. C-15. How does the system provide the ability for Fresno County DA to easily modify or add new electronic charging documents? Response: Document templates can be configured as RTF documents using Microsoft Word (required for configuration only). The document templates can merge case and user data into a final document (in a variety of formats). C-16. Please describe in detail how the system generates electronic charging documents with minimal data entry. (i.e.Variable fields such as bail amount should only be entered once. Data that is already in the system must not have to be re-entered; it must automatically populate the documents.) Response: Document templates are configured to pull data from the case and the statute/bail tables. They can also be configured to allow for user data entry at the time the document is generated. Fresno County 187 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 88 CASE MANAGEMENT SYSTEM REQUIREMENTS C-17. How does the system provide automatic calendaring of court appearances for attorneys? Please also describe in detail if and how the automatic calendaring feature can be turned on/off by user ID. Response: The automatic scheduling of court appearances and other events are tied to the workflow/business rule engine. These workflows have triggers and results and can be tied to users and group membership. C-18. Please describe in detail if and how the system provides the ability to enter an unlimited number of attorney notes for a case,and the ability to restrict the access of those notes. Response: An unlimited number of case notes may be added to a case. Users can set the access of the notes to private or to the DA organization. C-19. Please describe in detail if the system records the history of assigned investigators and their roles (lead investigator,assisting investigator, investigative assistant)for a case(adult and juvenile). Response: The history of all case assignments, including role, assignment date, removal date, and status, are tracked. C-20. Please describe in detail if and how the system allows for the creation of an unlimited number of investigator notes for a case,with the ability to set alerts to notify others to see the notes. Response: An unlimited number of case notes may be added to a case. Users can set the access of the notes to private or to the DA organization. C-21. Does the system allow for linking cases? How is this done? Response: Cases can be linked or"joined"to an unlimited number of other cases. The nature/reason of each join can be different. C-22. Please describe in detail how the system provides the ability to generate Action/Follow-up reminders for a case,and to set triggers on the Action/Follow-ups that will initiate events. Response: Workflow can be configured to assign tasks to users based on case activities (documents filed, events scheduled, etc.), dates (before or after a case or event, for example), or the expiration or update of a time standard (deadline). C-23. Please describe in detail how the system provides the ability to record and track pleas,charge and event dispositions,as well as sentencing (e.g.jail, PC1170(h)time and prison time,terms& conditions, probation violation/resentencing,fines,etc.)including their history. Response: An unlimited number of pleas, charge and event dispositions, sentencing, custody, conditions, probation violation, fines and fees, etc., can be tracked, along with their history. C-24. How can the system provide the ability to block information from being displayed on the Public Information screen? Response: Screens dedicated for use by the eProsecutor portal are configured to display only the information you choose to display. C-25. Please describe in detail how the system merges multiple cases without having to re-enter case events and information. Response: eProsecutor's 'consolidate'function allows multiple cases to be combined into one without having to reenter case data. C-26. Please describe in detail how the system splits a case into multiple cases without having to re-enter case events and information. Response: eProsecutor's'bifurcate'function allows a case to be split into multiple cases without having to reenter case data. Fresno County 188 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 89 CASE MANAGEMENT SYSTEM REQUIREMENTS C-27. Please describe in detail if the system tracks an unlimited number of associated numbers for a case, such as: • Court Case Numbers •Agency Report Numbers • Booking Number • JID Number(Jail ID Number) - Citation Number •Appellate Case Number Response: A case can track an unlimited number of different types (configurable) of associated numbers. C-28. Please describe in detail if and how the system stores the briefs and motions for each case in a centralized Brief Bank. What search options are available for the Brief Bank?(i.e.ability to search on words or phrases,ability to provide a search results list of documents or briefs/motions that can be viewed,etc.) Response: Full text search functionality is included in the system. Documents, including brief's can be stored in the case. C-29. What options are provided in the system for flagging cases with different kinds of user-defined warnings and alerts,and to customize them to trigger events(i.e. notifications,visual alerts, reminders to enter time spent on a case,grant consideration,etc.)? Flagged case examples include high profile or major cases, Prison cases,Sexually Violent Predators (SVPs),Mentally Disturbed Offenders(MDOs),Serious DUls,Serious Manslaughter Offenders, Marsy's Law Victims,etc.) Response: An unlimited number of flags can be added to a case. Notifications, alerts, and workflow can be triggered when the flags are added or at specified time after the flags are added or when some other activity happens on a case (such as a particular event being scheduled or disposed). C-30. Please describe in detail how the system provides the ability to designate types of cases that should have restricted access, (such as Homicide cases),and to define the access groups and levels of access. Response: Access rights are granted user access groups. Access rights to specific case types can be configured and given only to certain user access groups. C-31. Please describe in detail if the system tracks Officer Involved Shootings(OIS)including the following: • Case Initiation •Assigned investigator tracking/investigator role(i.e.lead,assisting) • Involved Law Enforcement Officers Tracking • Narrative • Electronic documents •Ability to restrict access to OIS information Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries(via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. Access to OIS information can be set up in the security module. C-32. How does the system track filing deadlines and trial time-out dates? Response: Deadlines (time standards) can be added to cases (triggered) based on any number of configurable conditions. The deadlines can be displayed and workflow triggered when (or before)the deadline date arrives. C-33. How does the system track warrants issued? Fresno County I89 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 90 CASE MANAGEMENT SYSTEM REQUIREMENTS Response: Any number of warrants may be added to an involved party record. Alerts and workflows can be added to warrant tracking. C-34. Please describe in detail how disposition entry is done quickly and easily in the system. Response: Charges can be disposed individually or all at once via "mass update" screens. C-35. Please describe in detail how the system allows for the tracking of cases by Court Ordered Probation and other post-conviction programs. Response: Probation orders, conditions, contacts, and violations (alleged and confirmed) can be tracked for a defendant along with related documents. C-36. Please describe in detail if the system provides standard team tracking to record,track and report on case activities. Response: The system records case activities in the `register of action' section. Reports containing additional detail can be configured if needed. C-37. Please describe in detail if the system provides Trial Team tracking (i.e.track Held to Answers, Continuances,Preliminary Hearing assignments,Jury Trial assignments,enhancements,priors [prison,serious,strike],facts synopsis,etc. Response: The system tracks documents, event assignments, and charges, etc. and would likely meet the requirements of a trial team. C-38. Please describe in detail if the system performs narcotics grant tracking(including referrals,filings, turndowns,convictions,dispositions,probation revocations,sentences,jail,PC1170(h)time and prison time,etc.). Response: The system can be configured to track detail on charge disposition and sentencing to meet the requirements of narcotics grant tracking/reporting. C-39. What options are available for syncing system court events with Microsoft Outlook calendar and smart phone calendars? Response: eProsecutor offers an Exchange Calendar interface and a Gmail Calendar interface to push eProsecutor events to those applications. C-40. Please describe in detail if the system provides the ability to track different kinds of court ordered registrants and injunctions. Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries(via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-41. Please describe in detail if and how the system tracks confidential Consumer Complaint investigation cases(pre-prosecution)and how access to these case can be restricted. This case type must include the following: • Consumer complainant name,address,and contact numbers • Business name,address,and contact numbers • Comments about the nature of the complaint •Action taken on complaint • Complainttype(phone,mail orwalk-in) • Closed date •Assigned investigator • DA criminal case opened (yes or no) • DA criminal case number •Ability to create a DA criminal case from a Consumer Complaint investigation case when referred for criminal prosecution and the ability to link the investigation case to the criminal case. Fresno County I90 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 91 CASE MANAGEMENT SYSTEM REQUIREMENTS Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-42. How does the system handle the entire electronic discovery process? What steps are involved? Response: Electronic discovery (both to and from the defense) is accomplished via the eProsecutor portal. First, a defense attorney is invited (via email)to participate in electronic discovery for the case. The defense is then registered in the portal as related to the case. When discovery is updated by users and marked for disclosure an email is sent to the defense informing them the discovery is available for download. The defense then logs into the portal and downloads the discovery. All notifications, portal screens viewed, and files downloaded are recorded on the case. C-43. Please describe in detail how the system allows for Defense Attorney Tracking. Response: Defense representatives are added to the case and related to the defendants they represent. The history of defense representation is tracked. C-44. Please describe in detail how the system allows for the tracking of Victim Complaints(pre- prosecution). Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries(via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-45. Please describe in detail the system's notes feature. Please also describe in detail how the system allows for shared case notes with text editing,document version tracking,and the ability to control access to these notes. Response: Notes allow attorneys and others to attach "virtual post-it notes"to nearly any case. Notes are often used to organize simple reminders and memos about case information that don't require formal database fields. Users can quickly create notes of virtually any length with high levels of custom formatting (font, color size, indentation, bullet items, etc.). Most important, every note is"security enabled" allowing the note author to precise control who can read/edit the note. A popular feature of Notes is called "My Library"which acts like a repository of commonly used notes. Individual users can build their own library of these text snippets and can "reuse"them anywhere in the system that accepts text input. Users can create their own personal index of notes or add notes to a common "Court Library"which can be used by court staff. All notes can be categorized and tagged so the user can rapidly find the exact note they are looking for. My Library allows attorneys to save their commonly used snippets of text and re-use them in any written document. C-46. How does the system handle electronic subpoena generation for multiple law enforcement agencies? Please also describe in detail the electronic subpoena delivery options available(e.g. email,data dump to law enforcement agency database,etc.). Response: Electronic subpoena generation can be accomplished via email, the eProsecutor portal, or via an interface (data file). Subpoena method and delivery address can be associated with law enforcement officer directory records. C-47. Please describe in detail how the system provides the ability to track submitted (arresting)charges, prosecuting charges,and final charges. Response: Charges are added with a "stage added" attribute that allows tracking and displaying charges added to (or moved forward to) each stage of the case. Fresno County 191 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 92 CASE MANAGEMENT SYSTEM REQUIREMENTS C-48. Please describe in detail how the system provides the ability to record when a case has settled,when hearings are continued, rescheduled or removed, and to trigger notifications to the victims,witnesses, Witness Information Unit and assigned investigators. Response: Case status and event results can be tracked and the updates of the statuses and results can be used to trigger notification workflow. C-49. Please describe in detail if the system tracks pre-prosecution Auto Insurance Fraud investigation cases,including: • Defendant information • Fraud type • Claim information • Submitting agency • Case synopsis • Closed date •Assigned investigator • DA criminal case opened (yes or no) • DA criminal case number •Ability to restrict access to these cases •Ability to create a DA criminal case from an Auto Insurance Fraud investigation case when referred for criminal prosecution and the ability to link the investigation case to the criminal case. Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-50. Please describe in detail if the system provides tracking for In-Custody Death cases, including the following: • Case Initiation •Assigned investigator tracking/investigator role(i.e.lead,assisting) • Involved law enforcement officers tracking • Narrative • Electronic documents Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. Fresno County �92 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 93 CASE MANAGEMENT SYSTEM REQUIREMENTS C-51. Please describe in detail if the system provides Civil Case Tracking, including the following: • Case Initiation • Turndowns(with Turndown memos&notices) • Filing - Electronic Charging Documents - Court Appearances (schedule,post results,handle continuances) • Pleas, Dispositions,&Sentence Tracking • Defense Attorney Tracking • Electronic Subpoenas •Victim/WitnessTracking • Electronic Discovery -Assigned Prosecuting Attorney History -Assigned Probation Officer History - Prosecuting Attorney Calendaring - Brief Bank •Assigned Investigator History • Law Enforcement Inquiry • Public Information screen • RAP Sheet • Case Summary • Paper File Location tracking&history • Statementof Facts/Summaryof Events • Jury Instructions - Payments/Restitution&Other Financials Tracking&History • Ability to link civil cases to criminal cases •Ability to create specialized case titles(e.g. People vs.$15,000 US Currency and 12 Gold Chains) Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-52. What options are available in the system to seal a case? Does the system also have the ability to, record the seal order date,date sealed,and file destroy dates? Please also describe in detail what happens to the information in the sealed case. Response: Cases or documents can be sealed by inserting a seal record into the case or document. In addition to permanent seals, eProsecutor supports sealing for a limited period of time by setting their start and finish dates. The administrator can add permission to access sealed cases and documents to an existing authority or to an authority specifically created for this purpose. Then that authority can be granted to a user(through the user's group). Users with such authority can access sealed cases and documents. C-53. Please describe in detail if and how the system allows for the unsealing of a case. Response: An end date can be added to a seal to allow regular access to a case. C-54. Please describe in detail if and how the system provides the ability to automatically close a case based on business rules in accordance with Fresno County DA defined rules,or procedures. In addition, please describe in detail if and how the system allows for the reopening of previously closed or sealed cases while retaining previous case closure and current reopening information. Response: Case status and event results can be tracked and the updates of the statuses and results can be used to trigger case closure workflow according to local rules. The history of the updates is recorded in the case log (register of actions). When a case is reopened or unsealed the closure history is not lost and the reopen history is also retained. Fresno County 193 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 94 CASE MANAGEMENT SYSTEM REQUIREMENTS C-55. Does the system provide the ability to auto-create DA defined documents,events,and notifications on closed cases? How is this done? Response: The "closed" status is just an attribute of the case. Workflow and business rules can be configured to automate the creation of documents, events, and notifications for closed cases. C-56. Please describe in detail how the system provides the ability to create notification of activities or changes in case (e.g., notify prosecutor, investigator, DA Administration, etc.) based on Fresno County DA defined business rules. Response: Workflow can be configured to notify users of case activities or updates based on local rules. C-57. Please describe in detail how the system allows for adding an unlimited number of user-defined fields for person,case,and charge information. Response: The forms used for entering data related to persons, cases, and charges can be configured to include an unlimited number of custom fields in addition to the standard ones available in the default configuration. C-58. How is the reassigning of groups of cases to selected system Users, District Attorney Units,or Teams handled in the system? Response: Users and/teams can be assigned to a case. Cases can be reassigned as groups or individually. C-59. Please describe in detail how the system allows users to define structure,content,and frequency with which the system displays different types of ticklers,alerts,and prompts. Response: Users can configure notifications based on case updates, events, deadlines, and workflow tasks. Event, deadline, and task notifications can be configured to alert users prior to the event. C-60. Please describe in detail how the system allows for staff to have a viewable calendar for upcoming associated events. Response: Calendars for month, day and week views can be configured for events associated with users. C-61. What options are available for quick in-court dispositions during the Sentencing of Juvenile and Adult Felonycases? Response: The eProsecutor minutes function can be configured to enable quick in-court dispositions during appearances. C-62. Please describe in detail how the system can provide a notification that a Juvenile case should be sealed. Please also describe if and how the system provides the ability to mark juvenile cases to be sealed on the minor's 18t"birthday if desired. Response: Workflow can be triggered to alert staff to seal a case on the calculated 18t" birthday of a juvenile defendant. A case attribute indicating the case is awaiting seal can automatically be added. C-63. Please describe in detail how the system provides a method to identify that a juvenile case has been sealed,and references the case number and the date it was sealed. Response: Cases can be sealed with start and end dates and searches case be configured to list sealed cases. Case seal can be updated by authorized users. C-64. Please describe in detail how the system automatically calculates the Case Destroy Date(five years after date sealed)and provides notification prior to that date. Response: Case Destroy Date (a time standard deadline)for a case can be calculated and triggered based on case attributes (case status). Alerts can be triggered via workflow prior to the deadline. C-65. Please describe in detail if and how the system provides an automated Report of Investigation (ROI) for all case types,with automatic notification for review, online review and approval process, and the ability to control access to the ROls. Response: This process can be accommodated in the context of a document. The automated ROI document can created as part of a workflow and can include other automated tasks such as document reviews, approvals, etc. Fresno County I94 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 95 CASE MANAGEMENT SYSTEM REQUIREMENTS C-66. Please describe in detail how the system tracks which cases are reassigned defense counsel due to conflict and which are reassigned due to unavailability. Response: The reason for reassignment is tracked along with the assignment record. C-67. What options are available to allow the user to mark electronic charging documents as final? Response: Status attributes (such as"final")can be added to all documents. C-68. Please describe in detail if the system tracks Lifer hearings, including the following: • DA Case# • CDC# • DefendantName • Defendant DOB •Assigned DDA • Hearing Date • Hearing Type(initial,subsequent) • Institution(prison name) • Hearing Outcome(10 yr denial, 5 yr denial,cancelled, postponed,granted, 1 yr waiver,etc.) •Victim Notifications • Fraud Discovery Date - Statute Date - Ability to scan the Lifer packet and attach it to the lifer case Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-69. Please describe in detail if the system tracks Writs&Appeals including: • Date Received • Document Received •Appellate Court •Appellate Case# • Superior Court# •Action Taken • Clerk/OAname • Date/Timeentered • Track days until Court Date •Automatic alerts for deadline to respond to appellate documents Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-70. Please describe in detail how the system provides law enforcement agencies notices about filing decisions via email. Response: Law enforcement can be automatically notified by email generated when filing decisions are made. C-71. Please describe in detail how the system tracks the statute of limitations on a case based on case offense level and/or charge,and send alerts of the upcoming expiration at specified intervals. Response: Statute of limitations (a time standard deadline)for a case can be triggered based on case attributes (case offense level)or charges. Alerts can be triggered via workflow prior to the deadline. Fresno County 195 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 96 CASE MANAGEMENT SYSTEM REQUIREMENTS C-72. Please describe in detail if the system tracks Victim Services information including the following: • DA Case Number •Victim Person Information: o Name(First, Middle, Last) o DOB and age o Address(Street, City, State,Zip) o Phone numbers(cell,residence,business,contact,message,pager) o Email address o Employer o Gender o Ethnicity o Language o Other(whether victim:(1)Lives in Rural area, (2)is an immigrant/refugee, (3)uses limited English,(4)is disabled) - Victim Level(primary,secondary) - Victim Type(domestic violence,sexual assault,burglary,simple assault,etc.) • Victim Contacts/Services(unlimited#): o Date of Contact/Service o Type of Contact/Service(Crisis intervention,Hospital/Clinic accompaniment,Language services,Transportation,Victim advocacy,Unsolicited call/letter/visit,VictimMitness notification,Referral to services) • Relationship to Defendant(Spouse,Dating,Cohabitants,Siblings, Parent/Child,Former Spouse, Former dating,Former cohabitants,Acquaintance,Other Family,Stranger, Unknown) •Victim Case Notes Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-73. Please describe in detail if the system tracks pre-prosecution Real Estate Fraud Referrals(REF) including the following: • Date complaint received • Referral number • Complainttype • Complainant name,address,and contact numbers - Business name or representatives,business address and contact numbers - Complaintsummary • Notes • Closed date • Reason for closing •Assigned Investigator • DA criminal case opened (yes or no) - DA criminal case number -Ability to restrict access to these referrals must be provided. •Ability to create a DA criminal case from a Real Estate Fraud Referral when referred for criminal prosecution. Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries(via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. Fresno County I96 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 97 CASE MANAGEMENT SYSTEM REQUIREMENTS C-74. Please describe in detail if the system tracks pre-prosecution Workers Compensation investigation referrals,including the following information: • Subjectname • Fraud discovery date • Rreferred to DA date • Department of Insurance referral date Referral source Fraud type • Synopsis of alleged fraud • Assigned DDA • Date DDA assigned • Case complexity • File location • Video(yes/no) • Contactagency Contact person Case status • Claim info • Employers Response: All cases can be configured to offer case initiation, case status and attributes, documents, hearings and other events, charges, pleas, sentencing, probation, case assignments (including history tracking), subpoena service (including electronic service), witness and victim tracking, electronic discovery, gang affiliation tracking, agency and public inquiries (via the eProsecutor portal), paper file tracking, notes, cash receipts tracking, appeals and motion, notifications, and persons of interest. C-75. Please describe in detail if the system tracks subpoena service tracking, including the following information: • DA criminal case number • Date received • Defendantname • Subpoenaed victims and witnesses •Address • Court date •Agency • Served/not served • Date and Time served • Comments •Assigned Deputy District Attorney •Assigned Investigator Response: Subpoena service can be tracked with detailed information. Proof of service documents can be related to the subpoena documents. C-76. Please describe in detail if the system tracks Restitution Payments for all case types. Restitution tracking should include the following: • Paymentamount Payment date Moneyjudgments • Currentbalance • Victim contact information • Defendant contact information • Receiving agency • Case number Response: Restitution payments and balances are tracked in detail in the eProsecutor cash receipts module. Fresno County 197 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 98 CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—PERSON INFORMATION Req# Requirement D-1. Please describe in detail how the system provides the ability to restrict access to Person Information for specific Person Types, Name types, Person Flags,etc. Response: Security, forms, and searches can be configured to restrict access to persons with specific attributes. D-2. Fresno County and the DA need the ability to flag persons with different kinds of user-defined warnings and alerts,and to customize them to trigger events(e.g. notifications,warnings,e-mail, visual alerts,etc.). Examples of specific person flags include Brady flags(officers),Confidential Informants,Sexually Violent Predators, Mentally Disturbed Offenders, Marsy's Law Victim, Do Not Subpoena, Do Not File, Hostile Witness,Contact Adm in,etc. How does the system handle person flagging? Response: Any number of person flags can be added to persons by users. The flags are defined and maintained by administrators. D-3. Please describe in detail if the system tracks an unlimited number of each of the following for a person: • Names o True Name,Aliases,Monikers; o includes Persons and Businesses •Addresses o current and past history • Phone numbers(allow multiples of each type) o Cell#s, residences,businesses,contact#s,message#s,pagers • Email Addresses • DOBs(Date of Birth)—true DOB&a History • Gang Affiliations • Comments • Notes • Warning Flags&Warning Descriptions • Relationship to Defendant(i.e.Spouse, Father, Mother,etc.) Response: Multiples of each type of current and previous names, aliases, addresses, phone numbers, email addresses, dates of birth, gang affiliations, comments, notes, flags, and relationships can be tracked with each person. D-4. Please describe in detail if the system provides the ability to track an unlimited number of reference numbers for a person including the following: • Social Security Number • Drivers License Number • CII Number • FBI Number • Registered Narcotics Offender Reference No. • Registered Sex Offender Reference Number • CDC,CRC,CYA, Federal,&Other Prison Numbers • INS Number Response: Multiples of each type of current and previous identifications can be tracked with each person. D-5. Please describe in detail if and how the system provides duplicate name detection tools to prevent duplicate name records. Fresno County I98 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 99 CASE MANAGEMENT SYSTEM REQUIREMENTS Response: When a new name is added to the system, eProsecutor will return a message if any duplicates exists. eProsecutor also has a Duplicate Name Detection Tool that returns a list of parties that have matching information. The user can then decide to merge party records. D-6. Please describe in detail how the system provides the ability to merge two persons who were entered into the system as two different people but who have been identified as the same person. Response: eProsecutor also has a Duplicate Name Detection Tool that returns a list of parties that have matching information. The user can then decide to merge party records. eProsecutor parties have a merge function that allows the user to search and find duplicate names and then merge the together. D-7. Please describe in detail if and how the system provides the ability to split one person (victims, witnesses,defendants)into two different persons in the system and to re-assign cases to the correct person with minimal data entry. Response: The system does not currently meet this requirement. This is planned future functionality. D-8. How does the system provide the ability to add or copy an existing address to a different person without re-typing the information? (e.g.siblings and parents have the same address and one is a defendant and the other a witness on the same case.) Response: Records within a case can be copied (added)to other persons or cases. D-9. How is Witness Call information tracked in the system? (e.g.subpoenaed appearances,call status and history, notes,and witness list). Response: A witness call information page can be configured to meet your specific needs for displaying document, event, and witness information. D-10. Please describe in detail if and how the system retains person address histories as well as the active dates for each address. Response: Previous addresses (and active dates)are maintained. The address records themselves can be kept or a case log. (All data changes are automatically tracked in the case audit log.) D-11. In California,we often have multiple defendants assigned to the same case. Does the system support multi-defendant case tracking?(i.e.each co-defendant could have a unique judgment,events, restitution,attorneys,etc., but all co-defendants are part of the same case). If so, how is this handled? Please also include in your description the system's method of managing multiple defendants from one screen on the same case. Response: Multiple defendants are maintained in "subcases" under a case, allowing them to have their own events, disposition, etc. The display of all defendants is still on one page. D-12. Please describe in detail if the system allows numeric entries for case numbers/file numbers for the District Attorney, law enforcement agencies,and Courts,to be formatted based on Fresno County and DA defined standards. Response: Case number formatting is based on your local rules. D-13. The system must be able to link law enforcement and court numbers to persons and cases. Please describe in detail how this is handled in the system. Response: Any number of different numbers can be associated with persons or cases. D-14. Please describe in detail if the system allows the viewing of all cases linked to a name,and from this view allow users to navigate directly to a selected case. Response: The"person view"affords a "top down"view of a person and all related information. Users can click the related information and be taken to the related case or person record. D-15. Please describe in detail how the system allows for categorizing a case with multiple case attributes, such as, but not limited to domestic violence,drugs involved,etc. Fresno County I99 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: An unlimited number of attributes can be added to a case. D-16. Please describe in detail if,for each charge and each defendant,the system tracks the sentence, sentence credit,suspended time,time not served,and the sentence location. Response: Sentencing information for each charge can be tracked. D-17. Please describe in detail if the system tracks conditions of probation placed on the case, including but not limited to,treatment programs, placement Quvenile),work details, classes,volunteer work, and narcotic or sex registrant requirement. Response: Probation orders (including term and conditions)can be tracked along with contacts and violations. D-18. Please describe in detail if the system provides the ability to link an involved person's events to a case,and to link events to an involved person. Response: The system links involved person's events within the context of a case only. D-19. Please describe in detail if the system provides the ability to initiate a schedule of future tasks on an individual or group based on occurrence of prior tasks/events based on Fresno County DA defined business rules. Response: Workflow can be configured to automatically schedule future tasks based prior tasks or events. D-20. Please describe in detail if and how the system allows for each event associated party(i.e. investigator,prosecutor,etc.)to have a viewable calendar for any upcoming associated events. Response: Each person associated with an event can display the event on a personal calendar. D-21. Please describe in detail how the system provides the ability to flag a person as an expert witness on a case. Response: Persons involved in with a case can have an unlimited number of attributes associated with their role in the case. D-22. Fresno County DA requires that DNA profile information be listed on charging documents. How does the system allow for the entry of DNA profile information as a unique person identifier when a name is not associated with the DNA profile? Response: DNA profile information can be tracked at the case level and associated with a name if appropriate or separate from a name if needed. D-23. How does the system track the number of strikes a defendant has? Response: Persons involved in with a case can have an unlimited number of attributes associated with their role in the case. Fresno County I100 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS D-24. Please describe in detail if the system tracks victim information including the following: • Name(First, Middle, Last) • DOB and age •Address(Street, City, State,Zip) • Phone numbers(cell,residence,business,contact,message,pager) • Email address • Employer • Gender • Ethnicity • Language • DA Case Number •Victim Level(primary,secondary) •Victim Type(domestic violence,sexual assault,burglary,simple assault,etc.) • Victim Contacts/Services(unlimited#): o Date o Type of Contact/Service(Crisis intervention,Hospital/Clinic accompaniment,Language services,Transportation,Victim advocacy,Unsolicited call/letter/visit,Victim/Witness notification,Referral to services) • Relationship to Defendant(Spouse, Dating,Cohabitants,Siblings,Parent/Child, Former Spouse, Former dating,Former cohabitants,Acquaintance,Other Family,Stranger,Unknown) • Victim Case Notes • Other(Also need to track whether victim: (1)Lives in Rural area, (2)is an immigrant/refugee, (3)uses limited English, (4)is disabled) Response: Multiples of each type of current and previous names, aliases, addresses, phone numbers, email addresses, dates of birth, gang affiliations, comments, notes, flags, attributes, and relationships can be tracked with each person. history of the updates is recorded in the case log (register of actions). When a case is reopened or unsealed the closure history is not lost and the reopen history is also retained. D-25. Please describe in detail how the system provides the ability to enter and track"persons of interest," even if they are not associated with a case when first entered in the database. The DA requires that this tracking include the ability to list all persons of interest, list all cases associated with a person of interest,track all person information for a person of interest, and limit access to this information. Response: Persons can be added to the system without being associated with a case. They can have any attribute that a person involved with a case can.Access to persons of interest can be limited by security configurations. D-26. Please describe in detail how the system provides the ability for any file type to be attached/stored and later opened/viewed from the"electronic"name record (including word documents, photos, pdf files,audio evidence files,video evidence files,excel spreadsheets,etc.). Response: The system contains electronic `filing cabinet' functionality that allows for attaching any file type to the case. These files can be previewed, parties to the case and collaborate on these documents, the contents can be searched, etc. Fresno County 101 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—INQUIRY Req# Requirement E-1. Please describe in detail if the system provides the following types of searches as a minimum: 4 Person Searches: • Name o Sounds Like o Begins With o Wildcards • Person Identifiers: o Phone No,Address,CII, Driver's License, FBI, SSN ■ Begins With ■ Partial Match ■ Wildcards o Address -->Criminal Case Searches: •Agency Report#,Citation#,Court Case#,Booking# o Begins With o Partial Match o Wildcards • Charges o Begins With o Partial Match o Wildcards 4 Juvenile Searches-see above, plus the following: • Parents/Guardians Criminal History 4 Investigation Request Searches: • Investigation Request#,Agency Report#,etc. •Assigned Investigator 4 Attorney Searches: • Prosecuting Attorney • Defense Attorney 4 Investigator Searches: •Assigned DDA, Reviewing DDA,&Appearing DDA --> Investigations Case Searches: -Agency Report#,Court Case#, DA Case#, FACTS# o Begins With&Partial Match • Paper File Location • Referral date+Referral amount Response: Searches can be configured with contains (wildcard), begins with, and sounds like methods. All case and person information is available to search. E-2. Please describe in detail if and how the system provides a separate Public Information inquiry only screen that is to be viewed by the public via a link from the District Attorney's website. The public will be able to enter a valid case number to display public information for that case, including case status,offense level,contact number,assigned attorney,defendant name,filing date, defendant status,court number,and next court appearance(date,time,court,department,and hearing type). Response: Information exposed on the eProsecutor portal is configured using dedicated screens, allowing you do display only the information you choose. E-3. Please describe in detail if and how the system can provide separate views for outside agencies(i.e. Sheriff, Police, Probation,etc.)that are customizable by Fresno County and the DA. Fresno County 102 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: The views and access for different agencies is configurable on the public portal. E-4. Please describe in detail if the system provides the ability to search for records using almost any data or combination of data contained within the record(s). Response: Searches can be configured with contains(wildcard), begins with, and sounds like methods. All case and person information is available to search. E-5. Please describe in detail how the system provides the ability to search on parts,and ranges of cases,and other case data elements, navigate directly to case record,print results,and export all search results. Response: Searches can be configured with contains(wildcard), begins with, and sounds like methods. All case and person information is available to search. Links in the search results allow users to navigate directly to case record. Search results can be printed or exported. E-6. Please describe in detail how the system provides the ability to search on parts,and ranges of statutes,and other charge data elements, navigate directly to case record, print results,and export all search results. Response: Searches can be configured with contains (wildcard), begins with, and sounds like methods. All charge information is available to search. Links in the search results allow users to navigate directly to case record. Search results can be printed or exported. Fresno County 103 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—REPORTING Req# Requirement F-1. Please describe the system's ad-hoc reporting tool(s)and the limitations and functionality of the reporting tool(s). Please also describe to what degree the following features are supported with the reporting tool(s): • Drill down/hyperlink functionality(i.e.clicking on a hyperlinked case will open up the case record in the case management system) • Integrated with case management system (for ex.,automatically generated reports). •Ability to export and print all report contents. Export to Excel, PDF,XML, etc.,without the purchase of additional third party software • Provide the ability for non-programming resources to create ad-hoc reports(based on security roles) • Provide graphing functionality • Provide ability to create custom views for statistical and management reports Response: Along with a library of pre-defined searches, you can compose custom searches across all case elements in the database. The criteria for these inquiries can be based upon range of parameters you require such as case type, case number, unique person identifier, statute number or charge, docket code, calendar date, event type, or date, etc. Search results can be sorted by column and "drill down" into case information via hyperlinks. They can also be downloaded as Microsoft Excel documents or displayed as graphs. eProsecutor provides full reporting capabilities, with possibilities to output the reports into pdf, As, html, xml and many other formats. eProsecutor supports ad-hoc as well as batch processing of pre-designed reports. F-2. What features of the reporting tool(s)make it user-friendly to allow a general user to easily run reports without having any report writing knowledge? Response: The ability to perform configurable searching and reporting in eProsecutor is due to our Expression Builder utility which is the backbone of nearly all customized inquires to the database including Searches, Reporting (including statistics), Work Queues, Form Builder, etc. To shield users from the complexity of generating these queries, the Expression Builder allows users to"point-and-click"their way into creating whatever queries are necessary. F-3. Please describe if the system allows users to define security that determines if reports can be opened and viewed,moved,deleted,or copied. Response: Rights to run, edit, or delete reports are security rights that can be assigned to user groups. F-4. What report formatting options are available? (e.g. multiple paper sizes/viewing layouts,etc.) Response: There are no restrictions for report formats F-5. What standard case and person reports are available? (e.g.Complaints, Information, Petitions, Turndown Memos,Witness List, RAP Sheet, Pros. Determination Form, Disposition Sheet, Preliminary Hearing Evaluations,Trial Case Evaluations,Court Calendars,etc.). If the person and case reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. Fresno County 104 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS F-6. District Attorney Management needs reports that will allow them to identify case trends and progress/problems overall,at the team level,case level and individual attorney level. Please describe in detail the standard management reports and graphs included in the system. (e.g. Caseloads,Trials, Felony Dispositions, DUI Turndowns, Felony Calendar, High Profile/Major Case List, Intake Statistics, Preliminary Hearings, Sexual Assault Statistics, Trial Statistics, Juvenile Charge Statistics,Charge Statistics(Filing and Dispositions). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-7. What standard Management reports are available to assist with assigning cases,evaluating performance,and managing the department? (These reports should include statistics on case activities at both the team and prosecutor levels(e.g.open case list,#cases&categories set for PPH,PH,JT;witnesses;continuances;completed cases&dispositions;Jury trials; Ride-alongs)). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-8. What standard Attorney reports are available?(e.g.Gang Convictions,Attorney Assignments, Filings, Intake&Turndowns Statistics,Scheduled Court Appearances,Trial Team &Specialty Team Statistics, DUI Statistics, Convictions, NCIs, resubmits,and Statistics on specific Charges,offense level,etc.). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-9. What standard Trial Team reports are available?(e.g. HTA's, PH Attorney,JT Attorney, enhancements, priors,time out date,JT date,TC date,current offer,codefendants,arraign. Date, TC dept.,synopsis). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-10. Please describe in detail the standard reports in the system that provide details on cases requiring experts,statistics on cases with alcohol/controlled substances/prescription drugs/marijuana. If the reports described above are not standard reports, please describe how they can be created in the system. Fresno County I105 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-11. Please describe in detail the standard reports in the system that provide a list of criminal cases by Assigned Investigator. If the report described above is not a standard report, please describe how it can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-12. Please describe in detail the standard reports in the system that provide Welfare Fraud (WF)&In Home Supportive Services(IHSS)Investigations Cases details(such as Cases By Dollar Amount/ Statute Date,Active Cases,Active Assigned Cases, Cases To Be Assigned,WF Cases without Statute, Investigations Warrants,Cases By Assigned Investigator, Incoming Referrals,Completed Cases,Complaint Filings,Convictions, Reminders List,and Fraud Investigation Activity Report). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-13. Please describe in detail the standard reports in the system that provide Child Abduction Investigations case report details(e.g. Investigations Warrants,Cases By Assigned Investigator, Reminders List,etc.). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-14. Please describe in detail if and how Investigations Request reports can be generated in the system (e.g.Open Investigation Requests, Investigator Assignments, Investigation Case list,List Investigation Requests by Date Range/Unit/Assigned Investigator,etc.). Please also describe how and the ability to restrict access to these reports is accomplished in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. Fresno County I106 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS F-15. Please describe in detail if and how Reports of Investigation(ROls)for all case types(including investigation only cases)can be generated in the system. ROls should include the following: -Abilityto selectsuspect(s)/defendant(s)and victim(s) •Ability to edit ROI, input notes, insert pictures and tables, etc.,during ROI generation •Automatic notification to Supervising Commander that ROI is ready to be reviewed • Online approval of ROI by supervisor(approval will change ROI from DRAFT status,and will add supervisor name/date/time stamp) •Ability to edit ROI after generation • Unit-specific titles are required •Ability to restrict access to the ROI as needed. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-16. Please describe in detail the standard reports in the system that provide Juvenile statistics information. If the report described above is not a standard report, please describe how it can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-17. Please describe in detail the standard reports in the system that provide Rural Crime Unit statistics (e.g.amounts lost,recovered,vertical prosecution,major stage pros.,turndowns,sentences, restitution,convictions,etc.). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-18. Please describe in detail the standard reports in the system that provide High dollar and Expiring Statute of Limitations information for Welfare Fraud Investigations cases. If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful `saved searches' functionality that allows for `ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of`standard' reports/saved searched out of the box. F-19. How does the system track information on judges and defense attorneys? What information is tracked? Response: Judge and defense attorney records can be stored in the eProsecutor Directory. Organization, specialties, and potential conflict information can be stored with the records. F-20. Please describe in detail the system's ability to generate graphical DUI reports(i.e.statistics,trends, etc.)for assistance with grants. Fresno County I107 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: Reports can be configured to graphically display any type of information about DUI's that are tracked in cases. F-21. Please describe in detail how the system can produce a list of flagged individuals. Response: You can compose custom searches across all case elements in the database. F-22. Please describe in detail how the system can generate a Case Audit report that shows user activities (e.g. user logon id, access date, level of access, PC used,action taken, etc.). Response: eProsecutor tracks and provides an audit trail of important application data updates such as date, time, transaction id, user id and agency id. This audit trail is accessible to authorized users and allows grouping/sorting and analysis by the above factors. This information allows selection of records by date ranges. With each change the system will automatically log the user, transaction ID, time of modification, and a complete history including revision numbers of any record being modified. Using this data the system can actually reconstruct the case at any point in time over the life of the case. eProsecutor also tracks IP, location, and user access to cases and people. System logs various security events by user and time, such as: URL access violations, task access exceptions, form access exceptions, case status denials, case type and entity denials,ACL exceptions, logins successes, login failures, seal case and document exceptions, application startups, and report access exceptions. F-23. Please describe in detail how the system can generate an Employee Audit report that shows all activity for a user in the system (user logon ID, date, action taken, case number and/or involved person name). Response: All case accesses and modifications are tracked in the Access Log. An access log search by user can be used to produce an employee audit for a date range. F-24. Please describe in detail the standard reports in the system that provide case aging information (organized by attorney,team,case type)listing the length of time a case has been pending or listing cases that have been closed for a designated length of time. If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful 'saved searches' functionality that allows for'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-25. How does the system provide the ability to print a person's Information (including Names, Addresses,Contacts,etc.)? Response: This information can be configured in a document. Alternatively, you could open the person view and print the screen with one button click. F-26. Please describe in detail how to generate a Time Tracking report detailing the amount of time spent on various types of cases for a specified time period. Response: In the system there is a reports section that can be configured to include important reports. A time tracking report could be included there. F-27. Please describe in detail the system's accounting reports including Receipts, Ledgers,Account Summaries,and Payment Notices as part of the Payment/Restitution Tracking for Criminal cases, Welfare Fraud/In Home Supportive Services Investigations cases,other Investigations cases,and Civil cases. Response: eProsecutor includes a very powerful 'saved searches' functionality that allows for`ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. Fresno County 108 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS F-28. Please describe in detail how to generate requests(e.g. CII,969(b),Certifications, Priors,and DMV Requests)in the system. Response: eProsecutor allows for the tracking of certifications, priors, etc. Integration using eProsecutor's API can connect to other data warehouses and return that data to eProsecutor. It is a requirement that these "other" data warehouses have the ability for an API to lookup and get data/files. Journal Technologies has integrated with California DMV and DOJ on many other projects. F-29. Please describe in detail the standard reports in the system that provide Victim information, including contacts/services performed or offered for a specific time period. If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful 'saved searches' functionality that allows for'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-30. Please describe in detail how the system can generate Officer Involved Shooting reports and letters. Response: eProsecutor's document administration tools allow you to create documents, such as courtesy notices and orders, which pull case data into the documents. eProsecutor's search functions will allow you to create OIS reports. F-31. Please describe in detail how the system can generate Subpoena Service reports(Subpoena Service information by Case number and by Date range). Response: eProsecutor's search functions will allow you to create Subpoena Service reports. F-32. Please describe in detail the standard reports in the system that provide information on pre- prosecution investigation cases,including Auto Insurance Fraud investigation cases,Consumer Complaints investigation cases,and Real Estate Fraud referrals. If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful 'saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-33. Please describe in detail the standard Warrant Tracking reports in the system. Warrant reports must include a list of cases or defendants with a status of Failure To Appear/Bench Warrant Issued (including Warrant number, DA criminal case number,Court case number, Defendant name, Defendant address, Defendant contact numbers,and Date of warrant status). If the reports described above are not standard reports, please describe how they can be created in the system. Response: eProsecutor includes a very powerful 'saved searches' functionality that allows for 'ad-hoc' style reporting on any data point tracked on a case. Any type of desired report can be configured using these searches and the system will be configured to include a number of'standard' reports/saved searched out of the box. F-34. Please describe in detail how the system can generate In-Home Support Services Account Setup forms. The following information must be included on the form: Date, DA Investigator, Recipient Number, Recipient information(Name,Social Security Number, Date of Birth,Address, Phone numbers), Provider number, Provider information(Name,Social Security Number,Date of Birth, Address, Phone numbers), Date of Discovery, Reason for Overpayment,Guilty Pleas,Conviction Date,Sentence Date,and Comments. Fresno County I109 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: Our Screen Builder utility enables you to not only control the data being displayed on case- management screens, but it also provides functionality to display the data in different views and styles (columnar vs. tree, grouping, different colors and icons, etc.)for different users. Fresno County I110 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—SECURITY,AUDITING,AND DESIGN Req# Requirement G-1. Please describe in detail if and how the system allows each user unique credentials that are linked to the defined application capabilities for each user. Response: eProsecutor has constructed a sophisticated security paradigm based on the Acegi Security Framework(http://www.acegisecurity.org). This approach allows administrators to design their own flexible operational hierarchies of security levels using criteria such as agency, case type, role, etc. All application objects (system functions, cases, business rules, forms, reports, etc.)are passed through a security audit to check user privileges before proceeding with a transaction.Additionally, eProsecutor allows for a number of sensitivity settings for case data including private, sealed confidential, and medically sensitive. G-2. The system must support the use of user profiles or roles to restrict access to specific functions and data areas. How is this accomplished in the system? Response: Rights and restrictions are configured in "authorities". The authorities are then assigned to"user groups". Members can belong to a single user group and inherit the authorities of the group, although a group's authorities can be overridden by case access or security rules. G-3. Please describe in detail if and how the system administrator can define security by group, user type, and by individual in the system. Response: Rights and restrictions are configured in "authorities". The authorities are then assigned to"user groups". Members can belong to a single user group and inherit the authorities of the group, although a group's authorities can be overridden by case access or security rules. G-4. How granular is the security? (e.g.table,function (add, modify,delete,etc.),fields,coded values,and screen levels) Response: eProsecutor has constructed a sophisticated security paradigm based on the Acegi Security Framework(http://www.acegisecurity.org). This approach allows administrators to design their own flexible operational hierarchies of security levels using criteria such as agency, case type, role, etc. All application objects (system functions, cases, business rules, forms, reports, etc)are passed through a security audit to check user privileges before proceeding with a transaction.Additionally, eProsecutor allows for a number of sensitivity settings for case data including private, sealed confidential, and medically sensitive. The system comes pre-configured with just one user("admin")and just one group ("administrators"). System administrators perform all the standard security management tasks such as creating groups, adding users, granting authorities, etc. Security may be set: - By URL G-5. Please describe in detail if the system can track a history of the date,time,and login of each user who added,modified,or deleted the following types of person and case information: name,address, phone, contact, person,and case information. Response: eProsecutor tracks and provides an audit trail of important application data updates such as date, time, transaction id, user id and agency id. This audit trail is accessible to authorized users and allows grouping/sorting and analysis by the above factors. This information allows selection of records by date ranges. With each change the system will automatically log the user, transaction ID, time of modification, and a complete history including revision numbers of any record being modified. Using this data the system can actually reconstruct the case at any point in time over the life of the case. eProsecutor also tracks IP, location, and user access to cases and people. System logs various security events by user and time, such as: URL access violations, task access exceptions, form access exceptions, case status denials, case type and entity denials, ACL exceptions, logins successes, login failures, seal case and document exceptions, application startups, and report access exceptions. G-6. What auditing/logging reports are available in the system? What information is available on each of the audit reports? (These reports should be designed in a way that gives Management a granular view of what data and at what time is being edited,viewed, deleted,and added by system users.) Fresno County 111 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: eProsecutor tracks and provides an audit trail of important application data updates such as date, time, transaction id, user id and agency id. This audit trail is accessible to authorized users and allows grouping/sorting and analysis by the above factors. This information allows selection of records by date ranges. With each change the system will automatically log the user, transaction ID, time of modification, and a complete history including revision numbers of any record being modified. Using this data the system can actually reconstruct the case at any point in time over the life of the case. eProsecutor also tracks IP, location, and user access to cases and people. System logs various security events by user and time, such as: URL access violations, task access exceptions, form access exceptions, case status denials, case type and entity denials, ACL exceptions, logins successes, login failures, seal case and document exceptions, application startups, and report access exceptions. G-7. What logon account information is tracked in the system? (e.g. logon Id, user name,date logon created,who created by,and level of access assigned). Response: The security log logs various security events by user and time, such as: URL access violations, task access exceptions,form access exceptions, case status denials, case type and entity denials, ACL exceptions, Iogins successes, login failures, seal case and document exceptions, application startups, and report access exceptions. G-8. How does the system handle individual case access logging? (i.e.where all instances of viewing that case are logged with the date,time,and logon Id of the person who viewed the case.) Response: All case accesses and modifications are tracked in the Access Log. An access log search by user can be used to produce an employee audit for a date range. Fresno County 112 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS FUNCTIONAL REQUIREMENTS—DOCUMENT and FILE MANAGEMENT Req# Requirement H-1. How does the system accommodate automatic document generation (using data contained in the system),from within the application without having to manually open a word processor program? Please also describe how these documents are automatically saved and linked to the"electronic"case file for future reference. Response: Our Notice engine manages all forms and notices throughout the system. The engine contains a number of utilities that(i) utilize pre-existing MS Word or PDF documents or(ii)create new forms and notices not bound to a proprietary word processing system. In either case, you would map data from the database to a particular form/notice. In the background, eProsecutor uses open source software called Velocity to assist in mapping data. Velocity is a Java-based template engine. It permits anyone to use a simple yet powerful template language to reference objects defined in Java code. H-2. Please describe in detail how the system provides the ability for any file type to be attached/stored and later opened/viewed from the"electronic"case file (including word documents, photos, pdf files, audio evidence files,video evidence files,excel spreadsheets,etc.). Please also describe if the ability to Bates stamp these files within the system is supported. Response: eProsecutor has a Filing Cabinet on each Case record. This allows the user to attach any file to the case. Any file format can be accepted. eProsecutor includes a Bates Stamping feature. This feature allows the user to combine multiple documents with unique number cataloging and provides an index page of the packet contents. H-3. Please describe in detail if and how all files,documents,and other files that are stored in the"electronic" case file folders can be searched via file searching method. Response: Electronic filing cabinet items can be search by both file name and OCR contents. H-4. What features are available in the system to assist in organizing files and media attached to persons or cases? (e.g.ability to drag-and-drop,creation of folder hierarchies,etc.) Response: Each case in eProsecutor has an electronic filing cabinet for storing electronic documents. A user can selected a file though file lookup or use drag and drop to add files to the Case. eProsecutor also allows for users to create their folder structures for organizing files, much like a Windows file directory. H-5. Please describe in detail if and how the system provides an integrated scanning process that allows users to scan documents directly into the system with optical character recognition (OCR), redact sensitive information,clean or alter the document's appearance,highlight information and add notations. Response: eProsecutor allows for direct scanning, including the ability to add OCR. Redact, annotate and document commenting are also built in features. !!] What document routing functions are available to allow users to move or copy files from the electronic case file of one name record or case record to the electronic case file of another name or case record? Response: All objects contained within a case record can be copied to other cases. H-7. How can the user preview document templates without generating the document? Response: The document generator allows for documents to be previewed before adding them to a case. ,"se describe if the system provides the option to use spell checking when editing documents. Fresno County 113 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CASE MANAGEMENT SYSTEM REQUIREMENTS Response: Document editing is performed in a word processor, not eProsecutor, so spell checking would be done in that application. H-9. Please describe in detail if and how the system provides the ability to keep multiple documents open at the same time. (e.g., ability to keep the Blue sheet open while working on a CII request.) Response: Document editing is performed in a word processor, not eProsecutor, so multi-document editing would be done in that application. Fresno County 114 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page VENDOR PROJECT MANAGEMENT,DELIVERY,SUPPORT,AND MAINTENANCE REQUIREMENTS Req# Requirement 1-1. Please describe in detail your plan for Project Management.The following will be required: •A vendor provided Project Manager -A Statement of Work(to be approved by Fresno County and the DA). -A vendor maintained project plan(must include tasks,estimated duration,dependencies, and estimated completion dates) - Contract management - Clearly defined Milestone deliverables • Milestone deliverables will be presented to Fresno County DA for review and acceptance • Status reports to Fresno County DA(biweekly as a minimum). • Regular implementation status meetings • Implementation plan Response: See Project Management and Implementation Section in Tab 6. 1-2. What County IT staffing,skill set and time commitment is needed for product implementation? Please describe each in detail. Response: See Hardware and Hosted and System Software Configuration and eProsecutor Architecture Section in Tab 4. 1-3. Please describe in detail your plan for providing validations of the installation and configuration of the application software including appropriate testing of the application,training of Fresno County and DA personnel and documentation of all system components. Response: See Project Management and Implementation Section in Tab 6. 1-4. As the vendor, it will be your responsibility to convert the data that is stored in the District Attorney STAR system and the Access databases and Excel spreadsheets described in Attachment B. Conversion will consist of data fields and tables currently populated with data and residing in the STAR SQL database and the Access databases and Excel spreadsheets listed in Attachment B. Please describe in detail your data conversion process. Please also provide a timeframe and number of county resources and qualifications necessary for this data conversion. Fresno County 115 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page • Response: CASE MANAGEMENT SYSTEM REQUIREMENTS Each data conversion will be divided into the phases listed below. o Data Discovery: Journal Technologies will map the list of fields to be converted to the appropriate location in JustWare. o Iteration 1 Development: First iteration of the development of the code needed to perform the data conversion. o Iteration 1 Review: Journal Technologies provides the customer with a fully functional JustWare database to use for data verification against the source system(s). Journal Technologies Solutions will schedule a period of time to review the data conversion with the customer. Any issues found during the review will be documented in the Data Conversion Spreadsheet to be addressed in the next development iteration. o Iteration 2 Development: Second iteration of the development of the code needed to correct any issues discovered in the iteration 1 review. o Iteration 2 Review: Journal Technologies provides the customer with a fully functional JustWare database to use for data verification against the source system(s). Journal Technologies Solutions will schedule a period of time to review the data conversion with the customer. Any issues found during the review will be documented in the Data Conversion Spreadsheet to be addressed in the next development iteration. o Iteration 3 Development: Third iteration of the development of the code needed to correct any issues discovered in the iteration 2 review. o Iteration 3 Review: Journal Technologies provides the customer with a fully functional JustWare database to use for data verification against the source system(s). Journal Technologies Solutions will schedule a period of time to review the data conversion with the customer. Any issues found during the review will be documented in the Data Conversion Spreadsheet to be addressed in the next development iteration. This will be the final opportunity for the customer to report necessary changes to the conversion before the go-live phase. o Final Development: Final iteration of the development of the code needed to correct any issues discovered in the iteration 3 review. No conversion changes will be made after this phase. o Go—Live Conversion Run: On the scheduled date the data conversion will be run into the final JustWare database. Fresno County 116 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 1-5. CASE MANAGEMENT SYSTEM REQUIREMENTS As the vendor,it will be your responsibility to move/convert all existing STAR-attached documents and multimedia(approximately 5,000,000 files)and map them to the new database structure without any loss of content or formatting. Please describe in detail your data conversion process and provide a timeframe and number of county resources and their qualifications necessary for this data conversion. Response: See response on 14 1-6. Please describe in detail your live technical support availability. Please include both the time periods and the type of support. NOTE: Fresno County and the DA requires that the vendor provide technical support at least Monday through Friday between 8:00 a.m.and 5:00 p.m.at no additional cost. Response: Live support is available from 6:00 a.m. to 6:00 p.m. PST 1-7. Please describe if the vendor will allow the District Attorney to try out the system, in a sandbox environment, at no risk for at least 30 days prior to contract signing. Response: Journal Technologies will work with the County to provide a sandbox as needed at no cost. 1-8. The system will include a separate test environment. The vendor will be required to install program fixes and new releases in the test environment. After user testing and user acceptance,the fixes and new releases will be moved to the production environment. Please describe how you plan to meet his requirement. Response: The County will be able to have as many test environments to support a single production environment. It is recommended that all new releases and configuration changes be tested in a test environment before using in the production. 1-9. The DA requires that the vendor will be present for the initial installation and testing. (Testing will be performed to assure that our performance requirements are satisfied.) How do you plan to meet this requirement? Response: Journal Technologies project management will work with the County to meet all required needs. 1-10. Please provide a detailed implementation plan and schedule. An explanation of the basis for the timeline should be included (i.e.,similar installations of similar sizes,etc.). Response: Journal Technologies will work with your agency to develop a plan for implementation, including timelines. Experience and expertise from similar size projects will be used to develop these plans. Fresno County 117 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page TRAINING Req# Requirement J-1. The system should include a training database, independent of the production database and the testing database,fortraining purposes. How do you plan to meet this requirement? Response: See 1-8 response J-2. Please provide a detailed training plan and schedule, including the number of people to be trained and their roles(such as System Administrator, DA Administration,Attorneys, Investigators,and support staff). Response: Journal Technologies has an unlimited training budget. We will take a "Train the Trainer" approach. Each subject matter expert should be a Trainer that is trained by JTI in their area of expertise. J-3. After go-live,the vendor will be required to provide regular training opportunities through webinars, user conferences,annual onsite training,newsletters,etc.and continue training and support for any enhancements. Please describe in detail the training opportunities you offer. Response: Journal Technologies provides many training opportunities. Here is a few examples: Annual Training Conference; Newsletters; Webinars; Youtube Channel; Customer Portal: CDAA Users Conference block. J-4. Please describe in detail County IT staffing needs, required skill set,and time commitments for on-going productsupport. Response: Journal Technologies expects heavy involvement form your agency for on-going support. This will be dependent on the scope of the project services provided. Items like data conversion and interfaces will increase the level of involvement from the County. J-5. Please describe in detail District Attorney staffing needs, required skill set,and time commitments for on- going product support. Response: Journal Technologies expects heavy involvement form your agency for on-going support. This will be dependent on the scope of the project services provided. Items like data conversion and interfaces will increase the level of involvement from the County. Fresno County I118 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page Response: INTERFACE REQUIREMENTS Req# Requiremen K-1. The DA requests that the vendor provide an Application Programming Interface(API)that the DA can use to integrate with otherjustice partners or software solutions. Please describe in detail your API or similar solution. Response: eProsecutor provides a full API for all entities. This is included in this pricing. K-2. What features make your API intuitive enough to be used by individuals with programming background, without requiring vendor assistance? Response: eProsecutor API comes with a list of data elements that it can be accessed. Programming resoures will be required for the County to use the API. II interfacing requirements are included in this pricing. Journal Technologies will deliver the API code for each interface upon completion. K-3. Please describe in detail how the system is capable of interfacing with systems of other County and City Justice agencies including the following: • Courts(currently using V2, but transitioning to Odyssey) Electronic filing Electronic dispositions and sentencing • Electronic notifications/alerts • Sheriff Motorola applications: • OffenderTrak(Jail Management system) • Open Query(CLETS access) • Data 911 • NetRMS(Records Management System) Response: eProsecutor's Public Portal gives the County the ability to share and collect data from any source the Count would like. This includes, but not limited to: Discovery Sharing; Law Enforcement filing. Integration using eProsecutor's API can connect to other data warehouses and return that data to eProsecutor. It is a requirement that these "other" data warehouses have the ability for an API to look up and get data/files. Journal Technologies has integrated with many different agencies on other projects including; Law Enforcement RMS; Court CMS (including Tyler); California DMV; DOJ. K-4. Please describe in detail if the system is capable of sending and receiving data using the industry standard, ECF 4.0,for electronic court filing. Response: If ECF 4.0 is required then Journal Technologies will provide scope of services and cost to provide this requirement. K-5. Please describe in detail how the system can interface with the Fresno Police Department to include the following: • Electronic Subpoenas: Electronically transfer Subpoena data by updating the Fresno Police Department's Oracle database • Provide a notification to the DA when a subpoena has been served • Prosecution Requests: receive and track electronic Prosecution Requests(Pros. Requests, Police Reports,evidence,etc.)from the Fresno Police Department and initiate or turndown Adult criminal cases from them • Notifications—provide electronic notification of case filing/turndown Fresno County 1 119 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page Response; eProsecutor's Public Portal gives the County the ability to share and collect data from any source the Count would like. This includes, but not limited to: Subpoena delivery; Discovery Sharing; Law Enforcement filing. Journal Technologies has provide partnered with iSubponea to provide all the features and features of that product. Integration using eProsecutor's API can connect to other data warehouses and return that data to eProsecutor. It is a requirement that these "other" data warehouses have the ability for an API to look up and get data/files. Journal Technologies has integrated with many different agencies on other projects including; Law Enforcement RMS; Court CMS (including Tyler); California DMV; DOJ. K-6. Please describe in detail how the system can interface with the Juvenile Probation system (JAS-Juvenile Automation System). The system should have the ability to receive and track electronic Referrals for Prosecution(Referrals, Probation reports, Law Enforcement reports,evidence,etc.)from the Juvenile Probation Department, and to initiate or turndown Juvenile criminal cases from them. Response: eProsecutor's Public Portal gives the County the ability to share and collect data from any source the Count would like. This includes, but not limited to: Discovery Sharing; Law Enforcement filing. Integration using eProsecutor's API can connect to other data warehouses and return that data to eProsecutor. It is a requirement that these "other" data warehouses have the ability for an API to look up and get data/files. Journal Technologies has integrated with many different agencies on other projects including; Law Enforcement RMS; Court CMS (including Tyler); California DMV; DOJ. K-7. Please describe in detail how the system can interface with the Fresno Sheriff's Department to include the following: Electronic Subpoenas: electronically transfer Subpoena data to the Fresno Sheriff's Department Provide a notification to the DAwhen a subpoena has been served Prosecution Requests: receive and track electronic Prosecution Requests(Pros. Requests, Sheriff Reports,evidence,etc.)from the Fresno Sheriff's Department and initiate or turndown Adult criminal cases from them. Notifications—provide electronic notification of case filing/turndown Response: eProsecutor's Public Portal gives the County the ability to share and collect data from any source the Count would like. This includes, but not limited to: Discovery Sharing; Law Enforcement filing. Integration using eProsecutor's API can connect to other data warehouses and return that data to eProsecutor. It is a requirement that these "other" data warehouses have the ability for an API to look up and get data/files. Journal Technologies has integrated with many different agencies on other projects including; Law Enforcement RMS; Court CMS (including Tyler); California DMV; DOJ Fresno County 1 120 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page CONVERSION REQUIREMENTS Req# Requirement L-1. A conversion will be required for the data in the STAR system. This will include more than 600,000 cases from the old legacy PROMIS system,76,00 Welfare Fraud, IHSS, and Child Abduction cases from the old legacy FACTS system, in addition to more than half a million STAR criminal cases. The STAR database is a SQL database containing more than 158 tables. The cost of this conversion must be included in the Cost Proposal. Please describe in detail your data conversion process for these records. Response: See I-4 and Cost Proposal L-2. The vendor will move/convert all existing STAR-attached documents and multimedia files(approximately 5,000,000 files)and map them to the new database structure without any loss of content or formatting. Please describe in detail your data conversion process for these files. The cost of this conversion must be included in the Cost Proposal. Response: • Data Discovery to determine document types of files to be imported (ie. Subpoenas, Booking Report, CHRI, Telephone Records, Orders, etc.) • Gather file counts of files to be imported. • Import files into eProsecutor's Filing Cabinet. Import application utilizes the JustWare API. • Produce exception reports of all files that failed to import and summary count of files that successfully imported. • Reconcile count of files imported against initial file counts to confirm all files were imported. • Resolve any issues with files that did not import into the eProsecutor's Filing Cabinet and/or provide listing of files that will not import properly. L-3. STAR users,their Iogons, passwords and access levels are stored in the Data Security database. There are approximately 650 STAR users, including users from Probation,various law enforcement agencies, and the District Attorney's Office. These users must be transferred into the new system so that they do not have to be manually entered into the new system. Please describe in detail your data conversion process for these records. The cost of converting this data must be included in the Cost Proposal. Response: Journal Technologies can import user and persons list. L-4. The system must include data that is currently being tracked in Access databases. These Access databases are listed in Attachment B. Please describe in detail your data conversion process for these records. The cost of converting this data must be included in the Cost Proposal. Response: See I-4. Cost has been included. L-5. The system must include data that is currently being tracked in Excel spreadsheets and a Word table. These Excel spreadsheets and Word table are listed in Attachment B. Please describe in detail your data conversion process for these records. The cost of converting this data must be included in the Cost Proposal. Response: See I-4. Cost has been included. Fresno County I121 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page o conversion of the Word document templates(approximately 150)will be required. Please describe in detail your data conversion process for these templates. The cost of converting these templates must be included in the Cost Proposal. Response: Journal Technologies requires the County's assistance in converting document templates. It is expected that they will be delivered to Journal Technologies in an .RTF format. L-7. Test conversions must be completed for the data described in Requirements L-1, L-2, L-3. L-4, L-5 and L-6 prior to acceptance testing. Please describe in detail your test conversion process. The cost of these test conversions must be included in the Cost Proposal. Response: See I-4 Cost has been included. Fresno County I122 RFP-District Attorney Case Management System(208-5325) Cost Proposal Overview One-Time Annual (in thousands) Professional services Implementation services, including expenses $ 350 Conversion and Interfaces 225 Licenses,maintenance,upgrades and support $ 216 $ 575 216 Hosting alternative 100 Notes Since governments normally have limited capital budgets, we typically lease our systems so that our clients are not confronted with large initial capital investments. We have found that this model allows the court to plan for growth in a cost conscious way and provides reinforcement and incentives in a"succeed-or lose"environment for us to provide high-quality products and continuing services to our clients. For a highly service-oriented software agreement, the court pays an annual fee. These costs include licenses, maintenance, updates, upgrades and routine support. This approach also spreads costs over the life of the project. The continuing licenses are subject to the payment of the annual fees. Because we lease eProsecutor, it is under continuous warranty. The annual eProsecutor license and maintenance fees and the professional service fees are due just before the rollout. Because eProsecutor is configurable, there should be no customization required, except for interfaces. There will be no implementation progress payments except to third parry providers for data conversions and interfaces,which will be 50% due with a Notice to Proceed and 50%prior to go-live. We will include eProsecutor licenses for 240 agency users and additional user licenses (10% of agency users) for unlimited use of eCourtPublic by the public, including defense attorneys, and(20%of agency users) for unlimited use by other governmental agencies for a total of 312 users If the number of court users increases, there will be additional annual eCourt fees pursuant to the following schedule: Fresno County 1 123 RFP-District Attorney Case Management System(208-5325) Pricing Table for System User Licenses for Centralized System Annual License and Maintenance Fees Annual Hosting Fees Per User For Group User Groups* Users Per User For Group 1-50 50 $ 1,000 $ 50,000 $ 500 $25,000 51-100 50 800 40,000 350 17,500 101-200 100 700 70,000 300 30,000 201-500 300 500 150,000 250 75,000 * Prorated after 50 users with a minimum annual fee of$50,000.The actual number of agency users will determine the final pricing. The Annual License and Maintenance Fee is governed by a five- year agreement with a 5%annual increase cap on those fees. Training will be integrated into all facets of configuration and implementation.Training begins day one. The more you do, the more you learn...and that is the basic training! Then you will be able to configure eProsecutor when your business processes change; we have an unlimited budget for implementation training; we will train until you want no more. There must be significant involvement from IT personnel during the installation of the hardware and system software and the conversions and interfaces. Five Point Solutions has quoted the cost for the conversions and the interfaces to be $225,000. We have provided the hardware and system software specifications. Government agencies can purchase/lease equipment, especially the recommended standard hardware, at significant discounts. Consequently, you should use your costs of any additional equipment and system software you need in the planning process. We do not provide hardware maintenance and support. There are no software escrow fees; see Sample Escrow Agreement. The annual license and maintenance fees include updates, upgrades and routine support as described in the Software License and Support Agreement. Other non-routine projects will be done pursuant to a Statement of Work using an agreed upon hourly rate. However, because eProsecutor is configurable, the IT department will be able to make most changes. Fresno County 1 124 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 65 COST PROPOSAL Firm: Journal Technologies, Inc. Please complete the following cost sheet. The price sheet must include unit price, quantity, and total price for each item listed if applicable. Add any additional lines as needed. ITEM UNITS UNIT TAXABLE TOTAL PRICE SOFTWARE/INSTALLATION /TRAINING/HARDWARE Software (Application) Cost: Workstation/User Licenses Server License List and Specify any 3' Party Software required for system Included in maintenance Cost- nnual Total Software Cost — Installation Specify the installation Fees Project Management Fees Travel Expenses Total Installation Cost Includir q conversio is and interfaces 575,000 Training at County of Fresno Location Train the Trainer—Admin/Supervisor Train the Trainer— Data Entry Clerk Additional Cost for 1 Day of Training Estimated Travel Expenses Total Training Cost Included in Installa ion Hardware ** List and Specify Hardware required for system Total Hardware Cost — Taxes — Total System Cost 575.000 MAINTENANCE COST—ANNUAL*** Maintenance (to be paid annually) Discounts (indicate discount type, % as well as$ amount) Total Annual Maintenance Cost—Year 1 after o-live 216,000 Total Annual Maintenance Cost—Year 2 216,000 Total Annual Maintenance Cost—Year 3 216,000 Total Annual Maintenance Cost—Year 4 216,000 Total Annual Maintenance Cost—Year 5 216,000 * See Cost Proposal Overview. ** The hardware specifications are attached. ***Annual increase cap on these fees of 5%. G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc Hardware and Hosted and System Software Confiuuration eProsecutor can be on your servers or hosted. Your servers We have included below a typical in-house system configuration of hardware that may be suitable for the agency; it also provides for the eCourtPublic portal.The system includes fail- over application and database servers that allow uninterrupted access to eProsecutor if the primary servers are down. A duplicate system will probably be required if you want off-site disaster recovery. All can be virtualized using VMWare or equivalent. There are several choices for the hardware; we have provided specifications for H-P hardware. You can purchase/lease equipment at significant discounts or you might already have the equipment. Users only need a web browser (Internet Explorer 9+, Chrome, Firefox, etc.) to access eProsecutor and eCourtPublic from desktops, laptops, smartphones (iPhone, Android) and tablet devices (iPad, Xoom, etc.) The system's graphical user interface, including all screens and dashboards, is natively touch screen enabled. eProsecutor is database agnostic; you can use Microsoft SQL, Oracle, etc. No software customization will be required, except for interfaces. (There are no eProsecutor modules; you have access to all of eProsecutor.) Hosted(alternative) Tonaquint Data Center, located in Utah, provides the SaaS hosted facilities which boasts state-of-the-art security, fire, safety,power protection, climate stability features along with robust connectivity and bandwidth services. Network security within the physically secure facility includes a network firewall anti- spoofing controls and IP prefix-lists, and Unicast Reverse Path Forwarding (URPF) protocols. Tonaquint's network design characteristics are built at minimum N+1 industry standards and is considered a true tier 3 facility. Journal Technologies conducts weekly third-party penetration and vulnerability tests on every hosted customer environment. Tests span discovery, exploitation,brute-forcing and reporting,providing advanced evasion and post-exploitation methods. In addition to these tests, Tonaquint has stringent data access controls. Fortune 500 companies, major corporations, educational institutions, and government agencies trust Tonaquint Data Center with their hosted services. Fresno County 1 126 RFP-District Attorney Case Management System(208-5325) Approximately 25 Journal Technologies customers in state, local and federal government are hosted in a private cloud like Tonaquint. If hosted,you will still need the development, testing and strategy servers in this diagram. Hardware Environment Internal Users Public Users Load Balancer 0 Public Portal eCourt Application eCourt Database Fire all 0 0 0 0 Database eCourt Server Application MS SQL Servers L e AS SQLatabase Server A DEVELOPMENT, TESTING, TRAINING,AND STAGING 1 Users o 0 IR eCourt/ eCourt/ eCourtPublic eCourtPublic Application Server Database Server Fresno County 1 127 RFP-District Attorney Case Management System(208-5325) Case Management System Note:All can be virtualized using VMWare orequivalent. Environment Item Description Hardware and Software Requirement QTY Production Application Server Hardware: HP DI360/G7 Dual CPUXeon X5660(6 Core,2.8 GHz,12MCache),8GB RAID 2 3X146GB IOKRPMHot Pluggable HD Software:Windows 2008 R2 Server/Standard Edition 2 Apache Tomcat,Jasper iReport Hardware: HP DL360/G7 Dual CPUXeon X5660(6 Core,2.8GHz,12MCache),16GB RAM 5 X 2 MS SQL Server 300 GB IOKRPMHotPluggable HD Software:Wmdows 2008 R2 Server/Standard Edition, Mi SQL Server 2008 R2/Standard Edition 2 NAS-Database and File Server Hardware: HP X1800 Neon X5530(4 Core,2.4 GHz,12MCache),16GB RAM 8 X300 GB 1 OK 2 RPMHot Pluggable HD Software:Windows 2008 Storage Server 2008 R2(Pre-Installed), Double Take Minoring Software 1 Public Portal Application&Database Server Hardware: EP DL360/G7 Dual CPU Neon X5660(6 Core,2.8 GHz,12MCache),16GB, 1 3X146GB IOKRPMEot Pluggable HD Software:Windows 2008 R2 Server/Standard Edition,PEP,Mi SQL 1 Load Balancer Coyote Point Systems E350si I Development, Application&Database Server Hardware: HP DL360/G7 Dual CPUXeon 33660(6 Core,2.804z,12MCache),8GB RAM 2 X 2 Testing,Training, 146 GB IOKRPMHot Pluggable HD,3 X300 GB IOKRPMHot Pluggable HD &Staging Software:Windows 2008 R2 Server/Standard Edition 2 M3 SQL Server 2008 R2/Standard Edition 1 Signature Pads Topaz Scanning Hardware Kodak 2800 Report Writers Crystal Reports;if desired Fresno County 128 RFP-District Attorney Case Management System(208-5325) Proposal No. 208-5325 Page 70 CHECK LIST This Checklist is provided to assist vendors in the preparation of their RFP response. Included in this list, are important requirements and is the responsibility of the bidder to submit with the RFP package in order to make the RFP compliant. Because this checklist is just a guideline, the bidder must read and comply with the RFP in its entirety. Check off each of the following: 1. ', The Request for Proposal (RFP) has been signed and completed. 2. ✓ Addenda, if any, have been completed, signed and included in the bid package. 3. ✓ One (1) original plus eight (8) copies of the RFP have been provided. 4. ✓ The completed Trade Secret Form as provided with this RFP (Confidential/Trade Secret Information, if provided must be in a separate binder). 5. ✓ The completed Criminal History Disclosure Form as provided with this RFP. 6. ✓ The completed Participation Form as provided with this RFP. 7. ✓ The completed Reference List as provided with this RFP. 8. ✓ Indicate all of bidder exceptions to the County's requirements, conditions and specifications as stated within this RFP. 9. ✓ Lastly, on the LOWER LEFT HAND CORNER of the sealed envelope, box, etc. transmitting your bid include the following information: FCountyesno RFP No. 208-5325 : February 20, 2015 e: 2:00 P.M. or Service: District Attorney Case Management System Return Checklist with your RFP response. G:\Public\RFP\FY 2014-15\208-5325 DA Case Management System\208-5325 District Attorney Case Management.doc Journal Technologies, Inc. PROFESSIONAL SERVICES AGREEMENT THIS PROFESSIONAL SERVICES AGREEMENT (this "Agreement"), by and between Journal Technologies, Inc., a Utah corporation(hereinafter"Journal Technologies,Inc."), and (hereinafter"Client"), is made as of the date executed by both Journal Technologies, Inc. and Client(the "Effective Date"). In consideration for the representations and agreements contained herein, the parties hereby covenant and agree as follows: 1. DEFINITIONS 1.1 Deliverable(s) means one or more items (which may include software, services or other items)to be delivered by Journal Technologies, Inc. to Client under a Statement of Work or this Agreement. 1.2 Project means each project undertaken by Journal Technologies, Inc. under Section 2 ("Services")pursuant to a Statement of Work. 1.3 Service Fees means the fees to be paid by Client for Services, as set forth in the Pricing Proposal attached hereto as Exhibit A for the initial Services or in the applicable Statement of Work for additional Services. 1.4 Services means those services provided by Journal Technologies, Inc. to Client under Section 2 ("Services") of this Agreement. 1.5 Statement of Work means a statement of work, prepared and executed pursuant to the provisions of Section 2 ("Services") of this Agreement. 2. SERVICES 2.1 Projects. Journal Technologies, Inc. agrees to provide Services to Client, as such may be determined from time to time in accordance with the provisions of this Section 2 ("Services"). All Services will be rendered in accordance with the provisions of this Agreement, the applicable Statement of Work and any other guidelines agreed upon in writing by Journal Technologies, Inc. and Client. 2.2 Project Requests. If Client requests Services, Client shall submit a reasonably detailed Project request to Journal Technologies, Inc. shall have the right to request additional details about the proposed Project described in the Project request. If Journal Technologies, Inc. believes that it can provide the requested services, within a commercially reasonable time, Journal Technologies, Inc. shall submit a proposed Statement of Work to Client. 23338172.2New Dawn Technologies,Inc.-2014 1 2.3 Completion of Statements of Work. 2.3.1 Final Statement of Work. Upon Client's receipt of a proposed Statement of Work, Journal Technologies, Inc. and Client shall attempt reasonably to meet, consult and agree upon a final Statement of Work. 2.3.2 Incorporations of Statement of Work. At such time as the parties shall have agreed upon a Statement of Work, the Statement of Work as so completed, approved and executed by their authorized representatives shall constitute an agreement under and be subject to the non-conflicting provisions of this Agreement. 2.4 Chi. Modifications to a Statement of Work shall be accomplished by the negotiation and execution of an amendment reasonably satisfactory to each of the parties, which may result in an increase or decrease in the overall cost of a Project. 2.5 Journal Technologies, Inc.'s Employees and Subcontractors; Indemnification Generally. Journal Technologies, Inc. shall require all of its employees and subcontractors to comply with the terms of this Agreement and any reasonable and lawful employment and security policies and procedures adopted from time to time by Client. Journal Technologies, Inc. shall procure all business permits necessary to perform under this Agreement and pay all related fees. Journal Technologies, Inc. and Client shall each indemnify, defend and hold harmless the other and their respective affiliates, officers, directors, employees and agents, from and against any and all losses, liabilities, damages, causes of action, claims, demands, and expenses (including reasonable legal fees and expenses) incurred by the indemnified party, arising out of or resulting from(i) the violation by the indemnifying parry or its employees, agents, or contractors of any applicable law, order, ordinance, regulation or code or(ii)the gross negligence or intentional misconduct of the indemnifying party or its employees, agents or contractors. 2.6 Status Reporting. Journal Technologies, Inc. will provide reasonable status reports to Client upon request. 2.7 Status Meetings. If Client so requests, Journal Technologies, Inc. shall hold periodic status meetings with Client management in order to review the status of Journal Technologies, Inc. activities. 2.8 Record Keeping and Inspection. Journal Technologies, Inc. shall maintain reasonable accounting records, in a form sufficient to substantiate Journal Technologies, Inc.'s charges hereunder. Journal Technologies, Inc. shall retain such records in accordance with its general record retention policies. Client shall have the right to inspect any such records upon reasonable notice, at Journal Technologies, Inc.'s main office and during Journal Technologies, Inc.'s normal business hours. 2.9 Ownership of Product of Services. Unless otherwise specified to the contrary in the applicable Statement of Work, all data, materials, Deliverables and other 23338172.2New Dawn Technologies,Inc.-2014 2 products developed by Journal Technologies, Inc. under a Statement of Work or this Agreement shall be and remain the sole and exclusive property of Journal Technologies, Inc., which shall retain all rights therein; provided that upon payment of all required amounts by Client, Client shall have the right to utilize any Deliverables for Client's internal purposes in accordance with the terms and conditions of the Statement of Work and the applicable license agreement (or, in the absence of an applicable license agreement, on a perpetual, royalty-free basis following the payment of all applicable Service Fees). 3. WARRANTIES 3.1 Services Warranties. Journal Technologies, Inc. warrants that the Services rendered to Client pursuant to this Agreement shall be performed in a competent and professional manner, and that each of Journal Technologies, Inc.'s employees, contractors and agents assigned to perform Services pursuant to this Agreement shall have training, background and skills commensurate with the level of performance reasonably expected for the tasks to which he or she is assigned. 3.2 Warranty of Law. Journal Technologies, Inc. warrants and represents that to the best of its knowledge: (i) Journal Technologies, Inc. has full authority to enter into this Agreement and to consummate the transactions contemplated hereby and(ii)this Agreement is not prohibited by any other agreement to which Journal Technologies, Inc. is a party or by which it may be bound(the "Legal Warranty"). In the event of a breach of the Legal Warranty, Journal Technologies, Inc. shall indemnify and hold harmless Client from and against any and all losses, liabilities, damages, causes of action, claims, demands, and expenses (including reasonable legal fees and expenses) incurred by Client, arising out of or resulting from said breach. 3.3 No Other Warranties. THE WARRANTIES AND REPRESENTATIONS STATED WITHIN THIS AGREEMENT ARE EXCLUSIVE, AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WARRANTIES WITH RESPECT TO THE OPERATION OF ANY DELIVERABLE SHALL BE AS SET FORTH IN THE APPLICABLE LICENSE AGREEMENT OR STATEMENT OF WORK. 4. PAYMENT Service Fees shall be payable in respect of Services provided by Journal Technologies, Inc. (including its agents and contractors)to, for, or at the request of Client or those acting on its behalf under this Agreement, including but not limited to installation, configuration, training and the like. If such Services are provided pursuant to a Statement of Work, all work and all Deliverables related to such Services, and the payment therefor, shall be completed as provided in the Statement of Work. If any Services are requested and provided without a Statement of Work, they will be billed by Journal Technologies, Inc. to Client in accordance with Journal Technologies, Inc.'s normal billing practices at the time, on a time-and-expense basis, with hourly rates at the 23338172.2New Dawn Technologies,Inc.-2014 3 then-standard rates, and expenses charged at cost, or as the parties may otherwise agree in writing. Unless otherwise set forth in an applicable Statement of Work or other written agreement of the parties,payment for a Deliverable shall become due and payable upon delivery, net thirty (30) days. All sales taxes levied on account of payments to Journal Technologies, Inc. are the responsibility of the Client. 5. LIMITATIONS ON LIABILITY NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSS OF ANTICIPATED PROFITS IN CONNECTION WITH OR ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT. FURTHERMORE, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY AMOUNT IN EXCESS OF THE AMOUNT OF SERVICE FEES DUE OR ALREADY RECEIVED BY JOURNAL TECHNOLOGIES, INC. UNDER THIS AGREEMENT. 6. CONFIDENTIALITY 6.1 Client's Responsibilities. Client hereby agrees that(i) all materials received from Journal Technologies, Inc. under this Agreement are the confidential and proprietary information of Journal Technologies, Inc., (ii) Client shall take all necessary steps to protect and ensure the confidentiality of such confidential information, and(iii) except as permitted by a Statement of Work, none of such materials shall be in any way disclosed by Client to any third party, in whole or in part, without the prior written consent of Journal Technologies, Inc., which may be granted or withheld in its sole discretion. If Client becomes aware of the unauthorized possession of such materials, it shall promptly notify Journal Technologies, Inc.. Client shall also assist Journal Technologies, Inc. with preventing the recurrence of such unauthorized possession and with any litigation against the third parties deemed necessary by Journal Technologies, Inc. to protect its proprietary rights. 6.2 Journal Technologies, Inc.'s Responsibilities. Journal Technologies, Inc. hereby agrees that (i) any information related to the official business of Client that Journal Technologies, Inc. obtains from Client in the course of the performance of this Agreement is the confidential and proprietary information of Client, (ii) Journal Technologies, Inc. shall take all necessary steps to protect and ensure the confidentiality of such information, and(iii) such information shall not be in any way disclosed by Journal Technologies, Inc. to any third party, in whole or in part,without the prior written consent of Client, which may be granted or withheld in its sole discretion. If Journal Technologies, Inc. becomes aware of the unauthorized possession of such information, it shall promptly notify Client. Journal Technologies, Inc. shall also assist Client with preventing the recurrence of such unauthorized possession and with any litigation against the third parties deemed necessary by Client to protect its proprietary rights. 6.3 Confidentiality Breach. In the event a party breaches any of its obligations under this Section 6 ("Confidentiality"), the breaching party shall indemnify, defend and hold harmless the non-breaching party from and against any and all losses, liabilities, 23338172.2New Dawn Technologies,Inc.-2014 4 damages, causes of action, claims, demands, and expenses (including reasonable legal fees and expenses) incurred by the non-breaching party arising out of such breach. In addition, the non-breaching parry will be entitled to obtain injunctive relief against the breaching parry. 6.4 Exclusions. The provisions of this Section 6 ("Confidentiality") shall not apply to any information(i) that is in the public domain prior to the disclosure or that becomes part of the public domain other than by way of a breach of this Agreement, (ii) that was in the lawful possession of Journal Technologies, Inc. or Client, as the case may be, prior to the disclosure without a confidentiality obligation to any person, (iii)that was disclosed to Journal Technologies, Inc. or Client, as the case may be,by a third party who was in lawful possession of the information without a confidentiality obligation to any person, (iv) that was independently developed by Journal Technologies, Inc. or Client, as the case may be, outside the scope of this Agreement or(v) that Journal Technologies, Inc. or Client, as the case may be, is required to disclose by law or legal process. 7. TERM AND TERMINATION 7.1 Term. The term of this Agreement shall commence on the Effective Date and shall continue until terminated in accordance with the terms of this Section 7 ("Term and Termination"). 7.2 Term of Statements of Work. Each Statement of Work pertaining to the provision of Services, and each other written agreement for such Services, shall commence on the date of execution of such Statement of Work or other agreement and shall continue in full force and effect thereafter until terminated in accordance with the provisions thereof or until the Services required have been provided and paid for. A termination of this Agreement shall simultaneously terminate any outstanding Statements of Work or other agreement for Services. 7.3 Termination by Journal Technologies, Inc. 7.3.1 Payment Default. Journal Technologies, Inc. shall have the right to terminate this Agreement(but reserving cumulatively all other rights and remedies under this Agreement, in law and/or in equity), for any failure of Client to make payments of moneys due when the same are due, and such failure continues for a period of thirty(30) days after written notice thereof by Journal Technologies, Inc. to Client. 7.3.2 Other Client Defaults. Journal Technologies, Inc. may terminate this Agreement (but reserving cumulatively all other rights and remedies under this Agreement, in law and/or in equity), for any other material breach by Client which violation or breach continues for a period of thirty(30) days after written notice thereof by Journal Technologies, Inc. to Client. 7.4 Termination by Client. Client shall have the right to terminate this Agreement(reserving cumulatively all other rights and remedies under this Agreement, in law and/or in equity) without further obligation or liability to Journal Technologies, 23338172.2New Dawn Technologies,Inc.-2014 5 Inc. (except as specified in Subsection 7.5 below) if Journal Technologies, Inc. commits any material breach of this Agreement and fails to remedy such breach within thirty (30) days after written notice by Client to Journal Technologies, Inc. of such breach. Client shall have the right to terminate this Agreement effective immediately and without prior notice if Journal Technologies, Inc. goes into liquidation or files for bankruptcy. 7.5 Effect of Termination. Termination of this Agreement or any Statement of Work shall not affect any rights and/or obligations of the parties which arose prior to any such termination and such rights and/or obligations shall survive any such termination. Within thirty(30) days after the effective date of any such termination, Client shall pay Journal Technologies, Inc.'s fees and expenses at its then-standard rates for all Services rendered under the applicable Statement of Work or this Agreement up to the effective date of termination, including, without limitation, all work in process. Upon termination, each party shall return the confidential property of the other party obtained under the terminated Statement of Work or this Agreement, as applicable. This includes, without limitation, all work product of Journal Technologies, Inc. produced pursuant to this Agreement or any Statement of Work, and Client shall have no further right to retain or use such work product following termination. In addition, the confidentiality obligations of the parties in Section 6 ("Confidentiality") shall survive the termination of this Agreement. 8. GENERAL 8.1 Waiver, Amendment or Modification. The waiver, amendment or modification of any provision of this Agreement or any right,power or remedy hereunder shall not be effective unless made in writing and signed by both parties. No failure or delay by either party in exercising any right,power or remedy with respect to any of its rights hereunder shall operate as a waiver thereof. 23338172.2New Dawn Technologies,Inc.-2014 6 8.2 Notice. All notices under this Agreement shall be in writing and shall be deemed to have been duly given if delivered in person, by commercial overnight courier or by registered or certified mail, postage prepaid, return receipt requested, and addressed as follows: To Journal Technologies, Inc.: Journal Technologies, Inc. 843 South 100 West Logan,Utah 84321 Attention: President and Munger, Tolles & Olson LLP 355 South Grand Ave., 36th Floor Los Angeles, California 90071 Attention: Brett Rodda, Esq. To Client: Name Address Address Attention: 8.3 No Third Party Beneficiaries. This Agreement is not intended to create any right in or for the public, or any member of the public, any subcontractor, supplier or any other third party, or to authorize anyone not a party to this Agreement to maintain a suit to enforce or take advantage of its terms. 8.4 Successors and Assigns. Neither party may assign this Agreement in whole or part without the prior written consent of the other party; provided that Journal Technologies, Inc. may assign this Agreement to another subsidiary of Daily Journal Technologies, Inc. Corporation, directly or by operation of law, without the prior written consent of Client. Any attempt to assign this Agreement without the prior written consent of the other party is void and without legal effect, and such an attempt constitutes a material breach and grounds for termination by the other party. Subject to the foregoing, all of the terms, conditions, covenants and agreements contained herein shall inure to the benefit of, and be binding upon, any successor and any permitted assignees of the respective parties hereto. It is further understood and agreed that consent by either party to such assignment in one instance shall not constitute consent by the party to any other assignment. A transfer of corporate control, merger, sale of substantially all of a party's assets and the like, even though including this Agreement as an assigned asset or contract, shall not be considered an assignment for these purposes. 8.5 Dispute Resolution. Any dispute arising under or related to this Agreement shall be resolved exclusively as follows: 23338172.2New Dawn Technologies,Inc.-2014 7 9.5.1 Initial Resolution by Meeting. The parties shall first attempt to resolve amicably the dispute by meeting with each other, by telephone or in person at a mutually convenient time and location, within thirty(30) days after written notice of a dispute is delivered from one party to the other. Subsequent meetings may be held upon mutual agreement of the parties. 9.5.2 Mediation. If the dispute is not resolved within sixty (60) days of the first meeting, the parties shall submit the dispute to mediation by an organization or company specializing in providing neutral, third-party mediators. Client shall be entitled to select either(i)the location of the mediation or(ii) the organization or company, and Journal Technologies, Inc. shall select the other. The mediation shall be conducted within sixty (60) days of the date the dispute is submitted to mediation,unless the parties mutually agree on a later date. 9.5.3 Arbitration. Any dispute that is not otherwise resolved by meeting or mediation shall be exclusively resolved by arbitration between the parties in accordance with the Comprehensive Arbitration Rules & Procedures of JAMS, with the arbitration to be conducted in Los Angeles, California, or another location mutually agreed by the parties. The results of such arbitration shall be binding on the parties, and judgment may be entered in any court having jurisdiction. Notwithstanding the foregoing, either party may seek interim injunctive relief from any court of competent jurisdiction. 8.6 Control of Defense. All indemnification obligations under this Agreement are conditioned upon(i)written notice by the indemnified party to the indemnifying party within thirty (30) days of the indemnified party's receipt of any claim for which indemnification is sought, (ii) tender of control over the defense and settlement to the indemnifying party and(iii) such reasonable cooperation by the indemnified party in the defense as the indemnifying party may request; provided, however,the indemnifying party shall not, without the prior written consent of the indemnified party, settle, compromise or consent to the entry of any judgment with respect to any pending or threatened claim unless the settlement, compromise or consent provides for and includes an express, unconditional release of such claim against the indemnified party. 8.7 Governing Law. The validity, construction and performance of this Agreement and the legal relations among the parties to this Agreement shall be governed by and construed in accordance with the laws of the State of California without giving effect to its conflict of law principles. 8.8 Independent Contractor. Journal Technologies, Inc., in performance of this Agreement, is acting as an independent contractor. Personnel supplied by Journal Technologies, Inc. (including personnel supplied by subcontractors) hereunder are not Client's personnel or agents, and Journal Technologies, Inc. assumes full responsibility for their acts. Journal Technologies, Inc. shall be solely responsible for the payment of compensation of Journal Technologies, Inc. employees and contractors assigned to perform services hereunder, and such employees and contractors shall be informed that they are not entitled to the provision of any Client employee benefits. Client shall not be 23338172.2New Dawn Technologies,Inc.-2014 8 responsible for payment of worker's compensation, disability or other similar benefits, unemployment or other similar insurance or for withholding income or other similar taxes or social security for any Journal Technologies, Inc. employee, and such responsibility shall solely be that of Journal Technologies, Inc. 8.9 Severability. In the event any one or more of the provisions of the Agreement shall for any reason be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired, and the invalid, illegal or unenforceable provision shall be replaced by a provision,which,being valid, legal and enforceable, comes closest to the intention of the parties underlying the invalid, illegal or unenforceable provision. 8.10 Counterparts. This Agreement and any Statement of Work may be executed in counterparts and by the exchange of signatures by facsimile or PDF. [Continued on Next Page] IN WITNESS WHEREOF, the parties have caused this instrument to be duly executed as of the date last written below. JOURNAL TECHNOLOGIES, INC.: By: Date: Printed Name and Title: By: Date: Printed Name and Title: 23338172.2New Dawn Technologies,Inc.-2014 9 Journal Technologies, Inc. SOFTWARE LICENSE AND SUPPORT AGREEMENT THIS SOFTWARE LICENSE AND SUPPORT AGREEMENT (this "Agreement"), by and between Journal Technologies, Inc., a Utah corporation (hereinafter"Licensor"), and (hereinafter "Licensee"), is made as of the date executed by both Licensor and Licensee (the "Effective Date"). In consideration for the representations and agreements contained herein, the parties hereby covenant and agree as follows: 1. DEFINITIONS 1.1 Application Administrator is a designated employee or contractor of Licensee responsible for managing the case management system. This role includes communicating with Licensor staff for support,troubleshooting problems, and coordinating maintenance tasks. 1.2 Documentation includes user, administrative and technical electronic guides which facilitate the use of and relate to the Licensed Software,together with any written product information,instructions, specifications or use guidelines made available by Licensor. 1.3 Go Live means that the Licensed Software is being Used(as defined below)in an operational capacity with operational data in Licensee's production environment. 1.4 Licensed Software means the proprietary computer software program or programs identified in Exhibit A("LICENSE AND MAINTENANCE FEES"),together with all related Documentation. 1.5 License and Maintenance Fees means the fees to be paid by Licensee to Licensor annually in advance of each year of the License Term pursuant to Section 2.2.2 ("License and Maintenance Fees"). 1.6 Maintenance means enhancements,upgrades and new releases of the Licensed Software,which includes only those additions and/or modifications to the Licensed Software which(A) enhance functionality and/or performance without fundamentally altering the nature or manner in which the Licensed Software operates, and(B) are made generally available without additional or increased charges to other persons entitled to receive maintenance from Licensor. 1.7 Professional Services Agreement means that certain Professional Services Agreement between Licensor and Licensee, of even date herewith. 1.8 Support means access to technical assistance for the Licensed Software, including support for questions about functionality and installation,the resolution of error messages,bug fixes and troubleshooting. 24216147.1 Journal Technologies,Inc.-2014 - 1 - 1.9 Use or Using means (i)transferring any portion of the Licensed Software from storage units or media into computer or terminal equipment for utilization or processing; (ii) accessing any portion of the Licensed Software for any purpose (including,without limitation,viewing information already in the Licensed Software); or (iii)merging any Licensed Software in machine readable form into another program. 1.10 User means (a) any individual person, computer terminal or computer system(including,without limitation, any workstation,pc/cpu,laptop and wireless or network node)that has been authorized by the Licensee(through a username and password)to use the Licensed Software, (b) any other non-court government employees and contractors who are performing their jobs, or a computer terminal or computer system used by such a person,or(c) any individual person who is a member of the general public(including litigants and their attorneys, reporters and interested citizens, but not government employees or contractors who are performing their jobs), or a computer terminal or computer system used by such a person, accessing the Licensed Software at any given time for any reason (including to file documents electronically or to view information already in or accessible through the Licensed Software). 2. LICENSE 2.1 Grant of License. Upon commencement of the License Term, Licensor grants to Licensee and Licensee hereby accepts from Licensor a non-exclusive, non- transferable,personal license to install and Use the Licensed Software; provided, however,that Licensee's rights with respect to the Licensed Software are at all times and in all respects subject to the terms and conditions of this Agreement. Licensee's authorized Users may Use the Licensed Software only during the License Term and only so long as Licensee has paid the required License and Maintenance Fees and is not otherwise in default under this Agreement.This license includes the right to make one copy of the Licensed Software in machine-readable form solely for Licensee's back-up purposes. The Licensed Software is the proprietary information and a trade secret of Licensor and this Agreement grants Licensee no title or rights of ownership in the Licensed Software. The Licensed Software is being licensed and not sold to the Licensee. The Licensed Software is protected by United States copyright laws and international copyright treaties, as well as other intellectual property laws. 2.2 License Term and License and Maintenance Fees. 2.2.1 License Term.The License Term shall commence on the date of Go Live; provided that the License and Maintenance Fees for the first year of the License Term and any unpaid fees for implementation services under the Professional Services Agreement must have been received prior to such date(and the license file shall not be delivered, and the License Term shall not begin,until such License and Maintenance Fees and fees for implementation services have been received by Licensor). The License Term shall continue until the fifth anniversary of the date of Go Live, and shall thereafter automatically renew for successive one-year periods(the"License Term"),unless Licensee elects to not renew the License Term upon written notice to Licensor given not less than ninety(go) days prior to the end of the then-current License Term. 2.2.2 License and Maintenance Fees. Licensee shall make payment of the License and Maintenance Fees to Licensor based on the number of Users and calculated in accordance with Exhibit A,in advance of each applicable year of the License Term,including each year of the original License Term and each one-year extension; 24216147.1 Journal Technologies,Inc.-2014 -2- provided that the License and Maintenance Fees for the first year of the License Term and any unpaid fees for implementation services under the Professional Services Agreement must be paid prior to Go Live. Annual License and Maintenance Fees are subject to increase in accordance with Exhibit A. Licensee may increase the number of Users at any time upon written notice to Licensor,which shall be promptly followed by payment reflecting the increased License and Maintenance Fees, calculated according to Exhibit A, and pro-rated for any partial year of the License Term. Licensee may also reduce the number of Users of the Licensed Software, and the commensurate fee payable,but such reduction shall only become effective at the beginning of the following year of the License Term, and the written reduction notice must be given at least sixty (6o)days before the next anniversary of the start of the License Term. All sales taxes or similar fees levied on account of payments to Licensor are the responsibility of Licensee. 2.2.3 Certain Specific Limitations. Licensee shall not, and shall not permit any User or other party to, (a)copy or otherwise reproduce,reverse engineer or decompile all or any part of the Licensed Software, (b) make alterations to or modify the Licensed Software, (c)grant sublicenses,leases or other rights in or to the Licensed Software, or(d)permit any party access to the Licensed Software for purposes of programming against it. Licensee is solely responsible for all data entered, contained in and modified while using the Licensed Software,including,without limitation,the accuracy,responsibility for archival,loss of,use and misuse of all such data. 2.2.4 E-Commerce Functionality Fees. If JusticeWeb is included in the Licensed Software and the e-commerce functionality of JusticeWeb is utilized, Licensor shall provide a PCI compliant payment gateway and payment processing functionality.A merchant services agreement will be provided to Licensee upon request. If Licensee requires an alternate payment processor provider, Licensee is responsible for all additional development costs to connect JusticeWeb with the payment processor provider. 2.2.5 Source Code Escrow. Licensee shall have the opportunity to be added as a beneficiary under the Software Source Code Agreement between Licensee and InnovaSafe, Inc., as it may be amended from time to time, a copy of which is attached as Exhibit B ("SOURCE CODE ESCROW AGREEMENT"). Licensee shall complete the beneficiary enrollment form and pay the required fees directly to InnovaSafe. 2.2.6 Hosted Services. If Licensee desires for Licensor to provided hosted services for the Licensed Software, Licensor can provide such services subject to the terms and conditions set forth in Exhibit D ("HOSTED SERVICES") and to the payment of the requisite hosting fees set forth in Exhibit A. Notwithstanding the foregoing, Licensor shall not provide hosted services unless included in the proposal attached to Exhibit A, or Licensee and Licensor have entered into a separate written agreement for such services. 3. MAINTENANCE AND SUPPORT 3.1 Maintenance. Maintenance will be provided for the Licensed Software provided that Licensee has paid the applicable License and Maintenance Fees described in Section 2.2.2, and subject to all of the terms and conditions of this Agreement. Maintenance for the Licensed Software will be available when the applicable 24216147.1 Journal Technologies,Inc.-2014 -3- enhancement,upgrade or release is first made generally available to persons entitled to receive maintenance from Licensor. 3.2 Support. Support for JustWare and JusticeWeb is available by telephone, e-mail, or internet support forum from 7:oo am to 6:oo pm Mountain time,Monday through Friday, except for federal holidays. Support for the JustWare API is provided via the API Support Internet Forum. Licensor shall generally provide an initial response within four(4)hours of first contact. Licensor shall use all reasonable diligence in correcting verifiable and reproducible errors reported to Licensor. Licensor shall, after verifying that such an error is present,initiate work in a diligent manner toward development of a solution. If the error is categorized as"Critical" (meaning an error for which there is no workaround and which causes data loss, affects a mission critical task or poses a possible security risk that could compromise the system), Licensor shall provide a solution through a service release as soon as possible. Licensor shall not be responsible for correcting errors in any version of the Licensed Software other than the current version,with the exception of Critical errors,for which a service release will be provided for the most recent previous version as well. Licensor shall not be responsible for errors caused by hardware limitations or failures, network infrastructure, operating system problems,operator errors or any errors related to processes,interfaces or other software. 3.3 Conditions to Receive Support. 3.3.1 Licensee must designate one or more Application Administrators, each of whom shall be an employee or contractor of Licensee. Only a designated Application Administrator may request Support. It is the responsibility of Licensee to instruct Users to route Support requests through the Application Administrator. Requests by others are subject to additional fees described in Section 3.4• 3.3.2 Licensee must maintain a dedicated connection, approved by Licensor,to the Licensed Software's database and/or application server,with full screen access to the server and full administrative rights to publish information and make changes. 3.3.3 Licensee must maintain all related hardware and software systems required for the operation of the Licensed Software. Minimum System requirements are attached as Exhibit C("SYSTEM REQUIREMENTS"). Licensor shall have no responsibility for configuring, maintaining or upgrading Licensee's operating system, hardware, network, or any other software not provided by Licensor. Licensor is not responsible for creating or maintaining database or storage backup files. 3.3.4 Licensee must keep current and have installed the latest generally available version of the Licensed Software or the most recent previous version. 3.4 Other Support. JustWare and JusticeWeb Support requested by a User other than a designated Application Administrator and JustWare API telephone support shall be billed to Licensee at an hourly rate(billed in fifteen(15)minute increments), with payment by Licensee due within thirty(3o) days after receipt of the invoice from Licensor. The hourly rate is specified in Exhibit A. In addition, Services that go beyond routine Support may be provided under the terms of a professional services agreement upon agreement of the parties. 24216147.1 Journal Technologies,Inc.-2014 -4- 4. WARRANTY 4.1 Licensed Software Warranty. Licensor warrants that the Licensed Software will perform in all material respects during the License Term in accordance with the applicable user, administrative, and technical electronic guides. Notwithstanding the foregoing,this warranty shall not apply and Licensor will incur no liability whatsoever if there is or has been(a)the use of any non-current version (or the most recent previous version) of the Licensed Software, (b)the combination of the Licensed Software with any other software not recommended,provided or authorized by Licensor, (c) modification of the Licensed Software, (d) any use of the Licensed Software in breach of this Agreement or(e) any failure to satisfy the conditions to receive Support under Section 3.4 above. If at any time during the License Term the Licensed Software fails to perform according to this warranty, Licensee shall promptly notify Licensor in writing of such alleged nonconformance, and Licensor shall provide bug fixes and other Support,but only so long as the alleged nonconformance is not caused by an act of Licensee or any third party not under the control of or authorized by Licensor.After the bug fixes and Support have been provided,if any such non-performance materially impairs the ability of Licensee to utilize the Licensed Software, Licensee shall have the right, on thirty(3o) days'notice,to terminate the license and this Agreement(with a credit for License and Maintenance Fees paid with respect to the period in which utilization was materially impaired). 4.2 Warranty of Law. Licensor represents and warrants that to the best of Licensor's knowledge: (i)there is no claim,litigation or proceeding pending or threatened against Licensor with respect to the Licensed Software or any component thereof alleging infringement of any patent or copyright or any trade secret or any proprietary right of any person; (ii)the Licensed Software complies in all material respects with applicable laws, rules and regulations; (iii) Licensor has full authority to enter into this Agreement and to consummate the transactions contemplated hereby; and(iv)this Agreement is not prohibited by any other agreement to which Licensor is a party or by which it may be bound(the"Legal Warranty"). In the event of a breach of the Legal Warranty, Licensor shall indemnify and hold harmless Licensee from and against any and all losses,liabilities, damages, causes of action, claims, demands, and expenses(including reasonable legal fees and expenses)incurred by Licensee, arising out of or resulting from said breach. 4.3 Warranty of Title. Licensor further warrants that(i)it has good title to the Licensed Software; (ii)it has the absolute right to license the Licensed Software; (iii) as long as Licensee is not in material default hereunder, Licensee shall be able to quietly and peacefully possess and Use the Licensed Software provided hereunder subject to and in accordance with the provisions of this Agreement; and(iv) Licensor shall be responsible for and have full authority to license all proprietary and/or third party software modules, algorithms and protocols that are incorporated into the Licensed Software (the"Title Warranty"). In the event of a breach of the Title Warranty, Licensor shall indemnify and hold harmless Licensee from and against any and all losses, liabilities, damages, causes of action, claims, demands, and expenses (including reasonable legal fees and expenses) incurred by Licensee, arising out of or resulting from said breach. 4.4 No Other Warranties.THE WARRANTIES AND REPRESENTATIONS STATED WITHIN THIS AGREEMENT ARE EXCLUSIVE,AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED 24216147.1 Journal Technologies,Inc.-2014 -5- TO,THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 5. LIMITATIONS ON LIABILITY NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSS OF ANTICIPATED PROFITS IN CONNECTION WITH OR ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT. FURTHERMORE, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY AMOUNT IN EXCESS OF THE AMOUNT OF LICENSE AND MAINTENANCE FEES DUE AND PAYABLE OR ALREADY RECEIVED BY LICENSOR UNDER THIS AGREEMENT. 6. CONFIDENTIALITY 6.1 Licensee's Responsibilities. Licensee hereby agrees that(a)the Licensed Software and other materials received from Licensor under this Agreement are the confidential and proprietary information of Licensor, (b) Licensee shall take all necessary steps to protect and ensure the confidentiality of the Licensed Software and other materials, and(c)except as permitted by the terms of Section 2.1("Grant of License"), neither the Licensed Software nor any of the other materials shall be in any way disclosed by Licensee to any third party,in whole or in part,without the prior written consent of Licensor,which may be granted or withheld in its sole discretion. If Licensee becomes aware of the unauthorized possession of the Licensed Software or any of the other materials,it shall promptly notify Licensor. Licensee shall also assist Licensor with preventing the recurrence of such unauthorized possession and with any litigation against the third parties deemed necessary by Licensor to protect its proprietary rights. 6.2 Licensor's Responsibilities. Licensor hereby agrees that(a) any information related to the official business of Licensee that Licensor obtains from Licensee in the course of the performance of this Agreement is the confidential and proprietary information of Licensee, (b) Licensor shall take all necessary steps to protect and ensure the confidentiality of such information, and(c)such information shall not be in any way disclosed by Licensor to any third party,in whole or in part,without the prior written consent of Licensee,which may be granted or withheld in its sole discretion. If Licensor becomes aware of the unauthorized possession of such information,it shall promptly notify Licensee. Licensor shall also assist Licensee with preventing the recurrence of such unauthorized possession and with any litigation against the third parties deemed necessary by Licensee to protect its proprietary rights. 6.3 Confidentiality Breach. In the event a party breaches any of its obligations under this Section 6 ("Confidentiality"),the breaching party shall indemnify, defend and hold harmless the non-breaching party from and against any and all losses,liabilities, damages, causes of action, claims, demands, and expenses (including reasonable legal fees and expenses)incurred by the non-breaching party arising out of such breach. In addition,the non-breaching party will be entitled to obtain injunctive relief against the breaching party. 6.4 Exclusions. The provisions of this Section 6 ("Confidentiality") shall not apply to any information (a)that is in the public domain prior to the disclosure or that that becomes part of the public domain other than by way of a breach of this Agreement, 24216147.1 Journal Technologies,Inc.-2014 -6- (b)that was in the lawful possession of the Licensor or Licensee, as the case may be, prior to the disclosure without a confidentiality obligation to any person, (c)that was disclosed to the Licensor or Licensee, as the case may be,by a third party who was in lawful possession of the information without a confidentiality obligation to any person, (d)that was independently developed by Licensor or Licensee, as the case may be, outside the scope of this Agreement or(v)that Licensor or Licensee, as the case may be, is required to disclose by law or legal process. 7. TERM AND TERMINATION 7.1 Term. The term of this Agreement shall expire at the end of the License Term or,if earlier,upon termination of this Agreement in accordance with the terms of this Section 7("Term and Termination"). 7.2 Termination by Licensor. 7.2.1 Payment Default. Licensor shall have the right to terminate the license granted in Section 2.2 ("License Term and License and Maintenance Fees"), and this Agreement(but reserving cumulatively all other rights and remedies under this Agreement,in law and/or in equity),for any failure of Licensee to make payments of moneys due when the same are due, and such failure continues for a period of thirty(30) days after written notice thereof by Licensor to Licensee. 7.2.2 Other Licensee Defaults. Licensor may terminate the license granted in Section 2.2 ("License Term and License and Maintenance Fees"), and this Agreement(but reserving cumulatively all other rights and remedies under this Agreement,in law and/or in equity),for any other material breach by Licensee which breach continues for a period of thirty(30) days after written notice thereof by Licensor to Licensee. 7.3 Termination by Licensee. Licensee shall have the right to terminate this Agreement(reserving cumulatively all other rights and remedies under this Agreement, in law and/or in equity)without further obligation or liability to Licensor(except as specified herein)if Licensor commits any material violation or breach of this Agreement and fails to remedy such breach within thirty(30) days after written notice by Licensee to Licensor of such breach. Licensee shall have the right to terminate this Agreement effective immediately and without prior notice if Licensor goes into liquidation or bankruptcy, or if Licensor permanently discontinues Maintenance and Support for the Licensed Software. 1.4 Actions Upon and Following Termination.Termination of this Agreement shall not affect any rights and/or obligations of the parties which arose prior to any such termination and such rights and/or obligations shall survive any such termination. Licensee must cease use of the Licensed Software immediately upon termination, and must remove and return the Licensed Software and all other products and information received by Licensee from Licensor within thirty(30) days after termination. If not removed and returned within such thirty(30) day period, Licensee hereby grants Licensor the right to remove the Licensed Software. In addition,the confidentiality obligations of the parties in Section 6 ("Confidentiality")shall survive the termination of this Agreement. 8. GENERAL 24216147.1 Journal Technologies,Inc.-2014 -7- 8.1 Waiver,Amendment or Modification.The waiver, amendment or modification of any provision of this Agreement or any right,power or remedy hereunder shall not be effective unless made in writing and signed by both parties. No failure or delay by either party in exercising any right,power or remedy with respect to any of its rights hereunder shall operate as a waiver thereof. 8.2 Notice.All notices under this Agreement shall be in writing and shall be deemed to have been duly given if delivered in person,by commercial overnight courier or by registered or certified mail,postage prepaid, return receipt requested, and addressed as follows: To Licensor: Journal Technologies, Inc. 843 South too West Logan, Utah 84321 Attention: President Phone: 877-587-8927 and Munger,Tolles&Olson LLP 355 South Grand Avenue, 36th Floor Los Angeles, CA 90071 Attention: Brett Rodda Phone: 213-683-9161 To Licensee: Name Address Address Attention: Phone: 8.3 No Third Party Beneficiaries.This Agreement is not intended to create any right in or for the public, or any member of the public, any subcontractor, supplier or any other third party, or to authorize anyone not a party to this Agreement to maintain a suit to enforce or take advantage of its terms. 8.4 Successors and Assigns.Neither party may assign this Agreement in whole or part without the prior written consent of the other party.Any attempt to assign this Agreement without the prior written consent of the other party is void and without legal effect, and such an attempt constitutes grounds for termination by the other party. Subject to the foregoing, all of the terms, conditions, covenants, and agreements contained herein shall inure to the benefit of, and be binding upon, any successor and any permitted assignees of the respective parties hereto. It is further understood and agreed that consent by either party to such assignment in one instance shall not constitute consent by the party to any other assignment.A transfer of corporate control, merger, sale of substantially all of a parry's assets and the like, even though including this Agreement as an assigned asset or contract, shall not be considered an assignment for these purposes. 24216147.1 Journal Technologies,Inc.-2014 -8- 8.5 Dispute Resolution. Any dispute arising under or related to this Agreement shall be resolved exclusively as follows,with the costs of any mediation and arbitration to be shared equally by both parties: 8.5.1 Initial Resolution by Meeting. The parties shall first attempt to resolve amicably the dispute by meeting with each other,by telephone or in person at a mutually convenient time and location,within thirty(3o) days after written notice of a dispute is delivered from one party to the other. Subsequent meetings may be held upon mutual agreement of the parties. 8.5.2 Mediation. If the dispute is not resolved within sixty(6o)days of the first meeting,the parties shall submit the dispute to mediation by an organization or company specializing in providing neutral,third-party mediators. Licensee shall be entitled to select either(i)the location of the mediation or(ii)the organization or company, and Licensor shall select the other. The mediation shall be conducted within sixty(6o) days of the date the dispute is submitted to mediation,unless the parties mutually agree on a later date. 8.5.3 Arbitration. Any dispute that is not otherwise resolved by meeting or mediation shall be exclusively resolved by arbitration between the parties in accordance with the Comprehensive Arbitration Rules&Procedures of JAMS,with the arbitration to be conducted in Los Angeles, California,or another location mutually agreed by the parties. The results of such arbitration shall be binding on the parties, and judgment may be entered in any court having jurisdiction. Notwithstanding the foregoing, either party may seek interim injunctive relief from any court of competent jurisdiction. 8.6 Control of Defense. All indemnification obligations under this Agreement are conditioned upon(i)written notice by the indemnified party to the indemnifying party within thirty(3o) days of the indemnified party's receipt of any claim for which indemnification is sought, (ii)tender of control over the defense and settlement to the indemnifying party and(iii) such reasonable cooperation by the indemnified party in the defense as the indemnifying party may request;provided,however,the indemnifying party shall not,without the prior written consent of the indemnified party, settle, compromise or consent to the entry of any judgment with respect to any pending or threatened claim unless the settlement, compromise or consent provides for and includes an express, unconditional release of such claim against the indemnified party. 8.7 Governing Law.The validity,construction and performance of this Agreement and the legal relations among the parties to this Agreement shall be governed by and construed in accordance with the laws of the State of California without giving effect to its conflict of law principles. 8.8 Severability. In the event any one or more of the provisions of the Agreement shall for any reason be held to be invalid,illegal or unenforceable,the remaining provisions of this Agreement shall be unimpaired, and the invalid,illegal or unenforceable provision shall be replaced by a provision,which,being valid,legal and enforceable, comes closest to the intention of the parties underlying the invalid,illegal or unenforceable provision. [Continued on Next Page] 24216147.1 Journal Technologies,Inc.-2014 -9- IN WITNESS WHEREOF, the parties have caused this instrument to be duly executed as of the date last written below. JOURNAL TECHNOLOGIES, INC: By: Date: Printed Name and Title: By: Date: Printed Name and Title: 24216147.1 Journal Technologies,Inc.-2014 - 10- EXHIBIT D HOSTED SERVICES Licensor Hosting. In exchange for an annual hosting fee, Licensor will provide Licensed Software hosted services (the"Hosted Service"),which Licensee may access via an Internet connection. Access to the Hosted Service will be secured and encrypted via HTTPS and/or a VPN connection. Licensor Responsibilities. Licensor's responsibilities with respect to the Hosted Service are as follows: a. Provide infrastructure for the hosting of Licensee data. b. Provide maintenance of the Hosted Service. c. Provide hourly snapshot backups of data(daily backups are also taken and kept for two weeks). d. Provide copies of Licensee data upon Licensee's request not to exceed once per month. e. Provide assistance that requires access to the JustWare Maintenance console. f. Treat all information, data and files provided by Licensee as confidential, maintaining secure access to such material only for Licensor's support personnel for purposes of investigating or solving a support request. Licensee Responsibilities. Licensee's responsibilities with respect to the Hosted Service are as follows: a. Pay the annual hosting fees listed in Exhibit A. b. Ensure that all activity occurring under User accounts abides by all applicable laws and regulations in connection with use of the Hosted Service,including those related to data privacy,international communications and the transmission of technical or personal data.Without limiting the foregoing, Licensee shall: (i) notify Licensor immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii)report to Licensor immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by Licensee or Users; and(iii) not impersonate another Licensor user or provide false identity information to gain access to or use the Hosted Service. c. Accept that each hosted instance allows for loo gigabytes of filing cabinet storage. Storage required for the database server is covered by the License and Hosting Fees. Licensee will be notified when storage usage thresholds exceed 8o%, go%, 95%, and i00%. At i00%usage,storage will automatically be expanded by 50 gigabytes and Licensee's hosting fees will be adjusted accordingly at the then current yearly rate. The current rate is listed in Exhibit A. Additional storage may be pre-purchased at any time,however is not required. d. Provide Licensor support personnel with accurate configuration information, screen shots, or other files and documentation as required for a support request. 24216147.1 Journal Technologies,Inc.-2014 - 11 - System Period of Maintenance. a. Weekly Maintenance Outage(Wednesday, 7:ooPM to Thursday,4:ooAM MT). The Hosted Service shall be subject to a maintenance outage each Tuesday evening(Hosted Service downtime may include loss of network access,the servers, and the operating system). The Hosted Service will not always be disrupted during each weekly maintenance outage. b. Monthly Website and Internet Services Maintenance Outage (Third Thursday of each month 7:ooPM to Friday,4:ooAM MT). Website and Internet related services shall be subject to a maintenance outage the third Wednesday of each month.The Hosted Service will not always be disrupted during each maintenance outage. c. Extended Maintenance Outage. If Licensor requires additional time for maintenance or installation, Licensor shall provide written notification to Licensee at least 24 hours prior to implementing an extended maintenance outage. Licensor's notice shall explain the nature and expected duration for the extended maintenance outage. 24216147.1 Journal Technologies,Inc.-2014 - 12- A AFE, INC ' Intellectual Property Risk Management IS2ex Software Escrow Agreement This Agreement is between the Depositor and InnovaSafe. Licensees are enrolled as a Beneficiary. Use This Agreement if: • Multiple Licensees will be added and management of single or multiple deposits are needed. • Beneficiary specific terms and conditions may be required. • Modifiable Agreement is required • Services include: o Complete client service o Fees Locked For the Initial Term o Physical or Electronic Deposits o Quarterly Deposits Included o No Additional Storage Fee o Toll Free Telephone Support(800)239-3989 Questions? Please call(800)239-3989 or Live Online Support at www.innovasafe.com IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 1 of 16 This Software Source Code Escrow Agreement ("Agreement"), number 2738, effective as of the date signed by the Depositor("Effective Date"), is made and entered into by InnovaSafe, Inc. ("InnovaSafe"),a California corporation,located at 28502 Constellation Road,Valencia,California,91355-5082,and Sustain Technologies, Inc. ("Depositor"), located at 915 East First Street, Los Angeles, California 90012 and each additional person or entity subscribed hereto as a Beneficiary or Designated Beneficiary in accordance with the requirements of this Agreement. In consideration of the covenants, conditions, warranties and restrictions contained in this Agreement,the parties agree as follows: 1. DEFINITIONS For purposes of this Agreement, the following capitalized terms shall have the meanings set forth below, unless expressly defined otherwise in this Agreement: "Beneficiary" means and includes a person or entity that has subscribed hereto as a Beneficiary in accordance with the requirements of Paragraphs 3.1 and 3.2(a) of this Agreement and each Designated Beneficiary. "Beneficiary Enrollment Form" means the form used by InnovaSafe for the addition of a Beneficiary or Beneficiaries to this Agreement in accordance with the requirements of Paragraph 3 hereof, as such form may be modified or replaced by InnovaSafe in its sole discretion from time to time during the term of this Agreement. A copy of the current Beneficiary Enrollment Form is attached hereto as Exhibit B and incorporated herein. "Designated Beneficiary" means and includes any person or entity that has not subscribed hereto as a Beneficiary pursuant to Paragraph 3.2(a),but has been designated by Depositor as a Beneficiary hereof in accordance with the requirements of Paragraphs 3.1 and 3.2(b) of this Agreement. Each Designated Beneficiary shall have the rights and obligations of a Beneficiary under this Agreement, including but not limited to the conditional rights set forth in Paragraph 4 of this Agreement. "Description of Escrow Deposit" means a general description of the Software and the Escrow Deposit as set forth on Exhibit A attached hereto and incorporated herein. "Escrow Deposit" or "Deposit" means the copies of the Source Code, drawings, computer intellectual property, documentation, web site content, trade secrets, and other related material, deposited with InnovaSafe by the Depositor,or otherwise held by InnovaSafe pursuant to the terms of this Agreement. "License Agreement" means any agreement pursuant to which Depositor licenses the Software to a Beneficiary in object code form. "Replacement" means a Deposit relating to any complete change, modification, enhancement or alteration of the Source Code since the last Deposit which completely replaces all of the previous Deposits. "Software" means the software that as of the date hereof is licensed by the Depositor to a Beneficiary pursuant to a License Agreement,and which is generally described in the Description of Escrow Deposit. "Source Code" means the Software in source code form, including all documentation and instructions necessary to maintain,duplicate,compile,interpret and install the source code for the Software. "Update" means any modification, update or revision of any Software that is subject of the Escrow Deposits currently being held by InnovaSafe. 2. DEPOSIT PROCEDURES 2.1 Initial, Additional: and Duplicate Deposits: (a)Within thirty (30)days of the Effective Date of this Agreement, Depositor agrees to deposit with InnovaSafe, copies of the Source Code for the version of the Software as licensed under a License Agreement. With such delivery, Depositor agrees to provide InnovaSafe with a completed Description of Deposit (Exhibit A). (b) Depositor also agrees to deposit with InnovaSafe the Deposit for each Update or Replacement within thirty (30) days after its IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 2 of 16 release,distribution, or other publication by Depositor in the ordinary course of business. With each such delivery,Depositor agrees to provide InnovaSafe with a completed Description of Deposit(Exhibit A). (c) Depositor shall deliver a duplicate Deposit (including all Updates) within five (5) days of receipt of a written request from an authorized representative of InnovaSafe. Without limiting the foregoing,Depositor shall deliver a duplicate Deposit (including all Updates) to replace any previous Deposit that is impaired due to a defect in or natural degeneration of t)ie recorded medium. All duplicate Deposits may not be encrypted, except for an Update or Replacement Deposit that is transmitted to InnovaSafe in accordance with Paragraph 2.2. (d)Notwithstanding any other provision of this Agreement, InnovaSafe shall have no obligation to return to Depositor any Deposit. 2.2 Encgynted Electronic Deliveries: Subject to the prior agreement of InnovaSafe and Depositor regarding delivery and decryption protocols, Depositor shall have the option but not the obligation to encrypt and transmit the encrypted Deposit for each Deposit over the Internet using InnovaSafe's SafeDeposit services. InnovaSafe shall not be liable to Depositor or Beneficiary for any encrypted Deposit,or any part thereof that is transmitted over the Internet.. 2.3 Deposit Receipt Notification: For each Deposit, InnovaSafe will issue a receipt to Depositor,accompanied by a general list or description of the materials deposited. InnovaSafe shall notify Depositor and Beneficiary of receipt of each Deposit by electronic mail ("email") to the email address described in Paragraph 10 of this Agreement or the Beneficiary Enrollment Form, as applicable, within thirty(30)days following receipt by InnovaSafe of the Deposit. 2.4 Technical Verification of De osit: Any party may request that InnovaSafe perform a deposit verification of the Deposit. Any charges and expenses incurred by InnovaSafe in carrying out a deposit verification will be paid by the party requesting the deposit verification,unless otherwise agreed to in writing. Limitations: Except solely in connection with the performance by InnovaSafe of a deposit verification or another technical verification that has been requested and agreed to by the parties in accordance with this Agreement, InnovaSafe shall have no obligation to determine the physical condition, accuracy, completeness, functionality, performance or non-performance of any Deposit or whether the Deposit contains Source Code. 2.5 Failed Deliveries, Duty of Care and Sub-Contractors: (a) InnovaSafe will not be responsible for procuring the delivery of any Deposit. (b) InnovaSafe shall perform all of the duties required by this Agreement diligently and in good faith. Except as expressly stated in Section 2 of this Agreement, InnovaSafe shall have no duty of care, inquiry or disclosure, whether express or implied. (c) Any and all sub-contractors performing verification or other services on behalf of InnovaSafe shall be subject to the same duty of care as InnovaSafe. 3. BENEFICIARY ENROLLMENT PROCEDURES 3.1 Enrollment of Beneficiaries: After InnovaSafe's acceptance of the initial Deposit, Depositor may join additional Beneficiaries, or name Designated Beneficiaries to this Agreement at any time and from time to time, in its sole and absolute discretion,provided that(a)at the time of entering into this Agreement the Depositor and the proposed Beneficiary or Designated Beneficiary are parties to a License Agreement; (b)Depositor is not in breach of this Agreement; (c)all fees and costs required to be paid to InnovaSafe under this Agreement have been paid; and (d) the proposed Beneficiary completes, signs and delivers the Beneficiary Enrollment Form as required hereunder or Depositor provides a written execution and delivery of the Exhibit Bns, Beneficiary Enrollment Form for a Designated Beneficiary, as applicable. 3.2 Beneficiary Enrollment Forms: (a)Each person or entity that subscribes as a Beneficiary to this Agreement shall be required to agree to the terms hereof and indicate such agreement by delivering to Depositor and InnovaSafe the completed Beneficiary Enrollment Form(Exhibit B)that has been signed by an authorized representative of Beneficiary. A person or entity that has not subscribed hereto as a Beneficiary in accordance with the requirements of this Agreement, including but not limited to, any other licensees of the Software, shall not have any rights hereunder and InnovaSafe shall have no duties to any such persons or entities, except as expressly provided in clause (b) of this Paragraph 3.2. (b) Subject to Paragraph 3.1 above, Depositor may name Designated Beneficiaries to this Agreement at any time and IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 3 of 16 from time to time, in its sole and absolute discretion, upon execution and delivery of the Exhibit Bns, Beneficiary Enrollment Form for a Designated Beneficiary. InnovaSafe shall issue an enrollment letter and a copy of the Agreement, and any other applicable document required hereunder to the Designated Beneficiary upon receipt of the Exhibit Bns. All rights and obligations of a Designated Beneficiary expressly provided for hereunder, may be modified, supplemented, extended, terminated or assigned by Depositor and InnovaSafe at any time, and from time to time, by amendment of this Agreement as further provided herein. Unless otherwise expressly set forth in an amendment to this Agreement as provided for in this Agreement, the rights and obligations of a Designated Beneficiary interests established hereunder shall not be modified by (i) any waiver for the benefit of such Designated Beneficiary that is entirely conditioned upon the complete and continuous satisfaction of each of the performance of and obligation required under this Agreement, or (ii) any failure to enforce any following the execution of the form of acknowledgement attached hereto as Exhibit D in which Beneficiary accept and agrees to be bound by the terms, conditions and obligations set forth in this Agreement, including, but not limited to, all obligations of Beneficiary set forth in Paragraph 4.4 of this Agreement, and all obligations of Designated Beneficiary set forth in Sections 9, 10 and 11 of this Agreement. No Deposit shall be released to any Designated Beneficiary until the Designated Beneficiary accepts and agrees to be bound by the terms, conditions and obligations in accordance with the requirements of this Agreement. 4. DEPOSIT RELEASE PROCEDURES 4.1 Conditions to Enforcement: Each Beneficiary shall have the right to enforce the Release Procedures described in this Paragraph 4 only if at the time of the requested release: (a) the License Agreement between Depositor and Beneficiary is in full force and effect, and Beneficiary is not in breach thereof; (b) the Beneficiary is not in breach of this Agreement; and (c) all fees and costs then due and owing to InnovaSafe shall have been paid in full. 4.2 Release Conditions: The release by InnovaSafe of the Deposit to Beneficiary as further provided in this Paragraph 4, shall be subject to the occurrence of one or more of the following conditions (each a "Release Condition"): (a) Depositor requests in writing that InnovaSafe release the Deposit to Beneficiary; (b) Depositor takes any action under any state corporation or similar law that will cause both the dissolution of the corporate existence of Depositor and the liquidation by Depositor of its assets; (c) Depositor has materially breached an obligation to provide maintenance or bug fixes to which Beneficiary is entitled under the License Agreement and (i) such material breach will cause Beneficiary to incur immediate and substantial injury for which money damages, or such other remedies provided by the License Agreement, would be inadequate, (ii) Beneficiary is not in breach of the terms of the License Agreement and(iii)Beneficiary has terminated the License Agreement in accordance with the terms of the License Agreement; (d) Depositor's duly appointed trustee in a bankruptcy or dissolution proceeding of Depositor requests in writing that InnovaSafe release the Deposit to Beneficiary; or (e) A court of competent jurisdiction, or an arbitrator, if applicable, issues an order or judgment directing InnovaSafe to release the Deposit to Beneficiary. 4.3 Release Procedures: InnovaSafe will release the Deposit to a Beneficiary subject to and in accordance with each of the following conditions: (a)Depositor may provide InnovaSafe with a written release request at any time, and a Beneficiary may provide InnovaSafe with a written release request following the occurrence of a Release Condition; (b) Provided that InnovaSafe has been paid all fees and costs then due and owing, InnovaSafe shall promptly deliver a copy of the release request to Depositor or such Beneficiary,as applicable(the"Notice of Release Request");(c)If Depositor or Beneficiary objects to the requested release, then within thirty (30) days of the receipt of the Notice of Release Request, such party agrees to provide InnovaSafe with written notice of such objection, and to provide a copy of such notice to the party requesting the release, stating that a Release Condition has not occurred or has been cured, and instructing InnovaSafe not to release the Deposit as requested (the"Contrary Instructions"); (d) If InnovaSafe does not receive Contrary Instructions within the time and in the manner required above,then InnovaSafe shall deliver a copy of the Deposit to such Beneficiary;(e)If InnovaSafe does receive Contrary Instructions within the time and in the manner required above,then InnovaSafe shall not deliver a copy of the Deposit to such Beneficiary, but shall continue to hold the Deposit until the first to occur of the following: (i) InnovaSafe receives joint written release instructions from Depositor and such Beneficiary; IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 4 of 16 or (ii) InnovaSafe receives a copy of an order or judgment of a court of competent jurisdiction, or the decision of an arbitrator,if applicable,directing InnovaSafe to act with regard to disposition of the Deposit. 4.4 Rights in Bankruptcy and Effect of Release: (a)The parties agree that this Agreement, as it may be modified, supplemented, or replaced from time to time, is not intended and shall not be construed to constitute an election of remedies by any Beneficiary, or otherwise to supersede or foreclose any rights to which Beneficiary otherwise would be entitled under Title 11 United States Bankruptcy Code §365(n), as a licensee of intellectual property. (b) Upon receipt of the Deposit, and subject to the covenants, conditions, warranties and restrictions of this Agreement and the License Agreement, each Beneficiary shall have the right and hereby agrees to use the Deposit, including copying and modification thereof, only as reasonably necessary for the sole purpose of enabling such Beneficiary to use the Software for its intended purpose (unless otherwise authorized by the express terms of the License Agreement). Each Beneficiary shall use commercially reasonable measures to protect the integrity, security and confidentiality of the Deposit. The foregoing does not grant, sell, assign or otherwise transfer to any Beneficiary any title to or ownership of all or any part of the Deposit or Software, or related documentation, or any other property of Depositor, and without limiting the foregoing, does not grant to any Beneficiary any right to publish, perform, adapt, create derivative works from, or distribute the Software or any part thereof. 5. FEES AND PAYMENTS 5.1 Fee Schedule. Payments and Suspension of Performance: (a) The fees and charges of InnovaSafe are set forth on the fee schedule attached hereto as Exhibit C and incorporated herein. After the expiration of the initial term, InnovaSafe may increase its fees and costs on an annual basis by providing written notice of such increase at least sixty(60)days prior to the commencement of the next renewal term. (b)All fees,costs and any other amounts due and payable to InnovaSafe for annual service fees as provided hereunder,shall be paid by Depositor. Initial and annual fees must be paid to InnovaSafe within 30 days of the Effective Date and on each anniversary thereof. All other amounts payable to InnovaSafe shall be paid within thirty(30)days from the date of invoice to Depositor or Beneficiary, as applicable. Any release fee under this Agreement shall be paid by the Beneficiary requesting release of the Deposit. Neither Depositor nor any Beneficiary shall be entitled to any refunds, withholds, offsets, reductions in, or deductions from, any payments due to InnovaSafe hereunder. (c) In addition to and without limiting any other right or remedy to which InnovaSafe may be entitled, InnovaSafe shall have the right, in its sole discretion, to suspend the performance of any or all of its obligations hereunder for so long as any amount due hereunder remains unpaid in whole or in part. 6. TERM AND TERMINATION 6.1 Term: This Agreement shall have an initial term of one year from the date hereof unless earlier terminated as provided herein. At the expiration of the initial term, this Agreement shall automatically renew from year to year thereafter until this Agreement is terminated in accordance with the terms hereof. 6.2 Termination for Cause: (a) Notwithstanding the foregoing, this Agreement shall terminate as to each specific Beneficiary immediately and automatically upon either the expiration of the applicable License Agreement between such Beneficiary and Depositor, or the earlier termination of the applicable License Agreement between such Beneficiary and Depositor, whichever is applicable,provided, however, that in the case of termination (as distinguished from the expiration) of the applicable License Agreement between such Beneficiary and Depositor, such termination has been effected by Depositor in accordance with the requirements of the applicable License Agreement. (b) InnovaSafe shall have the right to terminate this Agreement as to all parties Was to any Beneficiary, in the event of non-payment of any fees or other amounts due and payable to InnovaSafe or its designee, or if Depositor otherwise breaches any material term of this Agreement, provided, however, that written notice of such breach is given to all applicable parties. If Depositor or the applicable Beneficiary fails to cure such breach within five (5) business days of the date such notice is delivered, then InnovaSafe shall have the right to terminate this Agreement by sending written notice of termination to Depositor and all applicable Beneficiaries, and fizrther provided, however that if payment is due from a Beneficiary and not from Depositor, then InnovaSafe may terminate this Agreement only as to that Beneficiary. InnovaSafe shall have no obligation IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 5 of 16 to perform any obligations under this Agreement so long as such breach remains uncured, including but not limited to, the receipt or release of any Deposit as required under this Agreement. Any party may cure amounts past due,whether or not such party is obligated under this Agreement. 6.3 Termination Without Cause: (a) After the expiration of the initial term of this Agreement,Depositor shall have the right to terminate this Agreement without cause, in its sole discretion, by giving each Beneficiary and InnovaSafe written notice of its intent to terminate this Agreement at least forty-five (45)business days prior to the expiration of the initial term or the next renewal term, whichever is applicable; (b) Notwithstanding any other provision hereof, at any time during the term of this Agreement, InnovaSafe shall have the right to terminate this Agreement without cause, in its sole discretion,by giving Depositor and each Beneficiary written notice of its intent to terminate this Agreement at least ninety (90) days prior to the date set for termination. During such 90 day period Depositor shall have the right to provide InnovaSafe with written instructions authorizing InnovaSafe to return the Deposit, and if InnovaSafe does not receive such written instructions from Depositor within the foregoing 90 day period, then InnovaSafe will use good faith in an attempt to return any Deposit in its possession to Depositor, or if InnovaSafe is not able to locate the Depositor after such attempts, then InnovaSafe may destroy the Deposit. InnovaSafe shall continue to be entitled to payment at its then current fees and charges (notwithstanding the termination date specified in its notice) until the Deposits are returned or destroyed. Notwithstanding anything to the contrary herein, InnovaSafe shall refund all fees paid hereunder in the prorated amount attributable to the time period after termination of the is Agreement pursuant to this provision; (c)A Beneficiary may not terminate this Agreement; (d) This Agreement shall terminate automatically, in the event that copies of the Deposit are released to all qualified Beneficiaries as provided by this Agreement. 6.4 Disposition of Deposit: Upon the termination of this Agreement, the following shall apply: (a) all amounts then due and owing to InnovaSafe hereunder shall be paid in full; (b) if the termination is as to all Beneficiaries,then InnovaSafe will return any Deposit in its possession to Depositor, and(c)if InnovaSafe does not receive written instructions from Depositor authorizing InnovaSafe to return all Deposits, or if InnovaSafe is not able to locate Depositor after reasonable attempts, then InnovaSafe shall destroy the Deposit. 6.5 Survival of Certain Obligations: Upon the termination of this Agreement, all future and continuing rights and obligations established hereunder will terminate, except: (a)the obligations of each party to maintain confidentiality, as defined herein; (b)the obligations of the parties under Paragraphs 6.4, 8.3 and 9.4 of the Agreement; and (c) any claim or cause of action for breach of this Agreement, or for indemnity or contribution under Paragraph 9.3 of the Agreement, existing as of the date of termination, which claim or cause of action will remain in full force and effect until such rights and obligations are fully discharged. 7. REPRESENTATIONS AND WARRANTIES OF DEPOSITOR 7.1 No Conflicts: Depositor represents and warrants to each Beneficiary and to InnovaSafe that the grant by Depositor to Beneficiary of the rights granted hereunder, the Deposits made pursuant hereto, and the implementation of this Agreement in accordance with its terms,do not and will not conflict with, violate or infringe upon (a) any rights or interests of any person or entity not a party to this Agreement, (b) any terms of any express or implied contract between Depositor and any other person or entity, or (c) any judicial or administrative order, award, judgment or decree of any state or country applicable to Depositor, or(d) any laws, rules or regulations of any country from or to which any Deposit may be delivered in accordance with the provisions of this Agreement, including but not limited to, customs laws,import,export,and re-export laws. 7.2 Usability of Source Code: Depositor represents and warrants that the Deposits made to InnovaSafe will, at all times, (a) be the version of the current release of the Software, as offered by Depositor to the Beneficiaries or other licensees in the ordinary course of business from time to time during the term of this Agreement, (b)be understandable and useable by a reasonably skilled programmer or other professional to understand, maintain, and correct the Software without assistance of any other person, (c) contains sufficient documentation to enable such a skilled programmer or other professional to understand and use any proprietary languages or programming components that such a skilled programmer or other IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 6 of 16 professional could not reasonably be expected to understand, and(d) includes all the devices,programming, and documentation necessary for the maintenance of the Software by the Beneficiary upon release of the Deposit pursuant to this Agreement, except for devices, programming, and documentation commercially available to the Beneficiaries on reasonable terms through readily known sources other than the Depositor. 8. RECORDS,REPORTS,ADMINISTRATION 8.1 Records of Deposits: InnovaSafe will maintain written records of all Deposits made by Depositor pursuant to this Agreement. InnovaSafe shall be entitled to rely on the completeness and accuracy of all information, documents and materials provided to InnovaSafe by Depositor,Beneficiary or any other person or entity, in connection with this Agreement. Depositor shall be entitled at reasonable times during normal InnovaSafe business hours and upon reasonable notice to InnovaSafe to inspect the records of Deposits maintained by InnovaSafe pursuant to this Agreement. Beneficiary shall be entitled at reasonable times during normal InnovaSafe business hours and upon reasonable notice to both Depositor and InnovaSafe, to inspect the records of Deposits maintained by InnovaSafe pursuant to this Agreement, provided,however,the right of each Beneficiary to inspect such records of Deposit shall be limited to only those records that pertain to the requesting Beneficiary. 8.2 Intentionally Omitted 8.3 Confidentiality and Storage of Deposits: (a)InnovaSafe will protect the confidentiality of the Deposit and all proprietary information of Depositor incorporated therein. Except as otherwise required to carry out its duties under this Agreement, InnovaSafe will not permit any unauthorized person access to the Deposit. If InnovaSafe receives any order from a court or other judicial or arbitral tribunal pertaining to the disclosure or release of the Deposit, InnovaSafe will immediately notify the parties to this Agreement unless prohibited by law. Challenge of any such disclosure or release order shall be the sole responsibility of Depositor and Beneficiary. InnovaSafe does not waive its rights to present its position with respect to any such order. No party has the right to require InnovaSafe to disobey any order from a court or other judicial or arbitral tribunal. (b) InnovaSafe shall implement measures to maintain the security of all Deposits including,but not limited to,the storage of all Deposits in secured locked facilities. 9. DISPUTE RESOLUTION AND CLAIMS 9.1 Reliance and Suspension of Performance: (a)InnovaSafe shall have no responsibility for determining the genuineness or validity of any instruction, document or other item given to or deposited with it, and in the performance of its obligations under this Agreement shall be entitled to rely upon any email or written notice, instruction or request furnished to InnovaSafe by any of the parties hereto if such instructions are believed by InnovaSafe to have been given by a designated representative ("Designated Representative") identified by the applicable party. With respect to the Depositor, the initial Designated Representative shall be Gerald Salzman. Each Beneficiary shall identify its Designated Representatives on Exhibit B or Exhibit Bns, as applicable. If no Designated Representatives are identified, all employees of Depositor and any Beneficiary, respectively, are conclusively deemed to have proper authority to act on behalf of such party hereunder. InnovaSafe shall have no responsibility with respect to the Deposit other than to follow such instructions as may be provided herein. (b)If any controversy exists between or among the Depositor and any of the Beneficiaries hereto, or with any other person or entity with respect to the Deposit or the subject matter of this Agreement, InnovaSafe shall not be required to determine the same or take any action with respect thereto, but in addition to and without limiting any other right or remedy to which InnovaSafe may be entitled, InnovaSafe.shall have the right, in its sole discretion, to suspend the performance of any or all of its obligations hereunder for so long as any such conflict or controversy may exist hereunder. 9.2 Intentionally Omitted 9.3 Indemnification: Depositor,on the one hand,and each Beneficiary on the other hand,jointly and severally, agree to indemnify, defend and hold harmless InnovaSafe and its directors, officers, agents and employees (collectively "InnovaSafe") from and against any losses, claims, damages,judgments, assessments, costs IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 7 of 16 and other liabilities (collectively "Liabilities"), and will reimburse InnovaSafe for all reasonable fees and expenses (including the reasonable fees and expenses of counsel) (collectively, "Expenses") as they are incurred in investigating, preparing,pursuing or defending any claim, action, proceeding or investigation, whether or not in connection with pending or threatened litigation or arbitration and whether or not InnovaSafe is a party(collectively,"Actions"),relating to this Agreement or arising out of or in connection with the services rendered or to be rendered by InnovaSafe pursuant to this Agreement, or any actions or inactions of InnovaSafe in connection with any such services or this Agreement; provided that Depositor and Beneficiary will not be responsible for any Liabilities or Expenses of InnovaSafe that are determined to have resulted from the gross negligence or willful misconduct of InnovaSafe in connection with any of the services,actions,or inactions referred to above. 9.4 Mediation and Arbitration: (a)In the event of any controversy,dispute or claim between InnovaSafe and any other party hereto that arises under or otherwise relates to this Agreement, the parties agree that the dispute shall be submitted to mediation facilitated by a mediator as mutually approved by the parties, which approval shall not be unreasonably withheld or delayed by either party ("Mediator"). The parties agree to participate in good faith in the mediation conferences.Each party shall bear one-half(or its proportionate share if there are more than two parties) of the costs of the mediation, including the Mediator's fees. (b) If the parties are unable to resolve the claim,controversy or dispute through mediation, then it shall be decided by arbitration in Los Angeles County, California, in front of a single retired judge through the Judicial Arbitration and Mediation Service or, in its absence, any similar organization providing the arbitration services of retired judges ("JAMS"). If for any reason within 30 days of an arbitration demand, any other party to the Agreement fails to state in writing that it will cooperate in selecting the sole arbitrator,then the remaining party shall select the arbitrator. If for any reason the sole arbitrator is not selected within 45 days of the written arbitration demand, then JAMS shall have sole authority to assign one of its retired judges as the arbitrator that has experience with intellectual property law. The parties shall be entitled to discovery to the full extent provided in civil actions pending in the Superior Court for Los Angeles County, with the arbitrator deciding any controversies arising during and with respect to discovery. The decision of the arbitrator with respect to any issues submitted for determination shall be final and binding on all of the parties to this Agreement,provided,however that the arbitrator shall not have the power to award punitive or exemplary damages. Not less than 21 days before the first scheduled session of the arbitration hearing,each party shall deliver to the other: (i)a complete list of the names of the witnesses that the party will call to testify at the hearing; and (ii) a complete and accurate copy of each document the party will offer in evidence at the hearing, excluding witnesses and documents that are used for impeachment. 9.5 (a) Disclaimer of Warranties: InnovaSafe expressly disclaims any and all warranties, express or implied, in connection with this Agreement, or its implementation, or arising out of a course of performance, dealing, or trade usage, including, without limitation, any warranties of title, non infringement, merchantability, fitness for a particular purpose, defect, workmanship or uninterrupted or error-free use or operation. (b) Limitations of Claims and Consequential Damages Limitation: (i) No action or claim against InnovaSafe arising out of or in any way relating to this Agreement may be instituted after the first to occur of the following: (a)the expiration of the period of limitation required by applicable law; (b) the expiration of two (2) years after the event giving rise to such action or claim, or (iii) the expiration of one(1)year after the date upon which the claiming party discovers,or reasonably should have discovered, the facts giving rise to such action or claim.(ii)In no event shall any party,its affiliates,or any of its or their representatives be responsible or liable for any indirect, incidental, consequential, special, exemplary, or punitive damages (including, but not limited to, loss of data, savings, revenue or profits), even if such party, its affiliates, or any of its or their representatives has been advised of the possibility of such damages,including but not limited to,any damages from the use of, interruption of use,or inability to use any software or any data related thereto. (c) Limitation of Liability: In no event shall the total collective liability of InnovaSafe, its affiliates, and any of its or their representatives arising out of or relating in any way to this Agreement or it implementation exceed the total amounts paid or payable by the depositor or Beneficiary to InnovaSafe hereunder,provided,however,that the foregoing limitation does not apply to damages (excluding damage to the Deposit media)that are determined by a judgment of a court of competent jurisdiction which is no longer subject to appeal or further review to have resulted from the gross negligence or willful misconduct of InnovaSafe.. (d) Proceedings: If InnovaSafe is threatened to be made a party, required, compelled to be a party to, assist in, otherwise participate, or otherwise becomes IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 8 of 16 involved in,whether as a witness or in any other capacity, in any investigation, audit, action or proceeding, whether judicial, arbitral or administrative, instituted by Depositor, Beneficiary, or any third party (collectively, a "Proceeding") then in any such case Depositor and Beneficiary each agree to pay in advance, upon receipt of written demand therefor from InnovaSafe, any and all reasonable expenses that may be incurred by InnovaSafe in connection therewith,which shall include,without limitation,reasonable attorneys' fees, disbursements and retainers, court costs, transcript costs, fees of accountants, experts and witnesses, travel expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, and all other expenses of the types customarily incurred in connection with prosecuting, defending, preparing to prosecute or defend, investigating, or being or preparing to be a witness or other participant in a Proceeding. 10. NOTICES 10.1 Notices and Notice Address: Except as otherwise provided herein for Deposits or notices of Updates and Replacements, all notices, requests, demands, or other communications required or permitted under this Agreement shall be in writing. Notice shall be sufficiently given for all purposes if done by personal delivery, or electronic mail, or First Class Mail, or Certified Mail, or commercial overnight delivery service (DHL,FedEx,UPS), or facsimile transmission. Any correctly addressed notice that is refused,unclaimed,or undeliverable because of an act or omission of the parry to be notified shall be deemed effective as of the first date that said notice was refused, unclaimed, or deemed undeliverable by the postal authorities, messenger, or overnight delivery service. Any party may change its contact information by giving the other party notice of the change in any manner permitted by this Agreement. Any party has the option to update their contact information with InnovaSafe using the"Change of Status" form on our website,http://www.innovasafe.com/update.html. DEPOSITOR: Contact Name: Gerald Salzman Title: President Street address: 915 E. I". St. City,State,Postal Code Los Angeles,CA 90012 Country: USA Phone: 213-229-5300 Facsimile: 213-229-5481 Email: c/o claudia nading@dailyjoumal.com Purchase Order(if applicable): NA INNOVASAFE,INC. Corporate Address: 28502 Constellation Road,Valencia,California,91355-5082 USA Mailing Address: PO Box 800256,Valencia,California 91380-0256 USA Phone: USA Direct: 1-800-239-3989 International Direct: 1-661-310-1810 Facsimile: 1-661-295-5515 eMail: clientservices@innovasafe.com BENEFICIARY: As set forth in Exhibit B or Exhibit Bns. 11. MISCELLANEOUS PROVISIONS 11.1 Independent Contractors: The parties are independent contractors, and no party shall be held to be a fiduciary or trustee, or to have any fiduciary obligation, to any other party, or shall be considered, by entering into or performing any obligation under this Agreement, to assume or become liable for any special duty, or any existing or future obligations, liabilities or debts of the other party. No employee or agent of one party shall be considered to be an employee or agent of any other party. IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 9 of 16 11.2 Complete Statement, Interpretation and Modification of Agreement: The parties hereto acknowledge that each has read this Agreement, understands it, and agrees to be bound by its terms. The parties further agree that this Agreement is the complete and exclusive statement of their agreement with respect to the subject matter hereof, and supersedes all oral or written proposals, understandings, representations, warranties, covenants, and communications between the parties relating hereto. InnovaSafe is not a party to any License Agreement and no provision of any License Agreement shall be construed to apply to InnovaSafe or otherwise give rise to any obligation of InnovaSafe. Each party and its counsel have participated fully in the review and approval of this Agreement. Any statute or rule of law to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement.No supplement, amendment, or modification of this Agreement shall be binding unless it is in writing and signed by Depositor and InnovaSafe,and by each Beneficiary if it affects any material right or obligation of such Beneficiary provided hereunder. No course of performance by the parties hereunder shall be deemed to constitute an amendment of this Agreement. 11.3 Waiver: No waiver of a breach, failure of a condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the waiving party. No waiver of any breach, failure, right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy,whether or not similar,nor shall any waiver constitute a continuing waiver unless the writing so specifies. 11.4 Attorneys' Fees: In any litigation, arbitration or other proceeding by which one party either seeks to enforce its rights under this Agreement (whether in contract, tort, or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded reasonable attorneys' fees, together with any costs and expenses, to resolve the dispute and to enforce the final judgment. 11.5 Force Majeure: Except for obligations to make payment as indicated herein, no party shall be held responsible for any act, failure, event, or circumstance addressed herein if such act, failure, event,or circumstance is caused by conditions beyond such party's reasonable control. 11.6 Due Authorization, No Third Party Rights, Partial Invalidity, Headings: (a) Each party represents and warrants that the execution, delivery and performance of this Agreement has been duly authorized by all necessary corporate,partnership, or limited liability company action. (b)This Agreement is made solely for the benefit of the parties to this Agreement, the Designated Beneficiaries, and their respective permitted, authorized and acknowledged successors and assigns, and no other person or entity shall have or acquire any right by virtue of this Agreement. (c)If any provision of this Agreement is held illegal, unenforceable, or in conflict with any law of any federal, state or local government having jurisdiction over this Agreement, the validity of the remaining provisions hereof shall not be affected thereby. (d) The headings in this Agreement are included for convenience only and shall neither effect the construction or interpretation of any provision in this Agreement nor affect any of the rights or obligations of the parties to this Agreement. 11.7 Governing Law: The validity of this agreement and any of its terms or provisions, as well the rights and duties of the parties under this agreement, shall be construed pursuant to and in accordance with the laws of the State of California, and each party to this agreement specifically agrees to submit to the jurisdiction of the courts of the State of California. 11.8 Instructions to InnovaSafe: This Agreement shall constitute instructions to InnovaSafe as escrow agent. In addition, Depositor and each Beneficiary agrees to execute, deliver and be bound by any supplemental or general policies or procedures of InnovaSafe or such other instruments as may be reasonably required by InnovaSafe in order to perform its obligations as contemplated by this Agreement. In the event of any conflict or any inconsistency between such policies or procedures and any provision of this Agreement,the provision of this Agreement shall control. 11.9 Authorization to Cony: Depositor authorizes InnovaSafe to use and copy the Deposit as determined by InnovaSafe in its sole discretion as necessary for the performance of its obligations hereunder, including but not limited to, performing any Deposit verification testing as authorized IS2ex v09.2 0 2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 10 of 16 hereunder, provided, however, that the foregoing authorization does not grant, sell, assign or otherwise transfer to InnovaSafe any title to or ownership of any part of the Deposit or Software, or related documentation, or any other property of Depositor, except for the media upon which the Deposit is recorded,title to and ownership of which shall pass to InnovaSafe as provided herein. 11.10 Counterparts, Facsimile and Scanned Copy: This Agreement may be signed in one or more counterparts, by facsimile or scanned copy each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF,the parties have executed this Agreement as of the date below the signatures. DEPOSITOR INNOVASAF . BY: BY: Signature Signature Name:GeraldL. Salzman Name: Title:President Title: Date: �/�3/�D Date: C-I IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 11 of 16 EXHIBIT A DESCRIPTION OF DEPOSIT INNOVASAFE ACCOUNT#2738 THIS FORM MUST ACCOMPANY EACH DEPOSIT TO INNOVASAFE. PLEASE SEND ALL DEPOSITS TO THE INNOVASAFE CORPORATE OFFICES LOCATED AT: 28502 CONSTELLATION ROAD,VALENCIA,CA,91355 USA The Ex.A can also be completed online at:http://www.innovasafe.com/exhibitA.html DEPOSITOR CONTACT INFORMATION: —-——Company__ Contact: Title: Email: St.Address: i! City/State: ..............— .............. .............................................................................. ............................................ Postal Code 3 C ------------ ............................. Fax#: Deposit Details —------------------------------------------ Media Type Indicate hardware used to DAT etc.. create deposit: ..........Number of Media: ------ I Indicate operating systems used- I Indicate backup Copies I or 2 command/software used: Indicate software Product(s)Name: compression used: ........... ................ Indicate whether Product Version: encryption/password ............ -protection was used: .................. ....... ........... What computer language was the source written: Approximate size of the data on the media: ................ .... .................... ..............11........... ................ TYPE OF DEPOSIT(REQUIRED): *Please Check Only One Box El Initial Deposit El Update Deposit El Replacement Deposit IF THIS IS A REPLACEMENT DEPOSIT,PLEASE INDICATE WHETHER WE SHOULD RETURN OR DESTROY THE PREVIOUS DEPOSIT(S): F-1 Return OR 0 Destroy(Checking this box authorizes InnovaSafe to Destroy the previous deposit(s))If this deposit is to be returned or destroyed,please indicate in the space below the name and version of the previous deposit(s)you would like to replace. If you would like to replace all previous deposits select"All": Ej All or Specific Deposits(list here): IS2ex v09.2 0 2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 12 of 16 EXHIBIT B BENEFICIARY ENROLLMENT FORM INNOVASAFE ACCOUNT#2738 This form can be completed online.Go to http://www.InnovaSafe.com/ExhibitB.html The undersigned Beneficiary hereby acknowledges, accepts, and agrees to be bound by the terms of the above- referenced Software Source Code Escrow Agreement by and between InnovaSafe, Inc., a California corporation, as intellectual property Escrow Agent and Sustain Technologies,Inc.as Depositor,on this day of ,20 (the "Agreement"). BENEFICIARY INFORMATION: *This contact person will receive ALL deposit and update deposit notifications. ❑ Check here if there is an alternate contact person or additional Designated Representatives and list them on the back of this form. : Companym € Designated Representative:_,......_._...._... .,................ Title: Email: .............................................................................................. ................... ................... ................................ ............ ..._.;............._ ..........................__............ ........................._......... ..................... ............... ............ ............> St Address: City/State: Postal Code _ i Country: Fax#: Signature(Required): DEPOSITOR INFORMATION: Com an : Contact: Title: Email: St.Address: (City/State: .......... � Postal Code ; _Coon _ x Tel#: Fax#: PLEASE LIST WHICH SOFTWARE PACKAGE(S)THIS BENEFICIARY IS ENTITLED: See Ex."C" Party responsible for: ❑Depositor Party responsible for: ❑Depositor Schedule of Fees Annual Deposit fee: ❑Beneficiary Annual Beneficiary fee: ❑Beneficiary Invoicing Contact ftg uired : DF,mitor Contact Name: Contact Name: Address: Address: ........................ 3 r Phone i Phone Fax: Fax eMail: eMail: 3 f PO _PO#: ......................... ............................................ . ............ .......... ..................................... . e_ ........ ............... .... ........_............ _........... ......... .......... --------------- ;Please return this form to: In InnovaSafe, c. .___._._.__..�_..._.._._.___._..__...., s PO Box 800256 Valencia,CA 91380-0256 USA IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 13 of 16 EXHIBIT BNS BENEFICIARY ENROLLMENT FORM INNOVASAFE ACCOUNT#2738 Pursuant to this Software Escrow Agreement,Depositor hereby enrolls the following as a Beneficiary. BENEFICIARY INFORMATION: *This contact person will receive the Beneficiary enrollment notification. ❑ Check here if there is an alternate contact person or additional Designated Representatives and list them on the back of this form. Com an : Contact Title: Email: St.Address Ci /State 3 _.. .. Postal Code Coun Tel# _ Fax#: PLEASE LIST WHICH SOFTWARE PACKAGE(S)THIS BENEFICIARY IS ENTITLED: DEPOSITOR INFORMATION: Contact ...... __ .- -_ .._. _. . ._ ...._..._ .... Title: 1 Email: St Address: City/State: '� Postal Code: Country Tel# Fax#: Signature(Required): Date: See Ex."C" Party responsible for: ❑Depositor Party responsible for: ❑ Depositor Schedule of Fees Annual Deposit fee: ❑Beneficiary Annual Beneficiary fee: ❑ Beneficiary Invoicing Contact(Required): Depositor:........ Beneficiary:............................................... - ... v _r::.... T:e:.: :r.::::W::. _ _._,.._..._..._._ - _.._......_....._......__._:_.�__:_:::_-:_:::::_:_.:.:.:.:...::::.:::::.:.:.:.::::::::.:.:::::::::.::..:_ =Contact Name: Contact Name: Address: Address: Phone Phone 3 Fax: entail ? eMail: _ _ .. ...... .......... _. ._._ .. .... PO# I Please return this form to. ? InnovaSafe,Inc. ` PO Box 800256 Valencia,CA 91380 0256 USA IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 14 of 16 EXHIBIT C SCHEDULE OF FEES INNOVASAFE ACCOUNT#2738 Set Up Fee No Fee Traditional Escrow Annual Deposit Fee* ■ 1"Product $675 ■ Additional Products—per product $350 ■ Included Benefits and Services 0 4 Free Updates/Replacements o Physical or Electronic Deposits o Deposit Notification—all parties Annual Beneficiary Fee $200 Dynamic Escrow Option ■ Annual Fee—Per Vault $995 ❑Yes ® No ■ Basic Report No Fee ❑Yes ® No ■ Detailed Report $95 per report ❑Yes ® No Optional Benefits and Services(annual fee) ■ Unlimited Updates $200 ❑Yes ® No ■ Dual Vaulting $200 ❑Yes ® No ■ Account Status Reports-Quarterly $200 ❑Yes ® No ■ Deposit Tracking-Quarterly $200 ❑Yes ® No ■ SafeAccess(24/7)Online Deposit History Only $200 ❑Yes ® No ■ FullAccess(24/7)Online Comprehensive $200 F1 Yes ® No ■ L1 Deposit Verification—Limited Only $200 ❑ Yes ® No Additional Optional Services ■ L2 Verification—File Analysis—per check Quote Only ■ L3 Verification—Comprehensive—per check Quote Only Release Request Fee—per request $200 *One product deposit and one beneficiary fee will alwnys be invoiced All Fees Are Payable in US Dollars unless otherwise agreed to in writing IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 15 of 16 EXHIBIT D BENEFICIARY ACKNOWLEDGEMENT FORM INNOVASAFE ACCOUNT#2738 The undersigned Designated Beneficiary hereby acknowledges, accepts, and agrees to be bound by the terms of the above referenced intellectual property Escrow Agreement by and between InnovaSafe, Inc., a California corporation,as intellectual property Escrow Agent and Sustain Technologies,Inc_as Depositor,on this day of ,20 (the "Agreement"). Beneficiary further agrees to pay InnovaSafe a release request fee of S per request for release of the Deposit Material listed on the Ex Bns due immediately at the same time that the release condition notice is submitted to InnovaSafe pursuant to Paragraph 4.3 Release Procedures. BENEFICIARY INFORMATION: ❑ Check here if there is an alternate contact person and list them on the back of this form. _ .. _ 1 Company: Contact 1 Title: Email: St.Address: City/State: Postal Code: Country: Fax Signature(Required): PLEASE RETURN THIS FORM COMPLETED AND SIGNED TO: BY FIRST CLASS MAIL: INNOVASAFE,INC. PO BOX 800256 VALENCIA, CA 91380-0256 USA BY COMMERCIAL COURIER INNOVASAFE, INC. 28502 CONSTELLATION ROAD VALENCIA, CA 91355 BY FACSIMILE: 1-661-295-5515 IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 16 of 16 EXHIBIT B EXECUTED COPY OF ESCROW AGREEMENT ry C�VA ) INC. �� "TiCeitectvai Property Risk Management IS2ex Software Escrow Agreement This Agreement is between the Depositor and InnovaSafe. Licensees are enrolled as a Beneficiary. Use This Agreement if: ® Multiple Licensees will be added and management of single or multiple deposits are needed. ® Beneficiary specific terms and conditions may be required. ® Modifiable Agreement is required ® Services include: o Complete client service o Fees Locked For the Initial Term o Physical or Electronic Deposits o Quarterly Deposits Included o No Additional Storage Fee o Toll Free Telephone Support(800)239-3989 Questions? Please call(800)239-3989 or Live Online Support at www.innovasafe.com IS2ex v09.2 O 2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 1 of 16 This Software Source Code Escrow Agreement("Agreement'),number 2738,effective as of the date signed by the Depositor (`Effective Date"), is made and entered into by InnovaSafe, Inc. ("InnovaSafe"), a California corporation, located at 28502 Constellation Road, Valencia, California, 91355-5082, and Journal Technologies, Inc. formerly known as Sustain Technologies,Inc. ("Depositor"), located at 915 East First Street,Los Angeles, California 90012 and each additional person or entity subscribed hereto as a Beneficiary or Designated Beneficiary in accordance with the requirements of this Agreement. In consideration of the covenants,conditions,warranties and restrictions contained in this Agreement,the parties agree as follows: 1. DEFINITIONS For purposes of this Agreement, the following capitalized terms shall have the meanings set forth below, unless expressly defined otherwise in this Agreement: "Benejicialy" means and includes a person or entity that has subscribed hereto as a Beneficiary in accordance with the requirements of Paragraphs 3.1 and 3.2(a)of this Agreement and each Designated Beneficiary. "Benejicialy Enrollment Form"means the form used by InnovaSafe for the addition of a Beneficiary or Beneficiaries to this Agreement in accordance with the requirements of Paragraph 3 hereof, as such form may be modified or replaced by InnovaSafe in its sole discretion from time to time during the term of this Agreement. A copy of the current Beneficiary Enrollment Form is attached hereto as Exhibit B and incorporated herein. "Designated Beneficiary"means and includes any person or entity that has not subscribed hereto as a Beneficiary pursuant to Paragraph 3.2(a), but has been designated by Depositor as a Beneficiary hereof in accordance with the requirements of Paragraphs 3.1 and 3.2(b) of this Agreement. Each Designated Beneficiary shall have the rights and obligations of a Beneficiary under this Agreement, including but not limited to the conditional rights set forth in Paragraph 4 of this Agreement. "Description of Escrow Deposit"means a general description of the Software and the Escrow Deposit as set forth on Exhibit A attached hereto and incorporated herein. "Escrow Deposit" or "Deposit" means the copies of the Source Code, drawings, computer intellectual property, documentation, web site content, trade secrets, and other related material, deposited with InnovaSafe by the Depositor, or otherwise held by InnovaSafe pursuant to the terms of this Agreement. "License Agreement"means any agreement pursuant to which Depositor licenses the Software to a Beneficiary in object code form. "Replacement"means a Deposit relating to any complete change,modification,enhancement or alteration of the Source Code since the last Deposit which completely replaces all of the previous Deposits. "Software" means the software that as of the date hereof is licensed by the Depositor to a Beneficiary pursuant to a License Agreement,and which is generally described in the Description of Escrow Deposit. "Source Code"means the Software in source code form, including all documentation and instructions necessary to maintain, duplicate,compile,interpret and install the source code for the Software. "Update" means any modification, update or revision of any Software that is subject of the Escrow Deposits currently being held by InnovaSafe. 2. DEPOSIT PROCEDURES 2.1 Initial, Additional, and Duplicate Deposits: (a) Within thirty (30) days of the Effective Date of this Agreement, Depositor agrees to deposit with InnovaSafe, copies of the Source Code for the version of the Software as licensed under a License Agreement. With such delivery, Depositor agrees to provide InnovaSafe with a completed Description of Deposit (Exhibit A). (b) Depositor also agrees to deposit with InnovaSafe the Deposit for each Update or Replacement within thirty(30)days after its IS2ex v09.2 CO' 2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 2 of 16 release,distribution, or other publication by Depositor in the ordinary course of business. With each such delivery,Depositor agrees to provide InnovaSafe with a completed Description of Deposit(Exhibit A).(c) Depositor shall deliver a duplicate Deposit (including all Updates) within five (5) days of receipt of a written request from an authorized representative of InnovaSafe. Without limiting the foregoing,Depositor shall deliver a duplicate Deposit(including all Updates) to replace any previous Deposit that is impaired due to a defect in or natural degeneration of the recorded medium. All duplicate Deposits may not be encrypted, except for an Update or Replacement Deposit that is transmitted to InnovaSafe in accordance with Paragraph 2.2. (d)Notwithstanding any other provision of this Agreement, InnovaSafe shall have no obligation to return to Depositor any Deposit. 2.2 Encrypted Electronic Deliveries: Subject to the prior agreement of InnovaSafe and Depositor regarding delivery and decryption protocols, Depositor shall have the option but not the obligation to encrypt and transmit the encrypted Deposit for each Deposit over the Internet using InnovaSafe's SafeDeposit services. InnovaSafe shall not be liable to Depositor or Beneficiary for any encrypted Deposit,or any part thereof that is transmitted over the Internet.. 2.3 Deposit Receipt Notification: For each Deposit, InnovaSafe will issue a receipt to Depositor, accompanied by a general list or description of the materials deposited. InnovaSafe shall notify Depositor and Beneficiary of receipt of each Deposit by electronic mail ("email") to the email address described in Paragraph 10 of this Agreement or the Beneficiary Enrollment Form, as applicable, within thirty(30)days following receipt by InnovaSafe of the Deposit. 2.4 Technical Verification of Deposit: Any party may request that InnovaSafe perform a deposit verification of the Deposit. Any charges and expenses incurred by InnovaSafe in carrying out a deposit verification will be paid by the party requesting the deposit verification,unless otherwise agreed to in writing. Limitations: Except solely in connection with the performance by InnovaSafe of a deposit verification or another technical verification that has been requested and agreed to by the parties in accordance with this Agreement, InnovaSafe shall have no obligation to detennine the physical condition, accuracy, completeness, functionality, performance or non-performance of any Deposit or whether the Deposit contains Source Code. 2.5 Failed Deliveries, Duty of Care and Sub-Contractors: (a) InnovaSafe will not be responsible for procuring the delivery of any Deposit. (b) InnovaSafe shall perform all of the duties required by this Agreement diligently and in good faith. Except as expressly stated in Section 2 of this Agreement, InnovaSafe shall have no duty of care, inquiry or disclosure, whether express or implied. (c) Any and all sub-contractors performing verification or other services on behalf of InnovaSafe shall be subject to the same duty of care as InnovaSafe. 3. BENEFICIARY ENROLLMENT PROCEDURES 3.1 Enrollment of Beneficiaries: After InnovaSafe's acceptance of the initial Deposit, Depositor may join additional Beneficiaries, or name Designated Beneficiaries to this Agreement at any time and from time to time, in its sole and absolute discretion,provided that(a)at the time of entering into this Agreement the Depositor and the proposed Beneficiary or Designated Beneficiary are parties to a License Agreement; (b)Depositor is not in breach of this Agreement; (c)all fees and costs required to be paid to InnovaSafe under this Agreement have been paid; and (d) the proposed Beneficiary completes, signs and delivers the Beneficiary Enrollment Form as required hereunder or Depositor provides a written execution and delivery of the Exhibit Bns, Beneficiary Enrollment Form for a Designated Beneficiary, as applicable. 3.2 Beneficiary Enrollment Forms: (a)Each person or entity that subscribes as a Beneficiary to this Agreement shall be required to agree to the terms hereof and indicate such agreement by delivering to Depositor and InnovaSafe the completed Beneficiary Enrollment Form(Exhibit B)that has been signed by an authorized representative of Beneficiary. A person or entity that has not subscribed hereto as a Beneficiary in accordance with the requirements of this Agreement, including but not limited to, any other Iicensees of the Software, shall not have any rights hereunder and InnovaSafe shall have no duties to any such persons or entities, except as expressly provided in clause (b) of this Paragraph 3.2. (b) Subject to Paragraph 3.1 above, Depositor may name Designated Beneficiaries to this Agreement at any time and IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 3 of 16 from time to time, in its sole and absolute discretion, upon execution and delivery of the Exhibit Bns, Beneficiary Enrollment Form for a Designated Beneficiary. InnovaSafe shall issue an enrollment letter and a copy of the Agreement, and any other applicable document required hereunder to the Designated Beneficiary upon receipt of the Exhibit Bns. All rights and obligations of a Designated Beneficiary expressly provided for hereunder, may be modified, supplemented, extended, terminated or assigned by Depositor and InnovaSafe at any time, and from time to time, by amendment of this Agreement as further provided herein. Unless otherwise expressly set forth in an amendment to this Agreement as provided for in this Agreement, the rights and obligations of a Designated Beneficiary interests established hereunder shall not be modified by (i) any waiver for the benefit of such Designated Beneficiary that is entirely conditioned upon the complete and continuous satisfaction of each of the performance of and obligation required under this Agreement, or (ii) any failure to enforce any following the execution of the form of acknowledgement attached hereto as Exhibit D in which Beneficiary accept and agrees to be bound by the terms, conditions and obligations set forth in this Agreement, including, but not limited to, all obligations of Beneficiary set forth in Paragraph 4.4 of this Agreement, and all obligations of Designated Beneficiary set forth in Sections 9, 10 and 11 of this Agreement. No Deposit shall be released to any Designated Beneficiary until the Designated Beneficiary accepts and agrees to be bound by the terms, conditions and obligations in accordance with the requirements of this Agreement. 4. DEPOSIT RELEASE PROCEDURES 4.1 Conditions to Enforcement: Each Beneficiary shall have the right to enforce the Release Procedures described in this Paragraph 4 only if at the time of the requested release: (a) the License Agreement between Depositor and Beneficiary is in full force and effect, and Beneficiary is not in breach thereof; (b) the Beneficiary is not in breach of this Agreement; and (c) all fees and costs then due and owing to InnovaSafe shall have been paid in full. 4.2 Release Conditions: The release by InnovaSafe of the Deposit to Beneficiary as further provided in this Paragraph 4, shall be subject to the occurrence of one or more of the following conditions (each a "Release Condition"): (a) Depositor requests in writing that InnovaSafe release the Deposit to Beneficiary; (b) Depositor takes any action under any state corporation or similar law that will cause both the dissolution of the corporate existence of Depositor and the liquidation by Depositor of its assets; (c) Depositor has materially breached an obligation to provide maintenance or bug fixes to which Beneficiary is entitled under the License Agreement and (i) such material breach will cause Beneficiary to incur immediate and substantial injury for which money damages, or such other remedies provided by the License Agreement, would be inadequate, (ii) Beneficiary is not in breach of the terms of the License Agreement and(iii)Beneficiary has terminated the License Agreement in accordance with the terms of the License Agreement; (d) Depositor's duly appointed trustee in a bankruptcy or dissolution proceeding of Depositor requests in writing that InnovaSafe release .the Deposit to Beneficiary; or (e) A court of competent jurisdiction, or an arbitrator, if applicable, issues an order or judgment directing InnovaSafe to release the Deposit to Beneficiary. 4.3 Release Procedures: InnovaSafe will release the Deposit to a Beneficiary subject to and in accordance with each of the following conditions: (a)Depositor may provide InnovaSafe with a written release request at any time, and a Beneficiary may provide InnovaSafe with a written release request following the occurrence of a Release Condition; (b)Provided that InnovaSafe has been paid all fees and costs then due and owing, InnovaSafe shall promptly deliver a copy of the release request to Depositor or such Beneficiary,as applicable(the"Notice of Release Request");(c)If Depositor or Beneficiary objects to the requested release, then within thirty (30) days of the receipt of the Notice of Release Request, such party agrees to provide InnovaSafe with written notice of such objection, and to provide a copy of such notice to the party requesting the release, stating that a Release Condition has not occurred or has been cured, and instructing InnovaSafe not to release the Deposit as requested(the"Contrary Instructions"); (d) If InnovaSafe does not receive Contrary Instructions within the time and in the manner required above,then InnovaSafe shall deliver a copy of the Deposit to such Beneficiary;(e)If InnovaSafe does receive Contrary Instructions within the time and in the manner required above,then InnovaSafe shall not deliver a copy of the Deposit to such Beneficiary, but shall continue to hold the Deposit until the first to occur of the following: (i) InnovaSafe receives joint written release instructions from Depositor and such Beneficiary; IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 4 of 16 or (ii) InnovaSafe receives a copy of an order or judgment of a court of competent jurisdiction, or the decision of an arbitrator,if applicable,directing hmovaSafe to act with regard to disposition of the Deposit. 4.4 Rights in Bankruptcy and Effect of Release: (a)The parties agree that this Agreement,as it may be modified,supplemented,or replaced from time to time,is not intended and shall not be construed to constitute an election of remedies by any Beneficiary, or otherwise to supersede or foreclose any rights to which Beneficiary otherwise would be entitled under Title 11 United States Bankruptcy Code §365(n), as a licensee of intellectual property. (b) Upon receipt of the Deposit, and subject to the covenants, conditions, warranties and restrictions of this Agreement and the License Agreement, each Beneficiary shall have the right and hereby agrees to use the Deposit, including copying and modification thereof,only as reasonably necessary for the sole purpose of enabling such Beneficiary to use the Software for its intended purpose (unless otherwise authorized by the express terms of the License Agreement). Each Beneficiary shall use commercially reasonable measures to protect the integrity, security and confidentiality of the Deposit. The foregoing does not grant, sell, assign or otherwise transfer to any Beneficiary any title to or ownership of all or any part of the Deposit or Software, or related documentation, or any other property of Depositor, and without limiting the foregoing, does not grant to any Beneficiary any right to publish, perform, adapt, create derivative works from, or distribute the Software or any part thereof. 5. FEES AND PAYMENTS 5.1 Fee Schedule. Payments and Suspension of Performance: (a) The fees and charges of InnovaSafe are set forth on the fee schedule attached hereto as Exhibit C and incorporated herein. After the expiration of the initial term, InnovaSafe may increase its fees and costs on an annual basis by providing written notice of such increase at least sixty(60)days prior to the commencement of the next renewal term. (b)All fees,costs and any other amounts due and payable to InnovaSafe for annual service fees as provided hereunder,shall be paid by Depositor. Initial and annual fees must be paid to InnovaSafe within 30 days of the Effective Date and on each anniversary thereof. All other amounts payable to InnovaSafe shall be paid within thirty(30)days from the date of invoice to Depositor or Beneficiary, as applicable. Any release fee under this Agreement shall be paid by the Beneficiary requesting release of the Deposit. Neither Depositor nor any Beneficiary shall be entitled to any refunds, withholds, offsets, reductions in, or deductions from, any payments due to InnovaSafe hereunder. (c) In addition to and without limiting any other right or remedy to which InnovaSafe may be entitled, InnovaSafe shall have the right, in its sole discretion, to suspend the performance of any or all of its obligations hereunder for so long as any amount due hereunder remains unpaid in whole or in part. 6. TERM AND TERMINATION 6.1 Term: This Agreement shall have an initial term of one year from the date hereof unless earlier terminated as provided herein. At the expiration of the initial term, this Agreement shall automatically renew from year to year thereafter until this Agreement is terminated in accordance with the terms hereof. 6.2 Termination for Cause: (a) Notwithstanding the foregoing, this Agreement shall terminate as to each specific Beneficiary immediately and automatically upon either the expiration of the applicable License Agreement between such Beneficiary and Depositor, or the earlier termination of the applicable License Agreement between such Beneficiary and Depositor,whichever is applicable,provided, however, that in the case of termination (as distinguished from the expiration) of the applicable License Agreement between such Beneficiary and Depositor, such termination has been effected by Depositor in accordance with the requirements of the applicable License Agreement. (b)InnovaSafe shall have the right to terminate this Agreement as to all parties Was to any Beneficiary, in the event of non-payment of any fees or other amounts due and payable to InnovaSafe or its designee, or if Depositor otherwise breaches any material term of this Agreement, provided, however, that written notice of such breach is given to all applicable parties. If Depositor or the applicable Beneficiary fails to cure such breach within five (5) business days of the date such notice is delivered, then InnovaSafe shall have the right to terminate this Agreement by sending written notice of termination to Depositor and all applicable Beneficiaries, and further provided, however that if payment is due from a Beneficiary and not from Depositor, then InnovaSafe may terminate this Agreement only as to that Beneficiary. InnovaSafe shall have no obligation IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 5 of 16 to perform any obligations under this Agreement so long as such breach remains uncured, including but not limited to, the receipt or release of any Deposit as required under this Agreement. Any party may cure amounts past due,whether or not such party is obligated under this Agreement. 6.3 Termination Without Cause: (a) After the expiration of the initial term of this Agreement, Depositor shall have the right to terminate this Agreement without cause, in its sole discretion, by giving each Beneficiary and InnovaSafe written notice of its intent to terminate this Agreement at least forty-five(45)business days prior to the expiration of the initial term or the next renewal term, whichever is applicable; (b) Notwithstanding any other provision hereof, at any time during the term of this Agreement, InnovaSafe shall have the right to terminate this Agreement without cause, in its sole discretion,by giving Depositor and each Beneficiary written notice of its intent to terminate this Agreement at least ninety (90) days prior to the date set for termination. During such 90 day period Depositor shall have the right to provide InnovaSafe with written instructions authorizing InnovaSafe to return the Deposit, and if InnovaSafe does not receive such written instructions from Depositor within the foregoing 90 day period, then InnovaSafe will use good faith in an attempt to return any Deposit in its possession to Depositor, or if InnovaSafe is not able to locate the Depositor after such attempts, then InnovaSafe may destroy the Deposit. InnovaSafe shall continue to be entitled to payment at its then current fees and charges (notwithstanding the termination date specified in its notice) until the Deposits are returned or destroyed. Notwithstanding anything to the contrary herein, InnovaSafe shall refund all fees paid hereunder in the prorated amount attributable to the time period after termination of the is Agreement pursuant to this provision; (c) A Beneficiary may not terminate this Agreement; (d) This Agreement shall terminate automatically,in the event that copies of the Deposit are released to all qualified Beneficiaries as provided by this Agreement. 6.4 Disposition of Deposit: Upon the termination of this Agreement, the following shall apply: (a) all amounts then due and owing to InnovaSafe hereunder shall be paid in full; (b) if the termination is as to all Beneficiaries,then InnovaSafe will return any Deposit in its possession to Depositor, and(c)if InnovaSafe does not receive written instructions from Depositor authorizing InnovaSafe to return all Deposits, or if InnovaSafe is not able to locate Depositor after reasonable attempts, then InnovaSafe shall destroy the Deposit. 6.5 Survival of Certain Obligations: Upon the termination of this Agreement, all future and continuing rights and obligations established hereunder will terminate, except: (a)the obligations of each party to maintain confidentiality, as defined herein; (b)the obligations of the parties under Paragraphs 6.4, 8.3 and 9.4 of the Agreement; and (c) any claim or cause of action for breach of this Agreement, or for indemnity or contribution under Paragraph 9.3 of the Agreement, existing as of the date of termination, which claim or cause of action will remain in full force and effect until such rights and obligations are fully discharged. 7. REPRESENTATIONS AND WARRANTIES OF DEPOSITOR 7.1 No Conflicts: Depositor represents and warrants to each Beneficiary and to InnovaSafe that the grant by Depositor to Beneficiary of the rights granted hereunder, the Deposits made pursuant hereto, and the implementation of this Agreement in accordance with its terms, do not and will not conflict with, violate or infringe upon (a) any rights or interests of any person or entity not a party to this Agreement, (b) any terms of any express or implied contract between Depositor and any other person or entity, or (c) any judicial or administrative order, award, judgment or decree of any state or country applicable to Depositor, or(d) any laws, rules or regulations of any country from or to which any Deposit may be delivered in accordance with the provisions of this Agreement, including but not limited to, customs laws,import,export,and re-export laws. 7.2 Usability of Source Code: Depositor represents and warrants that the Deposits made to InnovaSafe will, at all times, (a) be the version of the current release of the Software, as offered by Depositor to the Beneficiaries or other licensees in the ordinary course of business from time to time during the term of this Agreement, (b)be understandable and useable by a reasonably skilled programmer or other professional to understand, maintain, and correct the Software without assistance of any other person, (c) contains sufficient documentation to enable such a skilled programmer or other professional to understand and use any proprietary languages or programming components that such a skilled programmer or other IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 6 of 16 professional could not reasonably be expected to understand,and(d)includes all the devices,programming, and documentation necessary for the maintenance of the Software by the Beneficiary upon release of the Deposit pursuant to this Agreement, except for devices, programming, and documentation commercially available to the Beneficiaries on reasonable terms through readily known sources other than the Depositor. 8. RECORDS,REPORTS,ADMINISTRATION 8.1 Records of Deposits: InnovaSafe will maintain written records of all Deposits made by Depositor pursuant to this Agreement. InnovaSafe shall be entitled to rely on the completeness and accuracy of all information, documents and materials provided to InnovaSafe by Depositor, Beneficiary or any other person or entity, in connection with this Agreement. Depositor shall be entitled at reasonable times during normal InnovaSafe business hours and upon reasonable notice to InnovaSafe to inspect the records of Deposits maintained by InnovaSafe pursuant to this Agreement. Beneficiary shall be entitled at reasonable times during normal InnovaSafe business hours and upon reasonable notice to both Depositor and InnovaSafe,to inspect the records of Deposits maintained by InnovaSafe pursuant to this Agreement, provided,however,the right of each Beneficiary to inspect such records of Deposit shall be limited to only those records that pertain to the requesting Beneficiary. 8.2 Intentionally Omitted 8.3 Confidentiality and Storage of Deposits: (a)InnovaSafe will protect the confidentiality of the Deposit and all proprietary information of Depositor incorporated therein. Except as otherwise required to carry out its duties under this Agreement, InnovaSafe will not permit any unauthorized person access to the Deposit. If InnovaSafe receives any order from a court or other judicial or arbitral tribunal pertaining to the disclosure or release of the Deposit, InnovaSafe will immediately notify the parties to this Agreement unless prohibited by law. Challenge of any such disclosure or release order shall be the sole responsibility of Depositor and Beneficiary. InnovaSafe does not waive its rights to present its position with respect to any such order. No party has the right to require InnovaSafe to disobey any order from a court or other judicial or arbitral tribunal. (b) InnovaSafe shall implement measures to maintain the security of all Deposits including,but not limited to,the storage of all Deposits in secured locked facilities. 9. DISPUTE RESOLUTION AND CLAIMS 9.1 Reliance and Suspension of Performance: (a) InnovaSafe shall have no responsibility for determining the genuineness or validity of any instruction, document or other item given to or deposited with it, and in the performance of its obligations under this Agreement shall be entitled to rely upon any email or written notice, instruction or request furnished to InnovaSafe by any of the parties hereto if such instructions are believed by InnovaSafe to have been given by a designated representative ("Designated Representative") identified by the applicable party. With respect to the Depositor, the initial Designated Representative shall be Gerald Salzman. Each Beneficiary shall identify its Designated Representatives on Exhibit B or Exhibit Bns, as applicable. If no Designated Representatives are identified, all employees of Depositor and any Beneficiary, respectively, are conclusively deemed to have proper authority to act on behalf of such party hereunder. InnovaSafe shall have no responsibility with respect to the Deposit other than to follow such instructions as may be provided herein. (b)If any controversy exists between or among the Depositor and any of the Beneficiaries hereto, or with any other person or entity with respect to the Deposit or the subject matter of this Agreement,InnovaSafe shall not be required to determine the same or take any action with respect thereto, but in addition to and without limiting any other right or remedy to which InnovaSafe may be entitled, InnovaSafe,shall have the right, in its sole discretion, to suspend the performance of any or all of its obligations hereunder for so long as any such conflict or controversy may exist hereunder. 9.2 Intentionally Omitted 9.3 Indemnification: Depositor, on the one hand,and each Beneficiary on the other hand,jointly and severally,agree to indemnify, defend and hold harmless InnovaSafe and its directors, officers, agents and employees (collectively "InnovaSafe") from and against any losses, claims, damages,judgments, assessments, costs IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 7 of 16 and other liabilities (collectively "Liabilities"), and will reimburse InnovaSafe for all reasonable fees and expenses (including the reasonable fees and expenses of counsel) (collectively, "Expenses") as they are incurred in investigating, preparing, pursuing or defending any claim, action, proceeding or investigation, whether or not in connection with pending or threatened litigation or arbitration and whether or not InnovaSafe is a party(collectively,"Actions"),relating to this Agreement or arising out of or in connection with the services rendered or to be rendered by InnovaSafe pursuant to this Agreement, or any actions or inactions of InnovaSafe in connection with any such services or this Agreement; provided that Depositor and Beneficiary will not be responsible for any Liabilities or Expenses of InnovaSafe that are determined to have resulted from the gross negligence or willful misconduct of InnovaSafe in connection with any of the services,actions,or inactions referred to above. 9.4 . Mediation and Arbitration: (a)In the event of any controversy, dispute or claim between InnovaSafe and any other party hereto that arises under or otherwise relates to this Agreement, the parties agree that the dispute shall be submitted to mediation facilitated by a mediator as mutually approved by the parties, which approval shall not be unreasonably withheld or delayed by either party ("Mediator"). The parties agree to participate in good faith in the mediation conferences.Each party shall bear one-half(or its proportionate share if there are more than two parties) of the costs of the mediation, including the Mediator's fees.(b) If the parties are unable to resolve the claim,controversy or dispute through mediation, then it shall be decided by arbitration in Los Angeles County, California, in front of a single retired judge through the Judicial Arbitration and Mediation Service or, in its absence, any similar organization providing the arbitration services of retired judges ("JAMS"). If for any reason within 30 days of an arbitration demand, any other party to the Agreement fails to state in writing that it will cooperate in selecting the sole arbitrator, then the remaining party shall select the arbitrator. If for any reason the sole arbitrator is not selected within 45 days of the written arbitration demand, then JAMS shall have sole authority to assign one of its retired judges as the arbitrator that has experience with intellectual property law. The parties shall be entitled to discovery to the full extent provided in civil actions pending in the Superior Court for Los Angeles County, with the arbitrator deciding any controversies arising during and with respect to discovery. The decision of the arbitrator with respect to any issues submitted for determination shall be final and binding on all of the parties to this Agreement,provided, however that the arbitrator shall not have the power to award punitive or exemplary damages. Not less than 21 days before the first scheduled session of the arbitration hearing,each party shall deliver to the other: (i)a complete list of the names of the witnesses that the party will call to testify at the hearing; and (ii) a complete and accurate copy of each document the party will offer in evidence at the hearing, excluding witnesses and documents that are used for impeachment. 9.5 (a) Disclaimer of Warranties: InnovaSafe expressly disclaims any and all warranties, express or implied, in connection with this Agreement, or its implementation, or arising out of a course of performance, dealing, or trade usage, including, without limitation, any warranties of title, non infringement, merchantability, fitness for a particular purpose, defect, workmanship or uninterrupted or error-free use or operation. (b) Limitations of Claims and Consequential Damages Limitation: (i) No action or claim against InnovaSafe arising out of or in any way relating to this Agreement may be instituted after the first to occur of the following: (a)the expiration of the period of limitation required by applicable law; (b) the expiration of two (2) years after the event giving rise to such action or claim, or (iii) the expiration of one(I)year after the date upon which the claiming party discovers,or reasonably should have discovered,the facts giving rise to such action or claim. (ii)In no event shall any party,its affiliates,or any of its or their representatives be responsible or liable for any indirect, incidental, consequential, special, exemplary, or punitive damages (including, but not limited to, loss of data, savings, revenue or profits), even if such party, its affiliates, or any of its or their representatives has been advised of the possibility of such damages,including but not limited to,any damages from the use of, interruption of use,or inability to use any software or any data related thereto. (c) Limitation of Liability: In no event shall the total collective liability of InnovaSafe, its affiliates, and any of its or their representatives arising out of or relating in any way to this Agreement or it implementation exceed the total amounts paid or payable by the depositor or Beneficiary to InnovaSafe hereunder,provided,however,that the foregoing limitation does not apply to damages(excluding damage to the Deposit media)that are determined by a judgment of a court of competent jurisdiction which is no longer subject to appeal or further review to have resulted from the gross negligence or willful misconduct of InnovaSafe.. (d) Proceedings: If InnovaSafe is threatened to be made a party, required, compelled to be a party to, assist in, otherwise participate, or otherwise becomes IS2ex v09.2 ®2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page 8 of 16 involved in,whether as a witness or in any other capacity,in any investigation, audit, action or proceeding, whether judicial, arbitral or administrative, instituted by Depositor, Beneficiary, or any third party (collectively, a "Proceeding") then in any such case Depositor and Beneficiary each agree to pay in advance, upon receipt of written demand therefor from InnovaSafe, any and all reasonable expenses that may be incurred by InnovaSafe in connection therewith,which shall include,without limitation,reasonable attorneys' fees, disbursements and retainers, court costs, transcript costs, fees of accountants, experts and witnesses, travel expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, and all other expenses of the types customarily incurred in connection with prosecuting, defending, preparing to prosecute or defend, investigating, or being or preparing to be a witness or other participant in a Proceeding. 10. NOTICES 10.1 Notices and Notice Address: Except as otherwise provided herein for Deposits or notices of Updates and Replacements, all notices, requests, demands, or other communications required or permitted under this Agreement shall be in writing. Notice shall be sufficiently given for all purposes if done by personal delivery, or electronic mail, or First Class Mail, or Certified Mail, or commercial overnight delivery service(DHL,FedEx,UPS), or facsimile transmission. Any correctly addressed notice that is refused,unclaimed,or undeliverable because of an act or omission of the party to be notified shall be deemed effective as of the fast date that said notice was refused, unclaimed, or deemed undeliverable by the postal authorities, messenger, or overnight delivery service. Any party may change its contact information by giving the other party notice of the change in any manner permitted by this Agreement. Any party has the option to update their contact information with InnovaSafe using the"Change of Status" form on our website,http://www.innovasafe.com/update.html. DEPOSITOR: Contact Name: Gerald Salzman Title: President Street address: 915 E. Is'.St. City,State,Postal Code Los Angeles,CA 90012 Country: USA Phone: 213-229-5300 Facsimile: 213-229-5481 Email: c/o Claudia nading@dailyjoumal.com Purchase Order(if applicable): NA INNOVASAFE,INC. Corporate Address: 28502 Constellation Road,Valencia,California,91355-5082 USA Mailing Address: PO Box 800256,Valencia,California 91380-0256 USA Phone: USA Direct: 1-800-239-3989 International Direct: 1-661-310-1810 Facsimile: 1-661-295-5515 entail: clientservices@innovasafe.com BENEFICIARY: As set forth in Exhibit B or Exhibit Bns. 11. MISCELLANEOUS PROVISIONS 11.1 Independent Contractors: The parties are independent contractors, and no party shall be held to be a fiduciary or trustee, or to have any fiduciary obligation, to any other party, or shall be considered, by entering into or performing any obligation under this Agreement, to assume or become liable for any special duty, or any existing or future obligations, liabilities or debts of the other party. No employee or agent of one party shall be considered to be an employee or agent of any other party. IS2ex v09.2 ©20091nnovaSafe,Inc.All Rights Reserved Account#2738 Page 9 of 16 11.2 Complete Statement. Interpretation and Modification of Agreement: The parties hereto acknowledge that each has read this Agreement, understands it, and agrees to be bound by its terms. The parties further agree that this Agreement is the complete and exclusive statement of their agreement with respect to the subject matter hereof, and supersedes all oral or written proposals, understandings, representations, warranties, covenants, and communications between the parties relating hereto. InnovaSafe is not a party to any License Agreement and no provision of any License Agreement shall be construed to apply to InnovaSafe or otherwise give rise to any obligation of InnovaSafe. Each party and its counsel have participated fully in the review and approval of this Agreement. Any statute or rule of law to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement.No supplement, amendment, or modification of this Agreement shall be binding unless it is in writing and signed by Depositor and InnovaSafe,and by each Beneficiary if it affects any material right or obligation of such Beneficiary provided hereunder. No course of performance by the parties hereunder shall be deemed to constitute an amendment of this Agreement. 11.3 Waiver: No waiver of a breach,failure of a condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the waiving party. No waiver of any breach, failure, right, or remedy shall be deemed a waiver of any other breach, failure,right or remedy,whether or not similar,nor shall any waiver constitute a continuing waiver unless the writing so specifies. 11.4 Attorneys' Fees: In any litigation, arbitration or other proceeding by which one party either seeks to enforce its rights under this Agreement (whether in contract, tort, or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded reasonable attorneys' fees, together with any costs and expenses, to resolve the dispute and to enforce the final judgment. 11.5 Force Majeure: Except for obligations to make payment as indicated herein, no party shall be held responsible for any act, failure, event, or circumstance addressed herein if such act, failure, event,or circumstance is caused by conditions beyond such party's reasonable control. 11.6 Due Authorization. No Third Party Rights, Partial Invalidity, Headings: (a) Each party represents and warrants that the execution, delivery and performance of this Agreement has been duly authorized by all necessary corporate,partnership, or limited liability company action. (b)This Agreement is made solely for the benefit of the parties to this Agreement, the Designated Beneficiaries, and their respective permitted, authorized and acknowledged successors and assigns, and no other person or entity shall have or acquire any right by virtue of this Agreement. (c) If any provision of this Agreement is held illegal, unenforceable, or in conflict with any law of any federal, state or local government having jurisdiction over this Agreement, the validity of the remaining provisions hereof shall not be affected thereby. (d) The headings in this Agreement are included for convenience only and shall neither effect the construction or interpretation of any provision in this Agreement nor affect any of the rights or obligations of the parties to this Agreement. 11.7 Governing Law: The validity of this agreement and any of its terms or provisions, as well the rights and duties of the parties under this agreement, shall be construed pursuant to and in accordance with the laws of the State of California, and each party to this agreement specifically agrees to submit to the jurisdiction of the courts of the State of California. 11.8 Instructions to InnovaSafe: This Agreement shall constitute instructions to InnovaSafe as escrow agent. In addition,Depositor and each Beneficiary agrees to execute, deliver and be bound by any supplemental or general policies or procedures of InnovaSafe or such other instruments as may be reasonably required by InnovaSafe in order to perform its obligations as contemplated by this Agreement. In the event of any conflict or any inconsistency between such policies or procedures and any provision of this Agreement,the provision of this Agreement shall control. 11.9 Authorization to Conv: Depositor authorizes InnovaSafe to use and copy the Deposit as determined by InnovaSafe in its sole discretion as necessary for the performance of its obligations hereunder, including but not limited to, performing any Deposit verification testing as authorized IS2ex v09.2 ©2009 InnovaSafe,Inc.All Rights Reserved Account42738 Page 10 of 16 hereunder, provided, however, that the foregoing authorization does not grant, sell, assign or otherwise transfer to InnovaSafe any title to or ownership of any part of the Deposit or Software, or related documentation, or any other property of Depositor, except for the media upon which the Deposit is recorded,title to and ownership of which shall pass to InnovaSafe as provided herein. 11.10 Counterparts. Facsimile and Scanned Copy: This Agreement may be signed in one or more counterparts, by facsimile or scanned copy each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF,the parties have executed this Agreement as of the date below the signatures. DEPOSITOR INNOVASAF . BY: BY: Signature Signature Name:Gerald L.Salzman Name:lJ(�7✓1 `i Stu I/ Title:President Title: allf/L� Date: �/S3,/j� Date: IS2ex v09.2 Q 2009 InnovaSafe,Inc.All Rights Reserved Account#2738 Page I I of 16 APR 22 16 11 13A ExHtsrr B BENEFICIARY ENROLLMENT FORM INNOVASAFE ACCOUNT#2738 The undersigned Beneficiary hereby acknowledges, accepts, and agrees to be bound by the terms of the above- referenced Software Source Code Escrow Agreement by and between InnovaSafe, Inc.,a California corporation, as intellectual property Escrow Agent and Journal Technologies,Inc.formerly known as Sustain Technologies,Inc.as Depositor,on this 22nd day of A rtp I ,2016 (the"Agreement"). 1 BENEFICIARY INFORMATION: *This contact person will receive ALL deposit and update deposit notifications. ❑ Check here if there is an alternate contact person or additional Designated Representatives and list them on the back of this form. Company:County of Fresno Designated Representative:Internal Services Department ! Title: Email: ZdconfrZtt¢S 0 0.6ana,Cet-dS St.Address:2048 N Fine Avenue City/State:Fresno,CA Postal Code:93727 Country:USA Tel#:559-600-5800 Fy#:559-600-5927 ! Signature(Required):- �Z I - DEPOSITOR INFORMATION: { Company:Journal Technologies,Inc. Contact:Gerald L.Salzman ' Title:President I Email:maryjoe rodriguez@dailyjournal.com St.Address:915 E I"Street City/State:Los Angeles,CA Postal Code:90012 Country:USA Tel#:213-229-5434 Fax#:NA PLEASE LIST WHICH SOFTWARE PACKAGE(S)THIS BENEFICIARY IS ENTITLED: ecourt + See Ex."C" Party responsible for: Depositor Party responsible for: Depositor Schedule of Fees Annual Deposit fee: ❑Beneficiary Annual Beneficiary fee: ❑Beneficiary Invoicing Contact(ReQuirg& Depositor: Beneficiary: i Contact Name:Maryjoe Rodriguez Contact Name: Address:915 E IIt Street Address: Los Angeles,CA 90012 I Phone:213-229-5402 Phone Fax:NA Fax: eMail:maryjoe—rodriguez@dailyjoumal.com eMaih PO#: PO#: Please return this form to: InnovaSafe,Inc. PO Box 800256 Valencia,CA 91380-0256 USA Received InnovaSefe, Inc APR 2 2'2016 ®v: 1 Exhibit C 2 SELF-DEALING TRANSACTION DISCLOSURE FORM 3 In order to conduct business with the County of Fresno (hereinafter referred to as "County"), 4 members of a contractor's board of directors must disclose any self-dealing transactions that they are a party to while providing goods, performing services, or both for the County. A self- 5 dealing transaction is defined below: 6 "A self-dealing transaction means a transaction to which the corporation is a party and in 7 which one or more of its board members has a material financial interest" 8 The definition above shall be utilized for purposes of completing this disclosure form. 9 INSTRUCTIONS 10 11 (1) Enter board member's name, job title (if applicable), and date this disclosure is being made. 12 (2) Enter the board member's company/agency name and address. 13 (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to 14 the County. At a minimum, include a description of the following: 15 a. The name of the agency/company with which the corporation has the 16 transaction; and 17 b. The nature of the material financial interest in the Corporation's transaction that the board member has. 18 (4) Describe in detail why the self-dealing transaction is appropriate based on applicable 19 provisions of the Corporations Code. 20 (5) Form must be signed by the board member that is involved in the self-dealing 21 transaction described in Sections (3) and (4). 22 23 24 25 26 27 28 I 1 (1)Company Board Member Information: Name: Date: 2 Job Title: 3 (2)Company/Agency Name and Address: 4 5 6 7 8 9 (3) Disclosure(Please describe the nature of the self-dealing transaction you are a party to): 10 11 12 13 14 15 16 17 18 (4)Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233(a): 19 20 21 22 23 24 25 (5)Authorized Signature 26 Signature: Date: 27 28 EXHIBIT D TOTAL CONTRACT AMOUNT WORKSHEET O O O O O O O O o0 1n RT r-I r� N O ci 0 0 0 0 0 0 0 ko r` 00 -1 o m en o C 0 0 0 0 0 0 0 0 r` ri M N lfl N O N O O Ln O O i11 Q N Ln 00 M 00 -zt r-I lD I� y Ln 0 lO N r- p -t Ln LO 00 0) ri lD M r M r-I u1 N N N N N M lO N 00 bb O ri N O N C � s _=3 V U Q1 m C N L L O f6 y� O O O 00 lD Z O ri m 1rn CC N.I v 000 0 1�n N m O W N r- eM al 1_ C al O O c-I ri c ri ri ri c-I C � a U Vf y O In kD N I;t _ W 00 ri Lr) 0 1n O M eft lD 00 01 V M M M M M ~ Z � N W a L a Z � � 1n 1n 1n 1n 1n W 0 � Q z O v ++ +1 v N U 0 0 e0 .0 ra LL 0 0 0 0 0 Q1 m m m m m m •m H o In o Ln o In 2 m 00 00 eT a1 O O 4- L ++ N N N N m M O L. O O O O O O N } +' v v v N v > O_ C � l(A6 eN6 l(A6 eN6 lN6 eN6 O O m m m m m m N 4+ 4-1 U L NM C r-1 N M I Ln w 0 I..L C 4- L L L L L L L a1 c E .Oaj 01 a1 c } c c c c c c c O � N co ea co ea co ea c c c c c c E u °}' °}' °}' 01 f6 LJJ 4- L C C C C C C V) 0 U V)