Common use of Performance Based Contract Clause in Contracts

Performance Based Contract. Contractor acknowledges that this is a fixed price performance based Contract and that the Contractor is obligated to perform all of the Contractor’s Responsibilities and meet all of the Contractor Performance Standards in this Contract. DHS acknowledges that it is responsible for meeting all State Responsibilities in the RFP and this Contract. The price for Implementation is $7,153,200. In addition to this sum, Contractor shall also be entitled to an initial payment of $405,797.00 upon acceptance of the following software and hardware (“Imaging Deliverables”) purchased pursuant to this Amendment: 1. Two Kodak i660 scanners and all equipment, peripherals, or goods necessary to connect the scanners to the Department’s computer system; 2. Scanning software known as Transform-EZ distributed by Dakota Imaging and any special coding and/or other software necessary to integrate the software into the IME’s MMIS system, thereby providing optical character recognition capability of form data and importation of that data into the IME OnBase database; and 3. The cost of any software and hardware maintenance of the Imaging Deliverables during the first year of operations. Contractor shall obtain, setup, and install the Imaging Deliverables on the Department’s system. Contractor shall bear all freight, shipping, handling and insurance costs of delivery of the Imaging Deliverables and shall bear all risk of loss with respect to the Imaging Deliverables, including any losses resulting from any damage to or destruction of the Imaging Deliverables, in whole or in part, which may occur prior to acceptance. Immediately upon acceptance of the fully installed and fully functional Imaging Deliverables, the Contractor shall be entitled to the initial payment for the Imaging Deliverables. Upon termination of the Contract, Contractor shall assign title to the Imaging Deliverables and any warranty or product guarantee to the Department conditioned upon: (a) the Department’s execution of an Assignment and Assumption Agreement with Dakota Imaging and the Contractor; and (b) Contractors License Agreement with Dakota Imaging being in effect as of the date the Department executes the Assignment and Assumption Agreement. Under this Amendment, Contractor is not financially responsible for consumable goods required to operate the Imaging Deliverables, including light bulbs, printer cartridges, and paper. The prices for Operations and Transition in the Base Term are: SFY 2006 $5,666,700 SFY 2007 $5,961,400 SFY 2008 $6,266,000 SFY 2009 $6,580,500 SFY 2010 $6,905,700 The prices for the three (3) Renewal Option Years are: SFY 2011 $7,246,200 SFY 2012 $7,593,800 SFY 2013 $7,953,500 Contractor will also be responsible for any service necessary to keep the Imaging Deliverables functioning 95% of the time with 95% accuracy, which shall be a Contract Performance Standard during the life of this contract. Therefore, the above SFY values shall be increased by the following yearly amounts to account for the cost of any requisite service necessary to maintain the Imaging Deliverables: SFY 2007 $53,586 SFY 2008 $111,949 SFY 2009 $115,308 SFY 2010 $118,768 The amounts available for maintenance costs during the three (3) Renewal Option Years are: SFY 2011 $122,330 SFY 2012 $126,000 SFY 2013 $129,779 The Contractor and Dakota Imaging have entered into a Transform EZ Software License Agreement dated as of March 28, 2005, and any addenda or amendments thereto (collectively the "License Agreement"). The Contractor and Dakota Imaging have entered into a Master Transform EZ Maintenance Agreement dated as of November 21, 2005, and any addenda or amendments thereto (collectively the "Maintenance Agreement"). The Department agrees that any future costs, including any overhead costs incurred by Contractor, associated with License Agreement and Maintenance Agreement that have been approved by the Department may be passed on directly to the Department. In addition to the price identified herein, A) If the Contractor requested equipment and supplies in their Bid Proposal for the Implementation, the Department will provide the equipment and supplies if approved; B) During the Operations, Transition, and Renewal Option Years, if applicable, the Department will provide the Contractor the equipment and supplies specified in Attachment 2; C) Prices are inclusive of all EDI costs and charges. The Change Service Request (CSR) hourly rate is $85 per hour. This rate is only applicable to work prioritized and approved by the Department if additional systems resources must be provided to perform beyond the daily resources identified in the table of organization submitted by Noridian on June 18, 2004 (Attachment 5), as handling the systems maintenance and enhancements to the MMIS. Prior to June 30, 2005, DHS and the Contractor shall agree on sources of, and methodologies for evaluating, and the format for reporting, the performance of the Contractor. All performance reports shall be a matter of public record. Without limiting any other provision of this Contract, payment of the Contractor’s Compensation may, in the sole discretion of DHS, be tied to contract performance as follows: Operations Phase. Fifteen percent (15.0%) of the Implementation Price shall become earned forty (40) business days following the Contractor’s commencement of the Operations Phase . Five percent (5.0%) of the Implementation Price shall become earned five (5) business days following certification of the Iowa MMIS system by the Centers for Medicare and Medicaid Services (CMS).