STATE OF
      CALIFORNIA
		STANDARD
      AGREEMENT AMENDMENT
		STD.
      213A (Rev 9/01)
		         	SCPRS# 0880110315425.1
		[ x ]   CHECK HERE IF ADDITIONAL PAGES ARE
      ATTACHED 21 Pages	 AGREEMENT
      NUMBER	AMENDMENT
    NUMBER
		       	 00SA420104	 04 
		1.		This Agreement is entered into
      between the State Agency and Contractor named below: 
			 	STATE AGENCY’S NAME
				Secretary of State
				CONTRACTOR’S NAME
		     	 	NICUSA, Inc. which will do business in
      California as National Information Consortium USA, Inc.
		2.		The term of
      this	September 1, 2001        
      	through         December
      31, 2009	
		    	 	Agreement is
		3.		The
      maximum amount of this	$
      19,057,294.00
		 	 	Agreement after this amendment
    is:	Nineteen million fifty-seven
      thousand two hundred ninety-four dollars and zero cents.
		4.		The
      parties mutually agree to this amendment as follows. All actions noted
      below are by this reference made a part
				of the
      Agreement and incorporated herein:
  




	 	    Effective March 1, 2006: 
		   	 	 
				 1. The Contractor’s name is hereby formally changed from National Information Consortium USA, Inc.
				      to NICUSA, Inc. which will do business in California as National Information Consortium USA, Inc.
				 
				 2. The term of this Agreement is hereby extended until December 31, 2009 to cover the 42-month
				     maintenance and operation period.
				 
				 3. The amount payable under this Agreement is hereby reduced by $6,227,362.00, and shall not
				     exceed $19,057,294.00.
				 
				 4. This contract consists of the following amendment attachments, which are hereby incorporated
				     herein as set forth in full text and made part of this agreement:
				                           Amendment #4
				                           Exhibit A — Additional Terms (including Exhibits A1-A6)
				                           Exhibit B — Cost Adjustments
				All other terms and conditions shall remain the same. 





	IN WITNESS WHEREOF, this
      Agreement has been executed by the parties hereto. 	 
	 	 CONTRACTOR	 	CALIFORNIA
Department
      of General Services
Use
      Only
	CONTRACTOR’S
      NAME (If other than an individual,
      state whether a corporation, partnership, etc.)
	NICUSA, Inc. which will do business in California as National
      Information Consortium USA, Inc. 	 
	BY (Authorized Signature)	 	 DATE SIGNED (Do not
      type)	 
	 	 	 2-17-06	 
	PRINTED NAME AND TITLE OF PERSON SIGNING	 	 
	Harry
      Herington 	President,
      NICUSA  	 	 
	ADDRESS	 	 	 
	10540 South Ridgeview Road, Olathe, KS
      66061     	 
	STATE OF CALIFORNIA	 
	AGENCY NAME	 
	Secretary of State     	 
	BY (Authorized Signature)	 	 DATE SIGNED (Do not
      type)	 
	 	 	 2/21/06 	 
	PRINTED NAME AND TITLE OF PERSON SIGNING 	 
	Janice Lumsden, Assistant Secretary of State,
      Operations   	 
	ADDRESS	 
	1500
      11th Street, Sacramento, CA
95814     	 









Amendment #4
to Contract No. 00SA420104
SSD SOS 0010
California Business Programs Automation 


This Amendment #4 to Contract No. 00SA420104, SSD SOS 0010, for the Secretary of State’s Business Programs Automation Project is entered into by and between NICUSA, Inc. which will do business in California as National Information Consortium USA, Inc. (“NICUSA”), formerly known as National Information Consortium USA, Inc. and the State of California, Secretary of State (“State”) (individually “Party,” collectively “the Parties”). Per the agreement of the Parties, the Parties agree to amend the Contract as follows: 


     1.     Incorporation of Exhibits. The attached Exhibit A—Additional Terms (“Exhibit A”) and Exhibit B--Cost Adjustments (“Exhibit B”) are hereby incorporated herein and made a part of this Amendment, in their entirety, as if fully set forth herein. The execution of this Amendment shall be deemed the execution of the attached Exhibit A. The definition of Acceptance of the UCC Phase (“Acceptance”) and “First M&O Release” shall be as defined in the attached Exhibit A.


     2.     Reduction in Scope.     Pursuant to the SSD SOS 0010, the State originally solicited cost quotations for two procurement options for the BPA Project: Option A to design, develop and implement the Uniform Commercial Code (“UCC”) functionality (“Option A”) and Option B to design, develop and implement the UCC and Business Filings (“BE”) functionality combined (“Option B”). The scope of the Contract is being reduced from Option B (UCC and BE combined) to Option A (UCC). The Parties agree that NICUSA shall no longer be required to provide the following components of Option A: Federal Liens, State Liens, IVR, PKI services and Regional Offices. The parties further agree that NICUSA will no longer be required to provide development, support and functionality for the BE Phase as described in Option B with the
exception of the BE images and BE Hardware contained in Option B. 


     3.     Remaining Payment Obligation by State to NICUSA. The total value of the Contract, as agreed by the Parties, was $25,284,656. The Parties hereby agree that the value of the Contract is reduced by $6,227,362 (consisting of $4,987,315 for one-time costs and $1,240,047 for maintenance and operation support), leaving an agreed adjusted value of the Contract of $19,057,294 as of the effective date of this Amendment. The Cost Adjustments are attached as Exhibit B. Of the $19,057,294, the State has already paid NICUSA $14,731,152 as of the date of this Amendment, leaving an agreed total of $4,326,142 to be paid by the State to NICUSA under the Contract and this Amendment as follows: 


Page 1 of 3 








	 	
(a)     For One-Time Costs: $1,511,475 payable within 45 days after Acceptance and receipt of NICUSA’s invoice for such amount;  


		 
		
(b)     For Other One-Time Costs: $378,676 payable within 45 days after the completion of acceptance testing that demonstrates that all required functionality and defect corrections were delivered in, and that no new defects are introduced by, the First M&O Release as defined in Exhibit A; and $188,525 payable within 45 days after execution of this Amendment.  


	
	
	
	
		  
		
(c)     For 80% of the Maintenance and Operation (M&O) Support Costs: $1,797,973 payable in 42 equal monthly installments commencing on the effective date of Acceptance as invoiced monthly in arrears by NICUSA to cover their services provided during M&O.  


	
	
	
		  
		
(d)     For Final (20%) M&O Support Costs: $449,493 payable upon satisfaction of the requirements specified in 3.3 of Exhibit A.  


	





     4.     Extension of Contract. The Contract shall continue to cover a 42-month M&O Support Phase commencing upon Acceptance. Upon Acceptance, the Parties agree that the UCC portion of the BPA Project will be considered to be in the M&O Support Phase. The State agrees that, as of that date, monthly in arrears payments to NICUSA shall commence for M&O system maintenance and support charges as specified above. This Amendment shall not, however, affect or extend the hardware or system software maintenance obligations of NICUSA relating to system functions that began when hardware and/or system software was placed into production in August 2004 or at any other time before the effective date of this Amendment. 


     5.     Release of BE Responsibilities. The parties agree that all rights have been terminated and all obligations have been discharged of either Party relating to all BE portions of the Contract except for maintenance of hardware and delivery of BE images as expressly set forth in this Amendment. 


     6.     Miscellaneous. 


          a.   Delays and Waivers. The failure of either Party to insist in any one or more instances upon the performance of any of the terms, covenants or conditions of this Amendment shall not be construed as a waiver or relinquishment of the future performance of any other term, covenant or condition, and the defaulting Party’s obligation with respect to future performance of any other terms shall continue in full 


Page 2 of 3 








force and effect. The failure of either Party to take any action permitted by this Amendment to be taken by it shall not be construed as a waiver or relinquishment of its right thereafter to take such action.


          b.   Headings; References. The headings used in this Amendment shall constitute a part of this Amendment. 


          c.   Further Assurances. Each Party agrees to execute such documents and take such other actions as are reasonably requested by the other Party to carry out the intent of this Amendment. 


          d.   Approvals. This Amendment is subject to the approval of the Department of General Services. 


Page 3 of 3 









00SA420104 Amd# 04

Exhibit A

EXHIBIT A—Additional Terms 


This Exhibit A—Additional Terms (“Exhibit A”) relates to Contract No. 00SA420104, SSD SOS 0010, the Secretary of State’s Business Programs Automation Project, and is entered into by and between NICUSA, Inc. which will do business in California as National Information Consortium USA, Inc. (“NICUSA”), formerly known as National Information Consortium USA, Inc. and the State of California, Secretary of State (“State”) (individually “Party,” collectively “the Parties”). The Parties agree as follows: 


RECITALS 


A.     The Department of General Services for the State of California issued a System Solicitation Document for an Information System for the Business Programs Division of the Secretary of State, SSD SOS 0010 (“SSD”). The project described in the SSD is referred to as the Business Programs Automation Project (“BPA Project”). 


B.     Pursuant to the SSD, the State originally solicited cost quotations for two procurement options for the BPA Project: Option A to design, develop and implement the Uniform Commercial Code (“UCC”) functionality (“Option A”); and Option B to design, develop and implement the UCC and Business Filings (“BE”) functionality combined (“Option B”). National Information Consortium USA, Inc., now known as NICUSA, provided bids for both Option A and Option B of the BPA Project.


C.     The State of California awarded the contract for the BPA Project (Option B) to National Information Consortium USA, Inc. and the State and National Information Consortium USA, Inc. entered into an agreement for the BPA Project (Option B) dated September 1, 2001, (which, including all attachments, exhibits, documents and terms incorporated by reference, executed MOU’s and amendments is referred to herein as the “Prime Contract”). National Information Consortium USA, Inc., is now known as NICUSA, and NICUSA is a Party to, and has the rights and obligations of, National Information Consortium USA, Inc. under the Prime Contract. The Amended Statement by Foreign Corporation filed November 26, 2003 with the State and attached hereto as Exhibit A-1 evidences the name change. 


D.     Due to market changes, including the announcement by Microsoft that it will no longer support Visual Basic 6, NICUSA informed the State that NICUSA was no longer actively marketing its BEST software application and services. This change in NICUSA’s business strategy increased the State’s risk to move forward with the BE portion of the Prime Contract.


E.     Due to the risk, the State has decided to terminate the BE portion of the Prime Contract. The State and NICUSA have agreed that it is in their mutual best interests that 


Page 1 of 17









00SA420104 Amd# 04

Exhibit A


there be a reduction in the scope of the BPA Project to Option A reflecting the termination of the BE portion of the BPA Project as further described below. 


F.     Accordingly, the Parties wish to enter into Amendment #4 to the Prime Contract (“Amendment”), which this Exhibit A is attached to and made a part of. 


AGREEMENT 


1.     Incorporation of Recitals and Exhibits. The above recitals and Exhibits A-1 – A-6 constitute a part of this Exhibit A and are incorporated herein.


2.     Acceptance of UCC Phase. The following must occur prior to the State’s acceptance of the UCC Phase (“Acceptance”). Acceptance of the UCC Phase is required to move UCC into the Maintenance and Operation (“M&O”) Phase of the BPA Project. 


          2.1.     Acceptance Release 2.5.27. NICUSA shall provide one final pre-M&O software release, i.e., Release 2.5.27, and, if necessary, any mutually agreed emergency releases, upon the following acceptance terms: 


                    a.     The Scope of Release 2.5.27. The Parties agree that the scope of Release 2.5.27 will be limited to the work described in Exhibit A-2 (“Acceptance Release”).     


                    b.     State Acceptance of Release 2.5.27. The Acceptance Release (Release 2.5.27) will be considered accepted by the State after the State has completed User Acceptance Testing (“UAT”) that demonstrates that all defects identified in Exhibit A-2 are corrected, and that no new defects are introduced by the release, and Release 2.5.27 is successfully installed into Production. The State will make best efforts to complete acceptance testing as quickly as possible.



          2.2.     Infrastructure Acceptance. NICUSA shall provide a plan to perform a complete test of the delivered infrastructure to demonstrate compliance with the SSD and Prime Contract requirements for backup/restore, failover and performance prior to Acceptance. Prior to acceptance of the UCC Phase, NICUSA shall provide the State with a demonstration of the backup/recovery of all programs and data including images; failover from the primary server to the secondary server with all system components and third-party software used to support the BEST application; and performance of hardware and software to contracted levels as specified in the SSD and Prime Contract. Performance will be considered acceptable if measurable performance is equivalent to the performance of the production system at the time of this agreement. NICUSA will
ensure that the web servers, domain controller and Bulk Order server operate at the 


Page 2 of 17









00SA420104 Amd# 04

Exhibit A


current patch level for Windows 2003 and that the Citrix server and ES7000 operate at the current patch level for Windows 2000. The systems and components must be at the same level and configuration for all tests. 


          2.3.     BE Images and BE Hardware Configuration. The parties agree to limit the BE Phase to the delivery of all BE Images scanned and invoiced by NICUSA and BE Hardware as defined in the NICUSA proposal. NICUSA shall install the BE Images onto state owned hard disk drives prior to Acceptance.


          2.4.     Administrative Requirement 50. The hardware and software listed on Exhibit A-3, is being provided by NICUSA to further meet Administrative Requirement 50 at no charge to the State. The hardware and software will be housed at the Department of Technology Services. NICUSA shall provide a work plan to install and test all Administrative Requirement 50 components.


          2.5.     Migration of AB55 Portal. NICUSA will provide all source code, hardware and software environment requirements as well as technical assistance to implement the AB55 Portal at the State. NICUSA shall provide all existing documentation that allows the State to maintain and operate the Portal.


3.      UCC Maintenance and Operation Phase (“UCC M&O Phase”).            

          3.1.     Post Acceptance Releases. NICUSA agrees to provide a schedule of dates for all post acceptance releases. 

                    a.     First M&O Release. NICUSA shall deliver the first post acceptance release (“First M&O Release”) to the State for testing within six months after Acceptance. The First
M&O Release shall include all items listed in Exhibit A-4 including ACH and those high and critical defects pushed out of the Acceptance Release. NICUSA shall provide all necessary corrections to the release needed to ensure that all required functionality and fixes are satisfactorily completed and that no defects are introduced by the release. NICUSA shall use its best efforts to provide such corrections and fixes within 15 days of notification of the defects to NICUSA by the State. The State will make best efforts to complete acceptance testing as quickly as possible.


                    b.     Other M&O Releases. During the UCC M&O Phase, NICUSA further agrees to provide quarterly patches and annual releases to fix all high and critical defects known or to become known. High and Critical defects are as defined in Exhibit A-5. NICUSA agrees to fix all other defects not referenced above and/or enhancements as prioritized by the State, and as NICUSA M&O resources permit. 


Page 3 of 17









00SA420104 Amd# 04

Exhibit A


          3.2.     Operating System Level.   NICUSA agrees to support the UCC application so that it functions as accepted and maintained on either Windows 2000 or 2003 versions for all service packs and security-related patches through the UCC M&O Phase, except if the Visual Basic development environment will no longer function on any current operating system patch level. NICUSA will provide its best efforts to analyze and propose corrections if a Windows service pack or security patch introduces problems with one or more third party software products. 


          3.3.     High and Critical Defects.   All outstanding high and critical defects known or to become known during the UCC M&O Phase, not otherwise fixed in the releases specified above, must be fixed by NICUSA in a release or releases delivered to the State within 90 days of the completion of the UCC M&O Phase. 


          3.4.     Level 1 Support.   The State will accept responsibility for Level 1 support, provided that the State will perform workarounds and data correction only after NICUSA has delivered detailed procedures and scripts for those activities. NICUSA will provide and maintain all necessary procedures and contracts for reporting problems to the Level 2 support center, including but not limited to service level agreements and written escalation procedures with current contacts. 


          3.5.     AB55 Portal.     Once successfully installed, the State will be responsible for ongoing support of the AB55 Portal. 


          3.6.     System Documentation.   NICUSA shall maintain and provide to the State sufficient functional documentation to allow SOS to successfully operate and maintain the system. 


          3.7.     Required Plans.   NICUSA shall provide the State with revisions of the plans listed in Exhibit A-6 as necessary to keep those plans current through the UCC M&O Phase, and will promptly correct specific deficiencies with those plans after written notification by the SOS. 


Page 4 of 17









00SA420104 Amd# 04

Exhibit A


EXHIBITS 


A-1. Amended Statement by Foreign Corporation


A-2. Acceptance Release 


A-3. AR 50 Hardware and Software 


A-4. First M&O Release 


A-5. Defect Levels 


A-6. Required Plans 


Page 5 of 17








00SA420104 Amd# 04
Exhibit A 


EXHIBIT A-1


AMENDED STATEMENT BY
FOREIGN CORPORATION


NICUSA, Inc. which will do business in California as National Information Consortium USA, Inc.                    ,
                                                                  (Name of Corporation)

a corporation organized and existing under the laws of                    Kansas                       , and which is
presently
                                                                                         (State or Place of Incorporation)

qualified for the transaction of intrastate business in the State of California, makes the following statement:


That the name of the corporation has been changed to that hereinabove set forth and that the name relinquished

at the time of such change was             National Information Consortium USA, Inc.               


 



		






 


Page 6 of 17








00SA420104 Amd# 04
Exhibit A 


EXHIBIT A-1


STATE OF KANSAS


OFFICE OF
SECRETARY OF STATE
RON THORNBURGH


To all to whom these presents shall come, Greetings:


I, RON THORNBURGH, Secretary of State of the State of Kansas, do hereby certify that I am the custodian of records of the State of Kansas relating to corporations and that I am the proper official to execute this certificate.


I FURTHER CERTIFY that NATIONAL INFORMATION CONSORTIUM USA, INC. is a regularly and properly organized corporation under the laws of the state of Kansas, having been incorporated in Kansas on the 30th day of December, A.D. 1992.


I FURTHER CERTIFY that a certificate of amendment was filed in this office July 21, 2003 changing the corporate name from NATIONAL INFORMATION CONSORTIUM USA, INC. to NICUSA, INC. 


I DO FURTHER CERTIFY that NICUSA, INC. has paid all fees and franchise taxes due in this office and is in good standing according to the records now on file in the office of Secretary of State.


 



		In testimony whereof:
		I hereto set my hand and cause
		to be affixed my official seal.
		Done at the City of Topeka, this
		19th day of November, A.D. 2003
		
		





 


 


Page 7 of 17











00SA420104 Amd# 04

Exhibit A


EXHIBIT A-2
Acceptance Release 




	TR/TDR #  	Severity  	Program Area  
	 TDR2436  	 Critical  	 Application Reports - Filings  
	 TDR2445  	 High  	 Application Reports - Filings  
	 TDR2446  	 High  	 Application Reports - Filings  
	 TDR2448  	 High  	 Application Reports - Filings  
	 TDR2450  	 Critical  	 Application Reports - Filings  
	 TDR2451  	 Critical  	 Application Reports - Filings  
	 TDR2764  	 High  	 Application Reports - Filings  
	 TDR2767  	 Critical  	 Application Reports - Filings  
	 TDR2778  	 Critical  	 Application Reports - Filings  
	 TDR2784  	 High  	 Application Reports - Filings  
	 TDR2794  	 High  	 Application Reports - Filings  
	 TDR2865  	 Critical  	 Application Reports - Filings  
	 TDR2885  	 High  	 Application Reports - Rejection  
	 TDR2736  	 Critical  	 Application Reports - WEB / XML  
	 TDR2738  	 Critical  	 Application Reports - WEB / XML  
	 TR17159  	 High  	 Batch Jobs - Filings  
	 TR17675  	 High  	 Batch Jobs - Filings  
	 TR18227  	 High  	 Batch Jobs - Filings  
	 TR18289  	 High  	 Batch Jobs - Filings  
	 TR18572  	 High  	 Batch Jobs - Filings  
	 TDR1794  	 High  	 Batch Jobs - Fiscal  
	 TDR1795  	 High  	 Batch Jobs - Fiscal  
	 TDR935  	 High  	 Batch Jobs - Fiscal  
	 TR16828  	 High  	 Batch Jobs - Statistical Reports  
	 TR16997  	 High  	 Batch Jobs - Statistical Reports  
	 TR15224   	 Medium  	 BEST Application  
	 TDR2177  	 High  	 Bulk Orders - Admin  
	 TDR2581  	 Critical  	 Bulk Orders - Process  
	 TDR2771  	 Critical  	 Bulk Orders - Process  
	 TR19478  	 High  	 Business Rules Manager  
	 TR19864  	 High  	 Customer Ledger  
	 TDR1771  	 High  	 Documentation Update  
	 TDR2485  	 High  	 Documentation Update  
	 TDR2240  	 High  	 Filings - Data Capture  
	 TR17947  	 High  	 Filings - Verification  
	 TR19477  	 High  	 Filings - Verification  
	 TR19867  	 High  	 Filings - Verification  
	 TR16948  	 High  	 Fiscal Inquiries  
	 TR17667  	 High  	 Fiscal Inquiries  
	 TDR2379  	 High   	 Orders - Data Entry  
	 TDR2152  	 Critical  	 Payment Verification Screens  
	 TDR2114  	 Critical  	 Rejection Screen  
	 TDR2118  	 Critical  	 Rejection Screen  






Exhibit A-2 Page 1 of 3

Page 8 of 17









00SA420104 Amd# 04

Exhibit A


	 TDR2038  	 Critical  	 Revenue Processing  
	 TDR2050  	 High  	 Revenue Processing  
	 TDR2653  	 High  	 Revenue Processing  
	 TDR2880  	 High  	 Revenue Processing  
	 TR15321  	 High  	 Revenue Processing  
	 TR16876  	 High  	 Revenue Processing  
	 TR17622  	 High  	 Revenue Processing  
	 TR18399  	 High  	 Revenue Processing  
	 TR18767  	 High  	 Revenue Processing  
	 TR19232  	 High  	 Revenue Processing  
	 TR19437  	 High  	 Revenue Processing  
	 TDR1732  	 High  	 Statistical Reports  
	 TDR2815  	 Critical  	 UeWI Utilities  
	 TDR1066  	 High  	 User Maintenance Screen  
	 TDR1466  	 High  	 User Maintenance Screen  
	 TDR1992  	 High  	 User Maintenance Screen  
	 TDR1994  	 High  	 User Maintenance Screen  
	 TDR2389  	 High  	 User Maintenance Screen  
	 TDR2645  	 High  	 User Maintenance Screen  
	 TDR2648   	 Medium  	 User Maintenance Screen  
	 TDR2741  	 High  	 User Maintenance Screen  
	 TDR2894  	 High  	 User Maintenance Screen  
	 TR15378  	 High  	 User Maintenance Screen  
	 TR16799  	 High  	 User Maintenance Screen  
	 TR18684  	 High  	 User Maintenance Screen  
	 TR19422  	 High  	 User Maintenance Screen  
	 TDR2916  	 High   	 WEB - Bulk Orders  
	 TR19470  	 High   	 WEB - Common  
	 TDR2171  	 High  	 WEB - Filings  
	 TDR2756  	 Critical  	 WEB - Filings  
	 TR16835  	 High  	 WEB - Inquiries  
	 TR16836  	 High  	 WEB - Inquiries  
	 TR17545  	 High  	 WEB - Inquiries  
	 TDR2626  	 Critical  	 WEB - XML  
	 TDR2627  	 Critical  	 WEB - XML  
	 TDR2628  	 Critical  	 WEB - XML  
	 TDR2819  	 High  	 WEB - XML  
	 TDR2824  	 Critical  	 WEB - XML  
	 TDR2825  	 High  	 WEB - XML  
	 TR15515  	 High  	 WEB - XML  
	 TR15766  	 High  	 WEB - XML  
	 TR17209  	 High  	 WEB - XML  
	 TR18079  	 High  	 WEB - XML  
	 TDR2623  	 Critical  	 WEB – Filings  
	 TDR2624  	 Critical  	 WEB – Filings  
	 TDR2625  	 Critical  	 WEB – Filings  
	 TR16149  	  	   
	 TR17078  	  	  





Exhibit A-2 Page 2 of 3

Page 9 of 17









00SA420104 Amd# 04

Exhibit A




	 TDR2749  	 High  	 WEB - Filings  
	 TDR2750  	 Critical   	 WEB - Filings  
	 TDR2751  	 Critical  	 WEB - Filings  
	 TR19466  	 High  	 Batch Jobs - Bulk Order  
	 TR16826  	 High  	 WEB - Filings  
	 TR16834  	 High  	 WEB - Filings  
	 TR19192  	 High  	 UeWI Custom Components  
	 TDR2367  	 High  	 Application Reports - Orders  
	 TDR2659  	 Critical  	 Batch Jobs - Filings  
	 TR17603  	 High  	 Certificate Date Change  
	 TR17363  	 High  	 Certificate Date Change  
	 TR15303  	 High  	 Filings - Verification  
	 TR18975  	 High  	 Batch Jobs - Common  
	 TDR1806  	 Critical  	 Batch Jobs - Common  
	 TDR2080  	 Critical  	 Customer Maintenance  
	 TDR2834  	 Critical  	 UeWI Order  
	 TDR2836  	 Standard  	 UeWI Order  
	 TR15336  	 High  	 Application Reports - Common  
	 TR15417  	 High  	 Rejection Screen  
	 TR15628  	 High  	 Certification Date Change  
	 TR15875  	 High  	 Payment Verification Screen  
	 TR16004  	 High  	 Application Reports - Common  
	 TDR1885  	 Critical  	 Revenue Processing  





Exhibit A-2 Page 3 of 3

Page 10 of 17









00SA420104 Amd# 04

Exhibit A


EXHIBIT A-3
Administrative Requirement 50 – Hardware and Software





	WB3 – Web Production Server  	Quantity  
	

Compaq ProLiant DL380 G3 rack-mount server



 

	1  
	Compaq ProLiant ML370 G3/DL380 G3 processor
option kit  	1
  
	
	CPQ 2GB PC2100 DDR KIT  	2  
	Compaq Hot Plug Redundant Fan Option Kit  	1  
	Compaq 36.4GB Ultra320 Universal Hot-Plug Disk
Drive  	4  
  
	
	Compaq 400W Redundant Power Supply  	1  
	CPQ SMART ARRAY 641 CONTROLLER  	1  
	CPQ 64MB BBWC ENABLER  	1  
	Compaq ProLiant Essentials Lights-Out Advanced
Pack License Only  	1  
  
	
	Compaq CarePaq 3 Year On Site 24x7 4 Hour  	1  
	VERITAS NETBACKUP DATA CENTER LICENSE
V4.5 TIER 2  	1  
  
	
	VERITAS NETBACKUP DATA CENTER V4.5 24X7
2YR SUPPORT  	1
	
	VERITAS ON-SITE CONSULTING FOR
CUSTOMIZED SERVICES  	1
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED
LICENSE  	1  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED
MEDIA  	1  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED  
CAL  	5  
  
	
	  	  
	
WB4 – Web Production Server  	  
	Compaq ProLiant DL380 G3 rack-mount server
	1  
	Compaq ProLiant ML370 G3/DL380 G3 processor
option kit  	1  
  
	
	CPQ 2GB PC2100 DDR KIT  	2  
	Compaq Hot Plug Redundant Fan Option Kit  	1  
	Compaq 36.4GB Ultra320 Universal Hot-Plug Disk
Drive  	4  
  
	
	Compaq 400W Redundant Power Supply  	1  





Exhibit A-3 Page 1 of 4

Page 11 of 17









00SA420104 Amd# 04

Exhibit A




	CPQ SMART ARRAY 641 CONTROLLER  	1  
	CPQ 64MB BBWC ENABLER  	1  
	Compaq ProLiant Essentials Lights-Out Advanced  
Pack License Only  	1  
  
	
	Compaq CarePaq 3 Year On Site 24x7 4 Hour  	1  
	VERITAS NETBACKUP DATA CENTER LICENSE  
V4.5 TIER 2  	1  
  
	
	VERITAS NETBACKUP DATA CENTER V4.5 24X7  
2YR SUPPORT  	1  
  
	
	VERITAS ON-SITE CONSULTING FOR  
CUSTOMIZED SERVICES  	1  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED  
LICENSE  	1  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED  
MEDIA  	1  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED  
CAL  	5  
  
	
	  	  
	
CM6 - Citrix Production Server  	  
	Compaq ProLiant DL380 G3 rack-mount server  	1  
	Compaq ProLiant ML370 G3/DL380 G3 processor  
option kit  	1  
  
	
	CPQ 2GB PC2100 DDR KIT  	2  
	Compaq Hot Plug Redundant Fan Option Kit  	1  
	Compaq 36.4GB Ultra320 Universal Hot-Plug Disk  
Drive  	4  
  
	
	CPQ NC7770 GBIT SRVR PCI-X ADAPTER  	2  
	Compaq 400W Redundant Power Supply  	1  
	CPQ SMART ARRAY 641 CONTROLLER  	1  
	CPQ 64MB BBWC ENABLER  	1  
	Compaq ProLiant Essentials Lights-Out Advanced  
Pack License Only  	1  
  
	
	Compaq CarePaq 3 Year On Site 24x7 4 Hour  	1  
	VERITAS NETBACKUP DATA CENTER LICENSE  
V4.5 TIER 2  	1  
  
	
	VERITAS NETBACKUP DATA CENTER V4.5 24X7  
2YR SUPPORT  	1  
  
	
	VERITAS ON-SITE CONSULTING FOR  
CUSTOMIZED SERVICES  	1  
  
	
	MS WINDOWS SERVER 2003 STANDARD EDITION  
LICENSE  	1  
  
	
	MS WINDOWS SERVER 2003 STD ED MEDIA  	1  
	MS WINDOWS SERVER 2003 STD ED CAL	5
	  	  




Exhibit A-3 Page 2 of 4

Page 12 of 17










00SA420104 Amd# 04

Exhibit A




	CM5 – Citrix Test Server  	 
	Compaq ProLiant DL380 G3 rack-mount server  	1  
	Compaq ProLiant ML370 G3/DL380 G3 processor  
option kit  	1  
  
	
	CPQ 2GB PC2100 DDR KIT  	2  
	Compaq Hot Plug Redundant Fan Option Kit  	1  
	Compaq 36.4GB Ultra320 Universal Hot-Plug Disk  
Drive  	4  
  
	
	CPQ NC7770 GBIT SRVR PCI-X ADAPTER  	2  
	Compaq 400W Redundant Power Supply  	1  
	CPQ SMART ARRAY 641 CONTROLLER  	1  
	CPQ 64MB BBWC ENABLER  	1  
	Compaq ProLiant Essentials Lights-Out Advanced  	1  
	Compaq CarePaq 3 Year On Site 24x7 4 Hour  	1  
	VERITAS NETBACKUP DATA CENTER LICENSE  
V4.5 TIER 2  	1  
  
	
	VERITAS NETBACKUP DATA CENTER V4.5 24X7  
2YR SUPPORT  	1  
  
	
	VERITAS ON-SITE CONSULTING FOR  
CUSTOMIZED SERVICES  	1  
  
	
	MS WINDOWS SERVER 2003 STANDARD EDITION  
LICENSE  	1  
  
	
	MS WINDOWS SERVER 2003 STD ED MEDIA  	1  
	MS WINDOWS SERVER 2003 STD ED CAL  	5  
	  	   
	
UPGRADE ITEMS  	  
	512MB 133MHz ECC SDRAM DIMM Memory Module  
(D8267A)  	12  
  
	
	MS WINDOWS SERVER 2003 ENTERPRISE ED  
LICENSE  	2  
  
	
	MS WINDOWS SERVER ENT 2003 CLIENT  
ACCESS LICENSES  	10  
  
	
	  	   
	
HP RACK  	  
	Rack 10642 (42U) Standard Pallet WW  	1  
	Integrated 1U Kybd & TFT Monitor Kit US  	1  
	HP ProCurve 10/100 Hub 24  	1  
	IP Console Switch 3X1X16  	1  
	Interface Adapter  	4  
	Blanking Panel 10 1U 10k WW  	1  
	42U 10K Side Panel kit WW  	1  





Exhibit A-3 Page 3 of 4 


Page 13 of 17









00SA420104 Amd# 04

Exhibit A




	600mm 10K Stabilizer Option WW  	1  
	24A High Voltage mPDU US/JP  	2  





Exhibit A-3 Page 4 of 4

Page 14 of 17









00SA420104 Amd# 04

Exhibit A


EXHIBIT A-4
First M&O Release 


	1.      	Quantity Adjustments 
	 
	2.      	ACH 
	 
	3.      	TR19072      Bulk Orders - Process 
	 
	4.      	TR15870      Rejection 
	 
	5.      	TDR2386     User Maintenance Screen 
	 
	6.      	TDR2565     WEB - Filings 
	 




Exhibit A-4 Page 1 of

Page 15 of 17









00SA420104 Amd# 04

Exhibit A


EXHIBIT A-5
Defect Levels



 


	 	 Extreme/Critical= An error that causes a mission-critical application to  
terminate abnormally.  
	  
		 High= An error that causes an incorrect value or an incorrect update of the
database and/or adversely affects the accomplishment of SOS operational  
or mission critical function(s).  
	





Exhibit A-5 Page 1 of 1

Page 16 of 17









00SA420104 Amd# 04

Exhibit A


EXHIBIT A-6
List of Required Plans





	1.      	UCC Master Training Plan 
	 
	2.      	Maintenance Operations Plan 
	 
	3.      	Release Management Plan 
	 
	4.      	Support Center Services Manual 
	 
	5.      	Infrastructure Plan 
	 
	6.      	Operations Procedure Manual 
	 
	7.      	UCC Requirements Traceability Document 
	 
	8.      	Configuration Management Plan Version 
	 




Exhibit A-6 Page 1 of 1

Page 17 of 17









EXHIBIT B--Cost Adjustments 


	$26,932,851  	         Total contract as bid  
	($412,000)  	         Elimination of Special Filings (within Business Filings)  
	($336,195)  	         Removal of requirement to scan certain documents  
	($900,000)  	         Reduction in outreach/marketing program  
	$25,284,656  	         Contract amount as signed  
	  
	$15,987,181  	         Option A—UCC Only—onetime costs as bid  
	$2,247,466  	         Option A M&O as bid  
	$18,234,647  	         Option A total as bid  
	($690,000)  	         Reduction in UCC portion of outreach/marketing program  
	($87,926)  	         Reduction for UCC portion of removal of scanning of certain documents  
	$17,456,721  	         Option A—UCC Only—portion of total contract as signed  
	($2,247,466)  	         Option A portion of M&O  
	$15,209,255  	         Option A onetime cost portion of total contract as signed  
	  
	$1,227,643  	         Hardware & software costs; total contract as signed  
	($98,505)  	         Contract value of undelivered BE hardware & software  
	$1,129,137  	         Hardware & software costs from contract, as delivered  
	($774,329)  	         Option A portion of hardware & software costs in contract as signed  
	$354,808  	         Adjustment to Option A HW & SW costs for delivered BE hardware & software  
	  
	$15,209,255  	         Option A onetime cost portion of total contract as signed  
	$354,808  	         Adjustment for BE hardware delivered and accepted  
	$156,720  	         Adjustment for additional UCC images delivered  
	$1,265,045  	         Adjustment for BE images delivered and accepted1  
	($30,000)  	         Adjustment for state tax liens function2  
	($30,000)  	         Adjustment for federal tax liens function2  
	($66,000)  	         Adjustment for PKI services3  
	($50,000)  	         Adjustment for IVR/TTD-TTY3  
	$16,809,828	         Total onetime costs as adjusted  
	  
	$25,284,656  	         Contract amount as signed  
	($16,809,828)  	         Total Option A onetime costs as adjusted  
	($2,247,466)  	         Option A M&O costs  
	$6,227,362  	         Net reduction in contract  
	  
	Notes:  	  
	1.  	   Value for BE images from contract per-image rate. Usability and quality
   independently verified by Electronic Image Designers, Inc.  
	
	2.  	   Value from NICUSA Invoice CN040611. Business partners not ready; postpone to  
   new BE project  
	  
	3.  	   Value from NICUSA Invoice CN040611. Functions not required  





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