220011-REVISED CONTRACT 07-16-21.PDF

DYNAMICS REFRESH PROJECT CONSULTANT
220011-CI
This contract is entered into this 14th day of July 2021 by and between Maricopa County (“County”), a
political subdivision of the State of Arizona, and Solvency Advisors, Inc. an California domestic
corporation (“Contractor”) for the purchase of Consulting Services for our Microsoft Dynamics Refresh
Project.
1.0 INTENT
The intent of this Contract is to secure the services of the Solvency Advisors, Inc to provide
consulting services and related needs, including all staff and all other operational requirements to
successfully deliver the contract requirements for the Maricopa Treasurer’s Office(MCTO).
2.0 CONTRACT TERM
2.1 This contract is for a term of Two (2) years, beginning on July 14, 2021 and ending August
15, 2023, unless extended as provided herein.
3.0 OPTION TO RENEW
The County may, at its option and with the concurrence of the Contractor, renew the term of this
contract up to a maximum of One (1) additional year(s), (or at the County’s sole discretion, extend
the contract on a month-to-month basis for a maximum of six months after expiration). The
Contractor shall be notified in writing by the Office of Procurement Services of the County’s
intention to renew the contract term at least 30 calendar days prior to the expiration of the original
contract term.
4.0 CONTRACT COMPLETION
In preparation for contract completion, the Contractor shall make all reasonable efforts for an
orderly transition of its duties and responsibilities to another provider and/or to the County. This
may include, but is not limited to, preparation of a transition plan and cooperation with the County
or other providers in the transition. The transition includes the transfer of all records and other data
in the possession, custody, or control of the Contractor that are required to be provided to the
County either by the terms of this agreement or as a matter of law. The provisions of this clause
shall survive the expiration or termination of this agreement.
5.0 PRICE ADJUSTMENTS
Any requests for reasonable price adjustments must be submitted 60 calendar days prior to
contract expiration. Requests for adjustment in cost of labor and/or materials must be supported
by appropriate documentation. The reasonableness of the request will be determined by comparing
the request with the Consumer Price Index or by performing a market survey. If County agrees to
the adjusted price terms, County shall issue written approval of the change and provide an updated
version of the contract. The new change shall not be in effect until the date stipulated on the
updated version of the contract.

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6.0 PAYMENTS
6.1 As consideration for performance of the duties described herein, County shall pay
Contractor the sum(s) stated in Exhibit A – Pricing Sheet.
6.2 Payment shall be made upon the County’s receipt of a properly completed invoice.
6.3 INVOICES
6.3.1 The Contractor shall submit one legible copy of their detailed invoice before
payment(s) will be made. Incomplete invoices will not be processed. At a minimum,
the invoice must provide the following information:
• Company name, address, and contact information
• County bill-to name and contact information
• Contract serial number
• County purchase order number
• Project name and/or number
• Invoice number and date
• Payment terms
• Date of service or delivery
• Quantity
• Contract item number(s)
• Arrival and completion time
• Description of purchase (product or services)
• Pricing per unit of purchase
• Extended price
• Freight (if applicable)
• Mileage with rate (if applicable)
• Total amount due
6.3.2 Problems regarding billing or invoicing shall be directed to the department as listed
on the purchase order.
6.3.3 Payment shall only be made to the Contractor by Accounts Payable through the
Maricopa County Vendor Express Payment Program. This is an electronic funds
transfer (EFT) process. After contract award, the Contractor shall complete the
Vendor Registration Form accessible from the County Department of Finance
Vendor Registration Web Site https://www.maricopa.gov/5169/Vendor-
Information.
6.3.4 Discounts offered in the contract shall be calculated based on the date a properly
completed invoice is received by the County.
6.3.5 EFT payments to the routing and account numbers designated by the Contractor
shall include the details on the specific invoices that the payment covers. The
Contractor is required to discuss remittance delivery capabilities with their
designated financial institution for access to those details.
6.4 APPLICABLE TAXES
6.4.1 It is the responsibility of the Contractor to determine any and all applicable taxes
and include those taxes in their proposal. The legal liability to remit the tax is on
the entity conducting business in Arizona. Tax is not a determining factor in
contract award.

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6.4.2 The County will look at the price or offer submitted and will not deduct, add, or alter
pricing based on speculation or application of any taxes, nor will the County
provide Contractor any advice or guidance regarding taxes. If you have questions
regarding your tax liability, seek advice from a tax professional prior to submitting
your bid. You may also find information at https://www.azdor.gov/Business.aspx.
Once your bid is submitted, the offer is valid for the time specified in this solicitation,
regardless of mistake or omission of tax liability. If the County finds overpayment
of a project due to tax consideration that was not due, the Contractor will be liable
to the County for that amount, and by contracting with the County agrees to remit
any overpayments back to the County for miscalculations on taxes included in a
bid price.
6.4.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State,
and local taxes applicable to their operation and any persons employed by the
Contractor. Contractor shall, and require all subcontractors to, hold Maricopa
County harmless from any responsibility for taxes, damages, and interest, if
applicable, contributions required under Federal and/or State and local laws and
regulations, and any other costs including: transaction privilege taxes,
unemployment compensation insurance, Social Security, and workers’
compensation. Contractor may be required to establish, to the satisfaction of
County, that any and all fees and taxes due to the City or the State of Arizona for
any license or transaction privilege taxes, use taxes, or similar excise taxes are
currently paid (except for matters under legal protest).
7.0 AVAILABILITY OF FUNDS
7.1 The provisions of this contract relating to payment for services shall become effective when
funds assigned for the purpose of compensating the Contractor as herein provided are
actually available to County for disbursement. The County shall be the sole judge and
authority in determining the availability of funds under this contract. County shall keep the
Contractor fully informed as to the availability of funds.
7.2 If any action is taken by, any State agency, Federal department, or any other agency or
instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in
connection with, this contract, County may amend, suspend, decrease, or terminate its
obligations under, or in connection with, this contract. In the event of termination, County
shall be liable for payment only for services rendered prior to the effective date of the
termination, provided that such services are performed in accordance with the provisions
of this contract. County shall give written notice of the effective date of any suspension,
amendment, or termination under this section, at least 30 business days in advance.
8.0 DUTIES
8.1 The Contractor shall perform all duties stated in Exhibit B – Scope of Work, or as otherwise
directed in writing by the procurement officer.
9.0 TERMS AND CONDITIONS
9.1 INDEMNIFICATION
9.1.1 To the fullest extent permitted by law, and to the extent that claims, damages,
losses, or expenses are not covered and paid by insurance purchased by the
Contractor, the Contractor shall defend, indemnify, and hold harmless the County
(as “Owner”), its agents, representatives, officers, directors, officials, and
employees from and against all claims, damages, losses, and expenses (including,
but not limited to attorneys' fees, court costs, expert witness fees, and the costs
and attorneys' fees for appellate proceedings) arising out of, or alleged to have
resulted from, the negligent acts, errors, omissions, or mistakes relating to the
performance of this contract.

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9.1.2 Contractor's duty to defend, indemnify, and hold harmless the County, its agents,
representatives, officers, directors, officials, and employees shall arise in
connection with any claim, damage, loss, or expense that is attributable to bodily
injury, sickness, disease, death, or injury to, impairment of, or destruction of
tangible property, including loss of use resulting therefrom, caused by negligent
acts, errors, omissions, or mistakes in the performance of this contract, but only to
the extent caused by the negligent acts or omissions of the Contractor, a
subcontractor, anyone directly or indirectly employed by them, or anyone for
whose acts they may be liable, regardless of whether or not such claim, damage,
loss, or expense is caused in part by a party indemnified hereunder.
9.1.3 The amount and type of insurance coverage requirements set forth herein will in
no way be construed as limiting the scope of the indemnity in this section.
9.1.4 The scope of this indemnification does not extend to the sole negligence of County.
9.2 INSURANCE
9.2.1 Contractor, at Contractor’s own expense, shall purchase and maintain, at a
minimum, the herein stipulated insurance from a company or companies duly
licensed by the State of Arizona and possessing an AM Best, Inc. category rating
of B++. In lieu of State of Arizona licensing, the stipulated insurance may be
purchased from a company or companies, which are authorized to do business in
the State of Arizona, provided that said insurance companies meet the approval of
County. The form of any insurance policies and forms must be acceptable to
County.
9.2.2 All insurance required herein shall be maintained in full force and effect until all
work or service required to be performed under the terms of the contract is
satisfactorily completed and formally accepted. Failure to do so may, at the sole
discretion of County, constitute a material breach of this contract.
9.2.3 In the event that the insurance required is written on a claims-made basis,
Contractor warrants that any retroactive date under the policy shall precede the
effective date of this contract and either continuous coverage will be maintained,
or an extended discovery period will be exercised for a period of two years
beginning at the time work under this contract is completed.
9.2.4 Contractor’s insurance shall be primary insurance as respects County, and any
insurance or self-insurance maintained by County shall not contribute to it.
9.2.5 Any failure to comply with the claim reporting provisions of the insurance policies
or any breach of an insurance policy warranty shall not affect the County’s right to
coverage afforded under the insurance policies.
9.2.6 The insurance policies may provide coverage that contains deductibles or self-
insured retentions. Such deductible and/or self-insured retentions shall not be
applicable with respect to the coverage provided to County under such policies.
Contractor shall be solely responsible for the deductible and/or self-insured
retention and County, at its option, may require Contractor to secure payment of
such deductibles or self-insured retentions by a surety bond or an irrevocable and
unconditional letter of credit.
9.2.7 The insurance policies required by this contract, except Workers’ Compensation
and Errors and Omissions, shall name County, its agents, representatives, officers,
directors, officials, and employees as additional insureds.

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9.2.8 The policies required hereunder, except Workers’ Compensation and Errors and
Omissions, shall contain a waiver of transfer of rights of recovery (subrogation)
against County, its agents, representatives, officers, directors, officials, and
employees for any claims arising out of Contractor’s work or service.
9.2.9 If available, the insurance policies required by this contract may be combined with
Commercial Umbrella Insurance policies to meet the minimum limit requirements.
If a Commercial Umbrella insurance policy is utilized to meet insurance
requirements, the Certificate of Insurance shall indicate which lines the
Commercial Umbrella Insurance covers.
9.2.9.1 Commercial General Liability
Commercial General Liability (CGL) insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $1,000,000
for each occurrence, $2,000,000 Products/Completed Operations
Aggregate, and $2,000,000 General Aggregate Limit. The policy shall
include coverage for premises liability, bodily injury, broad form property
damage, personal injury, products and completed operations and blanket
contractual coverage, and shall not contain any provisions which would
serve to limit third party action over claims. There shall be no endorsement
or modifications of the CGL limiting the scope of coverage for liability
arising from explosion, collapse, or underground property damage.
9.2.9.2 Workers’ Compensation
9.2.9.2.1 Workers’ compensation insurance to cover obligations imposed
by Federal and State statutes having jurisdiction of Contractor’s
employees engaged in the performance of the work or services
under this contract; and Employer’s Liability insurance of not
less than $1,000,000 for each accident, $1,000,000 disease for
each employee, and $1,000,000 disease policy limit.
9.2.9.2.2 Contractor, its subcontractors, and sub-subcontractors waive all
rights against this contract and its agents, officers, directors, and
employees for recovery of damages to the extent these
damages are covered by the workers’ compensation and
Employer’s Liability or Commercial Umbrella Liability insurance
obtained by Contractor, its subcontractors, and its sub-
subcontractors pursuant to this contract.
9.2.9.3 Certificates of Insurance:
9.2.9.3.1 Prior to contract award, Contractor shall furnish the County with
valid and complete Certificates of Insurance, or formal
endorsements as required by the contract in the form provided
by the County, issued by Contractor’s insurer(s), as evidence
that policies providing the required coverage, conditions and
limits required by this contract are in full force and effect. Such
certificates shall identify this contract number and title.
9.2.9.3.2 In the event any insurance policy(ies) required by this contract
is (are) written on a claims-made basis, coverage shall extend
for two years past completion and acceptance of Contractor’s
work or services and as evidenced by annual certificates of
insurance.

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9.2.9.3.3 If a policy does expire during the life of the Contract, a renewal
certificate must be sent to County 10 calendar days prior to the
expiration date.
9.2.10 Cancellation and Expiration Notice:
Applicable to all insurance policies required within the insurance requirements of
this contract, Contractor’s insurance shall not be permitted to expire, be
suspended, be canceled, or be materially changed for any reason without 30 days
prior written notice to Maricopa County. Contractor must provide to Maricopa
County, within two business days of receipt, if they receive notice of a policy that
has been or will be suspended, canceled, materially changed for any reason, has
expired, or will be expiring. Such notice shall be sent directly to Maricopa County
Office of Procurement Services and shall be mailed, or hand delivered to
160 S. 4th Avenue, Phoenix, AZ 85003, or emailed to the procurement officer noted
in the solicitation.
9.3 FORCE MAJEURE
9.3.1 Neither party shall be liable for failure of performance, nor incur any liability to the
other party on account of any loss or damage resulting from any delay or failure to
perform all or any part of this contract, if such delay or failure is caused by events,
occurrences, or causes beyond the reasonable control and without negligence of
the parties. Such events, occurrences, or causes will include acts of God/nature
(including fire, flood, earthquake, storm, hurricane, or other natural disaster), war,
invasion, act of foreign enemies, hostilities (whether war is declared or not), civil
war, riots, rebellion, revolution, insurrection, military or usurped power or
confiscation, terrorist activities, nationalization, government sanction, lockout,
blockage, embargo, labor dispute, strike, and interruption or failure of electricity or
telecommunication service.
9.3.2 Each party, as applicable, shall give the other party notice of its inability to perform
and particulars in reasonable detail of the cause of the inability. Each party must
use best efforts to remedy the situation and remove, as soon as practicable, the
cause of its inability to perform or comply.
9.3.3 The party asserting Force Majeure as a cause for non-performance shall have the
burden of proving that reasonable steps were taken to minimize delay or damages
caused by foreseeable events, that all non-excused obligations were substantially
fulfilled, and that the other party was timely notified of the likelihood or actual
occurrence which would justify such an assertion, so that other prudent
precautions could be contemplated.
9.4 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION
This contract does not guarantee any minimum or maximum purchases will be made.
Orders will only be placed under this contract when the County identifies a need and proper
authorization and documentation have been approved.

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9.5 PURCHASE ORDERS
9.5.1 County reserves the right to cancel purchase orders within 10 days of time after
issuance. Should a purchase order be canceled, the County agrees to reimburse
the Contractor for actual and documentable costs incurred by the Contractor in
response to the purchase order. The County will not reimburse the Contractor for
any costs incurred after receipt of County notice of cancellation, or for lost profits,
or for shipment of product prior to issuance of purchase order.
9.5.2 Contractor agrees to accept verbal notification of cancellation of purchase orders
from the County procurement officer with written notification to follow. Contractor
specifically acknowledges to be bound by this cancellation policy.
9.6 BACKGROUND CHECK
Respondents may be required to pass multiple background checks (e.g. Sheriff’s Office,
County Attorney's Office, Courts, as well as Maricopa County general government) to
determine if the respondent is acceptable to do business with the County. This applies to,
but is not limited to, the company, subcontractors, and employees, and the failure to pass
these checks shall deem the respondent non-responsible.
9.7 SUSPENSION OF WORK
The procurement officer may order the Contractor, in writing, to suspend, delay, or interrupt
all or any part of the work of this contract for the period of time that the procurement officer
determines appropriate for the convenience of the County. No adjustment shall be made
under this clause for any suspension, delay, or interruption to the extent that performance
would have been so suspended, delayed, or interrupted by any other cause, including the
fault or negligence of the Contractor. No request for adjustment under this clause shall be
granted unless the claim, in an amount stated, is asserted in writing as soon as practicable
after the termination of the suspension, delay, or interruption, but not later than the date of
final payment under the contract.
9.8 STOP WORK ORDER
9.8.1 The procurement officer may, at any time, by written order to the Contractor,
require the Contractor to stop all, or any part, of the work called for by this contract
for a period of 90 calendar days after the order is delivered to the Contractor, and
for any further period to which the parties may agree. The order shall be specifically
identified as a stop work order issued under this clause. Upon receipt of the order,
the Contractor shall immediately comply with its terms and take all reasonable
steps to minimize the incurrence of costs allocable to the work covered by the order
during the period of work stoppage. Within a period of 90 calendar days after a
stop work order is delivered to the Contractor, or within any extension of that period
to which the parties shall have agreed, the procurement officer shall either:
9.8.2 cancel the stop work order; or
9.8.2.1 terminate the work covered by the order as provided in the Termination
for Default or the Termination for Convenience clause of this contract.

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9.8.2.2 The procurement officer may make an equitable adjustment in the
delivery schedule and/or contract price, and the contract shall be
modified, in writing, accordingly, if the Contractor demonstrates that the
stop work order resulted in an increase in costs to the Contractor
9.9 TERMINATION FOR CONVENIENCE
Either party may terminate the resultant contract for convenience by providing 30 calendar
days advance written notice to the other party.
9.10 TERMINATION FOR DEFAULT
9.10.1 The County may, by written Notice of Default to the Contractor, terminate this
contract in whole or in part if the Contractor fails to:
9.10.1.1 deliver the supplies or to perform the services within the time specified
in this contract or any extension;
9.10.1.2 make progress, so as to endanger performance of this contract; or
9.10.1.3 perform any of the other provisions of this contract.
9.10.2 The County’s right to terminate this contract under these subparagraphs may be
exercised if the Contractor does not cure such failure within 10 business days (or
more if authorized in writing by the County) after receipt of a Notice to Cure from
the procurement officer specifying the failure.
9.11 PERFORMANCE
It shall be the Contractor’s responsibility to meet the proposed performance requirements.
Maricopa County reserves the right to obtain services on the open market in the event the
Contractor fails to perform, and any price differential will be charged against the Contractor.
9.12 CONTRACTOR EMPLOYEE MANAGEMENT
9.12.1 Contractor shall endeavor to maintain the personnel proposed in their proposal
throughout the performance of this contract.
9.12.2 If Contractor personnel’s employment status changes, Contractor shall provide
County a list of proposed replacements with equivalent or greater experience.
9.12.3 Under no circumstances shall the implementation schedule to be impacted by a
personnel change on the part of the Contractor.
9.12.4 Contractor shall not reassign any key personnel identified in their proposal without
the express consent of the County.
9.12.5 County reserves the right to immediately remove from its premises any Contractor
personnel it determines to be a risk to County operations.
9.13 WARRANTY OF SERVICES
9.13.1 The Contractor warrants that all services provided hereunder will conform to the
requirements of the contract, including all descriptions, specifications, and
attachments made a part of this contract. County’s acceptance of services or
goods provided by the Contractor shall not relieve the Contractor from its
obligations under this warranty.

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9.13.2 In addition to its other remedies, County may, at the Contractor's expense, require
prompt correction of any services failing to meet the Contractor's warranty herein.
Services corrected by the Contractor shall be subject to all the provisions of this
contract in the manner and to the same extent as services originally furnished
hereunder.
9.14 INSPECTION OF SERVICES
9.14.1 The Contractor shall provide and maintain an inspection system acceptable to
County covering the services under this contract. Complete records of all
inspection work performed by the Contractor shall be maintained and made
available to County during contract performance and for as long afterwards as the
contract requires.
9.14.2 County has the right to inspect and test all services called for by the contract, to
the extent practicable at all times and places during the term of the contract.
County shall perform inspections and tests in a manner that will not unduly delay
the work.
9.14.3 If any of the services do not conform to contract requirements, County may require
the Contractor to perform the services again in conformity with contract
requirements, at no cost to the County. When the defects in services cannot be
corrected by re-performance, County may:
9.14.3.1 require the Contractor to take necessary action to ensure that future
performance conforms to contract requirements; and
9.14.3.2 reduce the contract price to reflect the reduced value of the services
performed.
9.14.4 If the Contractor fails to promptly perform the services again or to take the
necessary action to ensure future performance in conformity with contract
requirements, County may:
9.14.4.1 by contract or otherwise, perform the services and charge to the
Contractor, through direct billing or through payment reduction, any cost
incurred by County that is directly related to the performance of such
service; or
9.14.4.2 terminate the contract for default.
9.15 STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST
Notice is given that, pursuant to A.R.S. § 38-511, the County may cancel any contract
without penalty or further obligation within three years after execution of the contract, if any
person significantly involved in initiating, negotiating, securing, drafting, or creating the
contract on behalf of the County is at any time, while the contract or any extension of the
contract is in effect, an employee or agent of any other party to the contract in any capacity
or consultant to any other party of the contract with respect to the subject matter of the
contract. Additionally, pursuant to A.R.S. § 38-511, the County may recoup any fee or
commission paid or due to any person significantly involved in initiating, negotiating,
securing, drafting, or creating the contract on behalf of the County from any other party to
the contract arising as the result of the contract.
9.16 OFFSET FOR DAMAGES
In addition to all other remedies at Law or Equity, the County may offset from any money
due to the Contractor any amounts Contractor owes to the County for damages resulting
from breach or deficiencies in performance of the contract.

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9.17 SUBCONTRACTING
9.17.1 The Contractor may not assign to another Contractor or subcontract to another
party for performance of the terms and conditions hereof without the written
consent of the County. All correspondence authorizing subcontracting must
reference the bid serial number and identify the job or project.
9.17.2 The subcontractor’s rate for the job shall not exceed that of the prime Contractor’s
rate, as bid in the pricing section, unless the prime Contractor is willing to absorb
any higher rates. The subcontractor’s invoice shall be invoiced directly to the prime
Contractor, who in turn shall pass-through the costs to the County, without mark-
up. A copy of the subcontractor’s invoice must accompany the prime Contractor’s
invoice.
9.18 AMENDMENTS
All amendments to this contract shall be in writing and approved/signed by both parties.
Maricopa County Office of Procurement Services shall be responsible for approving all
amendments for Maricopa County.
9.19 ADDITIONS/DELETIONS OF REQUIREMENTS
The County reserves the right to add and/or delete materials and services to a contract
effective no less than 30 business days from receipt of written notice. If a service
requirement is deleted, payment to the Contractor will be reduced proportionately, to the
amount of service reduced in accordance with the bid price. If additional materials or
services are required from a contract, prices for such additions will be negotiated between
the Contractor and the County.
9.20 RIGHTS IN DATA
9.20.1 The County shall have the use of data and reports resulting from a contract without
additional cost or other restriction except as may be established by law or
applicable regulation. Each party shall supply to the other party, upon request, any
available information that is relevant to a contract and to the performance
thereunder.
9.20.2 Data, records, reports, and all other information generated for the County by a third
party as the result of a contract are the property of the County and shall be provided
in a format designated by the County or shall be and remain accessible to the
County into perpetuity.
9.21 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW
9.21.1 In accordance with Section MC1-374 of the Maricopa County Procurement Code,
the Contractor agrees to retain (physical or digital copies of) all books, records,
accounts, statements, reports, files, and other records and back-up documentation
relevant to this contract for six years after final payment or until after the resolution
of any audit questions, which could be more than six years, whichever is longest.
The County, Federal or State auditors and any other persons duly authorized by
the department shall have full access to and the right to examine, copy, and make
use of, any and all said materials.

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9.21.2 If the Contractor’s books, records, accounts, statements, reports, files, and other
records and back-up documentation relevant to this contract are not sufficient to
support and document that requested services were provided, the Contractor shall
reimburse Maricopa County for the services not so adequately supported and
documented.
9.22 AUDIT DISALLOWANCES
If at any time it is determined by the County that a cost for which payment has been made
is a disallowed cost, the County shall notify the Contractor in writing of the disallowance.
The course of action to address the disallowance shall be at sole discretion of the County,
and may include either an adjustment to future invoices, request for credit, request for a
check, or a deduction from current invoices submitted by the Contractor equal to the
amount of the disallowance, or to require reimbursement forthwith of the disallowed amount
by the Contractor by issuing a check payable to Maricopa County.
9.23 STRICT COMPLIANCE
Acceptance by County of a performance that is not in strict compliance with the terms of
the contract shall not be deemed to be a waiver of strict compliance with respect to all other
terms of the contract.
9.24 VALIDITY
The invalidity, in whole or in part, of any provision of this contract shall not void or affect
the validity of any other provision of the contract.
9.25 SEVERABILITY
The removal, in whole or in part, of any provision of this contract shall not void or affect the
validity of any other provision of this contract.
9.26 RELATIONSHIPS
9.26.1 In the performance of the services described herein, the Contractor shall act solely
as an independent Contractor, and nothing herein or implied herein shall at any
time be construed as to create the relationship of employer and employee, co-
employee, partnership, principal and agent, or joint venture between the County
and the Contractor.
9.26.2 The County reserves the right of final approval on proposed staff. Also, upon
request by the County, the Contractor will be required to remove any employees
working on County projects and substitute personnel based on the discretion of
the County within two business days, unless previously approved by the County.
9.27 NON-DISCRIMINATION
Contractor agrees to comply with all provisions and requirements of Arizona Executive
Order 2009-09, including flow down of all provisions and requirements to any
subcontractors. Executive Order 2009-09 supersedes Executive Order 99-4 and amends
Executive Order 75-5 and is hereby incorporated into this contract as if set forth in full
herein. During the performance of this contract, Contractor shall not discriminate against
any employee, client, or any other individual in any way because of that person’s age, race,
creed, color, religion, sex, disability, or national origin. (Arizona Executive Order 2009-09
can be downloaded from the Arizona Memory Project at
http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1.)

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9.28 WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01
If vendor engages in for-profit activity and has 10 or more employees, and if this agreement
has a value of $100,000 or more, vendor certifies it is not currently engaged in, and agrees
for the duration of this agreement to not engage in, a boycott of goods or services from
Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a
regulation issued pursuant to 50 U.S.C. § 4842.
9.29 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
9.29.1 The undersigned (authorized official signing on behalf of the Contractor) certifies
to the best of his or her knowledge and belief that the Contractor, its current
officers, and directors:
9.2.9.1.1 are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from being awarded any
contract or grant by any United States department or agency or any
state, or local jurisdiction;
9.2.9.1.2 have not within a three-year period preceding this contract:
9.1.1.2.1 been convicted of fraud or any criminal offense in
connection with obtaining, attempting to obtain, or as the
result of performing a government entity (Federal, State or
local) transaction or contract; or
9.1.1.2.2 been convicted of violation of any Federal or State antitrust
statutes or conviction for embezzlement, theft, forgery,
bribery, falsification or destruction of records, making false
statements, or receiving stolen property regarding a
government entity transaction or contract;
9.1.1.2.3 are not presently indicted or criminally charged by a government entity
(Federal, State or local) with commission of any criminal offenses in
connection with obtaining, attempting to obtain, or as the result of
performing a government entity public (Federal, State or local)
transaction or contract;
9.1.1.2.4 are not presently facing any civil charges from any governmental entity
regarding obtaining, attempting to obtain, or from performing any
governmental entity contract or other transaction; and
9.1.1.2.5 have not within a three-year period preceding this contract had any
public transaction (Federal, State or local) terminated for cause or
default.
9.29.2 If any of the above circumstances described in the paragraph are applicable to the
entity submitting a bid for this requirement, include with your bid an explanation of
the matter including any final resolution.
9.29.3 The Contractor shall include, without modification, this clause in all lower tier
covered transactions (i.e. transactions with subcontractors or sub-subcontractors)
and in all solicitations for lower tier covered transactions related to this contract. If
this clause is applicable to a subcontractor or sub-subcontractor, the Contractor
shall include the information required by this clause with their bid.

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9.30 VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL
IMMIGRATION LAWS AND REGULATIONS
9.30.1 By entering into the contract, the Contractor warrants compliance with the
Immigration and Nationality Act (INA using E-Verify) and all other Federal
immigration laws and regulations related to the immigration status of its employees
and A.R.S. § 23-214(A). The Contractor shall obtain statements from its
subcontractors certifying compliance and shall furnish the statements to the
procurement officer upon request. These warranties shall remain in effect through
the term of the contract. The Contractor and its subcontractors shall also maintain
Employment Eligibility Verification forms (I-9) as required by the Immigration Reform
and Control Act of 1986, as amended from time to time, for all employees performing
work under the contract and verify employee compliance using the E-Verify system
and shall keep a record of the verification for the duration of the employee’s
employment or at least three years, whichever is longer. I-9 forms are available for
download at www.uscis.gov.
9.30.2 The County retains the legal right to inspect documents of Contractor and
subcontractor employees performing work under this contract to verify compliance
with paragraph 9.30.1 of this section. Contractor and subcontractor shall be given
reasonable notice of the County’s intent to inspect and shall make the documents
available at the time and date specified. Should the County suspect or find that the
Contractor or any of its subcontractors are not in compliance, the County will
consider this a material breach of the contract and may pursue any and all remedies
allowed by law, including, but not limited to: suspension of work, termination of the
contract for default, and suspension and/or debarment of the Contractor. All costs
necessary to verify compliance are the responsibility of the Contractor.
9.31 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO
INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS
9.31.1 The parties agree that this contract and employees working on this contract will be
subject to the Contractor employee whistleblower protections established by Title
41 U.S.C. § 4712 and Section 3.908 of the Federal Acquisition Regulation.
9.31.2 Contractor shall inform its employees in writing, in the predominant language of
the workforce, of employee whistleblower rights and protections under 41 U.S.C.
§ 4712, as described in Section 3.908 of the Federal Acquisition Regulation.
Documentation of such employee notification must be kept on file by Contractor
and copies provided to County upon request.
9.31.3 Contractor shall insert the substance of this clause, including this paragraph, in all
subcontracts over the simplified acquisition threshold ($250,000 as of fiscal year
2018).
9.32 CONTRACTOR LICENSE REQUIREMENT
9.32.1 The Contractor shall procure all permits, insurance, and licenses, and pay the
charges and fees necessary and incidental to the lawful conduct of his/her
business, and as necessary complete any requirements, by any and all
governmental or non-governmental entities as mandated to maintain compliance
with and remain in good standing. The Contractor shall keep fully informed of
existing and future trade or industry requirements, and Federal, State, and local
laws, ordinances, and regulations which in any manner affect the fulfillment of a
contract and shall comply with the same. Contractor shall immediately notify both
Office of Procurement Services and the department of any and all changes
concerning permits, insurance, or licenses.

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9.33 DEBARMENT AND SUSPENSION
(1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt.
3000. As such, the contractor is required to verify that none of the contractor’s principals
(defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded
(defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).
(2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and2 C.F.R. pt. 3000,
subpart C, and must include a requirement to comply with these regulations in any lower
tier covered transaction it enters into.
(3) This certification is a material representation of fact relied upon by Maricopa County. If
it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C
and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the County, the
Federal Government may pursue available remedies, including but not limited to
suspension and/or debarment.
(4) The bidder or proposer agrees to comply with the requirements of2 C.F.R. pt. 180,
subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the
period of any contract that may arise from this offer. The bidder or proposer further agrees
to include a provision requiring such compliance in its lower tier covered transactions.
9.34 ACCESS TO RECORDS
The following access to records requirements apply to this contract:
(1) The Contractor agrees to provide Maricopa County (County), the FEMA Administrator,
the Comptroller General of the United States, or any of their authorized representatives’
access to any books, documents, papers, and records of the Contractor which are directly
pertinent to this contract for the purposes of making audits, examinations, excerpts, and
transcriptions.
(2) The Contractor agrees to permit any of the foregoing parties to reproduce by any means
whatsoever or to copy excerpts and transcriptions as reasonably needed.
(3) The Contractor agrees to provide the FEMA Administrator or his authorized
representatives access to construction or other work sites pertaining to the work being
completed under the contract.
(4) In compliance with the Disaster Recovery Act of 2018, the County and the Contractor
acknowledge and agree that no language in this contract is intended to prohibit audits or
internal reviews by the FEMA Administrator or the Comptroller General of the United
States.
9.35 CONFIDENTIAL INFORMATION
9.35.1 Any information obtained in the course of performing this contract may include
information that is proprietary or confidential to the County or to any person
impacted by the Contract. This provision establishes the Contractor’s obligation
regarding such information.
9.35.2 The Contractor shall establish and maintain procedures and controls that are
adequate to assure that no information contained in its records and/or obtained
from the County or from others in carrying out its functions (services) under the
contract shall be used by or disclosed by it, its agents, officers, or employees,
except as required to efficiently perform duties under the contract. The Contractor’s
procedures and controls, at a minimum, must be the same procedures and controls
it uses to protect its own proprietary or confidential information. If, at any time
during the duration of the contract, the County determines that the procedures and
controls in place are not adequate, the Contractor shall institute any new and/or

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additional measures requested by the County within 15 business days of the
written request to do so.
9.35.3 Any requests to the Contractor for County proprietary or confidential information
shall be referred to the County for review and approval, prior to any dissemination.
9.36 PUBLIC RECORDS
Under Arizona law, all offers submitted and opened are public records and must be
retained by the County at the Maricopa County Office of Procurement Services. Offers shall
be open to public inspection and copying after contract award and execution, except for
such offers or sections thereof determined to contain proprietary or confidential information
by the Office of Procurement Services. If an offeror believes that information in its offer or
any resulting contract should not be released in response to a public record request, under
Arizona law, the offeror shall indicate the specific information deemed confidential or
proprietary and submit a statement with its offer detailing the reasons that the information
should not be disclosed. Such reasons shall include the specific harm or prejudice which
may arise from disclosure. The records manager of the Office of Procurement Services
shall determine whether the identified information is confidential pursuant to the Maricopa
County Procurement Code.
9.37 INTEGRATION
This contract represents the entire and integrated agreement between the parties and
supersedes all prior negotiations, proposals, communications, understandings,
representations, or agreements, whether oral or written, expressed, or implied.
9.38 GOVERNING LAW
This contract shall be governed by the laws of the State of Arizona. Venue for any actions
or lawsuits involving this contract will be in Maricopa County Superior Court, Phoenix,
Arizona.
9.39 ORDER OF PRECEDENCE
In the event of a conflict in the provisions of this contract and Contractor’s license
agreement, if applicable, the terms of this contract shall prevail.
9.40 INCORPORATION OF DOCUMENTS
9.40.1 The following are to be attached to and made part of this Contract:
9.10.1.1 Exhibit A – Vendor Information
9.10.1.2 Exhibit A-1 – Pricing
9.10.1.3 Exhibit B – Scope of Work

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9.41 NOTICES
All notices given pursuant to the terms of this contract shall be addressed to:
For County:
Kevin Tyne, Chief Procurement Officer
Maricopa County
160 S. 4th Avenue
Phoenix, Arizona 85003
Phone: (602)-506-3247, Email: kevin.tyne@Maricopa.gov
For Contractor:
Petre Snegireff
1360 Peach Street
San Luis Obispo, CA 93401
Phone (703)-638-5939, Email: snegireff@gmail.com

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IN WITNESS WHEREOF, this contract is executed on the date set forth above.
CONTRACTOR
AUTHORIZED SIGNATURE
Petre Snegireff, Solvency Advisors Owner
PRINTED NAME AND TITLE
1360 Peach Street, San Luis Obispo, CA 93401
ADDRESS
7/16/2021
DATE
MARICOPA COUNTY
CHAIRMAN, BOARD OF SUPERVISORS DATE
ATTESTED:
CLERK OF THE BOARD DATE
APPROVED AS TO FORM:
July 16, 2021
DEPUTY COUNTY ATTORNEY DATE

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EXHIBIT A-VENDOR INFORMATION
SERIAL
NIGP CODE: 91800
RESPONDENT'S NAME:
COUNTY VENDOR NUMBER: VS0000005889
ADDRESS: 1360 Peach St.
San Luis Obispo, CA 93401
P.O. ADDRESS:
TELEPHONE NUMBER: (703) 638-5939
FACSIMILE NUMBER:
WEB SITE:
CONTACT (REPRESENTATIVE): Petre Snegireff
REPRESENTATIVE'S E-MAIL ADDRESS: snegireff@gmail.com
YES NO REBATE
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS
[ ] [ X ]
CONTRACT:
WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: [ ] [X ]
FUEL COST COMPONENT (see section 4.5.7.1 of solicitation) _________% OF
TOTAL BID AMOUNT
RESPONDENT IS REQUIRED TO PICK ONE OF THE FOLLOWING PAYMENT TERMS.
FAILURE TO INDICATE PAYMENT TERMS WILL RESULT IN A DEFAULT TO NET 30 DAYS.
RESPONDENT MUST INITIAL THEIR SELECTION BELOW.
[ ] NET 10 DAYS [ ] NET 45 DAYS [ ] 1% 10 DAYS NET 30 DAYS
[ ] NET 15 DAYS [ ] NET 60 DAYS [ ] 2% 30 DAYS NET 31 DAYS
[ ] NET 20 DAYS [ ] NET 90 DAYS [ ] 1% 30 DAYS NET 31 DAYS
[ X ] NET 30 DAYS [ ] 2% 10 DAYS NET 30 DAYS [ ] 5% 30 DAYS NET 31 DAYS

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EXHIBIT A-1 PRICING
1.1 Project Fees.
This Statement of Work is a time and materials engagement and Solvency Advisors LLC will bill for actual
hours incurred at the rates below, plus actual out-of-pocket expenses.
Budget and Fees. The approved budget outlined for this SOW is $160,000 unless a change order is agreed
to and signed by both parties. Time will be reported. Pricing changes will be managed through change
requests and approval of change requests require written approval of the Information Services Director or
her designee.
The cost quote is a time and materials engagement with an approved budget for the hours and cost
provided, which is based on our understanding of the scope and assumptions outlined herein. Any changes
to the scope and assumptions will be considered a change order and will be billed at the applicable bill rate.
The table(s) below summarizes our current estimates of the costs involved for services provided during
under this SOW.
Project Role Estimated Hours Rate Costs
Project Manager 600 $120 $72,000
Project Business Analyst 600 $120 $72,000
Total Services 1,200 $144,000
Travel (8 Trips) $1,350 $10,800
Total Phase 1 SOW $154,800
The duration of this SOW is estimated to be for approximately 6 months from the start date.
1.2 Travel Time and Expenses. Travel time and expenses are not included in the Services and will be billed
separately. Customer shall reimburse Solvency Advisors LLC for travel and per diem expenses in
accordance with the Maricopa County Office of Procurement Services Contractor Travel and Per Diem
Policy

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EXHIBIT B-SCOPE OF WORK
Maricopa County Treasury Office Dynamics 365
Project Initiation and Preparation Phase I
This Statement of Work (SOW) dated June 14, 2021 between Contractor (“Solvency Advisors
LLC”) Maricopa County Treasury Office (“Customer”)).
1) Scope
a) Software. In performing the Services, Solvency Advisors LLC will be utilizing the
software products that are licensed to Customer, collectively “Software.”
i) All software and databases that make up the TROCS system.
Soft Ware Modules In Scope
TROCS
TROCSAdmin
TROCSConfig
TROCSSession
Treasurer Corporate Services “TCS”
Treasurer Agency Services “TAS”
ii) The following Dynamics AX2012 modules are required for this Statement of Work.
2) Software Modules in Scope
3) FINANCIAL MANAGEMENT
i) General Ledger
ii) Banking and Cash Management
iii) Accounts Payable
iv) Accounts Receivable
4) Reporting/BUSINESS INTELLIGENCE
i) Management Reporter
ii) Application Integration Framework
iii) SQL Server Reporting Services (SSRS)
iv) Dynamics Cubes
5) ADDITIONAL FUNCTIONALITY or THIRD-PARTY
ISVs
i) Warrant Customization
ii)
2 Services. Our approach leverages the combined effort of the project team, staffed by
Petre Snegireff, Solvency Advisors LLC, and Customer resources. These Services
will be provided in accordance with Customer’s specifications and deliverables as set
forth in this Statement of Work. The work will be contained in two phases, with Phase
1 described in this SOW and Phase 2 will be in a subsequent SOW. Petre Snegireff
will provide consultative services to address project preparation activities, accounting
system solution analysis, accounting system selection, and through RFP creation for

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the Financial accounting system, Dynamics AX R13, upgrade or an alternative
accounting system. The following activities and deliverables are in scope:
b) The preliminary list of project phase one milestones is:
i) Facilitate Pre-Project Kickoff activities
ii) Financial Services Current As-Is Business Process Flows
(1) Partner with Financial Services staff to update in-scope financial Services As-Is
Business Process Flows (BPF) to align with in-scope Financial Services business
operations. (see below list of existing Financial Services BPF)
30.05.15 Import Warrant Presentation file from Bank
30.05.20 Cash Verification Process (Warrant
Reconciliation)
30.05.25 Register Warrants
30.05.30 Adjust or Reverse an Outstanding Warrant
30.05.35 Void Expired Warrants (stale dating)
30.10.05 Create and Manage Vendor
30.10.10 Post Invoice Non-PO
30.10.15 Process Debit Memo Non-PO
30.10.20 Refund Payment
30.10.25 Pay Vendor and void payments
30.10.30 Repay TAN (cash control)
30.15.05 Create and Manage Credit Lines
30.15.10 Call Credit Line - Repay Credit Line
30.15.15 Calculate Interest on Credit Lines
30.25.15 Import General Ledger Entries
30.35.05 Reconcile Bank Account, Automated
30.35.10 Reconcile Bank Account, Manual
30.40.15 Post General Ledger Entries
30.40.20 Adjust General Ledger
30.40.50 Close Month or Year End
30.60.05 Bond Closings and Debt Setup
30.60.10 Bond Debt Disbursements
30.60.15 Bond Maintenance
30.95.05 Create and Manage a Ledger Account
30.95.20 Establish and Manage TAN (cash control)
(2) Along with Financial Services staff, create BPF for Financial Services business
processes that do not have an existing As-Is BPF
iii) Partner with Information Services and Financial Services to prepare for and facilitate
a walk-through of the current backlog of Financial Services service requests with
Financial Services and Information Services
(1) Document service requests to remain open
(2) Document the business priority of the open requests
(3) Document the business requirements

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(4) Obtain a HML level of effort of remaining open requests from Information
Services
(a) This list of business functionality will be compared to the functionality of the
future state (Dynamics 365 or TROCS Accounting) to determine fit/gap status
(5) Create Future State BPF
(6) Create Future Use Cases
(7) Document the service requests that can be cancelled or closed
iv) Partner with Financial Services resources to build Financial Services future state
BPF
v) In partnership with Financial Services, develop Use Cases required for the
requirements reconciliation workshop
vi) Facilitate the Financial Services requirements reconciliation workshops, utilizing Use
Cases
(1) Coordinate the accounting functionality sessions with ULTIS PMO / Information
Services for system, environment availability and readiness
(2) Assist with scheduling use case "hands on keyboard" sessions with Financial
Services & Information Services leadership
(3) Assist Financial Services staff with their execution of Use Cases utilizing the
TROCS Accounting system
(4) Document the fit/gap status for each use case as well as the % of fit/gap, priority
ranking and comment
(5) Include comparison of the Financial Services service request backlog BPF and
Use Cases
(6) Develop the TROCS Accounting fit / gap assessment and executive summary
vii) Collaborate with the Financial Services Director and IT leadership on final
assessment
(1) Prepare assessment and summary documents
(a) If TROCS accounting is a viable product to use, then continue to next
assessment activity to determine a rough order of magnitude (ROM) cost
estimate in collaboration with Information Services
(i) Collaborate with IT for development of a ROM cost estimate
(ii) Collaborate with Financial Services on their ROM cost estimate
(iii) Build a resource plan based on collaboration with IT and Financial
Services
(iv) Determine staff augmentation or vendor partner approach
(v) Develop a high-level milestone plan based on a set of assumptions
(vi) Present milestone plan / findings to IT Leadership and Financial Services
Leadership
(vii) Develop an executive summary report describing the recommended
financial accounting system solution in collaboration with IT Leadership
and Financial Services Leadership
(viii) Participate in presentation to Treasurer’s Office leadership
(ix) Assist with project team resourcing
1. If staff augmentation is the selected approach, assist Information
Services with coordinating interviews, on-boarding, etc.
2. If vendor partner is the selected as the approach, then proceed with
RFP / SOW development
a. Develop RFP for a vendor to partner with MCTO for the
Accounting changes in TROCS
b. Collaborate with Information Services, Procurement and Financial
Services
c. Facilitate the RFP submission
d. Track the RFP responses

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e. Collaborate / coordinate vendor responses with Information
Services, Procurement, Financial Services and RFP respondents
f. Facilitate RFP response presentations
i. Document presentation sessions, action items, MCTO findings
g. Collaborate with IT and Financial Services to document their
RFP/Vendor selection (most likely be LifeCycle since we will
already be partnering with them on ULTIS property tax)
(b) If TROCS is not a viable product to be used by Financial Services for their
accounting refresh
(i) Collaborate with IT, Procurement, and Financial Services to develop an
RFP for upgrade to Dynamics 365 or other accounting system
(ii) Facilitate the RFP submission
(iii) Track the RFP responses
(iv) Collaborate / coordinate vendor responses with IT, Procurement,
Financial Services and RFP respondents
(v) Facilitate RFP response presentations
1. Document presentation sessions, action items, MCTO findings
(vi) Collaborate with Information Services and Financial Services to document
their RFP/Vendor selection
(vii) Develop executive summary draft
(viii) Facilitate on-boarding activities of RFP Vendor
viii) Build a Project plan for review and approval by information Services and Financial
Services
ix) Build a resource plan based on collaboration with Information Services, Financial
Services, and vendor
x) Build a budget excel workbook
c) Define Deliverables:
i) Project Kickoff Meeting. In Collaboration with the Customer, conduct the project
kickoff meeting. During this meeting, the Customer objectives, scope of services, high
level timeline, and implementation methodology will be reviewed.
ii) Business Process Flows utilizing the MCTO VISIO standards
iii) Use Case utilizing the MCTO standards
iv) Requirement Reconciliation Assessment
v) Financial Services open Service Request Assessment
vi) Phase II RFP or SOW
vii) Final deliverable acceptance requires written approval from the Treasurer or his
designee (e.g., Chief Deputy)
1.1 Project Management. The project management effort occurs throughout the life cycle of
this Statement of Work and the change orders that may relate to and/or continue with the
Services hereunder. Both Solvency Advisors LLC and Customer will assign project
resources to the team. The projects manager role will be filled by Petre Snegireff.
Customer shall be ultimately responsible for all phases of the project schedule and budget.
1.2 Start Date and Timeline. Once we receive the signed contract, we will work with
Solvency Advisors to determine a project start date that both meets your business
objectives and allows us to staff the project effectively. We tentatively have a start date
the week of July 19, 2021.

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1.3 Statement of Work Expiration. Solvency Advisors LLC reserves the right to modify and
update the terms and pricing on this SOW if not executed within 45 days from the date of
this Statement of Work.
1.4 Assumptions. The following assumptions have been made regarding this Statement of
Work:
Site Accommodations. Solvency Advisors LLC will perform key tasks onsite at the
Treasurer’s Office. To minimize travel expenses, Solvency Advisors LLC will also perform
work remotely when appropriate. For work onsite at the Customer’s office, workspace will
be provided for the duration of the project with workstations and ports to allow access to
the application and Internet. Remote secured access is required to allow Solvency
Advisors LLC to perform tasks from our offices. Software licenses (e.g. TROCS, Microsoft
Office 365) and workstations required for Solvency Advisors LLC to perform its tasks in-
person or remotely will be furnished by the Customer.
Project Team Commitment. To keep the project on schedule, we expect the core
Customer project team to be dedicated to the project throughout the life cycle of this
Statement of Work. The timeframe outlined assumes we can effectively coordinate the
schedules of the Customer’s team and that the knowledge required for Business Process
Flows and Use Cases is distributed across the Project Team.
Solvency Advisors Availability. To provide the strongest team possible to this and
every project, Solvency Advisors believes that supporting our team member is a crucial
component of our delivery. Therefore, it is important to understand that Solvency Advisors
LLC staff will not be available at certain times during the expected timeframe of this project
to accommodate holidays, and scheduled team member commitments, training, and/or
vacation dates. Solvency Advisors LLC will work with you to communicate the dates
during the project as part of our ongoing planning and status meetings. Solvency Advisors
LLC standard on site workweek for consultants who are from out of town is four days per
week.
Management Commitment. Our experience shows that successful projects require
strong management commitment. Executive sponsorship of this project is essential. It is
proven that projects with strong executive involvement produce expected budget results
and have strong Customer satisfaction.
Internal Customer Support. The Treasurer’s Office will identify an internal resource,
typically an Information Services team member, as the Product Owner or Business
Analyst.
Assumption of Project Being Performed Contiguously. We have made the
assumption in this Statement of Work that this project will be performed contiguously.
Specifically, the phases of the project will be timed in a manner to minimize or eliminate
any stoppages or downtime for both the Customer and the Solvency Advisors LLC Team.
Personnel. In the event Customer is dissatisfied with Solvency Advisors LLC personnel,
Customer shall immediately notify Solvency Advisors LLC, in writing, detailing the reason
for their dissatisfaction. Solvency Advisors LLC will provide a plan within two (2) weeks
of Customer’s notice.
Selection Decision. Customer shall be solely responsible for making the decision of
whether or not to proceed with the recommended solution.

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Delay. Customer acknowledges a delay in making a decision may extend the project
timeline and costs to the Customer.
Changes. In each instance, a change, revision, alteration to the phase, deliverable, scope, cost
estimate or the performance of any service herein must be specified in a written change order
signed by Customer. The change order document shall include a description of the service
changed, the estimated time to complete the task(s), and the estimated cost(s). In the event a
change order is not signed, Solvency Advisors LLC will not proceed with the work.
1.5 Limitations on Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE
LIABLE TO THE OTHER PARTY OR ANY OTHER PERSON FOR ANY SPECIAL,
INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES,
WHETHER IN AN ACTION OF CONTRACT, STRICT OR STATUTORY LIABILITY, TORT
(INCLUDING NEGLIGENCE) OR OTHER THEORY OF LIABILITY (INCLUDING
BREACH OF WARRANTY), ARISING OUT OF OR IN ANY WAY CONNECTED WITH
THIS AGREEMENT OR THE USE OF OR INABILITY TO USE ANY PRODUCTS,
SERVICES, INFORMATION OR RESULTS PROVIDED UNDER THIS AGREEMENT,
EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
EXCEPT FOR CLAIMS ARISING FROM BREACH OF CONFIDENTIALITY,
INTELLECTUAL PROPERTY INFRINGEMENT, GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT, IN NO EVENT WILL SOLVENCY ADVISORS LLC LIABILITY ARISING
OUT OF OR IN ANY MANNER CONNECTED WITH OR RELATING TO THIS TASK
ORDER AND THE USE OR INABILITY TO USE ANY OF THE PRODUCTS OR
SERVICES PROVIDED UNDER THIS TASK ORDER EXCEED, IN THE AGGREGATE,
THE VALUE OF THE LABOR COST UNDER THIS SOW.